SW8050309_Historical File_20201020

Pusey, Steven
From: Steve Shuttleworth <[e-mail]>
Sent: Tuesday, October 13, 2020 8:58 AM
To: Pusey, Steven
Cc: Alan Lewis
Subject: Re: [External] N Juniper creek tansfer
Attachments: Plan of action North Carolina Department of Environmental Quality.pdf; Declarations
(Juniper Creek) B2694-P0577 (1).pdf;Juniper Creek Master Plan Phasing Map.pdf
CAUTION:External email_ Do not click links or open attachments unless you very.Send all suspict s '
Steven Attached is the Plan of action letter for your file to complete the transfer. I have also attached the Covenants
and the approved master plan form the county. Please note I only bought the lots with red, blue and green dots as the
"open spaces 1,2,3,and 4".
On Mon,Oct 12, 2020 at 3:42 PM Pusey,Steven<[e-mail]>wrote:
Mr. Shuttleworth:
I still need to get your Plan of Action with a Schedule for Compliance before I can transfer the permit. This
procedure is necessary in order to document that there will not be any major changes to the design, but
instead, having a goal of merely correcting the existing deficiencies. However, it is acceptable to plan for a
proposed modification in order to correct some things such as BUA, number of lots, changing routing of
swales, changing road design, etc., while keeping it as a low-density residential subdivision permit. We just
need something general at this point.
Thanks,
Steve
9CPiVe-w :'.
Steven G. Pusey
Environmental Engineer ii
Division of Energy, Mineral and Land Resources
State Stormwater Program
i

North Carolina Department of Environmental Quality
127 Cardinal Drive, Wilmington, NC 28405
Office: [phone]
Direct: [phone]
Email: [e-mail]
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Worth Care ina Pui if_'Re(rords Law.,.?7 isc'c.e to t?irk perTiEs.
From:Steve Shuttleworth<[e-mail]>
Sent: Friday, October 9, 2020 10:16 AM
To: Pusey,Steven<[e-mail]>
Subject: Re: [External] N Juniper creek tansfer
CAUTION;
j .•-. ._ - •
.-. ..
Thanks for the inspection report.This is an active development site. I will address ALL these items once I receive the
permit transfer. Of course in the interim I will contact Creighton and go over the site with him.
Please process the transfer so I can address these as the permit holder FRP
On Fri,Oct 9,2020 at 10:08 AM Pusey,Steven<[e-mail]>wrote:
2

Steve,
I'm working on it. I did finish the inspection report (see attached). Let me know if you have any questions
on that. If something doesn't make sense,we can adjust it.
Thanks,
Steven G. Pusey
Environmental Engineer II
Division of Energy, Mineral and Land Resources
State Stormwater Program
North Carolina Department of Environmental Quality
127 Cardinal Drive,Wilmington, NC 28405
Office: [phone]
Direct [phone]
Email: steven.puseyO« ncdenr.gov
DEQ1
correspondence ro and from this address`s si:t ect ro the
North Carolina Public h'ec ord.•Law and may be disclased to third parties.
3

From:Steve Shuttleworth<[e-mail]>
Sent: Friday,October 9, 2020 9:28 AM
To: Pusey,Steven<[e-mail]>
Subject: [External] N Juniper creek tansfer
,IN: nd ail suspicious email as an attachment to
•
Steven Any luck or progress on completing the transfer for the juniper creek permit? I want to get a
compliance inspection report from you to correct any issues but I'm not yet the permit holder.
Steve Shuttleworth
Shuttleworth Inc
711 Carolina Beach Ave North
Carolina Beach
North Carolina 28428
719 499 1373 cell
719 623 0473 direct fax
[e-mail]
www.steveshuttleworth.com
Steve Shuttleworth
Shuttleworth Inc
4

North Carolina Department of Environmental Quality
127 Cardinal Drive
Wilmington NC 28405
Mr.Steven G. Pusey
Re: Permit SW8050309
Plan of Action and Schedule
Mr. Pusey as per your request please see the below plan of action on the items noted in the inspection report dated 9-
16-20.The request is for a developer to developer transfer. I am the FRP.
The site is under active development.We anticipate having all development work completed in the next 90 days
weather permitting. The Storm water collection system is a Low Density design.The majority of the swales have been
installed and we are in the process of stabilizing them.
1. The Engineer's certification will be completed once all active development is complete and all other items noted
in the field report have been addressed. The current schedule is that to have the certification done in the next
180 days,after we complete the final phase 3 lots development.
2. The Recorded restrictive Covenants are attached.
3. There is no significant modification being contemplated.A minor modification maybe submitted for approval
upon transfer of the permit
4. The roads and areas that are"prone to flooding" have been abandoned in the reworked approved master plan
attached.This plan simply abandons a certain number of lots and the hammerhead road terminus at the rear of
Island Creek.
5. We have a no construction in wetlands determination form the Corps.We are not developing anything which is
an impact within wetlands last approved JD wetlands map.
Sincerely,
Steve Shuttleworth
Juniper Creek Development LLC Member/Manager

Pusey, Steven
From: Pusey, Steven
Sent: Monday, October 12, 2020 3:43 PM
To: Steve Shuttleworth
Subject: RE: [External] N Juniper creek tansfer
Mr. Shuttleworth:
I still need to get your Plan of Action with a Schedule for Compliance before I can transfer the permit. This
procedure is necessary in order to document that there will not be any major changes to the design, but
instead, having a goal of merely correcting the existing deficiencies. However, it is acceptable to plan for a
proposed modification in order to correct some things such as BUA, number of lots, changing routing of
swales, changing road design, etc., while keeping it as a low-density residential subdivision permit. We just
need something general at this point.
Thanks,
Steve
9(ev f P$4
Steven G. Pusey
Environmental Engineer II
Division of Energy, Mineral and Land Resources
State Stormwater Program
North Carolina Department of Environmental Quality
127 Cardinal Drive, Wilmington, NC 28405
Office: [phone]
Direct: [phone]
Email: [e-mail]
E
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_ ;:.'C.`fr rj y ai.)(jc Records Low and ft7ny be disc:fared to third do ti:_.
From:Steve Shuttleworth<[e-mail]>
Sent: Friday,October 9,2020 10:16 AM
To: Pusey,Steven <[e-mail]>
Subject: Re: [External] N Juniper creek tansfer
' CAUTION:
Thanks for the inspection report.This is an active development site. I will address ALL these items once I receive the
permit transfer. Of course in the interim I will contact Creighton and go over the site with him.
1

Please process the transfer so I can address these as the permit holder FRP
On Fri, Oct 9,2020 at 10:08 AM Pusey,Steven <[e-mail]>wrote:
Steve,
I'm working on it. I did finish the inspection report (see attached). Let me know if you have any questions on
that. If something doesn't make sense, we can adjust it.
Thanks,
4t�
Steven G. Pusey
Environmental Engineer II
Division of Energy, Mineral and Land Resources
State Stormwater Program
North Carolina Department of Environmental Quality
127 Cardinal Drive, Wilmington, NC 28405
Office: [phone]
Direct: [phone]
Email: steven.puseyna ncdenr.gov
Email correspondence to and frc m this oad—_>ss suh jec to the
?irrift P=/17''c w and may be aT!; lo:ied '•t7.rr;e.;.
2

From: Steve Shuttleworth<[e-mail]>
Sent: Friday,October 9, 2020 9:28 AM
To: Pusey,Steven<[e-mail]>
Subject: [External] N Juniper creek tansfer
ICAIfTIO External email.Do not click links or open attachments unless you verify.5401 all suspicious email as an attact rnent to
Steven Any luck or progress on completing the transfer for the juniper creek permit? I want to get a
compliance inspection report from you to correct any issues but I'm not yet the permit holder.
Steve Shuttleworth
Shuttleworth Inc
711 Carolina Beach Ave North
Carolina Beach
North Carolina 28428
719 499 1373 cell
719 623 0473 direct fax
[e-mail]
www.steveshuttleworth.com
Steve Shuttleworth
Shuttleworth Inc
3

711 Carolina Beach Ave North
Carolina Beach
North Carolina 28428
719 499 1373 cell
719 623 0473 direct fax
[e-mail]
www.steveshuttleworth.com
4

Pusey, Steven
From: Pusey, Steven
Sent: Tuesday, October 6, 2020 3:59 PM
To: 'Steve Shuttleworth'
Cc: Alan Lewis;Chris Stanley
Subject: RE: [External] Fwd: FW:Juniper Creek Subdivision, SW8 050309
Attachments: Wetland Restoration Approval Letter 25Mar14.pdf
Mr. Shuttleworth:
I am working on it now and should be able to make a decision as soon as we get some details ironed out.
The next question I have for you is "can you provide some documentation showing that you are the Manager
for Juniper Creek Development, LLC?" There is nothing on the Secretary of State website. It only shows you
as the Agent.
Also, one caveat in transferring a permit is that there cannot be a significant change in plans. What type of
modifications are you planning to make?
LAnd finally, there was a Wetland Restoration Improvement Letter (see attached). Do you know if this has
been implemented? I will also do some checking on my end. * Mosn e rtv�_ Pfr eerrs .
I plan to write up everything in an inspection report and issue that,then you can provide a "Plan of Action"
similar to the process for"Colbert Place."
Thanks,
Steve
�t�. . 9. Pl�+� Lek; / �n9r
Steven G. Pusey
Environmental Engineer II
Division of Energy, Mineral and Land Resources
State Stormwater Program
North Carolina Department of Environmental Quality
127 Cardinal Drive, Wilmington, NC 28405
Office: [phone]
Direct: [phone] .
Email: steven.puseynncdenr.00v
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1

From:Steve Shuttleworth<[e-mail]>
Sent:Tuesday, October 6,2020 3:33 PM
To: Pusey,Steven<[e-mail]>
Cc:Alan Lewis<[e-mail]>; Chris Stanley<[e-mail]>
Subject: Re: [External] Fwd: FW:Juniper Creek Subdivision, SW8 050309
U ION: z , not rick links
Steve I know you got a lot going on but that review was done a couple of weeks ago I really need to get that Stormwater
permit transferred so I can apply for a small modification please let me know when you expect to have that done so I
can alert my engineer thank you
On Tue, Oct 6,2020 at 3:28 PM Pusey,Steven<[e-mail]>wrote:
Mr. Shuttleworth,
That last email was for Colbert Place.
For Juniper Creek, after discussion with your attorney, the deed is verified. So, I will proceed with the review.
2

Pusey, Steven
From: Pusey, Steven
Sent: Tuesday, October 6, 2020 3:28 PM
To: Steve Shuttleworth
Cc: Alan Lewis; Chris Stanley
Subject: RE: [External] Fwd: FW:Juniper Creek Subdivision, SW8 050309
Mr. Shuttleworth,
That last email was for Colbert Place.
For Juniper Creek, after discussion with your attorney,the deed is verified. So, I will proceed with the review.
Steve
917 .e,.,, 9 cvt.e°
Steven G. Pusey
Environmental Engineer II
Division of Energy, Mineral and Land Resources
State Stormwater Program
North Carolina Department of Environmental Quality
127 Cardinal Drive, Wilmington, NC 28405
Office: [phone]
Direct: [phone]
Email: [e-mail]
Celfr
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L, .: Z;!ii:::•. r?i. .iC~J..:3 2.7Lr:`.tr ;t (.(: ( . : ; .,"r ,7;i.. •,,:
From:Steve Shuttleworth<[e-mail]>
Sent:Tuesday, October 6,2020 10:57 AM
To: Pusey,Steven<[e-mail]>
Cc:Alan Lewis<a [e-mail]>; Chris Stanley<[e-mail]>
Subject: Re: [External] Fwd: FW:Juniper Creek Subdivision,SW8 050309
- links or open attachments
Steven Where are we?this Im desperate to get the tarnsfer dpone to allow a modification.
On Tue,Sep 15, 2020 at 3:19 PM Pusey,Steven<[e-mail]>wrote:
Steve,
i

The deed I was referencing was a deed of trust. See attached. This one shows new parcels added which
include the lots. However, on the General Warranty Deed, the lots are excluded. Why is that? Do you own
the lots? Also, the Brunswick County GIS map shows ownership as c/o ERS Investments, LLC. Is that correct?
Regards,
5r ve. P
Steven G. Pusey
Environmental Engineer II
Division of Energy, Mineral and Land Resources
State Stormwater Program
North Carolina Department of Environmental Quality
127 Cardinal Drive, Wilmington, NC 28405
Office: [phone]
Direct: [phone]
Email: [e-mail]
cc-responde;-7 -2 to: nd fr3r' this addr_ss is su.b s °to tin
North CGreir -t:'bi1c ge_^,ords.'.uiJ a:?d cm:iy be d;sitlr,sed::? third pati es.
2

From:Steve Shuttleworth<steveta steveshuttleworth.com>
Sent:Tuesday,September 15,2020 1:25 PM
To: Pusey,Steven<[e-mail]>
Cc:Alan Lewis<[e-mail]>;Chris Stanley<[e-mail]>
Subject: [External] Fwd: FW:Juniper Creek Subdivision, SW8 050309
L— i- External email. Do not click links or open attachments unless
Steve attached is a copy of the singed operating agreement showing my ownership/management in the LLC. Im
unclear as to the deed question Please send me the documents you are referring to r give me a call
Forwarded message
From: Chris Russell <[e-mail]>
Date: Mon,Sep 14, 2020 at 11:04 AM
Subject: FW:Juniper Creek Subdivision,SW8 050309
To:Steve Shuttleworth<[e-mail]>
Cc:Alan Lewis<[e-mail]>,Sabrina Babson<[e-mail]>
Good morning Steve. Alan wanted me to pass this along so that you can address the questions from Steve Pusey.
Please keep Alan and I in the loop on any information exchanged between yourself and Mr. Pusey so that we can be
informed.
Thank you.
•
Chris Russell, PE
k o)910-754-8029
(f)910-754-8049
(m)9'0-232-0692
3

From: Pusey,Steven [mailto:steven.pusey@@ncdenr.gov]
Sent:Thursday,September 10, 2020 9:32 AM
To:Alan Lewis<[e-mail]>
Subject:Juniper Creek Subdivision,SW8 050309
Alan,
Hope you are doing well.
As I was going through the documentation for subject Juniper Creek Subdivision, I noticed a discrepancy in
the deeds. It appears that the General Warranty deed Exhibit A shows that all lots are "excepted," whereas
they are listed on the Deed of Trust Exhibit A; reference is made to Deed Book 4386, page 442. It is my
understanding that the Deed of Trust ensures the Lender has interest in the lots, however it would appear
that the Borrower, permittee,Juniper Creek Development, LLC, does not have interest in the lots. Should this
Exhibit A be corrected on the General Warranty deed? Or, is that correct?
Also, we will need some proof that Mr. Steve Shuttleworth is the manager of the LLC. Secretary of State
information only shows him as the Agent.
Thanks,
9revco,, 9. Pam.
Steven G. Pusey
Environmental Engineer II
Division of Energy, Mineral and Land Resources
State Stormwater Program
North Carolina Department of Environmental Quality
127 Cardinal Drive,Wilmington, NC 28405
4

Pusey, Steven
From: Pusey, Steven
Sent: Tuesday, September 15, 2020 4:31 PM
To: Steve Shuttleworth
Cc: Alan Lewis; Chris Stanley
Subject: RE: [External] Fwd: FW:Juniper Creek Subdivision, SW8 050309
Mr. Shuttleworth:
I am not a real estate attorney, however something seems amiss. So,the previous "General Warranty Deed"
was for the original property owner, and they did not have interest in the lots?
It is my understanding the "Deed of Trust" ensures that the Lender has interest in the property (in this case,
including lots), so it appears that is correct for the Lender. Typically, the "General Warranty Deed" transfers
ownership to the new buyer . See legal statement below:
"The warranty deed transfers the property's ownership from the current owner to the new buyer, while
the deed of trust ensures the lender has interest in the property in the event a buyer defaults on the loan."
Can you provide an additional document to confirm that Juniper creek development LLC has purchased the
lots?
Thanks,
Steve
5we*t, 9 P .
Steven G. Pusey
Environmental Engineer II
Division of Energy, Mineral and Land Resources
State Stormwater Program
North Carolina Department of Environmental Quality
127 Cardinal Drive,Wilmington, NC 28405
Office: [phone]
Direct: [phone]
Email: [e-mail]
•
From:Steve Shuttleworth<[e-mail]>
Sent:Tuesday,September 15, 2020 3:57 PM
To: Pusey,Steven<[e-mail]>
Cc:Alan Lewis<[e-mail]>; Chris Stanley<[e-mail]>
Subject: Re: [External] Fwd: FW:Juniper Creek Subdivision,SW8 050309
1

LIMN:: �G.rnai'erreail.BBIEVENVillor open alEMENPMErrou vend affillgagglififfiNgarent to
_ ..
I originally contracted to buy the purge the property under ERS. We closed on the property under Juniper creek
development LLC and that is what the deed of trust should be and the warranty deed the Latin question I believe had to
do with how the original property owner recorded those specific lights
On Tue, Sep 15, 2020 at 3:19 PM Pusey,Steven<[e-mail]>wrote:
Steve,
The deed I was referencing was a deed of trust. See attached. This one shows new parcels added which
include the lots. However, on the General Warranty Deed, the lots are excluded. Why is that? Do you
own the lots? Also, the Brunswick County GIS map shows ownership as c/o ERS Investments, LLC. Is that
correct?
Regards,
2

Pusey, Steven
From: Pusey, Steven
Sent: Tuesday, September 15, 2020 3:19 PM
To: Steve Shuttleworth
Cc: Alan Lewis;Chris Stanley
Subject: RE: [External] Fwd: FW:Juniper Creek Subdivision, SW8 050309
Attachments: Brunswick-property-B4386-P442.pdf
Steve,
The deed I was referencing was a deed of trust. See attached. This one shows new parcels added which
include the lots. However, on the General Warranty Deed, the lots are excluded. Why is that? Do you own
the lots? Also, the Brunswick County GIS map shows ownership as c/o ERS Investments, LLC. Is that correct?
Regards,
$'Ce,f.,. 9 Ride,
Steven G. Pusey
Environmental Engineer II
Division of Energy, Mineral and Land Resources
State Stormwater Program
North Carolina Department of Environmental Quality
127 Cardinal Drive, Wilmington, NC 28405
Office: [phone]
Direct: [phone]
Email: [e-mail]
E CV>
vd;
- ?.4 .
From:Steve Shuttleworth<[e-mail]>
Sent:Tuesday,September 15,2020 1:25 PM
To: Pusey,Steven <[e-mail]>
Cc:Alan Lewis<a [e-mail]>; Chris Stanley<[e-mail]>
Subject: [External] Fwd: FW:Juniper Creek Subdivision, SW8 050309
CAUTION:
Steve attached is a copy of the singed operating agreement showing my ownership/management in the LLC. Im
unclear as to the deed question Please send me the documents you are referring to r give me a call
1

Forwarded message
From: Chris Russell<[e-mail]>
Date: Mon,Sep 14,2020 at 11:04 AM
Subject: FW:Juniper Creek Subdivision,SW8 050309
To:Steve Shuttleworth <[e-mail]>
Cc:Alan Lewis<[e-mail]>,Sabrina Babson<[e-mail]>
Good morning Steve. Alan wanted me to pass this along so that you can address the questions from Steve Pusey.
Please keep Alan and I in the loop on any information exchanged between yourself and Mr. Pusey so that we can be
informed.
Thank you.
Chris Russell, PE
(0)910-754-8029
(f)910-754-8049
(rn)910-232-0692
From: Pusey,Steven [mailto:[e-mail]]
Sent:Thursday,September 10, 2020 9:32 AM
To:Alan Lewis<[e-mail]>
Subject:Juniper Creek Subdivision,SW8 050309
Alan,
Hope you are doing well.
As I was going through the documentation for subject Juniper Creek Subdivision, I noticed a discrepancy in the
deeds. It appears that the General Warranty deed Exhibit A shows that all lots are "excepted," whereas they
are listed on the Deed of Trust Exhibit A; reference is made to Deed Book 4386, page 442. It is my
understanding that the Deed of Trust ensures the Lender has interest in the lots, however it would appear that
2

the Borrower, permittee,Juniper Creek Development, LLC, does not have interest in the lots. Should this
Exhibit A be corrected on the General Warranty deed? Or, is that correct?
Also, we will need some proof that Mr. Steve Shuttleworth is the manager of the LLC. Secretary of State
information only shows him as the Agent.
Thanks,
5--rim--W 2t
Steven G. Pusey
Environmental Engineer II
Division of Energy, Mineral and Land Resources
State Stormwater Program
North Carolina Department of Environmental Quality
127 Cardinal Drive, Wilmington, NC 28405
Office: [phone]
Direct: [phone]
Email: steven.pusey©ncdenr.gov
3

Steve Shuttleworth
Shuttleworth Inc
711 Carolina Beach Ave North
Carolina Beach
North Carolina 28428
719 499 1373 cell
719 623 0473 direct fax
[e-mail]
www.steveshuttleworth.com
4

Pusey, Steven
From: Chris Russell <[e-mail]>
Sent Thursday,August 20, 2020 3:09 PM
To: Hall, Christine; Pusey, Steven
Cc: 'Alan Lewis'
Subject: RE: [External] Low Density Modification Question, SW8 050309
CAUTION:
Christine/Steve,
Thank you very much for the information.
Please see responses below.
Have a great afternoon!
Chris Russell,PE
(o)910-754-8029
(f)910-754-8049
(m) 910-232-0692
From: Hall, Christine [mailto:[e-mail]]
Sent:Thursday,August 20,2020 10:11 AM
To:Chris Russell<[e-mail]>
Cc: 'Alan Lewis'<[e-mail]>; Pusey,Steven<[e-mail]>
Subject: RE: [External] Low Density Modification Question,SW8 050309
Chris,
The transfer of SW8 050309 has been assigned to Steve Pusey(cc'ed).
As for the scenario presented and your questions, it does sound like a modification will be needed.As for if it will be a
major or minor mod, please refer to the definitions of each found under.1002(23) and (25). Based on what you describe
below, it does sound like a minor modification may be applicable. However,this leads to quite a few questions and
possible discussion that you will need to have with Steve. For instance:
1. Should the modification should be done before or after the transfer?
I believe that the minor modification should be completed after the transfer. Please see response to
2.(b)below.
2. How was the transfer submitted? Did both parties sign the transfer form or just the proposed permittee?
Both parties signed the transfer application.
a. If just the proposed permittee,then,technically,they are agreeing to accept the project without making
any substantial changes(GS 143-214.7(c5)(1)(b)(4)). However,some of the desired changes you
describe may not be considered a substantial change. You will need to provide justification for that.
N/A
b. If both signed the form,then did the new permittee check the box in the application to accept
responsibility for compliance and thus allowing the mod to be submitted after the transfer is approved?
1

The new owner checked the box accepting responsibility for compliance.
If you need further assistance as you work toward getting this permit transferred and modified,Steve will be able to
help you.
Christine Hall
Wilmington Regional Stormwater Program Supervisor
Division of Energy, Mineral and Land Resources—State Stormwater Program
North Carolina Department of Environmental Quality
Office: 910 796 7215
Direct: 910 796 7339 **Please note the change to my direct phone number**
Email: christine.hall(cancdenr.aov
Address: 127 Cardinal Drive Ext.
Wilmington, NC 28405
E
Email correspondence to and from this address is subject to the
North Carolina Public Records Law and may be disclosed to third parties.
From:Chris Russell [mailto:[e-mail]
Sent:Wednesday,August 19, 2020 5:05 PM
To: Hall,Christine<[e-mail]>
Cc: 'Alan Lewis'<[e-mail]>
Subject: [External] Low Density Modification Question
-CAUTION:
Good afternoon Christine. It seems like I have had a number of questions about our projects lately. You have been very
helpful, so thank you.
I have a low density project,Juniper Creek, in Brunswick County that was started and partially completed with 20 of the
originally permitted lots being sold. It was then put on hold because of the 2008 crash. The permit number is SW8
050309.
The project was purchased by a new owner and a permit transfer request was sent in on 7/16/2020.
The new owner has changed the lot configuration and reduced the total lot count from 100 to 93 lots. The imperious
area allocated in the deed restrictions for these 93 lots will be unchanged. The impervious area of the 20 lots that have
already been sold will remain as permitted. There was an amenity center in the original plan that has been
removed. Also,some of the allocated roadway impervious area is no longer needed. All of these changes will leave an
excess of permitted BUA. It is our intention to move the excess remaining into the "future"category. The overall
project impervious area will remain at 30%which is the amount listed in the original permit. The treatment for the
runoff will remain the same—roadside swales.
Does this project qualify for a Minor Mod or will it be a Major Mod?
Please let me know if you need any other information.
Thank you,
Chris
2

r
East ast
ENGINEERTNG* CAURV'EXING.P.C.
J. Christian (Chris)Russell,PIE
Project Engineer
Post Office Box 2469
Shallotte,North Carolina 28459
(o)910-754-8029
(f)910-754-8049
(m)910-232-0692
3

9/15/2020 North Carolina Secretary of State Search Results ct,./ Co 50 3 el
• File an Annual Report/Amend an Annual Report • Upload a PDF Filing • Order a Document Online •
Add Entity to My Email Notification List • View Filings • Print a Pre-Populated Annual Report form • Print
an Amended a Annual Report form
Limited Liability Company
Legal Name
ERS INVESTMENTS, LLC
Information
Sosld: 1085149
Status: Current-Active 0
Date Formed: 2/20/2009
Citizenship: Domestic
Annual Report Due Date: April 15th
Registered Agent: Shuttleworth, Steven A.
Addresses
Mailing Principal Office
711 Carolina Beach Ave N 711 Carolina Beach Ave N
Carolina Beach, NC 28428-6016 Carolina Beach, NC 28428-6016
Reg Office Reg Mailing
711 Carolina Beach Ave N 711 Carolina Beach Ave N
Carolina Beach, NC 28428-6016 Carolina Beach, NC 28428-6016
Company Officials
All LLCs are managed by their managers pursuant to N.C.G.S. 57D-3-20.
Manager
Steve A Shuttleworth
711 Carolina Beach Ave N
Carolina Beach NC 28428
https://www.sosnc.gov/online_services/search/Business_Registration_Results 1/1

tom ' LIMITED LIABILITY COMPANY ANNUAL REPORT ■
10/2017
NAME OF LIMITED LIABILITY COMPANY: ERS INVESTMENTS, LLC
Filing Office Use Only
SECRETARY OF STATE ID NUMBER: 1085149 STATE OF FORMATION: NC E-Filed Annual Report
1085149
REPORT FOR THE CALENDAR YEAR: 2020 CA20200 3
05:45
4/2/2020 05:45
SECTION A: REGISTERED AGENTS INFORMATION Changes
1. NAME OF REGISTERED AGENT: Shuttleworth, Steven A.
2.SIGNATURE OF THE NEW REGISTERED AGENT:
SIGNATURE CONSTITUTES CONSENT TO THE APPOINTMENT
3. REGISTERED AGENT OFFICE STREET ADDRESS&COUNTY 4.REGISTERED AGENT OFFICE MAILING ADDRESS
711 Carolina Beach Ave N 711 Carolina Beach Ave N
Carolina Beach, NC 28428-6016 New Hanover County Carolina Beach, NC 28428-6016
SECTION B: PRINCIPAL OFFICE INFORMATION
1.DESCRIPTION OF NATURE OF BUSINESS: Real Estate
2. PRINCIPAL OFFICE PHONE NUMBER: [phone] x 3.PRINCIPAL OFFICE EMAIL: Privacy Redaction
4. PRINCIPAL OFFICE STREET ADDRESS 5.PRINCIPAL OFFICE MAILING ADDRESS
711 Carolina Beach Ave N 711 Carolina Beach Ave N
Carolina Beach,NC 28428-6016 Carolina Beach,NC 28428-6016
6.Select one of the following if applicable.(Optional see instructions)
The company is a veteran-owned small business
❑ The company is a service-disabled veteran-owned small business
SECTION C: COMPANY OFFICIALS(Enter additional company officials in Section E.)
NAME: Steve A Shuttleworth NAME: NAME:
TITLE: Manager TITLE: TITLE:
ADDRESS: ADDRESS: ADDRESS:
711 Carolina Beach Ave N
Carolina Beach, NC 28428
SECTION D:CERTIFICATION OF ANNUAL REPORT. Section D must be completed in its entirety by a person/business entity.
Steve A Shuttleworth 4/2/2020
SIGNATURE DATE
Form must be signed by a Company Official listed under Section C of This form.
Steve A Shuttleworth Manager
Print or Type Name of Company Official Print or Type Title of Company Official
This Annual Report has been filed electronically.
MAIL TO:Secretary of State, Business Registration Division,Post Office Box 29525,Raleigh,NC 27626-0525

oso.349
OPERATING AGREEMENT
OF
.sn:NI ER CREEK:.DEVELOPMENT LLC
A North Carolina Limited Company)
DATED EFFECTIVE:February 1'1',2C20
THE MEMBERSHIP INTERESTS REPRESENTED BY THIS OPERATING AGREEMENT
HAVE NOT BEEN REGISTERED WITH Ei 'THE SECURITIES AND EXCHANGE
COMMISSION UNDER THE SECURITIES ACT OF 193: .. S AMENDED.OR UNDER THE
NORTH CAROLINA SE CI.RIT11 S .ACT. OR SIMILAR LAWS OR ACTS OF OTHER
A TES IN RELIANCE UPON. EXEMPTIONS UNDER THOSE ACTS. THE SALE OR
O I FI1:R DISPOSITION OF THE IE MEMBERSHIP INTERESTS IS RESTRICTED.AS STATED
IN THIS OPERATING AGREEMENT,.\M)IN ANY EVENT IS PROHIBITED UNLESS THE
COMPANY RECEIVES AN OPINION OF COUNSEL SATISFACTORY To IT AND ITS
COUNSEL THAT SUCH SALE OR O`I"IIER DISPOSITION CAN BE VLADL WITHOUT
REGISTR;'.rIO\ .I ND1R THE SECURITIES .ACT OF 1913. AS AMENDED. AND ANY
APPLICABLE STATE SECURITIES cts AND LA S, BY ACQI IR1NG rHF
MEMBERSHIP IN'FERf:STS REPRESENTED BY THIS OPERATING AGREEMENT. THE
MI AMER RE,PRE SENT -WA i IT WILL NOT SEI.i. OR OTHE KW ISE DISPOSE OF ITS
MEMBF RSHIP INTERESTS ERESTS WI I H4:1. I REGISTRATION OR OTHER COMPLIANCE WITH
-1111AFORESAID > t.TS:1i.\D TI IE RI. I._ES AND REGUL tJTIO\S ISSUED-.THERE 't DER.

M
OPERATING AGREEMENT
OF
JUNIPER CREEK DEVELOPMENT LLC
airs OP.ER:t i'ING AGRLEMEN1 of Juniper Creek Development LLC, a limited
liability company organized pursuant to the North Carolina Limited Liability Company Act tithe
-Company").is executed effective as of the date set forth on the cover page of this Agrirent by
and amore the Company and the Persons executing the Agreement as the Members and Managers.
ARTICLE I.
DEFINITIONS
LI DethUins. the following terms used it this :Agreement shall have the following
tneenings..cunles.s etherw ise expressly prciv tded.herein .
(a► ",Act' means the North Carolina Limited Liability C ?mpany Act,as the same ma!
be amended from time to time.
tint "Adjusted Capital Account" meant;.with respect to a Member.the balance in such
Members Capital Account at the end of the relevant cal year.as determined in
accordance with treasury Regulation Section .70.4-1 th yt_)(M.
let "Articles at-Organization"means the Articles Organization of the Comp ; tiled
with the Secretary of state.as amended or restated from time to time.
id) "Capital Account° means for each Member the account established tblished pursuant to
Section 8.2 hereof and maintained in accordance with the provisions of this
Agreement
let "Capital Contribution" means any. contribution to the capital of the Company in
cash or property by a Member whenever made.
if) '`Code" means the Internal Revenue Code of 198ti, as amended from time to time
(and any corresponding provisions of succeeding law►.
(g) "Depreciation"shall mean,for each fiscal year i r other period, an amount equal to
the depreciation, amortization, or other coat reco .en. deduction allowable with
respect to an asset ur such year or other period. et.cept that if the Gross Asset
Value of an asset differs fr•trn its adjusted basis for tedcrt,t incase tax purposes. •
Depreciation shall be an amount which bears the same ratio to such Gross Asset
Value as the federal income tax depreciation. am Aization, or other cost recovery
reduction for such year or other period bears to.such adjusted tax basis.
(h) :.Distributions" .shad mean distribut ons of cash ";-r other •rropert:. made by the
t
Member Initials :5_ >�...-'----
t

Company to the Niemhers from any seance.
[ f "Distributable Cash"means. with respect to the Company fora period oClime,.all
funds elf the Company on hand or in bank aceounta or the Company as. in the
discretion of the Managers. is available tear distribution to the Members atter
pro isiol has bees made tiar tii pavmel t oral'oprratii�*expel:ses of the C rnpal;
as of such time, t iig prosisiol for paymel t o all°utstal dit g al.d ul paid carrel t
ohiigaatieets of the Company as o nt&time.and Wit provision tar such rues as
the Managers deem necessary or appropriate for Company oreestiona.
"fiscal. Year' meal s the caici der year: pros ivied that the first Fiscal Year of the
C'otnpai;� shall comtnel cc ol the tormaatiol date below set forth al d col til uc
through December 31,2020.
silo "Inc:utile" means. for each Fiscal Year or other period. each item of income and
gall as determil ed. reeoel lied aid classified for federal II come tax purposes.
pros ided that al} ii come or gall that is exempt from federal if come tax shall be
included as if it was an item of tacable income.
I "initial Capital Contribution" means the initial contribution to the capital of the
Company made by a Member pursuant to Section 8.l tar of this Agreement.
t t a 'Loss" means, for each Fiscal Year or other period. each item of toss or deduction
as determil ed.recoul lied al d classified for federal iicome tafpu poses.it creased
dixtditures de crihed i( Secti.t 705taaelaai of the Code.tiii eq,elditures
contemplated by Section 709 nfthe['ram teOcept for amounts with respect to which
en election is pruperli made under Section 709(bl. of the Coder: and fhb
expe5ditures resuiti5g i5 a deductio5 flax a loss i5eurred 15 c:o55ectio5 with the sale
or excha5eer of Compa5, .propert) that is disallowed to the Company under Section
2171131f.la or Section 7 7th+.
"Maiorits means. 11.:Spec1 to ant referenced ereup of Managers, a
c mbination oifany ,,f such% et:.t ers constituting.more than Path percent t 50 t of
the number of Managers .of such referenced group st ho are,then elected and
qualified.
'\iojent% in interest" means. ssith respect to Gnat i.e er:nced y'roup of Members. a
combination a"i'an} of such Members ssho. in the aggregate. own more than flay
percent t$t}24t of the Megnivrthip interest owned by all of such referenced group
el Members.
f p i ''1.lan'er' means each Person desianateci as a Manager on Schedule- it;attached
hereto to these Articles off Organization of the Company.. or an:, other Person that
succeeds the initial tiianagers or is elected to 3Ct as Manager of the Company as
pros tiled herein. "Maanaaeers" refers to.such.Persons as a eso►up.
tug "Menthe( means each Person desi_nated as a L'lember of the Company an
Schedul,I hereto,or any a iditionel Member admitted as a Nilember ot'the Company
Member initials ! .

its accordance with Article X. All "Members" need not also be "Managers."
'Members" refers to such Persons as a group.
(ri "* Membership Interest" means all of a Members rights in the Company, including
ithoui iimitationl the Member's share of the profits and losses of the Company[
the right to receive distributions of the Company's assetsl any right to vote and any
right o. participate in the management of the-Company as provided in the Act and
!his Agreement.As to any Member.Membership Interest shall mean the percentage
z`.firth op e ite su%h-Member's name or Schedule I hereto.
is) —Net Income artd.'Net Loss" means. ,r each h iscal Year or other relevant period.
the e:Xe:e53 of the income for such period over the Loss for such period,or(lit
the: eess of the Loss COr such period offer the Income:.for such period,respectively;
prov.idecfn wev cr' atINetl nconielandPs:et1LossrorlilriscallYearkirRitherlielet.antP
perk Psi llPbef ,om puted P by Pow ludin Pfro m Psuch Pe omputationParty Plneo me P
specially allocated under Section 8.1,
t i 'Person- means an individual.a trust.an estate.or a domestic corporation.a forei, i
corporation. s professional corporation.. a partnership. a iimitcd partnership. a
limited liability company. a t reian limited liability company. art unincorporated
association,or another entity.
"Secretary of State"means the Seeretan. of State of North Carolina,
t t:j "Super Maioritc"means 67" 4 o the then total outstanding Membership interests in
the Company. unless a specific percentage is used in conjunction with a °Super
Majority"requirement
`t i ''l reasun, Renulations," means the Income •l`a::, Regulations and l-emparar
Regulations promulgated tinder the Code6 as such regulations may be amended
from time to time(including corresponding provisions of`s•iceeeding regulations).
ARTICLE II
FORMATION OF THE COMPANY
2.1 Formation. The Company wag farmed on February 17.2O 0: upon the tiling with the
Secretary of State of the Articles of Organization of the Company-. In consider it€;ii or ttte mutual
promises and covenants contained herein and other good and Valuable eoc sider tk',a the receipt
and sufficiency of which is hereby aeknowledged, the parties hereto agree that the rights and
obligations cif the parties and the m.rin,sir-at:ion and termination the Company shail he go .erred
by this.t greement.the Articles of Organ cation and the Act.
2,2 Name. The business and affairs orthe Company shall be conducted under the name
Juniper Creek Development LLC.The name of the Company may be changed from time to time
by amendment of the Articles of Organization. The C':inrpany may transmit business under an
assumed name by filing an assumed name e:cttit'cate in the manner prescribed by applie able law.
2.3 Registered Office and Registered .gent. The Company's registered office within
Nlember Initials •_;*c_3 _ -""��

the State oofNorth Carolina and its registered agent at such address shall be as determined front
time to time hl the Managers,
2. Principal Place of Business. `l lte Company may kettle its placetai of husities* and
registered office at any other place or places as the Manager may from time to time deem necessary
or advisable.
2.5 Term. There shall be no limitation on the duration of this limited liability company.
as specified in the Company's Articles of Organization, unless the Company is earlier dissolved
and its affairs wound up in accordance with the provisions of this Agreement or the ,het.
2.6 Purposis and Powers.
4 a i Tbe purpose and business of the Company shall he to engage in the purchase.
development.ownership and sale of real property and in any other lawful business for
Which limited liability companies may be organized under the Act.
t hi The Company shall lent:any and all powers which are neeessury or desirable to ;:,:arr.
out the purposes and business ot'the t.'ompant.. to the extent the sane may be legallt
exercised hy limited liability companies under the Act. The Company shall carry out
the foregoing =B sties pursuant to the arrangements set lltrth in the Articles of
Organization and this Agreement.
2.7 Nature of Members`Interests. The interests of the Members in the Company shall he
personal property for all purposes. Legal title to all Company-assets shall he held in the name of
the Company. Neither any Nlerrnher nor a ..suceeseor, representatis e or assign of such Member.
shall hate any'right,title or interest in or t;,arty ('ompun• propel or the right to partition any real
property owned by the Company. interests may be evidenced by a Certificate of Membership
Interest issued by the Company. in such farm as the%ianagers may determine.
ARTICLE III
MEMBERS
3.1 Names and Addresses el-Members.The names.addresses and Membership interests
of the Members are as reelected on Schedule t attached thereto and made a part hereof, which
Schedule shall be as amended by the Company as of the effeeti s encss of any transfer or subsequent
issuance of any \lernbership Interest.
3.2 Admission of Members.
!us In the case 0(3 Person acquiring a Membership Interest dircetl from the Company.the
Person shall become a\kmher With respect to stroll Membership interest on compliance 1t ith the
requirements of Aniele X and rmt akin,!the Capital Contributions spe.cit ed in Section 8.I.
i .%n assignee otru Nietrhership interest shall become a 1ember on compliance w ith the
requirements of Article; X..
!c) Any Person mad become 3 Member unless such Person lacks capacity or is otherwise
prohibited front bent;admitted by applicable
4
Member it iti als:

ARTICLE IV
MEETINGS OF MEMBERS
4.1 Annual Meetings of Members. An annual meeting of the Members may be held at
such time and date at the principal office of the Company or at such other place within or without
the State of North Car olin n as shall be designated by the Managers from time to time and stated in
the notice of the meeting. i he purposes of the annual meeting need not be enumerated in the
notice of such meeting.
4.2 SpeciaE eetings of Membels. Special meetings of the Members may be called by a
majority in interest octite Members. Business transacted at ali special meetings shall be confined
te,the purpose or peavpuses statina in the notice.
4.3 Notice of Meetings of Memeei. Vi ritten notice stating the p-tatee,day and hour of the
meeting and,additionally in the case.tt'special meetings,stating the principal place of business of
the Company.as tile location and the putp se or purposes fir ct^ich the meeting is called,shall he
delivered not less than the 4:;r nor more than thirty i 3iJi day s before the date of the meeting. to
each Member. Such notice may be Jell:ered email to each Member's last known email address.
4.4 Record Date.for the purpose of determining Members entitled to notice of or to vete
at any meeting coif Members or any adjournment thereof. or Members entitled to receive payment
of any diltribution. or to make a determination of Member! .for any other pexpole, the date un
which notice of the meeting iI mailed or the date on which Tech diltri.butiun iI declared. as the
case may be. shall be the record date for such determination Members. When a determination
of Members entitlLd:to rote at any meeting of Members has been made as presided in this Section.
such determination shall apply to any adjoumment thcrei
4.5 Quorum. A Majority in Interest of the Members shale constitute a quorum at all
meet.r.110s o.. t`the Members.except as otherwise pro's ideti by law or this Agreement. Once a quorum
i present at the meeting of the Members. the subsequent withdrawal from the meeting of an;
Member prior to adjournment or the refusal oL any Member to vote shall not affect the presence of
a quorum at the meeting. If, however. such quorum shall not ^e present at the opening of any
meeting of the Members,the Members entitled to vote at such meeting shall have the power to
adjo m the meeting from time to time. without notice other than announcement at the meting.
until the holders of the requisite amount of Membership interests shall be present or represented.
l Jewel,en,it than still require unanimous consent of all of the Managers to act on hcha i i t' td:'or
bind the Company.
4.6 Actions by Members. Except for a matter which ch the aftirmatic a vote r.,f the holder
of a greater portion of the Membership Ina:rests entitled to ote is required by lay►,the.art e lea of
O man tzationIorlthisIAgreement,ithe lactic t'lklerttbersishal lbelthelaTumaticch'+:ti*I,itioI:fieI.aporitylinl
Intere do flat I libel Memberslrepreaentedlendl`V otingledtheittieeiting.I1AIIlaetio siofIttieI Members1
provided for herein may be taken by wrkten consent w itleout.a meeting. Any such action k'hich
ma... be taker; by the Members Hithoto. a meeting snail be efie tine oltdy if the consents are in
writing.set forth the action so taken,and are signed by alc Members eligible to t OW on wen action.
Metrbera may r.articipate in an; me:tiag ol'the\leathers by means of a conference telephone or
si:nilartnommunieationstdquipment.(tiro%idee tat It3ersonatOarticipaiingCh.glefineetitten2iandlearalne0
anothenOni u;iliarticipation t eetingGIralletonstitute kesene..c£ttjlersot ftate(ibeeting.0
4.7 Action by Members to Elect Managers. Me nbms are not:Managers >t"'It company
Member init'in 1 41T .

solely by V irk of their Membership Interest in the Company, Etch Member shall have the right
to elect himself es a Manager provided that any Member who has ceased employment tt ith the
Company shall not he a Manager, in t+hieh sae the other Members shall eket a replacement. if
desired.
4.8 List of Members Entitled to Vote. The Managers shall melee. at least tent 1t i days
before each meeting of Members.a complete list of the Members entitled to vote at such meeting,
or any adjournment of such meeting. arranged in alphabetical order. with the address of and. the
Membership Interest held by each. which list. fur a period often#,1 t)t days prior to such meeting,
shall be kept on file at the registered office of the Company and shall he 5euble►t to inspection by
any Member upon reasonable request. Such list shall also he.prc duced and kept open at the time
and place of the meeting and shall 'te subject to inspection of any. Member during the whole time
of the meeting. However. failure to ci.mply with the requirements of this Section shall not affect
the Validityy of any action taken at such meeting.
4.9 Registered Members. The Compain shall be entitled to treat the holder of record of
any Membershiip Interest as the holder in tact of such Membership Interest tier all purposes. and
accordingly shall not be bound to miTgn a any a uitable or other claim to or interest in such
Membership interest on the part+.Man} other person. whether Or not it shall have express or other
notice of such claim or interest except as expressly provided by this Agreement or the lens of
North Carolina. Further.it is anticipated that additional Members will be added to Schedule I from
time to time following the initial execution cution hereof.all of whom shall be deemed Members of the
C ompany.
.4RTICLEV
RIGHTSLND1DL'TITAIJFI[ ANAGERS
5.1..1 1 1Flitliaanentlffhe business and affairs of the Company shall be managed by the
Managers. The Managers shall have hilt and complete authority,power and diaeretion to manage
and control the business of the Company. to make all decisions regarding those matters and to
periOrm any and all other acts or aeti.rities customary to or incident to the management of the
Company's business.except only as to those acts and things as to which approval by the Members
is expressly regt:ircd by the Articles of Organization. this agreement the .\ct or other applicable
bw. At any time when there is more than one Manager:ti l any one Manager may take any action
permitted to he taken by the telana ers. unless the apprtn al of more than one of the Managers is
expressly required pursuant to this eelnent or the Act: and t ii i the Managers may ciect t tie or
more officers who may but need not be 7ele thers e.rt lanaiters of the Company, with such titles.
duties and compensation as may be designated by the Managers. subject to any applicable
i stricAiori+sp ti:lt ically prc4 filed ht this Agreement or contained in the Ain:and 1 ii 1 the Members
may. ?y Sup i Majority tote,ester irtuu a cmcrn authority to am management eempany or other
entity..
5.I. . As a limitation to the pros crs set out in Section 5.1.1. aboee%the hallowing matters
shall require the unawmr.ous agreement of the •lanaggers_ at a meeting callad for the purpose of
approving such action:
A. The pleedne poi`Company assets as collateral for any debt or obligation of the
Company:
C7
c, The approe al of any capital contribution: and
6
Member Initial �,_ f}---

d. The sale of any real property owned by the Company. except under a contract
with a third party that was previously approved by the unanimous vote of the
Managers.
5.2 Number and Qualifications. There shall be two managers_Steve Shuttleworth and
Rene Mondejar. Subsequent managers shall be listed on amendments to Schedule II and any
additional managers ele+ted by the Members in accordance with their percentage ownership. Each
of the Managers shall serve as a Manager of the Company until he she.;1 die or resign. Managers
need not be residents of the State of North Carolina. At all times_ there shall be at least one el
manager.
5.3 Resignation. Any Manager of the Company may resign at any time by giving written
notice to all of the other Managers of the Cempany. The re`igr ation of any Manager shall take
tilt:c; upon receipt or notice.thereef or at such 'tater time as shall be specified in such notice: and.
unless otherw ise specified therein. the acceptance of such resignation shall not be necessary to
make it effective.
5.4 Remov ai. The initial two Managers shall not be removed from c'tl ice.ex ept due to
death.declarat;,.on of incompetence which lasts more than six i"bi months or resignation.Other than
the initial two Managers. Managers may he removed by the affirmative vote of a majority of the
Members. with or without a meeting. provided that if without a meeting.the vote.of the mlcri y
shall be in writing and signed b; each veting member.
5.5 inspection. Any Manager shall have the right to examine all books and records er the
Company for a purpose reasonable related to siu h Manager's position as a Alto.t: er. A ktan tge+r
desiring t.o inspect the books and records of the Company must provide written notice- to the
Company.,at least five business days in advance of the proposed inspection date. rite notice shall
include a list of books and records to be inspected and a description of the purpose of such
inspection. Notting in this paragraph le ill limit the right of a Member to inspect the R,.y:,i,»s of
Account pursuant to Section 9.8 of this Agreement. All books and records of the Company
designated''Confidential Information"by the officers or a majority of the Mangers, shall not be
disclosed be the Manager to any third party net a Member, Manager or officer except to that
Member's tax return preparers, accountants, auditors, lenders. attorneys, or to courts or
governmental agencies where such dis los re is required by law or administrative regulation.
5.6 Compensation. The compensation o the officers of the Corrtpanr slays be fixed from
time ei time by an affirmative vote of Majority in Interest of the Nlernriere or by contract approved
by a similar affirmative vote of the Members, and o officer shall be prevented from ing
such salad by reason of the fact that he is also a Member or Manager of the Company.
5.7 Committees of the Managers. Me t?;:z ictiers. be resolution. mete Tics tutte from
among the Managers vine or more committees, each of which shall hecomprised c;t'of c or more
of the \iana e�rs. and may designate one er more u,t the Managers as alternate members of any
otmnittee, who may. subject to any Iimitations imeeeed by the Managers. reriace absent or
di: ua.if ed N.tanagers at any meeting of that committee. \n: such committee.t'tee. to the extent
pro ;Jed in such resolution or in this Agreement. snail have and may exercise all of the authority
of the Managers. subject to any restrictions cnntaired in this Agreement x-fr the Act.
5.8 Vacancies. If any Manager shall e tee to sere e as a Manager of the t om.pan} for arty-
cr' ,---•
Ntem er Initials >.- ;.:_ '

reason. those Members that hold a Majority in Interest of all Membership Interests held by
the:Members wall select his replacement at a meeting of the Members convened in accordance
with Ankle Vi of this.Agreement.
ARTICLE VI
MEIVIVCIS OF' Lt AGEI $
6.1 Place of Meeting. The Menagerie) o('the Company may held their meetings. both
regular and special..at any place within or without the State of Nosh€;'are:lima,
6.2 Notice of Meetings. The fiat annual meeting of Managers shail be held immediately
Io!h wine. the adjoetrnment of the amtceal meeting oldie. Members. The Mennen may ether\ ice
meet at such intervals and at such time and place as they shall schedule. The first meeting of
Managers, and any scheduled meetings of the Managers. ma be held without notice. Special
meetings of the Managers may be called at any. time by no less than one third of the then-aervine
Managers for any purpose or purposes, Notice of. such special meetings. unless waived by
attendance or h' written consent to the holding ot'the special meeting,shall be given at test five
ciit days before the date of such meeting to all Managers not calling the meeting. Notice of such
special meeting shall state that it shall he held at the principal place of business of the Company.
of aueh other place within or outside of Nc+v flaite►ter Cuutitti as may be noticed.the date and hour
of the special meeting.and its purpose or purposes. Absent the a written cons t of a Majority of
the Managers to take other action.the business transacted at such special meeting shall be limited
to such purpose or purposes as stated in the notice.
6.3 Action by Managers; Quorum; Voting;Action Without a Meeting.
(al EU:Cpt as noted below,the attendance oftcr o tanaQera shall be necessary to constitute
a quorum for the transaction of business. A Mana��er may attend in person,or via tetephene, so
long as every Manager can hear eater} other Manager, Evert act or decision done or made by all
the Managers present at a meeting duly held at;thich a quorum ie present shall be regarded as the
act of the Company.
the Managers may participate in any meeting of the NI:maters by rheas of conference.
teskphone or similar communications equipment.provided all persons participating in the meeting
can hear one another.and such participation in a meeting shall constitute preeee c in person an the
meeting.
t e t All votes required itf Managers hereunder may be by voice ice a one unless a written ballot
is requested. tthich request may he made by an one Manager.
(d) Any action which under any provision oftll6'Act or this Agreement is to be taken at a
meeting of the \Managers may he taken w ithout a meeting by o.ritten consent signed by elf
Managers vahip would be entitled to tote upon such action at a meeting. Such'Admen consent must
he kept A ith the records of the Company.
deal lt'a dead-lock sly tlid occur.. the issue or dispute eaus ne the dead-lock vote shall he
submitted to binding arbitration according to the then applicable statutes of the State of North
Caro'ina relating to arbitration. No m ithstaitding the t'oregoine. if a deadlock shall occur and the
issue is related to the sales amount of real propert% or the means and methods offend development.
lopm nt.
then the decision of State Shuttiescorth shall control., if a deadlock shall occur and the issue is
8
',leinher Initials.;_,;,_,., {

related to borrowing money from third parties,then the decision of Rene Modejar shall control.
6.4 Adjournment. A Majority of the Managers present may adjourn any Managers'
meeting to meet again at a stated day and hour or until the time fixed!;:Tr the next regular meeting
of the Managers. Howestir. the unanimous vote of all Mangers at any adioumed and recon'ened
meeting is still regl ired to bind the Company.
ARTICLE VII
LIMITATION OF LIABILITY AND
INDF:JINIFICAI'ION OF MANAGERS AND MEMBERS
7.1 Limitation of Liability. N.i Alaniger or Member of the Company. shall he liah k t
the Company or ita Members for rtonetare damages for an act or omission in sicl: perwr's
apade'ity as a IMartager or aMember.etecpt as nrovided in the Act for 4 i.acts or omissions tableh
a Manager knew or should hate know ti at the time of the acts or omissions were elearlk in con i;fi:t
jib the interests of the C orrpant. iii).art.transaction jrom which a'1tanager derived an improper
oersenal benefit.it.t[tt►at:t 3 tier orn tOrs' 'i...urrttig prior to the date this provision ision be ;Imes effect!'
r (iv." an:k gross., ttiltfiel or wanton act,. If the A;:t is amended to authoripe action further
eliminating or tint U i.j tj a liability of Managers and Members. tj en:at eliability ct a Manager Yr
Member oft,e Company. Si all be eliminated or limited to tj a fullest extent permitted by t e,act
as so amended. Any repeal or modification of this section shall not adversely txfeet the right or
protection of a Manager or Member existing a the time.tf such repeal or modilitation.
7.2 Indemnification. The Company shall indemnify the Managers and Members to the
fudeat extent I'eonitted or required by the Act. as amended from time to time, and the CE+ntt?u?'w
may a.lt-ar ee expenses incurred by the Manager or Member upon the approval of the 'tiisrlag=era
and the receipt by.the Company of an undertaking by such Manager or Member to reimburse the
Company. unieas it shall ultimately be letermi led apart such Manager or Member is entitled to he
indemnified by the Company against such expenses. The Company mac also inkie:grail: its
employees and other representatives or agents up to the fullest extent permitted under the Act or
other applicable law.provided that the intiemnif;c.at on in each such situation is first,epproved by
Members owning a Majority in Interest.
7.3 Other Rights. The in temniticl tiara prof ided be this Agreement sh l : t i i be deemed
exelcsire of l n) other rights to which I person seeking indemnittettion rnly be entitled under Iny
statutd. agrl n l nt,volt of Mimi I rs or disintl ii sd d Managl s.or othl mist. loth a to action in
rafrle�al capacitiIa and as to action in anothi r ar:a:ity wilill bolding such of el: ii,f eo_:tir►el as
to e perm who ceeses to be e Menel er or Member;till t intro to the benefit of the estate.heirs.
ex.cutt'rs. edrninistreetors or other successors of tea indemnitee end t is t not be de;-toed ism! creete
any rights for the benefit of any other person or entity
'70i Report to Members. The details e.,-:x:etrrring any action to limit the liability.
indetnn t't or ads an •_' expenses to a Manager. Member or other, taken by the C oni awn, shag be
reputed .in writine to the Members with or het.ore the notice or waiter of notice of the next
kl`rniaers'meetinv or with or before the next suhnils'si:n t4.Y Members;alit consent to action ithout
+:t�,,me.:iim �r. f`�sooner. separately t-titl"Iin ninety felt F-days immeditit ty i lllossinv the dote of:he
{Art io].
ARTICLE \'III
Member lnitiais ''77

CONTRIBUTIONS TIONS TO CAPITAL AND CAPITAL ACCOUNTS:
LOANS;and OTHER MATTERS
8.1 Capital Contribution; Loans,other matter:.
ta► L pon execution of this Agreement, each Member agrees to contribute. cash or other
property to the Company in the amount set tbrth as the Initial Capital Contribution of such ! ernt,er
on I chedule L attached hereto
t li i If the I onager*determine that the Initial Capital C.ontrtht don►are insuft ieient to care:
out the purposes or the Company. the Managers may require that the Members make additional
contributione to the capital et the Compare-.but only upon sixty ibt►►days advance written notiec,
Thereafter. each of the Members shall then be obiieated to make such additional contributions
leech an "Additional Capital Contribution") to the Company ratably in atxordansre with such
Members' then existing Membership Interest.w ithin the time period approved by the Meiority+ in
Interest o1 the Members. In the event any Member does not fulfill any commitment to contribute
additional capital. the Manaeers may elect to allow the remaining Members +.the "Lending
Members") to contribute to the Company. pro taut itr Membership Interest. such Additional
Capital Contribution. All amounts so contributed by the I..endine Members shall he considered a
loan to the non-lending \lember or Members hers Dearing interest at the prime rate. as set out iu the
Wall Street Journal on the date of the loan.plus one t percent simple interest. until repaid. If
such a loan is nut repaid within two calendar gears. the lending member may elect to dilute the
non-lending member's total membership interest Such a dilution will be calculated by
determining the fair taloe:+f the non-lending member's interest and trusteeing such portion of
the non-lending member's interests to the lending rnember as to match the amount ofthe lending
member's loan. Such an election to dilute the non-lending member is w ithin the sole and complete
discretion of the lcndine member. In addition,until all o#'such loans are repaid by the non-lending
Member. ail distributions from the Company which would hese been paid to the non-lending
Member shall be paid to the Lending Members in proportion to the then .outstanding interest and
principal of such loans.
ci Unless eviden:ed by a ssritten agreement to the contrary executed by all Managers.no
Member shall be paid interest on any Capital Contribution to the Company
di In addition to the loane to the nonelendhiu Member provided for in Section 8.1f b)abol, .
upon approval of the terms thereof h; the‘Tanagers.any \lember may make a loan to the Company
upon commereialle reasonable tunas. loans by a Member to the Company shall he represented
ht promissory nouns)executed b' the.Compan and shall not be considered Capital Contributions.
S.2 Capital amounts.
t: ) i he Company shall maintain a scp'ate capital account i each a 'Capital Account' for
each \lember pursuant to the principles of this Section 8.2 and Treasury urns Regulation Seetiort
l.7l 4-l.i lilt 2 dt iv t, The Initial Capital Accoutre c:of each Member shall be the Initial Cannel
Ce tribution of such 1. cn'tber. Such Capital Account dial[ be increased bL ti the amount of the
subsequent Capital Contributions ot'such I ember to the Company under Section 8.1ore.!t iii awn
\lecturer's allocable share of Company Income and Net Income pursuant to Section 9.i. Such
Capital Account shall he decreased by i i the amount of cash distributed to the Member by the
Company pursuant to Section 9,1 and t tt i such Members allocable share of 1..oss and Net Loss
1 I.)
;ember lnitiule c7 /f_
' Pj

pursuant to Section 9.1.
(b)The provisions of this Section 8.2 and other portions of this Agreement relating to the
proper maintenance of Capital Accounts are designed to comply I ith the requirements of Treasury
Regulation Section 1.7041(b). The Members intend that such provisions be .nterpreted and applied
in a manner consistent with such Treasury Regulations. The Managers are authorized to modify
the manner in which the Capital Accounts are maintained if the Managers determine that such
mod ieation (i) is required or prudent to eomply with the Treasury Regulations ad ii; is not
likely to have a material effect on the amounts distributable to any Member upon the dissolution
of the Company.
8.3 Withdrawal or Reduction of Members' Contributions to Capital,
ta?No \lemher shall lux;the right towithdraw all or any part of its Capital Contribution-
or to meek e: any return on an) port on of its Capital Contribution, exeept as may be other
specifi`a:lly provided in this ?Vestment. tinder circumstances involving ct return of any Capital
Contributor. no Member shall hese the right to receive property other than cash.
t b)No\lember shall have priority over any. other Member.either as to the return 4-st Capital
Contributions or as to the Income.Net Losses or distributions: provided that this .suhsect on shall
not apply to loans�.as distinguished from Capital Contributions)which a Member has made to the
Company.
8.4 Liability +►f Members. No Member be liable for the debts. liabilities r
obligations of the Compam beyond his or its respectise Initial Capital Contribution and an;:
Additional Capital Contribution required of such Member pursuant to Section 8.11ht abet%e..
Except as otherwise expressly provided herein. no Member shall be required to contribute to the
capital of,or to loan arty finds to..the Company.
ARTICLE IX
ALLOCAI IONS. DISI RIB['i IONS.ELECT IONS AND REPORT S
9.1 Ailoeatio9s. Subject to the provisos below: for purposes of maintaining Capital
Accounts and in determining the rights of the Members among, themsek es. Net Income. Net
Loss. if any, fOr a Flaeal Year or other period, shall be tl oeuted to the Members in proportion to
their respec e Membership Interests aver giving effect to all Capital Account adjustments
attributable to contributions and distributions of Bads and property made during such Fiscal Year:
provided,however,notwithstanding the provisions of the preceding clause of this Section 9.1_ in
the event any Member unexpectedly. receives any adiustment . allocations. or distributions
described in."reasury Regulation Sections I.704 : bay:DtiisiJa.}t, 1.704 :ji*)12ykiindX5i.err1.7'4
I(17,01.2a ii r d it 6l items=: f Income shall be specially adro Bated is. such Member(consisting nr a pm
rata portion ofeach item of Company Income.including Cross Income.for such years in an amount
and manner sufficient to eliminate such deticit.'.'any..it stall« Ater ber's Adjusted(:capital Aitvour`„
as quickly as possible, l he foregoing pros iso is intended tc ctnlstitute a "qualified income offset'
et,:
yl ititin the meaning of.'se .tion 1.704 It htt 2 it i P d.) or the Treasury Regulators and this proviso
shah be interrireted consistently with such Treasury Reguk lion.
9.2 Distributions.The Managers shall distribute Distributable Cash and other property at
such times and in sush amounts as they may determine. in their sole discretion. I:scent as is set
..ntrth itt subsection 9.3 of this ride,all Jistribution.s of Distributable Cash or other property shall
11
'
Member Initials •e..:� 1t,.

be made to the Members in proportion to their respective Membership 1rit rests. E :ept as
provided inSeetion 93.all distributions or Distributable Cash and property shall be made at-such
time as determined b' the Managers. Provided.however.that it is expressly understood and agreed
that there shall be no distribution of profit to any Member until all loans whether made by any
Member or otherwise i and whether secured or unsecured and including all accrued interest on any
interest bearing [tuns]have been fully repaid.
9.3 Limitation Upon Distributions.No distribution shall be declared and paid it payment
ofsacn distribution would cause the C :Cpan!to'Aplste*anNliCitation on distributionspro9ttled
in the A .
9.4 Allocutions for To . Purposes. Except as otherwise pro9iied herein. each iteC of
1ncoC e. Net lneoC:e or Net toss of the CoC pan>shall be.allocated to the McC hers in the aC
manner as such allocations are maye for book purposes pursuant to Section 9.1. In the event of a
transfer of. or other chortle in. an interest in the Company 'urinl a Fiscal Year. each item of
tCxChle inco9 a tiad loss shOl be prorr red in Cecordhce with Section 306 o€the Code. using)Ci>
eon ventkvi per9 itted h9 tied selected b i the MCitC9ers.
9.5 Tisx Status.Elections and Modification to.Vacations,
(0 Netw ithst(hdin9)th9 provision comUned in this Agree)ent to the ccmir(I, solet9 for
FeCerld income th PurPosesx cEt:li of the Members hereby recognizes tie the ComPany will be
subject to all provisions of Subchapter X of the CoCe: prosiCeC however. that the tilittj of all
required returns thereunder shall not be construed to extend the purposes of the Company or
expand the obligations UT liabilities of the Members.
tbl The Managers. in their sole discretion, may cause the Company to elect pursuant to
Section 7M nl'tiie Code and the Trea:ury Regulation: to adju:t the ha:i:. of the Company a::et:
a: provided by. Section 743 or 734 of the Code and the Trete ury Regulation: thereunder. The
Company shall make such.elections for Federal income tax purposes as may be determined by. the
Managers.acting in their sole and absolute discretion.
is t The Managers shall prepare and execute any amendments to this A_areeinent necessary
for the Company to comply with the provisions of Treasury Regulations Section; 1..704-Itht_ 1.70.
het and 1.704-2 upon the happening of any of the following events: tit incurring_ any liability
whien cun.titutcs :a '`nonrecotrrse ii;abilitr'" as &tined in 1`reasur, Regulation Section
blt t or a "partner lionrrecourse debt" as defined in Treasury Regulations Section
1.711 -2tbu1t: sett a constructive termination of the Company pursuant to Code Section
77+13fhi 1 }tFL, -ar t iti the contribution or distribution of any property,other than cash.to or hi the.
Company
9.6 'Lint Matters Partner. the Nlana iers mal designate a Member sery itae as a 'yi maw,
or if there is none or if none are elitibietu act.any l"lember.as the"tax matters partner"tor-Federal
income tax putpiises. .[lie tax matters partner is authorized and re3uired to represent the(.ompait
41 eOOrtCt:tion 3 ith all examinations of the C`utrpan\ s affairs b) tax authorities.including resulting
administrative and judicial proceedings. and to expend Company- funds for professional sets ices
and costs s c ated therewith.. The tax matters partner shall have the [soul deci ion-taiakin4
authority : ith respect to all Federal income tax matters itwoli.in ,the Company-. The Members
itL'tt e to cooperate : ith the tax matters partner and to do or refrain from doing any or all ih#M_IS
reasonably requ:resl by the tax matters partner to conduct such proceedings. Any. direct out of
Member initials ` _

pocket expense incurred by the tax matters partner in carrying out his obligations hereunder shall
be allocated to and charged to the Company as an expense of the Company for which the tax
matters partner shall be reimbursed. All references herein to Internal Revenue Cede sections shall
be deemed to include all amended and.(ir substituted code sections.
9.7 Records and Reports. At the expense of the Company, the Managers shall maintain
records and accounts of all operations:and expenditures of the Company. The Company shall keep
at its principal place of business the records required by the Act to be maintained there.
9.8 Books of Account.
f.as The Company shall maintain the t.Cornpany's hooks and records and shall determine all
items of Fne'me. Loss. Net Income and Net Loss in accordance with the method of accounting
selected by the Managers.consistently applied. file hanks of account of the Company 'whatever
.er
form maintained.shall at ali times be maintained at the principal office of the Company and shall
be open to the inspection and examination of the Members or their representatives during
reasonahle busing a hours. Such hooks of account include profit and loss statements as are kept
in the e d foary course.tn•t sines,balance sheets and ether similar records. Any right under this
aet.t'on may- be rnsercisea through airy :agent or employee of a Member c :sib ated by is or by an
attorney or independent Certified Public Accountant ntant designated by such Member. Such Member
shall bear ell expenses incurred in.any examination made on behalf of such Member- A Member
desiring to inspect the books and records of the Company must provide written notice to the
Company,at least the business days in ads ance of the proposed inspection date. to notice shall
include a list of books and records to be inspected and a description of the purpose or such
inspection. All books and records of the Company designated"Confidential Int:ormation"by the
officers or a maiority ef the Mergers,shall not he disclosed by the Member to any third party not
a Member.Manager or officer except to that M+Fember`s tax return preparers,accountants.auditors..;
lenders.attorneys.or to coorts or governmental agencies where such disclosure is required by law
or administratiha regulation.
eb)All expenses in connection.q ith the keeping of the heels and records of the Company
and the preparation ,of audited or unaudited financial statements required to implement the
provisions of this Agreement or otherwise needed for the:enrluet of the Company's business shall
be borne by the Company as an ordinary expense of its business.
9.9 Company Tax Return and Annual Statement. The .Managers shall cause the
Company to file a Federal income tax return and ail other tax returns rewired to be filed try the
Company for each.Fk. al Year or part thereof; and shall prut ide to. each person who at any time
during the Fiscal Year was a Member with an annual st temerit t.inch ding a copy of Schedule ti-1
to internal Revenue Service Form 1U65)indicating such Member's Si/care:fthe Company's ire erne.
loss, gain, expense anti other items relevant for Federal income tax purposes! Such annual
statement may be audited or unaudited as required by the Managers.
9.10 Rank_Accounts. The bank account or W.C1.1i.N11S of the Company shall be maintained
in the bank approved by the Managers.. the terms governing such accounts shalt be determined by
the Managers and tt itltdrawals from such bank accounts shall only he made by- such parties as may.
be approved by. the Mana rs.
ARTICLE X
r'RAN$FEILABiLITY OF MEMBERSHIP INTERESTS;
-es ' f "-
Member 'i ;t3

ADMISSION OF MEMBERS
10.1 Transferability of.Membership interests. The term "transfer" when used in this
Agreement with respect to a klernh rship Interest includes a sale. assigrunem, g itl, pledge,
exchange or:*her Lthposition. A Hearn%shalt not at an; time hamster its Membership (Merest
except in accordance with the 4.:k tditioni:.and lialitati014.set out in Section 10.1 Any transferee:
°fa Membership Interest by any means Mall have oat#, the rightst powers and privileges set out in
S2ction110.31ori>th2, wis21 ro hI2d!b 11awkindkshailinotib2cortl2i lM2mbLrkillth21companyice2ptl
aslprot id dbntS2ctiksnll it.4.
10.2 Restrictions mi Transfers of Membership Interest. Ai lkrlpart tlalM2mb2rshipl
int2r2sttma)th.ltransCrr2dlonl?•lwithIth21pri Sri. .ritt7iniapprovalloila#ttotlti21NIZinh rs.l#vtti h
appru vat 1terraceIb._'lgrant2d)siarhi2arai; dii !disc rrtioatloiltla_' l2tnb2ts.it
34).3 Rights of Transferee. 1;nl2.ss and until admitt2d as a ti12mb2 of the Company in
accordance with Section 10..4. the transferee of a Membership interest shall not be entitled to any
of the rights, powers. or prihile'es of a Member. except that the transferee shall he entitled to
recei%eithekli tributica,;standiatlaa::ation;kc+it%hichlthel;Membert%touldfieimitiedbutlidrhhekrarasterI
orb isIMembe.ship Interest.
104 Admission of Transferees as Members. Esc I ptkis loth!rw is!Oro:idi dlinithl 1Act&
transit if 1 iofhPyll tnbi rsliipilntl ri sthna.fit ladmittldlas&LMI mbl ref hl kC umpan}Lupton Ifuanisitingl
totthl Compartylailloffild(following:
(al Fret ttritt[n onstntail Members:
t 1 i [he acceptance. in a form satisfactory to the M tnageris I.of all the terms and conditions
of this agreement:and
t )Pa)ment of such reasonal Ie expenses as the Company ma) incur in connection with his
admission as a Meml cr.
10.5 Admission of tier Members. 'tier,% Members to the Company may oni} he admitted
with the onanitmous consent of the Members. upon eompiiance with all terms specified b)• the
Managers and upon receipt by the Company of an opinion of ootinsvi, satisfactory in forfn and
substance to the said \lansa:ters. that neither the oilerine nor the proposed sate of the ! kmbership
interest'.ill violate any Federal or appiicable state hi.Vairitics lair and that neither such of erirtg or
;ale will adverse") affect the Company front, being ur ed as a partnership air¶cderal.. income tax
pur se`.
..ARTICLE XI
N ITilI)RA\'.AL.:EXPULSION:_INVOI.1:-NiTARY DISPOSITION: ALI'AI.ION
11.1 Withdrawal. .i kept 3s otherv.ise pros ided in this Aereement. no Member shall at
an time ha.e the right to retire or w ithdraw from the C lrnpaan. or .txthdr t an). amount out of
his capital %count. An' 'Member retiring or withdrawing in contravention 41t'this Section t 1.
shall inderamif . defend. and hold haarntess the C.ompans and all other Members touter than a
Member who is,at the time of such cc ithdrawaal. in default ander this Agreement t from and against
ant oses.. expenses. };ad`ai3tnta. thies. .siatiCIMInti or damages es suffered or incurred b the
Cowan) or atn such other\lertar arising out of or resulting from such retirement or withdrawal.
1,1
NIetxrhtxr initials :.- ��

11.3Involuntary Dispositions.
11.3.1 If a Member:
tat Withdraws from the Company pursuant to the terms of this Agreement. leaving no
remaining Members;or
t l f the ole remaining Member dies:
r.pony the occurrence of any event abet eattaea the last remaining member to cease to be a.
mem+er ='the Company (other than t t upon an ansignmeitt by the Member of all of its lit.tt'.d
llahia to eoinpani interest in the Company and the admission of the transfer. ::r (ii t the
cos ;:nation of the Member and the a1 16Sic tt of an additional member of the Company t, the
undersismed Special Member shall.without any action of any Person and simultaneously fk ith the
Member easing to he.t member of the Company.at tomaticall.y� be admitted to the COmparty, as a
;petal Membea and sail continue the Company without dissolution. No Special Member may
resign from the Company or transfer its rigiits as special Member unieess a successor Special
Member has been admitted to the Company as Special \lemher by etee using a counterpart to this
1 greement: provided. however„the Special ' Iember shall automatically,-cease to be a member of
the Company, upon the admission to the Company of a substitute Member. a Special Member
mail be a member of the Company that has no interest in the profits. losses and capital of the
Company and has no right to rece ke any distributions of Company assets. A Social Member
shall not be required to makeany capital contributions to the-Company and *hall not receive a
limited liability company interest in the Company. A Special Member. in its capacity as Spec'ao
Member.may not bind the Company. Htcept as required by any mandatory prew isiion of the Act.
a Special Member. in its rapacity as Special Member, shall hate no right rote on. approve or
other'Erse consent to any.- action by, or matter relating to. the Company.. including. ta iihout
limitation. the merger.. cone:elide/ion or conversion .at' the Company: provided. howevSyr. the
Company shalt obtain the consent of all members. including the Special Member bet kre the
Company shall have the atithnr'ty to initiate or file for banikruptcy. .1 o the fullest extent permitted
by law.and notwithstanding any duty otherwise existing at law or in equity,. the Special Member
shall consider only the interests of the Cotrmany. including its creditors. in. a`ting or other[,ise
toting on the matters required herein:: Except for dutiee io the Company as set forth in the
immediately preceding sentence (including duties to the Member and the Company's creditors
olo ly to the extent of their respective economic interests it The i'ornpany bat excluding ail all
other interests ,:tf the Member.. t ii l the interests of other Affiliates of the Company. and ►iii:� the
interests of any group of AfTiliatcs of s hich the Company i.s a parr. the Special Member shall not
hay any fiduciary duties to the Member or any other Person Squad by, /his Agreement provided.
however,the foregoing shall not eliminate the implied eontraetual.eca erant of good faith and fair
dealing. In order to implement the admission to. the Company. of a Special 'Member. Special
Member shall execute a eoenterpart to this Cgreement. Prior to it admission to the Company as
S ecual Member.-each Special Member shall nvt he a member of the t'ornputts..
ARTICLE XII
D SSOL LTIONWIDITERMINAT10N
12.1 Withdrawal. l'xcept. :is otherwise provided in this Agreement. re Member shall at
any time retire or et ithdra.i from the Cinnpany ithdraw any amount out of his Capital Account.
Any, '.4it:mherretiring orwithdraw ine in c-.Yotravention of this Section 12.1 shall indemnify.defend
1 47.
Member Initial's-•

and hold harmk•ss the Company and all other Meanhers(other than a Member who is, at the time
.)t such withdrawal, in ckfault undth this lgrtt'sntattn from and against any. loses, CtptMCs.
judgmti ts.lfinC.IshiCh Crnstorida►ryatCslsu.t'tiaQ1orlincurrGif' lthOCompan':lortan tyuchlot►at
6 emberlartsin kwtlotlorlr suhinglfrotnl•ue6 resirenternlurl itbdrac al.
12.:DUsoluLkiu.
; The C°ompany shall b c dissolved upon the first of the i1.'+4IOW iita io oceur:
(i) When the period fixed for the duration of the Compact) in the Arsiclej of
Organ Lea(ion hall expire:
(iit Upon the election to lij joh:0 the Comp-fit) bO a Super Ntajorit0 of the
'il.emberihip Intereftj:
(iii01.4.:2)nhthelhatt ninifotlany!event lv thdrav alit as(demean lthel ett) ithl
resacil to lanyl Me.Ober.1 unlessIthere 1isl+ttl least lone ireOainitte3MeObertamllthel bus inessi+aI1thtl
001 any tit niinttedeltytil tet;kri tentitottt$neta gib Alb et..)eC)a in ineatatwagLri3tiK (trttten0
welt nt 1311:theOle0a n i ng0.1e0 WKS o riding©alajothy(i ttntere0ttl►:Jthi nth inety(Pideita4(fiti hcO
action in ur affecting the withdrawing\les berg
(iy)The entry of a decree of(iidiciai dip lolution or the if liana:of a eenitieatc f r
itd6 ini[trati Je dil Iolution under the Act.or
61 the failure of the remaining or sury iF ing. Members to exercise their right to
+�urehase die interest of a withdrawing:-,r deceased Member as'ro ided in Article X abete.
tb9 Upon difOilutian ►f the CoOp nl Oslit• b'Onetband affair()of the ('oOpani thail
terminate and be wound up(:ttrtd the atittOof the Co npany shall he liquidated under this Article
(c;)Dissolution of the Company shall he effectie as of the day on which the event oeeurs
ing rise to the dissolution. but the Compa y ;(tall not terminate until there has been a winding
up of the Company's business and affairs., and the assets of the Company base been distributed as
provided itt Section 12.:.
(d I Upon dissolution of the C Omp to}.the Managers.may cause any part or all of the assets
_+f the CompanUto be sold in such manner as the Managers Shalt determine in an effort to obtain
the hest prices for such assets: prof ided. how el er. that the \tanagers maDdistdbute assets of:he
Qompans in kind to the Members to the extent practicable..
12-1 Articles of Dissolution.t the dis otution iu)u k:timrnen event of the winding up
of the Company, the Managers shall cause :Articles of Dissoitftit+n 19 be exect}t,`ti on behalf of the
��nnt►an�txttdtti led utiiht etbscreen.leftSute. .tid an gertcrsauthvrizedd;lernberu,halltexecute.0
acio.1.o s 1.kd etiandafi euani.,Wald str'um;:nt:lttri s'kar llor appropriate to reelect the
dis of utitinea uhetC oitipary.
12.4 Distribution of Assess Upon Dissolution. In'reeding aeeourtte after diceolution. the
aeeetet.vt the Corn ehali be paid in the t 5110.441g order
�leinber L�^"�

(a)First,to creditors, including loans made by. Members,in the order of priority as proe ided
by law,except those to Members on account of their Capital Contributions:
Ott Second, an amount equal to the then remaining credit balances in the Capital Accounts
of The Me a hers shall be distributed to the Members in proportion io the amount of such balances:
and
ThItJ. any remainder shall be dislribulcd l:o the Members of the Company. pro rata. le
their respective \ietnbership Interests.
I2 c 1)istributions in Kind. if any assets of the Company' are distributed in kind. such
Isser; at.'11 oe distributed to the Members entitled thereto Is tenants in common in the s1m
proportions i s the Members would hive been entitled to c l sh distributions if such property hid
been st,ld wish Ind the net proceeds thereof distributed to the Members. In the ec ent tht
distributions in kind ire rrti de to the Members upon dissolution Ind liquidl tion of the Comp!ray.
the Capital Account'balances of such Members shall he adjusted to reflect the Members'alienable
share of gain or toss le hid would have resulted if the distributed property had been sold at its. fair
market ealive
ARTICLE XIII
MIISCELLANEO1..,S PROVISIONS
13.1 Other Etusiness Activity.No Manager shall be required to manage the Corn.pany as
his sole and exultasis e function.end he mat. have ether business interests and may cngaite in other
actiy ities in addition to those relating to the Company.
13.2 Member Representations and Agreement. Notwithstanding anything contained in
tNs Agreement to t'st cont ary.eacN l tenaber isereby represents and warrants to tNe Company.t'ee
Managers and to eac other t'+itt: ia► t Mernbers'+tp interest of sucN Member is acquired for
investment purposes only, for the Member's oa'n account. and not with a view to or in connection
%v itla any distribution.re-over,resale or other disposition not in 4:omplianee with the Securities..Act
of 1933, as amended. and the. rules and regulations thereunder itbe " 933 Act' d applicable
State securities 139 s: (hi such Member, alone or together 9 ith the Member's representatives.
possesses such expertise.knew ledge and sophistication in financial and business matters generally.
and in the type of transactions in A-hie:h the Company proposes to engage in particular. that the
Member is capable of evaluating the merits and economic risks of acquiring and holding the
Membership Interest and the Ntemiaer is able to bear all such economic risks now and in thturee
Jet such Member has had access to all of the information with respect to the Membership interest
acquired by the Member under this Agreement that the Member deems necessary to make a
complete evaluation thereof and has had the opportunity to question the other'Members and the
Managers (if any concerning such Membership Interest; id such \kmber's ...leeisitte to acquire
the Membership Interest for investment has been based solelt upon the e'attiation made by the
Member:(e)such Member is aware that the Member must hear the ee on rmic risk ofen iitn a undrt
in the Company for t n indefinite period of time beef.use Niembership interests hi se not been
registered under the 1933 Act or under the securities Ilse s of I rious stl tes Ind.d.therefore.cannot
t
be sold unless such Membership etas re.sts are subsequentiy registered under the 19- 3:Act and arty
applicable state securities ia9 s or an exemption from registration is astillable-. tf t such Member is
aware that only the 9 ompany can take action to register Membership Interests and the 9 ompany
is under no such oblit aticii and does not purpose to attempt to do so: .such Member is aware
that. :h.s Agreement pros ide restrictions on the ability of a member to sell. transfer,. assign.
Member

mortgage. hypothecate or otherwise encumber the Members Membership interest; fhE such
Member at ree's that the Member will truthfully and completely answer all questions.and make all
;t tenants. that the Compete or the M inas ers may_ contemporaneously or hereafter. ask or
8ernan3 tlir the purpol+d of elthbliNtlin€t contpiianee .villa the I93.39Aet9an89appiicabie9Mtte9
MeuritieNaveVen89.iltVhatgelember9Venibrganization.4thatiltiNilulyqvgartizellAaliSlyeelNting,9
an90An oot tan9ing9tn hells►vs%Altsiktat s rganieat lon4109qhatqtChas9lithe ganleationai9
er9an9eauthority9ta'execute9ainiNa veto this9Agreement9an99to9 rfeem9its9ohligation 9
hereunner.
13.3 Notice,
t;ail\lithotires.4iet efids4±r cque t_trovide:hIortbetie ; ittai9 tqlc*,iventur uitz gtelhie
riemeet4n teat/xi-tin%riting.,
h)t .11ino tices.ldemar dsland.r t uebtsltoibeisentholane1ManagerioriMernberlpursuantlioI
thisIA.grcemcntIshal Jibe ldeg areditulhavelbeenlproperly le iv en to rLsery ed fladtiressedlto.LsuebleersenI
at the tiddrrss.ksiittappearslozihheICompanyIr:eordsktnaki'ilpersonal1.kielitered,li,ii►klepositediforI
nest day delivery by Federal Express.or other simil;arovernight courier services.+'.iii.i deposited in
the United States mail. prepaid and registered or certified with return receipt requested iv t i e
transmitted via `elecopier or other similar device to the attention of such person with receipt
acknowledged.
ter All notices,demands and requests so given shall he deemed receiteed:0.1 when actually
received. if personally delivered. deposited for next clay deiher with an otenaight courier or
telec.epied areeche/i as9ndicated9tporighe‘keturn‘teeeiptgfillapt.' ited9n heg5riitedrSiateellrtai1.
di9the Iansgers and Members shall have the right from time to time, and at any time
during the term of this Aereernent,tc change their respectite addresses by delis ering to the other
parties written notice of such change to the manner prescribed in Section 13.3(b).
1►') All distributions to an, ti:miler shall he made at the address at which notices are sent
unless otherwise specified in writing by any.such Member.
13,4 No Action. No Member shall ha.e any right to maintain any action her partition w ith
respect to the property of the e ompany.
13.5 Anteadnaeres.This Agreementt or the Artieles of Organization may only be amended
or modified by a writing executed and&ii.ered by unanimous agreement of the'Members..
137 Power iof.?tImrney.The Mea hers named herein hereby brake,constitute and appoint
each other. A•ith fall power rli'substitution. as the Miember`s true and lawful au rney»ua-taet. for
such ',Member and in such IernberS name. place and stead and for the Nlein&aerN use and bene:tit
to sign and aekno%ledge.the and record,any amendments hereto among the Members and AO the
future purpose of executing and filing on behalf of each Niember. any documents necessary to
constitute the eontinuatiun of the C'ompan., the admission to withdrawn! of a Member the
qualification of the Compan,. in a foreign juirisdictaun for amendment to such quali.ticationi. the
ttdmissiohjol substitutci'die:mbersiorirha id isso tuti o rijoejterniinat.ion*:uIithej('ornpany„Owe idea surhj
core intim ion.I admission.] tvithdra v a►-j quail tie atioci orj dis -rlutionj and term in atiopi arej irij
accordance l.ith the terms of this AA ta,ente:rat. [he tinege Mg power o.fattorney is a special pewee
of attorney coupled v ith an interest. is irre%ocan.to end shall stir ive the death or legal ineapac ty
I IS
Member lnitiais
7

of each Member. This power of attorney shall not be affected by the subsequent incapacity or
mental incompetence of any Member.
13.8 Governing Law; Good Faith Negotiation, Mediation and Arbitration. This
Agreement is made in New Hanover County. North Carolina,and the rights and obligations of the
Members hereunder shall be construed and governed b. the laws of the State of North Carolina
both as to interpretation and performance, except that the North Carolina conflict-of-laws
provisions shall rot be intakes in order to apply the laws of another state or jurisdiction.
The parties desire to avoid and settle without litigation any future disputes which may arise
between them under this Agreement. Accordingly,the parties hereby agree to engage in good faint.
negotiations to. resolve any such dispute. In the event that they are unable to resolve and such
dispute by good faith, negotiation, then any dispute may at the option of either party be submitted
for mediation Arita the other party shall be required to participate in good-faith. in such mediation.
with the costs thereat(other ner than each party's attorney's fees)to be split equally between the parties.
In the event that they are unable to resolve any such dispute after good faith negotiations
aljd good taith mnedi ttion.then any dispute arising out of or in connection with this Agrcernettt or
the breach thereof shall.at the option of ary party thereto.be decided by arbitration to be conducted
in New Hanover County. North Carolina by, a 'Angle arbitrator in accordance with the then
prevailing North Carolina Arbitration Act,and judgment thereof may be entered in any court having
jurisdiction thereof: provided, hetIA:C er,. that diacover.y and sanctions under the North Carolina
Rules of Civil Procedure and.the North Carolina Rules of E ids ee. shall apply in all arbitration
proceedings and be administered by the arbitrator.
Nothing contained herein sha l preclude the parties from pursuing all equitable remedies
available to them. including preliminary,. ini.unctit e relief against the other in the event warranted
h� appticabiti legal principles. In the dent suet: relief is deniicdi. or :ranted during the time an
arbitration proceeding is pending.ensues;froee dings shall be by arbitration as set bell hereini
13.9 Entire Agreement. This Agreement, contains the entire agreement among the
parties relative to the subject matters here:c°l
13.10 Waiver. No consent or ;miter. express or implied. by any Member to or for any
breach or default by out; other \leo her in the performance by such other Member of his or its
obligations under this Agreement shalt be deemed or construed to be a consent or NA aver to or of
any other breach or default in the performance by such other Member of the same any other
obligations of such other Member under this Agreement. Failure on the part of an; Member to
complain of any act or failure to act of any of the other Members or Lid declare ana of the other
Members in default,regardless of how long such failure continue.,shall not eonstittu.e a waiter by,
suds Member of his or its rights hereunder.
13..11 Sewerability. If any- nroais on of Uo. Agreement or the application thereof-to any
person or circumstance shall, be int altd unenforceable to an;. extent. the remainder of this
Agreement and the application of aucb pro isiens to other persons or eiretanstanees ,hall root be
atTected thereby.and the intent of this 1=easement tha;l be.enti rced to the.greaten extort permitted
by lbw.
9
'4tetrtber Initials c..,ssad

13.12 Binding Agreement. Subjeet to the restrictions on transferability set ibrth in this
.Agreement. this Agreement shall inure to the beneih of and be binding upon the undersigned
Members and their respective legal representatives.successors and assigns.
33.33 Tense and Gander,Unless the eonte'it clearly indicates otherwise.the singirlar shall
include the plural and vice versa. Whenever the masculine. feminine or neuter gender is used.
litzppntpriately in this Agreement. this Agreement 41141 be read. as if the appropriate *ender was
used.
13.14 Captions. Captions are included solely. for convenience of reference and if there is
3fIt 'eontlict between captions and the text ofthis Agreement.the teat shall control.
13.13 Benefits of Agreement. Nothing in this Agreemente'.presscd or implied,is intended
or shall be construed to give to any creditor of the Company or any'creditor r?fany Member or any
other person or entity whatsoever.other than the Members and the Company.any legal or equitable
right. remedy or claim under or in respect of this Agreement or any covenant. condition or
provisions ions herein contained. and inch pier,v isions arc aced shall he held to be for the sole; and
exclusive benefit of the Members and the Company.
13.16 Counterparts. 'This Agreement may he executed in multiple counterparts„ each of
'vhiclh shall be deemed an original i+iw all purposes and all of which when taken together shall
constitute a single counterpart instrument. Executed signature pages to.any counterpart instrument
may be detai:hcd and affixed to a single counterpart. which single counterpart with multiple
executed signature pastes aiihed thereto constitutes the original counterpart instrument. Executed
signature pages may be transmitted electronically or via facsimile for the purpose of ass mbling a
single counterpart instrument as described herein. .MI of these counterpart pages shall be read a
though one and they shall have the same force and effect as if ail of the parties had executed a single
.egnarare page.
_ _'v
Menthe/ Iillll�31 ;� I

[SIGNATURE PAGE TO THE OPERATING AGREEMENT]
IN WITNESS WHEREOF, the undersigned, being all of the Managers and Members of
the Company, hate caused this • greement to be duly adopted by the Company and do hereby
assume and agree to kw ;lucid i y and to perform all of the wiTtts and provisions set forth in this
lgreement.
JUNIPER CREEK DEVELOPMENT LLC:
Name: Ste' a Shuttleworth
1 We: Manager
THE MEMBERS
RM3 Inv
'Shcirrt President
Shuttlewortb. Inc _
si

SCHEDULE I
Juniper(re tkldomm nLLC
Name InitialCapttal Pereentage
ofU mb rs Cnntriburinn inter
Ru3ln S AS 51@6
S utt k e#k Inc,. $I0
IQtat $ f, lkz3
„*_****a***,«„ * .,v**_,**** * * *,l,e_
SCHEDULET
Ju, r(Qe Deveki mentLiC
In nit ManageN
Sk%e Sh m■korth
Rene Mondejar
in b, yvm r
%Qmbr »R6G "

Burd, Tina J
From: Burd,Tina J
Sent: Friday,July 24, 2020 3:08 PM
To: Steve Shuttleworth
Subject: SW8 050309 -Juniper Creek Subdivision
The Wilmington Regional Office of the Division of Energy, Mineral and Land Resources (Stormwater Section)accepted
the Stormwater Permit Transfer Application and $505.00 fee for the subject project on July 20,2020. The project has
been assigned to Steven Pusey and you will be notified if additional information is needed.
Best Regards,
Tina Burd
Administrative Associate II
Wilmington Regional Office
Division of Environmental Assistance&Customer Service
Phone [phone]
NCDEQ
Wilmington Regional Office
127 Cardinal Drive Ext.
Wilmington, NC 28405
4e.DEC)4
•.. . GCr r?spon :...-. ,T! .."u r!?this address is subjectto the
Law and may be disclosed to third parties.
1

Transfer Application Completeness Review Checklist-Short Version
Project Name: ,UT}I P 4c 2 CIZSLX Date Delivered to WIRU: 7/20/202-0
Permit#: _ SV0 g 0 5 03 0 9 BIMS Received/Accepted Date: 7/zc/zo eo
Project County/Location: z.R0 13sLA cc /c.)S 7 _BIMS Acknowledged Date1:
Permit Expriation Date: LID If w/in 6 me'stop- needs renewal UNLESS only
Proposed Permittee Type&Documents Needed: new permittee is submitting
Property Owner(s) Purchaser Lessee EIHOA Developer
ED Viable? Viable? Viable? Viable? ❑Viable?
17_1Deed Purchase Agmt OI_ease DElection Minutes
D Not Subdivided:Deed 050%Sold List(only if HOA doesn't sign)
Subdivision: Common Area Deed ®Common Area Deed in HOA's Name
Deed Restrictions Recorded
Current Permittee Signed Application? ()N DPE Certification
If not,Dissolved/No Longer Owns Y/ N DBUA/Lot Summary
Property/Not Living DO&M(If HOA Signed Application)
Proposed Permittee Signed Application? 0 N
Paperwork
EZIApplication
LEI Fee:
M$505(within 6mo) Check#(s):
HDeed Restrictions,if subdivided:
PE Certification
Project Narrative
Easements,Recorded(2017 Rules)
FIA O&M on File(unless new one from HOA)
in Electronic Copies
NOTES:
1Enter BIMS Acknowledged Date on this Sheet
EMAILED ENGINEER DATE:
REVIEWER NAME:
G:WQ\\\Reference Library\Procedurts\Checklists\Completeness Review Checklist_2020 01 31

East Coast Engineering & Surveying, P.C.
ENGINEERS-PLANNERS-SURVEYORS
July 16,2020
Ms.Christine Hall,Stormwater Supervisor
NC Division of Energy,Mineral&Land Resources
127 Cardinal Drive Extension
Wilmington,North Carolina 28405-3845
Subject: Juniper Creek Subdivision RECEIVED
Brunswick County,North Carolina
Permit#SW8 050309 JUL 2 0 2020
Stormwater Permit—Transfer Submittal
NCDEQ
On behalf of our client, Juniper Creek Development, LLC, please find enclosed the followiAligeitONRO
required for the Stormwater Permit Transfer Submittal for the subject project:
Item No. Copies Description
1 2 Original Stormwater Permit Transfer Application Form
2 1 Original Operation&Maintenance Agreement
3 1 Copy of the Recorded Deed reflecting transfer to Juniper Creek
Development,LLC
4 1 NC Sectary of State Registration Filing Search for Juniper Creek
Development,LLC
5 1 Copy of the Recorded Declaration of Covenants, Conditions &
Restrictions for Juniper Creek
6 1 Copy of Existing Stormwater Permit#SW8 050309
7 1 USGS Map with Site Identification
8 1 Digital Copy of Submittal Pkg(CD)
9 1 Check #2479 in the amount of $505.00 to cover the required
review fee.
As always, we appreciate your assistance. Should you have any questions or require additional
information please contact our office at your convenience.
Sincerely,
Alan . is
Presi t
Enclosures
pc: Steve Shuttleworth,Juniper Creek Development,LLC w/attachments—via email
File: 0629(Juniper Creek Development,LLC)
4918 MAIN STREET•POST OFFICE BOX 2469•SHALLOTTE,NORTH CAROLINA 28459•TEL:[phone]•Fax:[phone]
FIRM LICENSE NUMBER: C-3014

111111111110111111111111111111111 B2694 PO page 1 of 41
iffulte
lids Ialnineitli fled lot .
R. station a and i12)
e ✓C
!rotation a _ Presenter�kniFer GetlL_Rat;: .
dad i. fo `}l Total /3* Rev int, a a
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Ck$_. . Ck 4 Cash$ / 11
Reft..' +� cast:$ . CO inance
'"R jr#1 t' a, in NI::• am egiole Qua w co,•i!.::
ofr.,l.•
` ❑acumen:,..*:•,s seals verified by original
ir...n.mr,,Mai cannot be reproduced or copied.
STATE OF NORTH CAROLINA DECLARATION OF COVENANTS,
COUNTY OF BRUNSWICK CONDITIONS AND RESTRICTIONS
FOR JUNIPER CREEK,SECTION ONE
THIS DECLARATION OF COVENANTS,CONDITIONS AND RESTRICTIONS
FOR JUNIPER CREEK,SECTION ONE(this"Declaration")is made and entered into this the
)1Crti day of A c,,t.dir , 2007, by JUNIPER CREEK, LLC, a limited liability company
organized and existing under the laws of North Carolina(hereinafter referred to as the"Declarant").
WITNESSETH
WHEREAS,Declarant(except as set forth herein below) is the Owner of all of the interest
and equity in that certain tract of land known as Juniper Creek,Section One(the"Property"),and
more particularly described as follows:
BEING ALL of Juniper Creek,Section One,as shown on that map entitled"Juniper
Creek,Section One"as recorded in Map Cabinet 36 at Page 309 of the Brunswick
County Registry,reference to which is made for a more particular description.
WHEREAS,it is the desire of the Declarant to insure the use of the Property for attractive
. residential purposes only,to prevent the impairment of the attractiveness and value of the Property,
to maintain the desired tone of the community,and thereby to secure to each Lot Owner the full
benefit and employment of his property with no greater restrictions upon the free and undisturbed use
of his Lot than is necessary to insure the same advantages to the other Lot Owners;and
WHEREAS,Declarant,for the use and benefit of itself and its successors and assigns,does
desire to encumber, place and impose upon the Property, the following conditions, covenants,
reservations,easements and restrictions to ensure the proper use,development and improvement of
the Property;to enhance the value,desirability and attractiveness of the Property;to protect against
the construction of improvements and structures built of improper or unsuitable materials;to ensure
compliance with all applicable zoning ordinances, building codes and environmental laws and
regulations; to provide for a method for the maintenance and continued improvement of certain
common areas and facilities appurtenant to the Property;and otherwise provide for the construction
and development of quality improvements on the Property
r0
Qnlifi
„vj ..,F.:_,.-7.-r• -7.7 \-,, .'-', :-
JUL 2 0 2020
BY:

11111Iirolllilllllllnlilllllilllll B,694 P0518i,, 25- 7
Brunswick County, NC Register of Deeds page 2 of 41
WHEREAS,Kirk Pigford Construction,Inc., the owner of Lot 11, Section 1, Juniper
Creek,joins in this Declaration and subjects said lot to the same by execution of the consent made a
part hereof;and
WHEREAS,Woodland Building,LLC,the owner of Lots 3,7 and 9,Section 1,Juniper
Creek,joins in this Declaration and subjects said lot to the same by execution of the consent made a
part hereof;and
WHEREAS,Declarant's lender,Cape Fear Bank and John Cameron Coburn,Trustee,
join in and consent to this Declaration by execution of the consent made a part hereof;
NOW THEREFORE,in consideration of the premises and of the mutual benefits and duties
herein contained,Declarant hereby declares that the Property shall be held,developed,improved,
leased,sold,transferred,conveyed and occupied subject to the following covenants,reservations,
easements,conditions and restrictions,all which are for the purpose of protecting the value and
desirability of,and which shall run with title to,the Property and shall be binding on all parties
having a right,title or interest therein,along with their heirs,successors and assigns,and which shall
inure to the benefit of each owner thereof.
ARTICLE I
DEFINITIONS
1. "Association"shall mean and refer to Juniper Creek Homeowners Association,Inc.,a
North Carolina non-profit corporation,its successors and assigns.
2. "Board of Directors"or"Board"means those persons elected or appointed and acting
collectively as the Directors of the Association pursuant to its By-Laws.
3. "Building"shall mean and refer to a home and associate garage constructed or erected
on a Lot shown upon a recorded map of the property.
4. "By-Laws"shall mean the by-laws of the Association as they now or may hereafter
exist.
5. "Common Area"shall mean and refer to any of the Property or easements therein
conveyed to the Association by warranty deed recorded in the Brunswick County Registry and which
deed specifically designates said area as Common Area and incorporates the provisions of these
restrictions as to the use of said property as Common Area, along with any facilities and
improvements erected or constructed thereon, for the use and enjoyment of the Members of the
Association. Common Area may,but not necessarily,include real estate(including retention ponds,
storm drainage improvements,entrance signage,streets(including any dedicated streets prior to their
acceptance for public maintenance)and all landscaping and other improvements thereon)owned by
the Association for the common use and enjoyment of the Owners. Common Areas may,but not
2

IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII g694 Pe57 :n r;0
Brunswick County, NC Register of Dads page 3 of 41
necessarily, include real property designated as "Open Space," "Common Area," "Conservation
Area,"or reserved as an access drive or private street as part of the development of the Property.
The Common Area may be subject to non-exclusive rights of others as provided herein. Additional
Common Area may be annexed or "phased" into the subdivision as hereafter provided. The
Declarant may designate from time to time property which it intends to ultimately transfer to the
Association as Common Area. As to any such designated property,the Association shall treat the
same as Common Area and shall have all duties and responsibilities regarding the same as provided
herein as if the same were Common Area. However, no such designation or action by the
Association shall impair any of Declarant's rights reserved herein including but not limited to its
special declarant rights and its rights under Article XIII herein.
6. "Common expenses"shall mean and include:
(a) All sums lawfully assessed by the Association against its Members;
(b) Expenses of administration, maintenance, repair or replacement of the
Common Areas and the stormwater system;
(c) Expenses declared to be common expenses by the provisions of this
Declaration or the By-Laws;
(d) Liability for such other insurance premiums as the Declaration or By-Laws
may require the Association to purchase;
(e) Expenses agreed by the Members to be common expenses of the Association;
(f) Any ad valorem taxes and public assessments levied against the Common
Area.
(g) Common Expenses as defined in the Planned Community Act.
7. "Common profits"shall mean and refer to the balance of all income,rents,profits and
revenues of the Association remaining after the deduction of the common expenses or reserve
therefore. Common profits shall not mean or include any sums lawfully assessed against Members
by the Association.
S. "Community-Wide Standard"shall mean the standard of conduct,maintenance,or
other activity generally prevailing throughout the Property. Such standard maybe more specifically
determined by the Board of Directors and the Architectural Review Committee.
9. "Conservation Area"shall mean and refer to any area designated as a Conservation
Area on any recorded plat of the Property. Conservation Areas maybe located upon individual Lots
or in Common Areas within the Property.
10. "Declaration" shall refer to this Declaration of Covenants, Conditions, and
3

IIIIIIIII_IIIIII IIII�IIIIII IIIIISIINI R PO
Brunswick Coun y, NC Register of Deeds page 4 of 41
Restrictions for Juniper Creek,Phase One,and any supplements of amendments thereto.
11. "Declarant" shall mean and refer to Juniper Creek,LLC,a North Carolina limited
liability company, or its successors and assigns, to whom the rights of Declarant are expressly
transferred by instrument duly recorded in the Brunswick County Registry,or who acquires title to
all the remaining Property owned by the Declarant under a deed in lieu of foreclosure,judicial
foreclosure,or foreclosure under power of sale contained in any deed of trust.
12. "Design Guidelines"shall mean the architectural design guidelines and procedures ser
forth herein or adopted by the Architectural Review Committee pursuant to ARTICLE VIII herein
and applicable to the Property.
13. "Home" shall mean and refer to a detached, free-standing dwelling or place of
residence and attached or detached garage constructed upon a Lot within the Property.
14. "Lot"shall mean and refer to any plot of land,other than the Common Area,which is
subject to this Declaration and is shown on a recorded map of the Property,and upon which a Home
has been or may be constructed.
15. "Master Association"means an association as defined in Section 47F-1-103(21)ofthe
Planned Community Act.
16. "Member"shall mean and refer to every person who is a member of the Association.
Each Owner as defined herein,shall be a Member.
17. "Owner"shall mean and refer to the record Owner,whether one or more persons or
entities,of a fee simple title to any Lot which is a part of the Property,including contract sellers,but
excluding those who have such interests merely as security for the performance of an obligation.
18. "Person"shall mean and refer to an individual,corporation,partnership,association,
trustee or other legal entity.
19. "Planned Community Act" shall mean the NC Planned Community Act, Chapter
47F-1-101 et sect of the North Carolina General Statutes,as amended from time to time.
20. "Property" shall mean and refer to that certain real property shown on that plat
referred to above as described in the preamble and any real property which has actually been annexed
pursuant to Article II of this Declaration subject to any modifications to this Declaration as to said
annexed property as may havc been made pursuant to Declarant's rights herein.
21. "Development"shall mean the Property and any other real property which may be
annexed to the Property pursuant to Article 1I of this Declaration.
22. "Special Delcarant Rights"means rights reserved for the benefit of the Declarant and
4

IIIIIIIIIIINI IIU1111111111111111111 p2594 P0581;, 11r®73ee
Brunswick County, NC Register of Deeds page 5 of 41
defined in the Planned Community Act including without limitation the right (i) to complete
improvements intended or planned by Declarant for the Property or additional property; (ii)to
exercise any development of other right reserved to the Declarant by this Declaration or otherwise;
(iii)to maintain within the Property sales offices,management offices,construction offices/trailers,
signs advertising the Residental Community,and models;(iv)to use the common elements for the
purpose of making improvements within the Property;(v)to make the planned community part of a
larger planned community or group of planned communities;(vi)to make the Property subject to a
master association; (vii) to appoint or remove any officer or executive Board member of the
Association or any other Master Association during the Declarant control period;(viii)to maintain
Architectural Control until such time as Declarant sells or transfers all Lots in the subdivision;and
(ix)to delegate any or all of the Declarant's rights permanently or for limited time periods.
ARTICLE II
ANNEXATION OF ADDITIONAL PROPERTIES
1. Annexation by Membership. Except as provided in Section 2 below,annexation of
additional property shall require the assent of two-thirds(2/3)of the Class A Members and all of the
Class B Members,if any,at a meeting duly called for this purpose,written notice of which shall be
sent to all Members not less than thirty(30)days nor more than sixty(60)days in advance of the
meeting.
2. Annexation by Declarant. If the Declarant,its successors or assigns,shall develop all
or any portion of any land contiguous to or within one mile from the Property,such additional tract
or tracts may be annexed to the Property without the assent of the Class A Members, by the
execution and recording in the Brunswick County Registry of a Supplemental Declaration making
said additional tract or tracts subject to this Declaration except as may be modified pursuant to the
Deciarant's rights set forth herein.
ARTICLE III
PROPERTY RIGHTS OF OWNERS
1. Owner's Easements of Enjoyment. Every Owner shall have a right and easement of
enjoyment in and to the Common Area which shall be appurtenant to and shall pass with the title to
every assessed Lot,subject to each of the following provisions;
(a) The right of the Association to formulate, publish and enforce rules and
regulations as provided in ARTICLE V herein.
(b) The right of the Association,in accordance with its Articles and By-Laws,to
borrow money for the purpose of improving the Common Area and facilities and carrying out its
5

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Brunswick County, NC Register of Deeds papa 6 of 41
maintenance responsibilities and in aid thereof to mortgage said property,and the rights of such
mortgagee in said properties shall be subordinate to the rights of the Owners hereunder.
(c) The right of the Association to suspend the voting rights and rights to use of
the Common Area and facilities by a Member,or any person to whom he has delegated his voting
right,for any period during which any assessment against his Lot remains unpaid,or for reasonable
periods for an infraction of its published rules and regulations.
(d) Easements as provided in ARTICLE IX herein.
2. Delegation of Use. Subject to the provisions of the By-Laws and the rules and
regulations of the Association,any Owner may delegate his right to the enjoyment of the Common
Area to the members of his family,his tenants,or contract purchasers,provided,every such delegee
must reside in the Home of the Owner.
3. Title to Common Area. The Declarant hereby covenants for itself,its successors and
assigns,that it will convey its fee simple title or easements rights in any of the Property,which is to
be designated as the Common Area,to the Association,and the Association shall be obligated to
accept said conveyance. Any fee simple conveyance shall be free and clear of all liens and
encumbrances, except utility and drainage easements, easements to governmental authorities,
easement rights reserved herein,and existing easements of record,upon condition that such area
conveyed shall be designated"Common Area"and shall be for the non-exclusive use and benefit of
Members,so long as such area is maintained in conformity with the requirements of this Declaration,
the by-laws, and the Articles of Incorporation of the Association, at the sole expense of the
Association,subject,however,to easements described in ARTICLE IX. Any such conveyance shall
be completed at the time of or prior to the expiration of the Class B control period,as provided in
Article IV herein,or at any time prior to said expiration in the sole discretion of the Declarant.
Declarant need not transfer all of the Common Area at one time,but may transfer the Common Area
in multiple conveyances over a period of time in the Declarant's sole discretion.
ARTICLE IV
PURPOSE,FUNCTION AND GOVERNANCE OF THIS ASSOCIATION
1. Function of Association. The Association shall be the entity responsible for
management,maintenance,repair,ownership,operation and control of the Common Area. The
Association shall be the primary entity responsible for enforcement of this Declaration and such
reasonable rules regulating use of the Common Areas owned or leased by the Association as the
Board may adopt. The Association shall also be responsible for administering and enforcing the
architectural design guidelines and controls set forth in this Declaration and in the Design
Guidelines. The Association shall also be responsible for performing all obligations imposed upon it
by this Declaration. The Association shall perform its functions in accordance with this Declaration,
the By-Laws,the Articles and applicable North Carolina law.
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2. Membership. Every person who is a record Owner of a fee or undivided fee interest
in any Lot,including contract sellers,but excluding persons who hold an interest merely as security
for the performance of any obligation,shall be a Member of the Association. There shall be only one
vote per Lot in the Association except as otherwise provided in this ARTICLE IV. Membership
shall be appurtenant to and may not be separated from Ownership of any Lot. The Board of
Directors may make reasonable rules regarding proof of Ownership.
3. Voting Rights:
(a) Class"A". Class A Members shall be all Owners with the exception of the
Declarant. When more than one person holds an interest in any Lot, all such persons shall be
Members.
(b) Class"B". The sole Class"B"Member shall be the Declarant. The rights of
the Class"B"Member,including the right to approve or withhold approval of actions proposed under
these Declaration and the By-Laws,are specified elsewhere in the Declaration and the By-Laws. The
Class"B"Member may appoint the members of the Board during the Class"B"Control Period,as
specified herein. After termination of the Class"B"Control Period,the members of the Board shall
be selected as provided in the By-Laws.
During the Class"B"Control Period,the Class"B"Member shall be entitled to four
(4)votes for each platted Lot and four(4)votes for each planned but currently-unplatted Lot in the
Development. The Declarant makes no representation whatsoever regarding the actual number of
Lots to be included in the Development. However,Declarant currently has 100 single family lots
planned for the Development including those lots which currently make up the Property. This
number may be increased or decreased over time as Declarant's development plans change. In the
event the planned lots are increased or decreased, Declarant's voting rights shall likewise be
increased or decreased. The Class "B" membership shall cease and be converted to Class "A"
membership on the happening of either of the following events,whichever occurs earlier:
(i) when the Declarant owns ten percent(10%)or less of the total number of the
planned lots(including both those which have been platted and not platted)in the Development,as
herein provided,or
(ii) on January 1,2027.
(c) In any situation in which a Member is entitled personally to exercise the vote
for his or her Lot and there is more than one Owner of a particular Lot,the vote for such Lot shall be
exercised as Co-Owners determine among themselves and advise the Secretary of the Association in
writing prior to any meeting. Absent such advice,the Lot's vote shall be suspended if more than one
Person seeks to exercise it.
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ARTICLE V
RIGHTS AND OBLIGATIONS OF THE ASSOCIATION
1. Common Area. The Association,subject to the rights of the Owners set forth in this
Declaration,shall manage,control and insure the Common Area,whether or not the same has been
conveyed to the Association, and all improvements thereon(including,without limitation,roads,
road rights of way,furnishings, equipment, and common landscaped areas), and shall keep it in
good,clean,attractive,and sanitary condition,order and repair,consistent with this Declaration,the
Board of Directors shall have the power to formulate,amend,publish and enforce reasonable rules
and regulations concerning the use and enjoyment of any Common Area. The Association's
management and maintenance of any intended Common Areas, shall not prejudice Declarant's
rights reserved herein. The Association shall further be responsible for performing all obligations
imposed upon it by this Declaration including but in no way limited to the management and repair
required under any and all stormwater permits, erosion control permits, CAMA permits, water
system permits, wasterwater system permits, and any other governmental permits and licenses
obtained by the Declarant in connection with the development of the Property by the Declarant(the
"Development Permits")whether or not the same have been transferred to the Association under this
Article. In the event, Declarant incurs any expense for said management and repair costs either
before or after the Development Permits have been transferred to the Association,the Association
shall reimburse the Declarant within thirty days of Declarant's request for such costs and the same
shall be treated as a common expense to the Association.
2. Personal Property and Real Property for Common Use. The Association may acquire,
hold,and dispose of tangible and intangible personal property and real property. Declarant may
convey to the Association at any time any Common Area,and any personal property and leasehold
and other property interests. Any such property conveyed to the Association by the Declarant shall
be accepted by the Association and thereafter shall be maintained as Common Area by the
Association at its expense for the benefit of its members,subject to any restrictions set forth herein
and in the deed.
3. Rules. The Association,through its Board,may make,revoke,amend and enforce
reasonable rules governing the use of the Property,in addition to further defining or limiting,and,
where specifically authorized hereunder,creating exceptions to,those covenants and restrictions set
forth in this Declaration(the"Rules and Regulations"). Such Rules and Regulation shall be binding
upon all Owners,occupants,invitees,lessees,guests and licenses.
4. Enforcement. The Association may impose sanctions for violations of this
Declaration, the By-Laws, or Rules and Regulations, including reasonable monetary fines and
suspension of the right to vote and to use any recreational facilities within the Common Area. In
addition,the Association may exercise self-help to cure violations,and may suspend any services it
provides to the Lot of any Owner who is more than 30 days delinquent in paying any assessment or
other charge due to the Association. The Board may seek relief in any court for violations or to abate
nuisances. The Board may assess the reasonable monetary fines authorized by this Section as a
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Brunswick aunty, Register of Deeds page 9 of 41
Specific Assessment authorized by Article VI of this Declaration. Procedures for fines and
suspensions of privileges or services shall be pursuant to the provisions of the Planned Community
Act.
5. Implied Rights:Board Authority. The Association may exercise any other right or
privilege given to it expressly by this Declaration or the By-Laws,Chapter 55A and Chapter 47F of
the North Carolina General Statutes, or reasonably implied from or reasonably necessary to
effectuate any such right or privilege. Except as otherwise specifically provided in this Declaration,
the By-Laws,Articles,or all rights and powers of the Association may be exercised by the Board
without a vote of the membership unless otherwise specifically required by law.
6. Indemnification. To the maximum extent allowed by North Carolina law, the
Association shall indemnify every officer,director,and Committee member against all expenses,
including counsel fees,reasonably incurred in connection with any action,suit,or other proceeding
(including settlement of any suit or proceeding,if approved by the then Board)to which he or she
may be a party of being or having been an officer,director or Committee member. The Association
shall,as a Common Expense,maintain adequate general liability and officers'and directors'liability
insurance to fund this obligation,if such insurance is reasonably available.
7. Dedication of Common Areas. The Association at any time may dedicate portions of
the Common Areas to any local,state,or federal governmental entity,public agency,authority,or
utility for such purposes and subject to such conditions as may be agreed to by the Association.
8. Security. The Association may,but shall not be obligated to,maintain or support
certain activities within the Property designed to make the Property safer than they otherwise might
be. NEITHER THE ASSOCIATION, THE DECLARANT, NOR ANY SUCCESSOR
DECLARANT SHALL IN ANY WAY BE CONSIDERED INSURERS OR GUARANTORS
OF SECURITY WITHIN THE SUBDIVISION,NOR SHALL ANY OF THEM BE HELD
LIABLE FOR ANY LOSS OR DAMAGE BY REASON OF FAILURE TO PROVIDE
ADEQUATE SECURITY OR OF INEFFECTIVENESS OF SECURITY MEASURES
WHICH MAY BE UNDERTAKEN. EACH PERSON USING THE PROPERTY ASSUMES
ALL RICKS FOR LOSS OR DAMAGE TO PERSONAL PROPERTY,PERSONS,LOTS,
RESIDENCES AND THE CONTENTS OF RESIDENCES OR BUILDINGS ON THE LOTS,
RESULTING FROM ACTS OF THIRD PARTIES.
9. Turnover Transfer by Declarant. Upon the expiration of the Class B control period,as
provided in Article IV herein, or any time prior to said expiration,in the sole discretion of the
Declarant,the Declarant may convey to the Association(i)all of the right,title and interest of the
Declarant in and to all Common Area which has not been previously transferred to the Association
subject to easement rights herein or otherwise reserved by Declarant,(ii)any and all right,title and
interest of Declarant in and to any roads within the Property subject to easement rights herein or
otherwise reserved by Declarant, (iii) any and all stormwater permits, erosion control permits,
CAMA permits,water system permits,wasterwater system permits,and any other governmental
permits and licenses obtained by the Declarant in connection with the development of the Property
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Brunswick County, NC Register of Bes page;1B of 41
(the"Development Permits")subject to easement rights herein or otherwise reserved by Declarant,
and(iv)any and all rights and obligations as the Declarant under this Declaration,except for any
rights and authority of the Declarant which may survive such expiration of the Class B control period
which the Declarant may specifically except from said conveyance,and the rights and authority of
the Declarant as an owner of any of the Lots described herein(said conveyance referred to herein as
the"Turnover Transfer").
10. Obligations of the Declarant Prior to Turnover Transfer. Prior to the Turnover
Transfer as provided in Section 9 of this Article V,the Declarant shall provide to the Association the
following:
(a) a certification from the North Carolina Department of Transportation(with
regard to any private or public roads within the Property)or from a licensed professional engineer
chosen by the Declarant(with regards to private roads within the Property),that all roads within the
Property are built according to the specifications of the North Carolina Department of Transportation
at the time the roads were constructed or, if private, the specifications of the applicable Iocal
planning department at the time the roads were constructed(the"Road Certification").
(b) a certification form a licensed professional engineer chosen by the Declarant
that the stormwater drainage system of the Property is planned and constructed in accordance with
said stormwater plan and any applicable laws and governmental agency or any public or private
utility company and in accordance with any applicable laws and governmental rules and regulations
(the"Stormwater Certification").
(c)a certification from a licensed professional engineer chosen by the Declarant that
any erosion control system,water system,wastewater system,and any other utility system of the
Property is planned and constructed in accordance with any applicable erosion control plan and
permit, water system permits, wastewater system permits, and any other governmental permits,
licenses or agreements between Declarant and any governmental agency or any public or private
utility company,and in accordance with any applicable laws and governmental rules and regulations
(the"Utility Certification").
11. Obligations of the Association upon Turnover Transfer. Upon the receipt of the Road
Certification,the Stormwater Certification,the Utility Certification and the Turnover Transfer as
provided herein,the Association shall be obligated and required as follows:
(a) to accept the Turnover Transfer.
(b) to assume all the rights and responsibilities (to the extent the Association has
not already done the same)of the Declarant,including with regard to the maintenance and repair of
any roads,rights of way and easements,Common Areas and any other property transferred to the
Association,the maintenance of and payment of premiums for any necessaryproperty insurance,and
the payment of any applicable property taxes.
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Brunswick County, NC Register of Deeds page 11 of 41
(c) to assume the rights and responsibilities(to the extent the Association has not
already done the same) of the Declarant for all stormwater, erosion control plans and permits,
CAMA permits,water system permits,wasterwater system permits,and any other governmental
permits,licenses or agreements obtained by the Declarant in connection with the development of the
Property. After such assignments and assumption,the Association shall cooperate in good faith to
obtain the transfer of any such permits agreements and licenses on the records of any governmental
agency or department or public or private utility company having jurisdiction of said matters.
The Turnover Transfer shall be effective upon delivery of the Road Certification, the
Stormwater Certification,the Utility Certification and the Turnover Transfer by the Declarant,and
the Declarant shall have no further responsibility for and shall be released from any liability with
regard to any matters arising after the effective date,from or relating to the Turnover Transfer or
with regard to any real property or rights therein,Development Permits,or any other rights,duties or
other matters transferred to the Association as a result of the Turnover Transfer. Declarant,may in
its sole discretion,elect to transfer any,or part of any,items listed in Section 9 of this Article to the
Association which may be accomplished in as many transfers as Declarant elects in its sole
discretion. In the event the Declarant elects to make a partial transfer,the same will be considered a
"Turnover Transfer"as to the items so transferred subject to the Declarant's obligations under
Section 10 of this Article and to the provisions of this section as they may pertain to the items so
transferred.
12. Lot Maintenance by Association. If any Owner shall fail to maintain any Lot owned
by him in a manner which is reasonably neat and orderly, shall fail to keep improvements
constructed thereon in a state of repair so as not to be unsightly,or shall fail to maintain the utility,
sewer and drainage easement in accordance with the requirements set out herein,or shall otherwise
fail to comply with this Declaration,the By-Laws or the Rules and Regulations,the Association,by
the affirmative vote of the majority of the Members of the Board,following ten(10)days written
notice to the Owner,may enter upon and make or cause to be made repairs to such improvements
and perform any maintenance on the Lot,such as the removal of trash,cutting of grass,pruning of
shrubbery,weeding, and items of drainage and erosion control,for the purpose of correcting the
identified deficiency. The Association shall have an easement in all Lots for the purpose of
accomplishing the foregoing. The reasonable cost incurred in rendering all such services,plus a
service charge of twenty percent(20%)of such cost,may be assessed against the Owner and the Lot
as a Specific Assessment.
ARTICLE VI
COVENANT FOR ASSESSMENTS
1. Creation of the Lien and Personal Obligation of Assessments. Every Owner of any
Lot,by acceptance of a deed therefore,whether or not it shall be so expressed in any such deed or
other conveyance, and every other Owner of any Lot which is made subject to the terms and
conditions of this Declaration,is deemed to covenant and agree to pay to the Association.
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Brunswick County, NC egister of Deeds page 12 of 41
(a) Annual assessments;
(b) Special assessments
(c) Specific assessments
(d) Initial capital assessments
Such assessments shall be fixed,established and collected from time to time as hereinafter
provided. Said assessments,together with such interest thereon,costs of collection thereof, and
reasonable attomey's fees as may be established by the Association,shall be a charge against and a
continuing lien upon the Lot and the improvements thereon,against which each such assessment is
made. Each such assessment,together with such interest,costs,and reasonable attomey's fees,
shall also be the personal obligations of the Person who was the Owner of the Lot at the time the
assessment became due. The personal obligations of an Owner for delinquent assessments shall not
pass to his successors in title unless expressly assumed by them and then only with the consent of the
Association. The liability for all assessments by the record Owners of each Lot shall be joint and
several. No Owner may waive or otherwise escape liability for the assessment provided for herein by
non-use of the Common Area or abandonment of his Lot.
2. Purpose of Assessments. The assessments levied by the Association shall be use
exclusively for promoting the health,safety and welfare of the Owners and the Property;enforcing
these covenants and the By-Laws,rules,regulations of the Association;providing the services and
facilities for the purposes of or related to the maintenance,use and enjoyment of the Common Area
and facilities; for the purposes of payment of common expenses; and managing, repairing,
maintaining and replacing the roads and right of ways,stormwater system,subdivision signs,and
landscaping and fencing located within and at the entrance to the Property as well as all purposes
allowed under the Planned Community Act or for all purposes as required under this Declaration.
3. Annual Assessments.
(a) The initial annual assessment for each Lot shall be established by the
Declarant for the balance of the calendar year.
(b) After the establishment of the initial annual assessment, the Board will adopt
a budget to establish the amount of the annual assessment for the upcoming year. Within 30 days
after adoption of any proposed budget for the Association,the Board shall provide to all the lot
owners a summary of the budget and a notice of the meeting to consider ratification of the budget,
including a statement that the budget may be ratified without a quorum. The Board shall set a date
for a meeting of the Members to consider ratification of the budget,such meeting to be held not less
than 10 nor more than 60 days after the mailing of the summary and notice. The budget is ratified
unless at the meeting a majority of the votes of the Members in the Association voting at the meeting
rejects the budget. In the event the proposed budget is rejected,the periodic budget last ratified by
the Members shall be continued until such time as the Members ratify a subsequent budget proposed
12

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Brunswick County, Register of Des page 13 of 41
by the Board.
(c) In proposing the annual assessment for any assessment year,the Board shall
consider all current costs and expenses of the Association,any accrued debts,and reserves for future
needs. The Board shall annually prepare a separate reserve budget which takes into account the
number and nature of replaceable assets,the expected life of each asset,and the expected repair or
replacement cost. The Board may include in the annual assessment an amount for a capital
contribution sufficient to permit meeting the projected capital needs of the Association.
(d) Declarant shall be exempt from the payment of the annual assessment for
any unsold Lots(platted or not platted)for a period of three years after the date such Lots are
platted of record in the Office of the Register of Deeds of Brunswick County as Lots in the
Property. A builder who intends,in Declarant's discretion, to construct a home on said Lot
and transfer the same to a subsequent Owner is exempt for payment of annual assessments for
the earlier of eighteen months after said builder acquires title to said Lot or until such time
the Lot is sold to a subsequent Owner,but not to exceed the period of time that Declarant
would be exempt from payment if it still owned the subject Lot. Upon the expiration of three
years from the date of recordation of said plat or plats,or the shorter time periods stated for
certain builders as set forth above,the obligations of the Delcarant or said builder to pay the
pro rata share of the annual assessments of the year remaining shall commence,and accrual of
the obligation to pay assessments to the Association for any such Lot shall not begin until that
date.
4. Special Assessments. In addition to the annual assessments authorized above,the
Association may levy,in any assessment year,a special assessment applicable to that year only for
the purpose of defraying,in whole or in part,the costs of construction or reconstruction,unexpected
repairs,or replacement of a capital improvement upon the Common Area,including the necessary
fixtures and personal property related thereto,provided that any such assessment shall have the
assent of a majority of the votes of the Members who are voting in person or by proxy at a meeting
duly called for this purpose,written notice of which,setting forth the purpose of the meeting,shall be
sent to all Members not less than thirty(30)days nor more than sixty(60)days in advance of the
meeting.
5. Specific Assessments. The Board shall have the power to levy Specific Assessments
against a particular Lot,as follows:
(a) to cover the cost,including overhead and administrative costs,of providing
benefits, items, or services to the Lot upon request of the Owner pursuant to a menu of special
services which the Board may from time to time authorize to be offered to Owners(which might
include,without limitation,landscape maintenance,handyman service,pool cleaning,pest control,
etc.),which assessments may be levied in advanced of the provision of the requested benefit,item or
service as a deposit against charges to be incurred by the Owner;and
(b) to cover cost, including overhead and administrative costs and reserves
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Brunswick County, NC Register of Dads page Prof 41
incurred for maintenance,repair and replacement of any private roads,signs,mail boxes,fences and
berms which may be constructed for the benefit of certain specified Lots.
(c) to cover costs incurred in bringing a Lot into compliance with the terms of this
Declaration,the By-Laws or the Rules and Regulations,or fines or costs imposed as a.consequence
of the conduct of an Owner,provided the Board shall give the Owner prior written notice and an
opportunity for hearing before levying a Specific Assessment under this subsection 5(c)to the extent
required by the Planned Community Act.
(d) to cover cost, including overhead and administrative costs and reserves
incurred for maintenance,repair and replacement of exteriors ofany Homes built within the Property
and landscaping of any Lots within the Property which are specifically subjected to said expenses by
the Supplemental Declaration annexing said Lots to the Property. Said Supplemental Declaration
may provide for subgroup voting for said expenses as provided in NCGS Section 47F-3-110.
6. Initial Capital Assessment. Each initial Owner,excluding the Declarant and a
builder who intends,in Declarant's discretion, to construct a home on said Lot and transfer
the same to a subsequent Owner who shall be treated as the"initial Owner", of a Lot agrees to
pay an Initial Capital Assessment in the amount of One Hundred&no/100 Dollars($100.00),for the
purpose of establishing the capital improvements fund of the Association. Said amount will be
collected at closing of the initial sale of each Lot by the Declarant or the Builder and shall be paid to
the Association.
7. Uniform Rate of Assessment. The Association may differentiate in the amount of
Assessments charged when a reasonable basis for distinction exists,such as between vacant Lots of
record,Lots with completed dwellings for which certificates of occupancy have been issued,or when
any other substantial difference as a ground of distinction exists between lots. However,both annual
and special assessments must be fixed at a uniform rate for all Lots similarly situated,and shall he
due and payable on a monthly,quarterly or annual basis as determined by the Board of Directors.
Notwithstanding the above,this requirement is subject to the provisions of Section 3(d)and Section
6 of this Article VI and shall not apply to Specific Assessments as provided in Section 5 of this
Article VI.
8. Due Dates for Assessments.
(a) Annual assessments shall commence upon the conveyance of the first initial
Lot. The Board of Directors shall fix the amount of the annual assessment against each Lot at least
two (2) months in advance of each annual assessment period. Written notice of the annual
assessment shall be sent to every Owner subject thereto thirty(30)days in advance of each annual
assessment period. The due dates shall be established by the Board of Directors.
(b) The Board of Directors shall fix the commencement date and the due dates for
any assessments other than the annual assessments.
14

IIIIIIIIIIIIIII IIIu11111 gNIeg illll er B Pa591?)s�fz�°
(c) The Association,upon demand at any time and upon payment of a reasonable
fee,shall furnish a certificate in writing signed by an officer of the Association setting forth whether
the assessments on a specified Lot have been paid. A properly executed certificate of the
Association as to the status of assessments on a Lot is binding upon the Association as of the date of
its issuance.
9. Lien for Assessments.
(a) All assessments authorized in this Article shall constitute a lien against the Lot
against which they are levied until paid. The lien shall also secure payment of interest,late charges
(subject to the limitations of North Carolina law),and costs of collection(including reasonable
attorneys fees). Such lien shall be superior to all other liens,except the liens of all ad valorem taxes
or assessments,and any other liens which by law would be superior.
(b) The Association may record notice of the claim of lien in the Office of the
Clerk of Superior Court of Brunswick County and file a suit to collect such delinquent assessments
and charges. The Association may file Notice of Lis Pendens,bring an action of law against the
Owner personally obligated to pay the same and/or bring an action to foreclose the lien against the
property,and/or utilize any other remedy provided under North Carolina law. No Owner may waive
or otherwise escape liability for the assessments provided for herein.
10. Effect of Nonpayment of Assessments: Remedies of the Association: Any
assessments or portion thereof which are not paid when due shall be delinquent. If the assessment or
any portion thereof is not paid within thirty(30)days after the due date,the same shall bear interest
from the date of delinquency at a rate of eighteen percent(18%)and in addition,a late fee shall be
assessed in such amount as may be determined by the Board of Directors in compliance with Section
47F-3-102 of the Planned Community Act. The Association may bring an action against the Owner
personally obligated to pay the same or foreclose the lien against the property in the same manner as
provided in North Carolina for the foreclosure of deeds of trust,or both,and,in either event,interest,
costs and reasonable attomey's fees of any such action shall be added to the amount of such
assessment. The Association may bid for the Lot at the foreclosure sale and acquire,hold,lease,
mortgage,and convey the Lot. The sale or transfer of any Lot shall not affect the assessment lien or
relieve such Lot fan the lien for any subsequent assessments except as provided by law or otherwise
in this Declaration.
11. Failure to Assess. Failure of the Board to fix assessment amounts or rates or to
deliver or mail each Owner an assessment notice shall not be deemed a waiver modification,or a
release or any Owner fium the obligation to pay assessments. In such event, each Owner shall
continue to pay assessments on the same basis as for the last year for which an assessment was made,
if any,until a new assessment is made,at which time the Association may retroactively assess any
shortfalls in collections.
12. Subordination of the Lien to Mortgages and Ad Valorem Taxes. The lien of the
assessments provided for herein on any Lot shall be subordinate to the lien of any first mortgage and
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ad valorem taxes on each Lot. The sale or transfer of any Lot shall not affect the assessment lien;
however,the sale or transfer of any Lot pursuant to such mortgage foreclosure or any proceeding in
lieu thereof,shall extinguish the lien of such assessments as to payments which became due prior to
such sale or transfer. No sale or transfer shall relieve such Lot from liability for any assessments
thereafter becoming due or from the lien thereof.
13. Exempt Property. The following property shall be exempt flow payment of
Assessments:
(a) all Common Area;
(b) any property dedicated to and accepted by any governmental authority or
public utility;
(c) any property held by a conservation trust or similar nonprofit entity as a
conservation easement,except to the extent that any such easement lies within the boundaries of a
Lot which is subject to assessment under Section 1,Phase 10.9(in which case the Lot shall not be
exempted from assessment);and
(d) any Lot which is not approved by any governmental agency for residential use.
ARTICLE VII
USE RESTRICTIONS
1. Plan of Development.
(a) Declarant has created the Property as a residential development and, in
furtherance of its and every other Owner's interest, Declarant has established, a general plan of
development and the Community-Wide Standard for the Property, subject to Declarant's
modification rights as provided herein. Accordingly, the Property is subject to guidelines and
restrictions governing land use,individual conduct, and uses of or actions upon the Property as
provided herein. This Declaration establishes affirmative and negative covenants,easements,and
restrictions(the"Use Guidelines and Restrictions").
(b) All provisions of this Declaration and of any Rules and Regulations shall also
apply to all occupants,lessees,guests and invites of any Lot. Any lease on any Lot shall provide that
the lessee and all occupants of the leased Lot shall be bound by the terms of this Declaration,the By-
Laws,and the Rules and Regulations of the Association.
2. Rules and Regulations Subject to the terms ofthis Article,the Board shall implement
and manage the Use Guidelines and Restrictions through the Rules and Regulations which adopt,
modify,cancel,limit, create exceptions to,or expand the Use Guidelines and Restrictions to the
extent permitted by law.
16

111111111111111111111111111111111111 Robert PEE i1rr sen�2%.0
Brunsa.ckaunty, NC Register of Deeds page 17 of 41
3. Residential Purposes. The Property shall be used only for residential purposes,except
as specifically provided in this Declaration.
4. Minimum Size of Residence. No residence smaller than 1,500 square feet of heated
floor space, exclusive of porches, steps, walks, garages, carports, storage areas, etc., shall be
constructed or located on any building Lot. Provided,that in cases where the area is not more than
ten percent(10%)below the minimum above set out,Declarant,or its designated agents,may,at
their option, approve the construction of the dwelling if it is in conformity with the general
development of the Property. In computing the number of square feet allowed as provided herein,no
square footage in any part of the dwelling that is constructed over a detached garage will be counted,
unless it is on the same utility hookup as the main dwelling and is a finished part of the constructed
living space.
5. Construction Material. No concrete block,concrete bricks,asbestos siding,aluminum
siding,cinder block,nor tar paper shall be used for the exterior of any residence constructed on any
building Lot herein conveyed,it being intended that only conventional frame,wood,Hardiplank or
similar cement-fiber board, vinyl,brick, or clay brick exteriors, or such other exterior products
specifically approved in writing by the Declarant,maybe utilized in buildings be constructed on the
Lots. Aluminum wrapped facia may be used only if approved in writing by the Declarant.
6. Setback Lines. Since the establishment of standard inflexible building setback lines
for location of houses on Lots tends to force construction of houses directly to the side of other
homes with detrimental effects on privacy, view, preservation of important trees and other
vegetation,ecological and related considerations,no specific setback lines are established by this
Declaration. In order to assure,however,that the foregoing considerations are given maximum
effect,Declarant reserves the right to control and approve absolutely the site and location of any
house or dwelling or other structure upon any Lot and a plot plan shall be furnished for approval
before construction begins. In any event,no house shall be erected closer to any lot line than the
minimum distances established by applicable Brunswick County ordinances including PUD
periphery setbacks as may be applicable to certain Lots.
7. Roofs. The main roof structure on any residence must have a minimum pitch of
5'/12'unless written permission to vary therefrom is first obtained from the Declarant. All shingles
shall be earth tones,such as browns,grays and blacks.
8. Accessory Buildings. Construction plans and site location for any storage building
or other building must be approved by Declarant in writing prior to construction and must conform to
the residence on the Lot in paint color,building style,appearance,size and other matters.
9. Mobile Homes or Vehicles. No house trailer,mobile home,travel trailer or other
recreational vehicle,tent,shack or temporary structure of any nature shall be located on any Lot or
used at any time as a residence,temporarily or permanently,nor may any modular and prefabricated
homes and previously constructed houses be erected or placed on any Lot, without the express
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IIIIIIII IIIII IIIII Ii 111 III III IIII �9i in 5�22.000
Brunswick County, NC egaster of Deeds page 18 of 41
written consent of the Declarant.
10. Fence. No fence shall be erected or hedge grown on any Lot unless written approval
thereof has first been obtained from Declarant. No fence and no hedge shall be permitted nearer the
front Lot line than the rear corners of the house constructed on said Lot unless approved by
Declarant. No garden shall be permitted nearer the front Lot line than fifteen(15)feet back of the
back corner of the house. On Lots having buffer fences installed by the Declarant,the Owner shall
be responsible to inspect and maintain the fence in its original condition unless the responsibility of
maintenance of the fence is given to another entity in writing by Declarant. All fences shall be
constructed of wood or similar materials,with the finished side on the outside.
11. Tanks. No fuel tanks or similar storage receptacles may be exposed to view. Any
such receptacles maybe installed only within the main dwelling house,within an accessory building,
within a screened area, or buried underground except that one natural gas or propane tank of a
maximum of 60 gallons may be installed above ground. Each Lot Owner shall provide receptacles
for garbage and all garbage cans,carts and bags must be kept in a screened area,accessory building
or other storage facility,and not visible from the street,except on garbage pickup days.
12. Water. All water to be used in said subdivision for any purpose whatsoever shall be
obtained from the North Brunswick Sanitary District,its successors or assigns,unless other sources
are approved by applicable governmental entitities. An area within an eight(8)foot radius from each
water meter shall be subject to an easement for maintenance and repair of such meter. Lot Owners
may,to the extent permitted by law,and only with the Declarant's consent,drill shallow wells for
irrigation purposes and for non-domestic use provided said wells and pumps are located so as not to
be visible from the streets,are properly enclosed and landscaped,and comply with any restrictions
placed on the depth thereof as may be approved by the Declarant. Declarant,in its sole discretion,
may prohibit,restrict,or require the modification of any irrigation system which causes unsightly
stains on any house,fence,building,driveway,sidewalk,curbing,street,or landscaping.
13. Sewage. Sewage disposal shall only be allowed by connecting with the North
Brunswick Sanitary District sewer system or other suitable public sewer system,except as to those
Lots that may be expressly exempted herefrom by the Declarant.
14. Outdoor Structures and Objects. No outdoor statutory,flags(excluding American and
North Carolina State Flags which are not restricted)or other decorative objects maybe placed on any
Lot without the written approval of the Committee. No clothes line,portable clothes tree stands, or
similar structure shall be permitted.
15. Pets. No animals,livestock or poultry of any kind shall be raised,bred,kept or
maintained on any Lot or in any dwelling except a limited number of domestic household pets,which
limit may be set by the Board. Domestic household pets may not be raised,bred,or kept for any
commercial purposed. Pets must be leashed at all times when off Owner's Lot and droppings must
be immediately removed. Pets shall be subject to any applicable laws or ordinances,including leash
laws. In the event any dog kept or maintained on a Lot or in any dwelling on the Property barks
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Brunswick County, NC Register of Deeds page 19 of 41
excessively,continuously or in a manner that constitutes a nuisance,the Board may require such dog
to wear a collar designed to reduce or control such excessive barking(provided that such action shall
in no event limit any other rights or remedies for such situation that maybe available to the Board or
to any other parties at law or in equity).
16. Interference with Use of Lot. There shall not be maintained any plants or animals,
nor device or thing of any sort whose normal activities or existence are in any way noxious,
dangerous,unsightly,unpleasant or of like nature as may diminish or destroy the enjoyment of other
property in the development by the Owners.
17. Appearance of Property. No Lot or any residence or other structure on any Lot shall
be allowed to be in an unclean,unsightly,or unmaintained condition,which would tend to decrease
the aesthetic beauty of the Property. All lawn mowers,bicycles,toys,grills and other similar objects
must be stored when not in use so as not to be visible by the Owners of other Lots or the users of any
street or recreation of Common Area. All exterior storage areas, laundry facilities,utility areas,
service yards or areas,carports,electrical meters,water meters,and gas meters are to be screened
from view from streets and adjacent properties by an enclosure,fence,wall or natural landscape
materials(except when such screening is prohibited or restricted by utility companies).
18. Lights. All light bulbs or other lights installed in any fixture located on the exterior
of any building on any Lot shall be clear,white or non-frost light or bulbs or otherwise approved by
the Declarant, except that the Board may allow traditional and customary exterior lighting and
decorative displays during the Christmas holiday season,subject to reasonable restrictions adopted
by the Board in its sole and absolute discretion.
19. Subdivision of Lot. No Lot shall be subdivided,or its boundary line changed without
the written consent of the Declarant. However,the Declarant hereby expresly reserves to itself the
right to replat any Lot or Lots or change the alignment or placement of any road as may be necessary
to carry out the scheme of development of the Property,in Declarant's sole discretion including the
right to extend streets and roadways for the purpose of providing access to adjacent properties and to
take such other steps as are reasonably necessary to make such replatted Lot or Lots suitable and fit
as a building site.
20. Landscape Maintenance. All Lots shall be mowed regularly,including that area from
the Lot line to the edge of the paved street and kept clear of any unsightly objects or conditions,and
in the event of a breach of this restriction,the Declarant reserves the right to enter upon the said Lot
and mow the grass,clean up the Lot and remove unsightly trash,structures and objects at Owner's
expense. The cost of the work necessary to correct any such condition may be assessed against the
Lot as a Specific Assessment as provided herein.
21. Street Lighting. The Declarant reserves the right to subject the Residential
Community to a contract with Progress Energy Company,or its successors and assigns, for the
installation of underground electric cables and/or the installation of street lighting,either or both of
which my require an initial payment and/or a continuing monthly payment by each Owner or the
19

!Mir)HI I I IIO H 8 b694 P0596 z so� 0ma
Brunswick Coun y, C Register of Deeds• page 20 of 41
Association.
22. Construction. Construction activity on a Lot shall be confined within the boundaries
of said Lot. All rubbish and trash resulting from construction on a Lot shall be collected and
disposed of by the Owner or the Owner's representatives. Upon Owner's failure to collect and
dispose of such trash within fifteen (15) days after receipt of written notice from Declarant,
Declarant may collect and dispose of such rubbish and trash at the Owner's expense.
23. Mailbox. It is anticipated that the Property shall have cluster mail boxes installed by
the Declarant. However,to the extent an Owner has a mailbox or paper box the same shall be
mounted on a single post,and all such boxes shall be as approved by Declarant. Such mailboxes or
paper boxes may be provided by the Declarant or the builder. Any boxes provided by the builder
shall be considered an improvement and must remain with the Lot. Owners shall maintain all such
boxes so as to be neat and attractive in appearance.
24. Antennas. No outside radio or television antennas or receivers of any type shall be
erected on any Lot or dwelling unit within the Property,unless and until written permission for the
same has been obtained from the Declarant. Declarant retains the right if it approves the erection of
any antenna to specify the color,size and location of the antenna.
25. Future Development. Declarant is not liable and makes no representation as to the
development of any other phase or section except this initial section covered by the Declarations.
Declarant may make changes in the Declaration applicable to any future section or phase annexed to
the Property, including,but not limited to, changes in design, type of structures, restrictions or
character of said section or phase. The annexed future section may also provide for specific
assessments relating to exterior maintenance and landscaping and may provide for special voting
rights and special committees for Owners subject to said specific assessments. Declarant reserves
the right to develop separate planned communities and commercial uses in Declarant's other property
not subject to this Declaration and provide access and other easement rights for said planned
communities over the roads within the Property. In such event,Declarant may convey the jointly
used roads within the Property to a master association with both the Association and any such future
planned communities contributing funds to maintain said roads either by assessment to each Lot
Owner or by assessment to each association. In the event said roads have been previously conveyed
to the Association,the Association shall convey the applicable roads to the master association at the
request of the Declarant. In the event the Association refuses to convey the applicable roads,then
any future planned communities using said roads and their owners shall have no obligation to
contribute to the maintenance of the roads held by the Association. Declarant reserves the right to
determine the equitable proration of said maintenance between the planned communities. All maps,
brochures and plans are purely for planning and illustration purposes and are not to be relied upon as
any promise or covenant of whatsoever kind or nature.
26. Driveway. Each Lot must have a paved driveway at a location approved by
Declarant. Off-street parking for not less than two passenger automobiles must be provided on each
Lot prior to the occupancy of any residence constructed on said Lot,which parking areas and the
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BZ694 P059T ,6-�.�mm0
Brunswick nty, NC Register of Deeds page 21 of 41
driveways thereto shall be constructed of concrete,asphalt,brick or landscape paving blocks. Only
temporary parking shall be allowed on the streets of the Property and only in designated areas and
subject to the rules adopted by the Board.
27. Vehicles. No inoperable vehicle or vehicle without current registration and
insurance,and no large vehicles or tractor-trailers will be permitted on any Lot or in the Property.
The Declarant shall have the right to have all such vehicles towed at the vehicle Owner's expense.
No bus,commercial van,school bus,motor homes,camper trailers,boat,boat trailers,recreational
vehicle,utility trailer,yard art or vehicle larger than 3/4 ton shall be parked,stored or kept in the
Property. Notwithstanding the above,Delcarant by giving express written permission,in its absolute
discretion,may allow an Owner,from time to time,to keep,any such excluded,boats,vehicles,or
trailers inside a storage building,enclosed garage, or in the back yard not visible from the street or
unsightly to the adjacent Lots.
28. Signs. No signs(including"For Rent","For Sale",and other similar signs)or
property identification signs shall be erected or maintained on any Lot except with the express
written permission of the Declarant,its successor or assigns,except as may be required by legal
proceedings;provided,however,that the Declarant or its agents may place"For Sale"or"For Rent"
signs on any Lots for sale and in suitable places on the Common Area approved by the Association;
and provided,however,that during the development of the Property and the initial marketing of Lots,
the Declarant and its authorized builders may maintain a sales office and may erect and display such
signs as the Declarant deems appropriate as aids to such development and marketing,provided that
such signs do not violate any applicable governmental laws or regulations. Such permitted signs
shall be placed in the approximate center of a lot and six feet from the road curb. No sign shall be
nailed to trees.
29. Alterations. No person shall undertake,cause or allow any alteration of construction
in or upon any portion of the Common Area except at the direction or with the express written
consent of the Association.
30. Offensive and Illegal Activities. No immoral,illegal,noxious or offensive activity
or situation shall be carried on or maintained on any Lot or within any residence or structure located
on a Lot, nor shall any use be make of any Lot which may cause embarrassment, discomfort,
annoyance or nuisance to the Association, the Declarant or any Owners. There shall not be
maintained any activity,device or anything of any sort whose normal activities or existence are in
any way noxious,dangerous,unsightly,unpleasant or of a nature as my diminish or destroy the
enjoyment of other property in the neighborhood by the Owners thereof. All laws,orders,rules,
regulations, ordinances or requirements of any government agency having jurisdiction over the
Property or any Owner shall be obeyed.
31. Commercial Activities. No business,trade,profession,commercial activity,yard
sale,garage sale,moving sale,rummage sale,or similar activity for profit or financial gain(herein,
"Business"),maybe conducted on an undeveloped Lot or on the exterior of any residence or structure
located on a Lot. An Owner or occupant may conduct a Business within any residence or structure
21

e IIIIIIIII�III'IIII111iII IIIIIIIIIII Rebert J. Robf'nson )"7
BZ694 P0598 ,5-48.Z2 ®0a
B ice County, NC Register of Dads page 22 of 41
located on a Lot,only so long as :(i)the existence or operation of the activity is not apparent or
detectable by sight,sound,or smell from outside the residence or structure in which it is conducted;
(ii) the activity does not involve regular visitation of the Lot by clients, employees, agents,
customers, suppliers, or other business invitees; (iii) the activity does not involve door-to-door
solicitation of residents of the Property; and (iv) the activity is consistent with the residential
character of the Property and does not constitute a nuisance,or a hazardous or offensive use,or
threaten the security or safety of other residents of the Property,as may be determined in the sole
discretion of the Board.
32. Lot Clearing. No Lot may be clear cut or substantially cleared without the written
consent of the Committee, as defined in Article VIII herein. In no event may any tree with a
diameter in excess of eight (8) inches measured at the base of the trunk at ground level be cut
without the written consent of the Committee. The Committee may impose a fine in the amount of
$100.00 for each tree cut in violation of this provision.
33. Stormwater Management. All Lots shall be subject to the State of North Carolina
rules and regulations concerning stormwater runoff as these rules are amended from time to time(the
"Stormwater Regulations"). Without limiting the foregoing,Declarant hereby reserves the right to
impose additional restrictions upon the Property as and to the extent required by the terms of the
stormwater permit for the Property as issued by the State of North Carolina. Such additional
restrictions may be imposed by Declarant by the recording of a Supplemental Declaration,and no
joinder or consent of the Association or any other Owner or Person shall be required on such
Supplemental Declaration.
The covenants in this Section 33 are intended to ensure ongoing compliance with State
Stormwater Management Permit Number SW8 050309 applicable to the Property(the"Stormwater
management Permit"), issued by the State of North Carolina, Division of Water Quality, or its
successor agency,under Title 15A NCAC 2H.1000,as in force now or in the future. The Stormwater
Management Permit and the Stormwater Regulations currently provide:
a. The State of North Carolina is made a beneficiary of these covenants to the extent
necessary to maintain compliance with the Stormwater Management Permit.
b. These covenants are to run with the land and be binding on all persons and parties
claiming under them.
c. The covenants pertaining to stormwater may not be altered or rescinded without the
express written consent of the State of North Carolina,Division of Water Quality.
d. Alteration of the drainage as shown on the approved plans may not take place without
the concurrence of the Division of Water Quality.
e. The maximum built-upon area per lot for Lots 1 through 23 inclusive is 5,979
square feet each. Future Lots annexed to the Property will be subject to the
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Brunswick County, NC Register of Deeds page23of 41
maximum built-upon area as set forth in the Supplemental Declaration,or if not
so set forth,as provided in the permit. This allotted amount includes any built-
upon area constructed within the lot property boundaries, and that portion of the
right-of-way between the front lot line and the edge of the pavement. Built upon area
includes;hut is not limited to,structures,asphalt,concrete,gravel,brick,stone,slate,
coquina, driveways, and parking areas, but does not include raised, open wood
decking,or the water surface of swimming pools.
f. Filling in,piping or altering any 3:1 vegetated conveyances(ditches, swales,etc.)
associated with the development except for average driveway crossing,is prohibited
by any persons.
g. Lots within CAMA's Area of Environmental Concern may have the permitted built-
upon area reduced due to CAMA jurisdiction within the AEC.
h. Fitting in,piping or altering any designated 5:1 curb outlet swale or vegetated area
associated with the development is prohibited by any persons.
i. A 30'vegetated buffer must be maintained between all built-upon area and the Mean
High Water line surface waters.
j. All roof drains shall terminate at least 30'from the Mean High Water mark.
k. Each designated curb outlet swale or 100'vegetated area shown on the approved plan
must be maintained at a minimum of 100'long,maintain 5:1 (H:V)side slopes or
flatter, have a longitudinal slope no steeper than 5%,carry the flow from a 10 year
storm in a non-erosive manner,maintain a dense vegetated cover,and be located in
either a dedicated common area or a recorded drai.nagn easement.
34. Property Damage. Owners shall be responsible for any damage done to any streets,
roadways,accessways,curbing,street gutters,sidewalks,Common Areas or property of other Owner
within the Property which may be caused by any Owner,his agents,contractor or its subcontractor
lessees,employees,quests,licensees or invitees. The Association shall have the authority to assess
any Owner for such damage and such charge shall be a Special Assessment against the Owner and
his Lot(s).
35. Road Use. The roads are to be used by vehicles or pedestrians for the purposed of
transportation. At no time shall any vehicle exceed the speed limit as determined by the Association
or the applicable governmental authority. No permanent,frequent,or long-term parking is permitted
along or on major roads and promenades except in specifically designated areas. The Association is
entitled to adopt reasonable rules and regulations regarding the supervision,maintenance,control,
regulation and use of the roads and promenades,and to enforce the same in any lawful manner which
may include,but not be limited to,the imposition of fines for violations thereof,which fines shall be
Specific Assessments.
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II I I II 1111111111111I11II IIiI II!I III Robo ass o fin n°�0
Brunswick Coun y, egister of Deeds page 24 of 41
36. Recreational Pathways. Any recreational pathways within the Property maybe used
only be bicycles,pedestrians,and pedestrian moving devices which are quiet and otherwise satisfy
the requirements of this section. "Pedestrian moving devices"used within the Property shall not
exceed the size of a standard golf cart. Person„using pedestrian moving devices upon wooded
structures within the Property do so at their own risk;Declarant makes no representation of the
weight limitations of any such wooden structure and assumes no liability for the operation of any
vehicle or device upon such structures.
ARTICLE VIII
ARCHITECTURAL CONTROL
1. General.
(a) No structures,buildings,improvements or construction,which shall include
within its definition,clearing,grading,excavation and other sitework,shall be commenced,erected,
or maintained upon any Lot or the Property,nor shall any exterior addition to or change or alteration
therein(including,without limitation,any change of color)be made,except in compliance with this
Article and the Design Guidelines, nor shall any such work commence until the plans and
specifications showing the nature,kind,shape,heights,materials,and location ofthe same shall have
been submitted to and approved in writing as to harmony of external design and location in relation
to surrounding structures and topography by the Committee according to the provisions of Section
10.2. Structures,buildings and improvements shall include,but not be limited to any dwelling,
garage,fence,wall.sidewalk,hedge,mass planting,change in grade or slope,drainage pipe,drainage
canal, ditch, swale,catch basin, swimming pool,tree house,playhouse,sign, flag pole,exterior
illumination,monument or marker,outdoor statuary,exterior lights,security lights,storm door,well
utility facility,mailbox,patio,deck,screening for outdoor trash cans or other purposes,sprinkler
system,driveway,outdoor decorative objects,shrubbery or landscaping.
(b) Any Owner may remodel,paint or redecorate the interior of structures on his
Lot without approval. No approval shall be required to repaint the exterior of a structure in
accordance with the originally approved color scheme or to rebuild in accordance with originally
approved plans and specifications.
(c) This Article shall not apply to the activities of the Declarant,nor to
improvements to the Common Area by or on behalf of the Association.
(d) This Article may not be amended without the Declarant's written consent so
long as the Declarant owns any land subject to this Declaration or subject to annexation to this
Declaration.
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Brunswick County, NC Registar of Deeds page 25 of 41
2. Architectural Review.
(a) Responsibility for administration of the Design Guidelines,as defined below,
and review of all applications for construction and modifications under this Article shall be handled
by the Architectural Review Committee(the"Committee")as described herein. The members ofthe
Committee need not be members of the Association and may,but need not, include architects,
engineers or similar professionals,whose compensation,if any,shall be established from time to
time by the Board. The Board may establish and charge reasonable fees for review of applications
hereunder and may require such fees to be paid in full prior to review.
(b) The Committee shall consist of at least three,but not more than five,persons
and shall have exclusive jurisdiction over all construction on any portion of the Property. In addition
to other rights reserved herein,during the Class"B"Control Period,the Declarant retains the right to
appoint all members of the Committee who shall serve at the Declarant's discretion. Upon the
expiration of such period,the Board shall appoint the members of the Committee,who shall serve
and may be removed in the Board's discretion.
3. Design Guidelines. The Declarant shall prepare the initial Design Guidelines and
application and review procedures(the"Design Guidelines")which shall apply to all construction
activities within the Property. The Design Guidelines may contain general provisions applicable to
all of the Property,as well as specific provisions which vary fiucu one portion of the Property to
another depending upon the location,unique characteristics,and intended use. The Committee shall
adopt such Design Guidelines at its initial organizational meeting and thereafter shall have sole and
full authority to amend them subject to the approval of the Board of Directors. The Committee shall
make the Design Guidelines available to Owners who seek to engage in development or construction
within the Property and all such Persons shall conduct their activities in accordance with such Design
Guidelines.
4. Submission of Plans and Specifications.
(a) No construction or improvements,as defined herein,shall be commenced,
erected,placed or maintained on any Lot,nor shall any exterior addition,change or alteration be
made thereto,until the plans and specifications("Plans") showing site layout, structural design,
exterior elevations,exterior materials and colors,signs,landscaping,drainage,lighting,irrigation,
utility facilities layout and screening shall have been submitted to and approved in writing by the
Committee. The Design Guidelines shall set forth the procedure for submission of the Plans. A
reasonable fee for the review of said plans shall be required and submitted,along with said Plans and
any other supporting documents required by Committee and the Board may require a deposit to be
posted prior to the commencement of any construction or work,which sum shall be used to collect
any fees, fines or penalties incurred during construction or work. Any sums remaining at the
completion of construction shall be returned to the Owner.
(b) In reviewing each submission,the Committee may consider visual aesthetics,
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{ 11111111111101111111111 III III 94 P062 Robinson; -:°mm0
Brunswick County, NC Register of Deeds peps 2B of 41
natural platforms and finish grade elevations,harmony of external design with surrounding structures
and environment, and location in the relation to surrounding structures and plant life. The
Committee may require relocation of native plants within the construction site as a condition of
approval of any submission. Location of any driveways shall be subject to the approval of the
Committee.
(c) The Association shall have the right to refuse to approve any plans and
specifications or grading plans which are not suitable or desirable,in its sole discretion,for aesthetic
or any other reasons. In so approving such plans,specifications and grading plans,the Association
shall consider the suitability of the proposed building,improvements,structure,or landscaping and
the materials of which it is to be built,the site upon which it is proposed to erect the same,the
harmony thereof with the surroundings, and the effect thereof on the adjacent or neighboring
property.
(d) No bulldozing or clearing of trees or excavation of lakes or ponds shall be
commenced until the plans,specifications and grading plans showing the nature,kind,shape and
location of work to be done shall have been submitted to and approved in writing by the Association
and a copy thereof,as finally approved,filed permanently with the Association.
(e) The Committee shall,within 30 days after receipt of each submission of the
Plans,advise the party submitting the same in writing,at an address specified by such party at the
time of submission,of(i)the approval of Plans,or(ii)the segments or features of the Plans which
are deemed by such committee to be inconsistent or not in conformity with these Declaration and/or
the Design Guidelines, the reasons for such finding, and suggestions for the curing of such
objections. In the event the Committee fails to advise the submitting party by written notice within
the time set forth above of either the approval or disapproval of the Plans,approval shall be deemed
to have been given. Notice shall be deemed to have been given at the time the envelope containing
such notice,properly addressed,and postage prepaid, is deposited with the U.S. Postal Service,
registered or certified mail,return receipt requested. Personal delivery of such written notice shall,
however,be deemed to be given at the time of delivery.
(t) If construction does not commence on a project for which Plans have been
approved within nine(9)months of such approval,such approval shall be deemed withdrawn,and it
shall be necessary for the Owner to resubmit the Plans for reconsideration.
(g) Once construction has been initiated on a Lot,the Owner thereof must
complete such construction within ten (10) months. If an Owner does not comply with such
schedule,then, in addition to all other rights provided by law including the imposition of fines,
Declarant, the Board and the Association shall each have the right(but not the obligation) to
complete such construction on Owner's behalf and at such Owner's expense. In the even the
Declarant,the Board or the Association exercises the right provided in the immediately preceding
sentence,then Declarant,the Board and/or the Association(as the case may be)shall be entitled to
collect from such Owner,in addition to a reimbursement of all costs expended in the completion of
construction of the Lot,an administrative fee for such work,which fee shall be equal to twenty
26

11111111111111111111111111111111 Mild.P0603 obi on zz®mm
of Brunswick County, NC Register Dods papa 27 of 41
percent(20%) of the costs incurred by such party in completing the work. Any and all of the
foregoing costs and fees that may be incurred by or payable to the Declarant,the Board and/or the
Association shall be a charge and continuing lien upon such Lot until paid,and Declarant,the Board
and/or the Association may bring an action against such Owner,or foreclose the lien against the
property in the same manner as provided in North Carolina for the foreclosure of deeds of rust,or
both,and,in either event,interest,costs and reasonable attorney's fees of any such action shall be
added to the amount payable to Declarant,the Board and/or the Association.
5. No Waiver of Future Approvals. Each owner acknowledges that the members of the
Committee will change from time to time and that interpretation,application and enforcement of the
Design Guidelines may vary accordingly. Approval of proposals, plans and specifications, or
drawings for any work done or proposed,or in connection with any other matter requiring approval,
shall not be deemed to constitute a waiver of the right to withhold approval as to any similar
proposals, plans and specifications, drawings, or other matters subsequently or additionally
submitted for approval.
6. Variance. The Committee may authorize in its discretion reasonable variances or
adjustments from compliance with any of its guidelines and procedures in order to alleviate practical
difficulties and hardship in their enforcement and operation. Such variances may only be granted,
however,when unique circumstances dictate and no variance shall(a)be effective unless in writing;
or(b)stop the Committee from denying a variance in other circumstances. Any such variances shall
not violate the spirit or the intent of this document to create a subdivision of Lots owned in fee by
various persons with each such Owner having an easement upon areas owned by the Association.
7. Limitation of Liability. Review and approval of any application pursuant to this
Article is made on the basis of aesthetic considerations only and the Committee shall not bear any
responsibility for ensuring the structural integrity or soundness of approved construction or
modifications, nor for ensuring compliance with building codes and other governmental
requirements. Neither the Declarant,the Association,the Board,nor.the Committee,shall be held
liable for any injury,damages,or loss arising out of the review and approval of any application,
including,but not limited to,the granting of a variance,the manner or quality of construction,defects
in any plans or specifications,or deficiencies in kind or quality of materials used,or for ensuring
compliance with building codes and other governmental requirements.
8. Enforcement. This Article shall be enforced as provided herein.
(a) Any structure or improvement placed or made in violation of this Article
shall be deemed to be nonconforming. Upon written request from the Board or the Declarant,
Owners shall,at their own cost and expense,remove such structure or improvement and restore the
land to substantially the same condition as existed prior to the nonconforming work. Should an
Owner fail to remove and restore as required,then Declarant,the Board and the Association shall
each have the right to enter the property, remove the violation, and restore the property to
substantially the same condition as previously existed All costs,together with the interest at the
maximum rate then allowed by law,may be assessed against the Lot's Owner and the benefitted Lot
and collected as a Specific Assessment. In the event the Declarant,the Board and/or the Association
27

11111111111111111111111111 II IhI IIIII B A P0694
Brunswick County, NC Register of Deeds page 28 of 41
exercises any right provided above in this Section 10.8(a),then Declarant,the Board and/or the
Association(as the case may be)shall be entitled to collect from the relevant Owner,in addition to a
reimbursement of all costs expended in the removal of the violation and/or the restoration of the
property,an administrative fee for such work,which fee shall be equal to twenty percent(20%)of
the costs incurred by such party in performing the work.
(b) Any contractor,subcontractor,agent,employee,or other invitee of an owner
who fails to comply with the terms and provisions of this Article and the Design Guidelines may be
excluded by the Board from the Property. In such event,none of the Association,its officers,or its
directors shall be held liable to any Person for exercising the rights granted by this paragraph.
(c) The Association shall have the authority to establish fines for violations of
this Article and the Design Guidelines,including fines for continuing violations. The fine amounts
may be deducted from any bond posted. If the fines are not paid,the Association may establish an
Specific Assessment in accordance with the provisions of Article VI.
(d) In addition to the foregoing,the Association shall have the authority and
standing to pursue all legal and equitable remedies available to enforce the provisions of this Article
and the decisions of the Committee.
ARTICLE IX
EASEMENTS
1. Easements for Utilities. There are hereby reserved unto Declarant,the Association,
and the designees of each,access and maintenance easements upon,across,over,and under all ofthe
Property to the extent reasonably necessary for the purpose of replacing,repairing,and maintaining
any cable television system,any master television antenna system,irrigation systems,any security
and similar systems,roads,walkways,bicycle pathways,recreation pathways,trails,ponds,lakes,
wetlands, drainage systems, street lights, signage, and all utilities,including,but not limited to,
water,sewer,meter boxes,telephone,garbage pickup,and electricity,irrigation and for the purpose
of installing any of the foregoing on property which it owns or within easements designated for such
purposes in these Declarations or on recorded plats of the Property. Any damage to a Lot resulting
from the exercise of this easement shall promptly be repaired by,and at the expense of,the Person
exercising the easement rights. Utilities may not be installed or relocated on the Property,except as
approved by the Board or Declarant.
2. Easements for Utility Installation.
(e) All of the Property,including Lots and Common Area,shall be subject to
perpetual non-exclusive easement for water lines, sanitary sewers, storm drainage facilities,
telephone and electric power lines,television antenna lines,and other public utilities as shall be
28

11111111111111111111111111 87694 P0615bi 6: 000
Brunswick County, NC Register of Deeds page 29 of 41
established by the Declarant as may hereinafter be designated on any plat or replat of parcels within
the Property whether the same be within the boundaries of any Lot(s).
(f) Easements and rights of way over and upon the rear,front and side ten(10)
feet of each Lot for drainage and the installation and maintenance of utilities and services,including,
without limitation,water,sewer,drainage and stormwater runoff facilities,are reserved to Declarant
and its successors and assigns for such purposes as Declarant may deem incident and appropriate to
its overall development plan. If the side set back is less than 10 feet then the reserved easement shall
be the width of the setback. The easements and right of way areas reserved by Declarant on each Lot
pursuant hereto shall be maintained continuously by the Owner,but no structures or plantings or
other material shall be placed or permitted or remain upon such areas or other activities undertaken
thereon which may damage or interfere with the installation or maintenance of utilities or other
services,or which may retard,obstruct or reverse the flow of water or which may damage or interfere
with established slope ratios or create erosion problems. Improvements within such areas also shall
be maintained by the respective Owner except those for which a public authority or utility company
is responsible. These easements and rights expressly include the right to cut any trees,bushes or
shrubbery,make any grading of the soil,or to take any other similar action reasonably necessary in
the opinion of the Declarant to provide an economical and safe installation. The Declarant shall have
no maintenance responsibilities for such easement areas.
(g) The Declarant reserves a perpetual,non-exclusive easement for the
installation,maintenance and repair of water,sewer,drainage and all other utilities within the right of
way of all roads and streets and other areas as shown on the recorded plats of the Property which
easement may be exercised by Declarant or any public or private entity charged with the
responsibility of maintenance and repair.
(h) The Association hereinafter may grant easements for utility purposes for the
benefit of the Property and the Lots now or hereafter located thereon,over,under,along and through
the Common Areas. Provided,however that no such grant of easement shall have a material adverse
effect on the use,enjoyment or value of any Lot.
3. Easements to Serve Additional Property. The Declarant hereby reserves for itself and
its duly authorized agents, representatives, employees, successors, assignees, licensees, and
mortgagees,an easement over the Common Area for the purposes of enjoyment,use,access,and
development of any property which may be developed or owned by the Declarant whether or not
annexed to the Residental Community. This easement includes,but is not limited to, a right of
ingress and egress over the Common Area for construction of roads and for connecting and
installing utilities on such property.
4. Easements for Cross-Drainage.
1. Every Lot and the Common Area shall be burdened with easements for
drainage of water runoff from other portions of the Property;provided,no Lot Owner shall alter the
drainage on any Lot so as to materially increase the drainage of water onto adjacent portions of the
29

I�IIIII I li�llllll IIIIIIII III III III �zss� J6R binson n N®
lok Conn y NC Register of Deeds page 30 of 41
Property without the consent of the owner of the affected Property.
2. The Property is burdened with a permanent and right to use easement for
the benefit of the Declarant and its successors and assigns,for the stormwater runoff and drainage
facilities located on the Property,including,without limitation,any stormwater retention ponds or
ditches. This easement includes the right to drill,install,locate,maintain and use pipes,conduits and
pumps running to the stormwater retention ponds and other related facilities located on the Property.
5. Power to Grant Easements. Subject to the requirements of the Planned Community
Act,the Association shall have the power and authority to grant and to establish in,over,upon and
across the Common Area conveyed to it such further easements as are requisite for the convenient
use and enjoyment of the Property.
6. Easement for Entry. The Association has the right,but not the obligation,to enter
upon any Lot for emergency,security,and safety reasons,to perform maintenance pursuant to this
Declaration, and to inspect for the purpose of ensuring compliance with this Declaration, any
Supplemental Declaration,the Articles,By-Laws,and the Rules and Regulations,which right may be
exercised by any member of the Board,the Association,officers,agents,employees,and managers,
and all policemen, firemen, ambulance personnel, and similar emergency personnel in the
performance of their duties. Except in an emergency situation,entry shall only be during reasonable
hours and after notice to the Owner. This right of entry shall include the right of the Association to
enter upon any Lot to cure any fire or other hazard in the event an Owner fails or refuses to cure the
condition within a reasonable time after request by the Board,but shall not authorize entry into any
single family detached dwelling without permission of the Owner,except by emergency personnel
acting in their official capacities.
7. Easement for Maintenance. All maintenance of any water,sewer or drainage
easement shall be the responsibility of the Owner of the Lot on which said easement is located. No
structure,planting or other material shall be placed or permitted to remain which may damage or
interfere with the installation and maintenance of utilities,sewer or drainage facilities,or which may
change the direction of flow of drainage channels in the easements. The easement area of each Lot
and all improvements in it shall be maintained continuously by the owner of the lot,except for those
improvements for which a public authority or utility company is responsible.
8. Easement for Irrigation.
(a) There is hereby reserved for the benefit of the Declarant,the Association,and
their successors and assigns,a permanent exclusive easement and right(1)to pump water flow the
lakes,ponds,waterways,basins,water table,wells,water dependant structures and other bodies of
water located in,on or under the Property for the purpose of irrigating any portion of the Property,
and(2)to drill,install,locate,maintain and use wells,pumping stations,water towers,filtration
basins and tanks and related water facilities and systems within the Common Areas. The pumping or
other removal of any water from any lake, pond, or body of water wholly or partly within the
Property, for any purpose other than fire fighting and as provided herein is prohibited without
30

IIIII II I Il li�lll Illillll II IIII II III B26 ?@60?Robinson 2 ee®
Brunswie unty, NC Register of Deeds page 31 of 41
express written permission of the Declarant and/or the Association.
(b) The Property is hereby burdened with a permanent,exclusive easement in
favor of the Decarant and its successors and assigns,for overspray and/or surface or sub-surface flow
of water from any irrigation system serving the Property. Under no circumstances shall the
Declarant or the Association be held liable for any damage or injury resulting from said water,or the
exercise of this easement.
9. Easements for Owner's Ingress and Egress. Every Owner,and his or her heirs,
successors,assigns,guests and licensees,shall have a perpetual easement and right of ingress and
egress over and across any of the roads and sidewalks located or to be located within the Property,as
shown on any recorded plats of the Property,for the purpose of providing vehicular and pedestrian
access to and fiui;i the Property. Notwithstanding the foregoing, Declarant shall be entitled to
restrict access on certain roads and sidewalks in Declarant's discretion. Accordingly,the use of such
roads and sidewalks shall be subject to applicable Rules and Regulations.
10. Easement for Pathways. Each Owner,and their authorized guests or invitees,shall
have a perpetual,non-exclusive easement for the use and enjoyment of bicycle paths,pedestrian
paths,or nature preserve trails,if any,which may be established by the Declarant. Notwithstanding
the foregoing,Declarant shall be entitled to restrict access to the aforementioned improvements and
amenities in Declarant's discretion. Accordingly,the use of such improvements and amenities shall
be subject to applicable Rules and Regulations.
11. Common Area Easement.
(a) Every Owner of a Lot within the Property,as an appurtenance to such Lot,
shall have a perpetual easement over and upon the Common Areas within the Property for each and
every purpose or use to which such Common Areas were intended as determined by their type,or for
which such Common Areas generally are used,including,but not limited to,easement of access,
maintenance,repair or replacement of the Common Areas. Such easements shall be appurtenant to
and shall pass with the title to every lot located within the Property, whether or not specifically
included in the deed thereto.
(b) A perpetual easement is hereby established in favor of Declarant, its
successors and assigns,over all Common Areas for access to adjacent properties for the purposes of
and to serve future development and the installation of streets and public utilities serving said future
development.
12. Easements Run with the Land. All easements and right described herein are
easements appurtenant,running with the land,and shall inure to the benefit of and be binding on all
undersigned,its successors and assigns,and any Owner,purchaser,Mortgagee and other person
having an interest in said land,or any part or portion thereof,regardless of conveyance,or in any
mortgage or trust deed or other evidence of obligation,to the benefit of and be binding on the
undersigned,its successors and assigns,and any Owner,purchaser,Mortgagee and other person
31

10-25-2007
1111111111111111111111111111111111 a26sa !We 2 1 22.000
Brunswick unty, N agister of Beads page 32 of 41
having an interest in said land,or any part or portion thereof,regardless of whether or not reference
to said easement is made in the respective deeds of conveyance,or in any Mortgage or trust deed or
other evidence of obligation,to the easements and rights described in these Declaration.
ARTICLE X
COMPLIANCE WITH THESE PROTECTIVE COVENANTS,THE ARTICLES
THE BYLAWS AND THE RULES AND REGULATIONS OF THE ASSOCIATION
In the case of failure of an Owner to comply with the terms and provisions contained in this
Declaration,the Articles,the By-Laws or Rules and Regulations of the Association,the following,
the following relief shall be available:
1. Enforcement. The Association,the Declarant and any Owner,an aggrieved Owner
within Juniper Creek on behalf of Association,or any Owner on behalf of all the Owners within the
Property,shall have the right to enforce by any proceeding at law or in equity,all of the conditions,
covenants and restrictions of this Declaration and the Articles,By-Laws and Rules and Regulations
of the Association and any and all laws hereinafter imposed pursuant to the terms of this Declaration.
Any Owner shall have the right to enforce any covenant,condition and restriction of this Declaration
and the Articles,and the By-Laws which confers any right or privilege on the Owner. The prevailing
party shall be entitled to collect all costs thereof,including reasonable attomey's fees.
2_ Cost Assessment. The Association shall have the right to remedy any violation of
this Declaration and assess the costs of remedying the same against the offending Owner. The cost
of the work necessary to correct any such condition or to place any Lot in compliance with this
Declaration may be assessed against the Lot as a Specific Assessment as provided herein.
3. Suspension of Rights. For any violation by an Owner,including but not limited to,
the nonpayment of any Assessment under Article VI,the Association shall have the right to suspend
the offending Owner's voting rights and the use by such Owner,his agents,lessees,employees,
licensees and invitees of the Common Areas and recreational facilities in the Property for any period
during which a violation continues except that such penalties may not be for more than sixty(60)
days for violation of any of the Association's published Rules and Regulations.
4. Fines. The Association may establish a schedule of fines for the violation of this
Declaration,the Articles,By-Laws and Rules and Regulations and enforce the same as provided in
the Planned Community Act and as otherwise provided herein.
5. Remedies Cumulative. The remedies provided by this Article are cumulative,and
are in addition to any other remedies provided by law.
6. Waiver. The failure of the Association or any person of owner to enforce any
restriction contained in this Declaration,the Articles,the By-Laws or the Rules and Regulations shall
not be deemed a waiver of the right to do so thereafter.
32

s;so n z�m
11111 IIIIIIIIIfliiiIII II IIIIII RrPmm
Brunswick County, NCegister of Deeds page 33 of 41
ARTICLE XI
CONDEMNATION
If any part of the Common Area shall be taken(or conveyed in lieu of condemnation
by the Board acting on a vote of at lease 67%of the total Class"A"votes in the Association and
subject to the approval of the Declarant,as long as the Declarant owns any of the property)by any
authority having the power of condemnation or eminent domain,and the taking involves a portion of
the Common Area on which improvements have been constructed,the Association shall restore or
replace such improvements on the remaining land included in the Common Area to the extent
available and practicable,unless within 60 days after such taking,upon a vote at least 67%of the
total Class"A"Members of the Association and subject to the approval of the Declarant,so long as
Declarant owns any of the Property,the Association shall otherwise agree. Any such construction
shall be in accordance with plans approved by the Board. The provisions of the By-Laws regarding
funds for the repair of damage or destruction shall apply.
ARTICLE XII
MORTGAGEE PROVISIONS
l. Notice to Association. Upon request,each Owner shall be obligated to furnish to the
Association the name and address of the holder of any Mortgage encumbering such Owner's Lot.
2. Failure of Mortgagee to Respond. Any Mortgagee who receives a written request
from the Board to respond to or consent to any action shall be deemed to have approved such action
if the Association does not receive a written response within 30 days of the mailing of such request,
provided such request is delivered to the Mortgagee by certified or registered mail,return receipt
requested.
ARTICLE XIII
DECLARANT'S RIGHTS
The Declarant shall have,and there is hereby reserved to the Declarant,the Special Declarant
Rights as herein defined and the following rights,powers,and privileges which shall be in addition
to the Special Declarant rights and any other rights,powers,and privileges reserved to the Declarant
herein:
1. Plan of Development. The right to change,alter or re-designate the allocated planned,
platted,or recorded use or designation of any of the lands constituting the Property including,but not
33

10-25-2007
��I«��11H1I11141�IINI�NIUI�s��lr a Dee
4 P0G1 3 of2 4m
Brunswick
limited to,the right to change,alter or re-designate road,utility,storm-water,and drainage facilities
and easements and to change, alter or re-designate such other present and proposed amenities,
common elements,or facilities as may in the sole judgment and discretion of Declarant be necessary
or desirable. The Declarant hereby expressly reserves unto itself,its successors and assigns,the right
to re-plat any one (1) or more lots shown on the plat of any subdivision of the Property or of
additional property in order to create one or more modified lots;to further subdivide tracts or lots
shown on any such subdivision plat into two or more lots;to recombine one or more tracts or lots or
a tract and lots to create a larger tract or lot(any lot resulting from such combination shall be treated
as one lot for purposes of assessments);to eliminate from this declaration of any plats of the Property
lots that are not otherwise buildable or are needed or desired by Declarant for access or are needed or
desired by Declarant for use as common area,as public or private roads,or as access areas,whether
serving the Property or other property owned by the Declarant or others,or which are needed for the
installation or utilities, common elements or amenities,and to take such steps as are reasonably
necessary to make such re-platted lots or tracts suitable and fit as a building site, access area,
roadway, or common elements. Declarant specifically reserves the right,but not obligation,to
convert one lot owned by the Declarant,or its successor,to Common Area for the subdivision.
The joinder and consent of the Association shall not be required to exercise any of the above rights.
2. Amendment of Declaration by the Declarant. This Declaration may be amended
without member approval by the Declarant,or the Board of the Association,as the cause maybe,as
follows:
a. In any respect,prior to the sale of the first lot.
b. To the extent this Declaration applies to additional property.
c. To correct any obvious error or inconsistency in drafting,typing,or reproduction.
d. To qualify the Association or the Property and additional property,or any portion thereof,
for tax-exempt status.
e. To incorporate or reflect any platting change as permitted by this article or otherwise
permitted herein.
f. To conform this declaration to the requirements of any law or governmental agency having
legal jurisdiction over the Property or any annexed property or to qualify the Property or any annexed
property or any Lots and improvements thereon for mortgage or improvement loans made,insured or
guaranteed by a governmental agency belonging to,sponsored by,or under the substantial control of
the United States Governmental or the State of North Carolina,regarding purchase or sale of such
lots and improvements,or mortgage interests therein,as well as any other law or regulation relating
to the control of the property, including, without limitation, ecological controls, construction
standards,aesthetics,and matters affecting the public health,safety and general welfare. A letter
from the official of any such corporation or agency,including,without limitation,the Department of
34

Illllllllllllllllllllllllll�IIIIIIII Pi113115111, e000
Brunswlek County, NC moister oOess page 3S of 41
Veteran affairs,U.S.Department of housing and urban development,the federal home loan mortgage
corporation, Government National mortgage corporation, or the Federal National Mortgage
Association,requesting or suggesting an amendment necessary to comply with the requirements of
such corporation or agency,provided that the changes made substantially conform to such request or
suggestion. Notwithstanding anything else herein to the contrary,only the Declarant,during the
Declarant control period,shall be entitled to amend this Declaration pursuant to this section.
g. To subject the Property including Lots, and otherwise conform or comply with the
requirements of the State Stormwater Management Permit Number SW8 050309 applicable to the
Property(the"Stormwater management Permit"),issued by the State of North Carolina,Division of
Water Quality,or its successor agency,under Title 15A NCAC 2H.1000,as in force now or in the
future.
The joinder and consent of the Association shall not be required for any such amendments.
ARTICLE XIV
DURATION.AMENDMENT AND TERMINATION
1. Lots,Persons and Entities Subject to the Declaration.Duration and Termination. All
Present and future Owners,tenants,and occupants of Lots and their guests or invitees,licensees,
employees or agents,shall be subject to,and shall comply with the covenants,conditions,restrictions
and affirmative obligations set forth in this Declaration,and as the Declaration may be amended
from time to time. The Acceptance of a deed of conveyance or the entering into of a lease or the
entering into occupancy of any Lot shall constitute an agreement that the provisions of the
Declaration are accepted and ratified by such Owner,tenant or Occupant and that they will fully
comply with the terms and conditions of said Declaration. The covenants,conditions,restrictions,
and affirmative obligations of the Declaration shall inure to the benefit of and be enforceable by the
Association,or the Owner of any Lot,their respective legal representatives,heirs,successors and
assigns,for a term of forty(40)years from the date the Declaration are recorded in the Brunswick
County Registry,after which date the Declaration shall be extended for successive periods of forty
(40) years, unless the Declaration is terminated as provided in §47F-2-118 of the Planned
Community Act(provided that,during the Class "B" Control Period, any termination shall also
require the consent of Declarant). The covenants,restrictions,conditions and affirmative obligations
of these Declarations shall run with and bind the land and shall bind any person having at any time
any interest or estate in any of the Property as though such provisions were made a part of each and
every deed of conveyance or lease.
2. Amendment. Subject to Delcarant's rights and restrictions on amendment as
contained in Article XIII, the Declaration may be amended by vote of not less than sixty-seven •
percent(67%)of the Class"A"Members,and an instrument must be recorded at the Brunswick
County Registry for such an amendment to be effective. No amendments may remove,revoke,or
modify any benefit,right or privilege of the Declarant hereunder without the written consent of the
Declarant or the assignee of such right or privilege.
35

III I I I II1I II III1A I I IN B44 P0612, 2NSeZ7
Brunswick County, egister Des page 41
ARTICLE XV
GENERAL PROVISIONS
1. Common Area and Amenities. All of the Common Area and any other park,
recreation area,recreation facility,dedicated access or other amenity appurtenant to the Property,
whether or not shown and delineated on any recorded plat of the Property,shall be considered private
and for the sole and exclusive use of the Owners of Lots within the Property except as otherwise
provided herein or as to such rights reserved by Declarant herein. Neither Declarant's execution nor
the recording of any plat nor any other act of Declarant with respect to such area is,or is intended to
be,or shall be construed as a dedication to the public of any such areas,facilities,or amenities.
2. Conflict. hi the event of any irreconcilable conflict between these Declaration and
the By-Laws or Articles of the Association,the provisions of these Declaration shall control.
3. Severability. Invalidation of any one of these covenants or restrictions by judgment
or any court, agency or legislative order shall in no way affect any other provision, covenants,
conditions or restrictions contained in these Declaration.
4. Captions. The captions preceding the various Articles of these Declaration are for
the convenience of reference only,and shall not be used as an aid in interpretation or construction of
these Declaration. As used herein,the singular includes the plural and where there is more than one
Owner of a Lot,said Owners are jointly and severally liable for the obligations herein imposed.
Throughout these Declaration,references to the masculine shall be deemed to include the feminine,
the feminine to include the masculine,and the neuter to include the masculine and feminine.
5. Delegation of Rights. The Declarant may from time to time delegate any or all of its
rights,powers,discretion and duties hereunder to such agent or agents as it may nominate. It may
also permanently assign any or all of its powers and duties(including discretionary powers and
duties)obligations,rights,title,easements and estates reserved to it by this Declaration,to any one or
more corporations,associations,or persons that will accept the same. Any such agreement shall be
in writing recorded among the land records of Brunswick County,and the assignee shall join therein
for the purpose of evidencing its acceptance of the same,and such assignee shall thereupon have the
same rights,title,powers,obligations,discretion and duties as are herein reserved to the Declarant,
and the Declarant shall thereupon be released therefrom.
36

IIIII II I INIl II II INIIIII II it I II IN R P0613 115�.48 2 000
Brunouiak County, NC aster of Deeds pane 37 of 41
IN TESTIMONY WHEREOF,the Declarant has caused this instrument to be signed in its
name by its duly authorized officers,and its seal affixed,the day and year first set out above.
JUNIP REEK,LLC (SEAL)
By: (SEAL)
Marra
By: (SEAL)
STATE OF NORTH CAROLINA
COUNTY OF
I, c2,d r c S, `JUL_ a Notary Public of the State and County
aforesaid,certify that Pe - - G•on c.CF►io r+ and t-C P FlC rut I( personally
came before me this day and acknowledged that they are managers of Juniper Creek,LLC, a North
Carolina limited liability company,and that by authority duly given,the foregoing instrument was
signed in its name by them in their capacity as managers on behalf of the limited liability company.
WITNESS my hand and official seal this I day of Au uJus-J- ,2007.
Notary Public
My Commission Expires:
LQ k of e ►a.
.off O';
.�► Z.o .k. C7=
,11 r A
(�^Y 776
.:.14
37

11111111111111111111111111111111111 OBI P064 y 6:2n 22 mmm
Brunswickaunty, NC Register of Deeds•page 38 of 41
CONSENT OF KIRK PIGFORD CONSTRUCTION,INC.
Kirk Pigford Construction,Inc.,the owner of Lot 11, Juniper Creek,Section One,as shown
on that map entitled"Juniper Creek,Section One"as recorded in Map Cabinet 36 at Page 309 of the
Brunswick County Registry,reference to which is made for a more particular description,hereby
consent to the execution and delivery of the foregoing Declaration of Covenants,Conditions and
Restrictions thereto(the"Declaration"),and to the filing thereof;in the office of the County Recorder
of Brunswick County,North Carolina,and further subjects and subordinates the above-described Lot
11 to the provisions of the foregoing Declaration(including, without limitation, any easements
reserved therein).
IN WITNESS WHEREOF,Kirk Pigford Construction,Inc.,by its authorized officer,has
caused this Consent to be executed this 1'1 day of A u5 4- ,2007.
Kirk Pigford Cons ction,Inc.
By:
Name: 'rk H.Pigford
Title:President
STATE OF IN arhl CArbi,;1c.
COUNTY OF Al...la l- .rtou L e
I, n4',rl.c `o_ `qy , a Notary Public of rJc- 4•Ic4.r•1+3—r
County and State of North Carolina, do hereby certify that KirIA l4, P hrca
personally came before me this day and acknowledged that he is President of Kirk
Pigford Construction,Inc.,a North Carolina corporation, and that he,as President being
authorized to do so, voluntarily signed the foregoing instrument for the purpose stated therein on
behalf of the corporation.
Witness my hand and official stamp or seal this 11 day of ht.,s4- ,2007.
4a.ri..0"--- . Zet-R.._.
N tary Public
,IJ-c,U r S. L__k_sL.
Print or type name of Notary Public
•
My Commission Expires: `p I '`j 19--a I .+., 0 s �f�`i'.
ose
CI v al ra V
itl` , <� /-`
:ci • ow.
38

IIIIII1111IlNllllIluu11 III111IIIII B �4er of d 0s Robinson.s page f 41
��°
CONSENT OF WOODLAND BUILDING,LLC.
Woodland Building,LLC,the owner of Lots 3,7,and 9, Juniper Creek,Section One,as
shown on that map entitled"Juniper Creek,Section One"as recorded in Map Cabinet 36 at Page 309
of the Brunswick County Registry,reference to which is made for a more particular description,
hereby consent to the execution and delivery of the foregoing Declaration of Covenants,Conditions
and Restrictions thereto(the"Declaration"),and to the filing thereof,in the office of the County
Recorder of Brunswick County,North Carolina,and further subjects and subordinates the above-
described Lots 3, 7, and 9 to the provisions of the foregoing Declaration (including, without
limitation,any easements reserved therein).
IN WITNESS WHEREOF,Woodland Building,LLC,by its authorized officer,has caused
this Consent to be executed this /7 day of Nu,y, 4 ,2007.
Woodland Building, LC
By: N/
Name: k H.Pigford
Title:Manager
•
Name:Peter G.McCallion
Title:Manager
STATE OF NORTH CAROLINA
COUNTY OF Ncan
I, O.,.d. S, t L. , a Notary Public of the State and County
aforesaid,certify that FC. V t. Q. Fo r ca. and (�t f G. it c.G A Li; . .personally
came before me this day and acknowledged that they are managers of Woodland Building,LLC, a
North Carolina limited liability company,and that by authority duly given,the foregoing instrument
was signed in its name by them in their capacity as managers on behalf of the limited liability
company.
WITNESS my hand and official seal this 11 day of NA... ..6 k ,2007.
Notary Public • �, u
My Commission Expires: Q.e,, d S , , )
y �.: m i X • FG
"Z' F? 'r 11.0 zz tis
,ost,

IIII111I II 11111111IH1li1i 11i1111111 Bober 3.Ro ins 22mea
runsuiek County, NC egister of Deeds page 40 of 42
CONSENT OF MORTGAGEE
Cape Fear Bank f/k/a Bank of Wilmington,organized and existing under the laws of the State
of North Carolina and the holder of two deeds of trust recorded in the Office of the Brunswick
County,North Carolina Register of Deeds,in Book 2194,Page 1349,and Book 2487,Page 454,and
John Cameron Coburn, in his/her capacity as trustee under the aforesaid deeds of trust,hereby
consent to the execution and delivery of the foregoing Declaration of Covenants,Conditions and
Restrictions thereto(the"Declaration"),and to the filing thereof,in the office of the County Recorder
of Brunswick County,North Carolina,and further subject and subordinate the above-described deeds
of trust to the provisions of the foregoing Declaration(including,without limitation,any easements
reserved therein).
IN WITNESS WHEREOF,Cape Fear Bank,by its authorized officerr and the undersigned
Trustee have caused this Consent to be executed this 94 day of AA/6 SST ,2007.
Cape Fear Bank
By: n.... f
Name: Lv
Title: e tsi- .it c� 7 t►�ttit--i-
.I itk yLMry to d ,Trustee
Name: John Cameron Coburn
Title: Trustee under the aforesaid Deeds of Trust
40

III II II I II IIIIIII I I�IIIII I IIN{I II III 82694 P@617; a zz 000
Brunswick Con y, NC Register of Dsade pogo 41 of 41
STATE OF.71or411 2ctro
COUNTY OF' —heoNanovew
J, S4u12,n L Wo d , a Notary Public of/17.64..‘01.e.v
County and State of North Carolina, do hereby certify that w E.G,•c,
personally came before me this day and acknowledged that he is i lF*f VAC‘. President of Cape Fear
Bank, a North Carolina corporation, and that he, as President being authorized to do so,
voluntarily signed the foregoing instrument for the purpose stated therein on behalf of the
corporation. •
Witness my hand and official stamp or seal this' — day of Qu :...., �v -
et
Notary Public z 6 •�1 a� •a'i'"5:
•
L- ward : d•
Print or type name of Notary Public p1 D t•f
My Commission Expires: q a l f at:0g •.,.•
STATE OF N oY-- ecvol;na
COUNTY OF. n e
I, -P�h✓1i c'l , a Notary Public of 1'1 �ar D�hey
County and State of North Carolina, do hereby certify that John Cameron Coburn, Trustee,
personally came before me this day and voluntarily signed the foregoing instrument for the purpose
stated therein in his capacity as Trustee.
Witness my hand and official stamp or seal this 4;2369iday of f�rn./ 2007.
N. Publi 1.1 . F@R W
e r4Gtta
Print or type name of Notary Public f 1407gAy'
My Commission Expires: Mel I A 3 2.CC A e0. 4
n0
41

01111111141111111R11111 s ARM -8
Deeds
Pape 1 of 4�
6renda M. Claaaons Ittrer of 14°42 06-29-2020 16:15:16.603 8ruemwick Can4Y. NC NC REVENUE STAMP: $1160.es (UU662262)
f n
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STATE OF NORTH CAROLINA ICUM1414141"1/1"10Metedbyortginal
COUNTY OF BRUNSWICK
REVENUE STARS: $1,160.00 GENERAL WARRANTY DEED
Tax Parcel ID # 0290D001, 0290D002, 0290D003, 0290D004,0290D005
0290D006,0290D007, 0290D008,0290D009 & 0290009503
Mail After Recording To: ERS Investments, LLC
(Grantee's Address)
-4 tl Cam►, Z& C'th ‘''''
DRAWN BY: CALDER LAW, PLLC v� 2 42.1
1410 Commonwealth Drive, #205, Wilmington, NC 28403
No title examination was requested or performed in connection with
the preparation of this instrument unless expressly stated in an
Opinion signed by the drafting Attorney.
This instrument prepared by Calder Law, PLLC, a licensed North
Carolina attorney. Delinquent taxes, if any, to be paid by the
closing attorney to the county tax collector upon disbursement of
closing proceeds.
RETURNED TO: Bodges, Coxe & Potter, LLP
3907-100 Wrightsville Avenue, Wilmington, NC 28403
N/A If checked, the property includes the primary residence of
at least one of the Grantors, otherwise, note as N/A. (per NC GS
§ 105-317.2)
Grantor's Address: 2813 Fletcher Court, Castle Bayne, NC 28429
Brief Description: Lots 12-14 & 26-31 Section 1 Juniper Creek
Subdivision and 111.35 acres excepting certain Lots
This Deed, made and entered into this the day of June,
2020, by and between ADM Properties, LLC, a North Carolina Limited
Liability Company, the GRANTOR herein; and, Juniper Creek
Development, LLC, a North Carolina Limited Liability Company, the
GRANTEE herein.
j ,, JUR. 2 0 2020

�' f B� 6
11111111111111111111113111 6ren�a te. emnns PIt�OP
Brunswick County, NC Register of Deeds Papa 2 of 4
WITNESSETH:
That the Grantor(s) , for and in the consideration of the sum
of One Dollar and other valuable consideration, the receipt of
which is hereby acknowledged, has and by these presents, does
grant, bargain, sell and convey unto the Crantoc(s) in fee simple,
that real estate located in the County of Brunswick, State of
North Carolina, more particularly described as follows:
Being that tract known as Lots 12-14, 26-31 and 111.35
acres excepting certain Lots all in Leland, Brunswick
County, NC, described in instrument recorded in Book
4328, Page 534 in the Brunswick County Registry, as
the same being more particularly described in that
Exhibit A attached hereto and incorporated herein by
reference.
To have and to hold the aforesaid lot or parcel, together
with all privileges and appurtenances thereto, heretofore
belonging to the Grantee(s) in fee simple.
The Grantor(s) covenants with the Grantee(s) that Grantor(s)
is seized of the premises in fee simple,. has the right to convey
the same in fee simple, that the title is marketable and free and
clear of all encumbrances, and that Grantor(s) will warrant and
defend the title against the lawful claims of all persons
whomsoever except for the exceptions hereinafter stated. Title to
the property hereinabove described is subject to the following
exceptions: The provisions of all applicable zoning and land use
ordinances, statutes and regulations; ad valorem taxes after 2019;
all applicable restrictive covenants and rights reserved or
granted therein; and all applicable utility, drainage and other
easements of record.
In witness whereof, the Grantor(s) have hereunto set their
hands and seals this the day and year first above written.
MDM P es, LL
By:
t Ry r
Its: Sole )!amber/Manager
REST OF PAGE INTENTIONALLY BLANK.
SIGNATURE AND ACKNOWLEDGEMENT IS ON THE FOLLOWING PAGE.

0�29-7520
1iLii!!iiL1r of Deeds page 3 84386f4pp
GENERAL WARRANTY DEED
Lots 12-14, 26-31 and 111.35 acres excepting certain Lots all in
Leland, Brunswick County, NC
STATE OF NORTH CAROLINA COUNTY OF NEW HANOVER
I, a Notary Public of the County and State aforesaid, certify
that Brett Ryder, as Member/Manager of MDM Properties, LLC, a
Limited Liability Company, personally appeared before me, known to
me or proven to me by photographic identification, this day and
acknowledged the execution of the foregoing instrument.
Witness my hand and official stamp or seal, this the ...) day
of JiJ Q.. , 2020.
Urik •
owww, Notar Publicdee t ��,,
Q�Gp,LD fi,4 ,A Printed Name: ra.eJ 1-6,12aQ. 3,
la) �P�6 i M Commission Expires: P 1 q-� ZZ
O OI�UG Y

Ill11N I I1I I 11111 ll E Wo Rrunswic II11iy of Deeds � e4oF
EXHIBIT A
LEGAL DESCRIPTION DEED
MDR Properties, LLC
TO
Juniper Creek Development, LLC
That real estate located in the County of Brunswick, State of
North Carolina, more particularly described as follows:
Being all of Lots 12, 13, 14, 26, 27, 28, 29, 30 and 31
in Section 1 of Juniper Creek as shown on a map recorded
in Map Book 51, Page 61 in the Brunswick County
Registry;
BEING all of that 111.35 acre tract located along- US
Highway 74/76 as shown on a map recorded in Map Cabinet
26 at Page 460 of the Brunswick County Registry.
LESS AND EXCEPTING all of those Lots 1, 2, 3, 4, 5, 6,
7, 8 ,9, 10, 11, 23, 24 & 25 as shown on a map recorded
in Map Cabinet 36 at Page 309 of the Brunswick County
Registry
ALSO LESS AND EXCEPTING all of those Lots 12, 13, 14,
26, 27, 28, 29, 30 and 31 as shown on a map recorded in
Map Cabinet 51 at Page 61 of the Brunswick County
Registry.

���
11111111111111111111114011101111 Br73 16^V7�f1i� 1 PROP
6 ick County, Register of Deeds page t of 39
I.YPv1,1XIAC
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Above this line for recorder's use only
STATE OF NORTH CAROLINA After recording,please return to:
COUNTY OF BRUNSWICK New Providence Capital Lending II,LP
4809 Cole Avenue Suite 335
Dallas,Texas 75205
?` ` tz Af�� _ e Attn:Michael Slaughter 7�
vi4a e,.ti"�"o"u'r�
,•DEED OF TRUST,ASSIGNMCIACAEACGAVD4
SECURITY AGREEMENT AND FIXTURE FILING
THIS DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY
AGREEMENT AND FIXTURE FILING(this"Deed of Trust'),is entered into effective as of June 25,
2020(the"Effective Date"),by JUNIPER CREEK DEVELOPMENT,LLC,a North Carolina limited
liability company ("Grantor"), whose mailing address for notice hereunder is 711 Carolina Beach
Avenue North,Carolina Beach,North Carolina 28428,to Michael B.Franklin,Trustee,whose mailing
address is 1445 Ross Avenue, Suite 2400, Dallas, Texas 75202, for the benefit of the hereinafter
described Beneficiary.
ARTICLE I
DEFINITIONS
1.1 Definitions. As used herein, the following terms shall have the following
meanings:
Beneficiary:New Providence Capital Lending II,LP,a Texas limited partnership,whose
address for notice hereunder is 4809 Cole Avenue Suite 335, Dallas, Texas 75205, and the
subsequent holder or holders,from time to time,of the Note.
Borrower: Grantor.
Charges: All fees, charges and/or any other things of value, if any, contracted for,
charged,received,taken or reserved by Beneficiary in connection with the transactions relating to
the Note and the other Loan Documents, or any other instruments, notes or loan documents
evidencing the Debt,which are treated as interest under applicable law.
Code: The Uniform Commercial Code,as amended from time to time,in effect in the
state in which the Mortgaged Property is located.
1
577090v1
Deed of Trust—Juniper Creek

111111111111l l ilnl 84386 P696 a72 p
Constituent Party: Any signatory to this Deed of Trust that signs on Grantor's behalf that
is a corporation, limited liability company, general partner, general partnership, limited
partnership,joint venture,trust,or other type of business organization.
Construction Contracts: Any and all contracts,subcontracts,and agreements,written or
oral,between Grantor and any other party,and between parties other than Grantor,in any way
relating to the construction of the Improvements on the Land or the supplying of material
(specially fabricated or otherwise),labor,supplies,or other services therefor.
Contracts: All of the right,title,and interest of Grantor in,to,and under any and all
agreements,contracts,and subcontracts,written or oral,relating in any way to the Land or the
Improvements,including,without limitation, (i)agreements, contracts,subcontracts relating in
any way to the construction of the Improvements or provision of materials therefor;(ii)all Lot
Sale Contract and other contracts for the purchase and/or sale of all or any portion of the
Mortgaged Property,whether such contracts are now or at any time hereafter existing,including
but without limitation,any and all earnest money or other deposits escrowed or to be escrowed or
letters of credit provided or to be provided by the purchasers under the contracts,including all
amendments and supplements to and renewals and extensions of the contracts at any time made,
and together with all payments, earnings, income, and profits arising from sale of all or any
portion of the Mortgaged Property or from the contracts and all other sums due or to become due
under and pursuant thereto and together with any and all earnest money,security,letters of credit
or other deposits under any of the contracts;(iii)contracts,licenses,permits,and rights relating to
living unit equivalents for water,wastewater,and other utility services whether executed,granted,
or issued by a private Person or entity or a governmental or quasi-governmental agency,which
are directly or indirectly related to, or connected with, the development of the Mortgaged
Property,whether such contracts,licenses,and permits are now or at any time thereafter existing,
including without limitation,any and all rights of living unit equivalents with respect to water,
wastewater, and other utility services, certificates, licenses, zoning variances, permits, and
no-action letters from each governmental authority required: (a)to evidence compliance by
Grantor and all improvements constructed or to be constructed on the Mortgaged Property with
all legal requirements applicable to the Mortgaged Property; (b)for the construction of any
improvements on the Mortgaged Property (including, without limitation, the Construction
Contracts); and (c)to develop or operate the Mortgaged Property as a commercial and/or
residential project (iv)any and all right,title,and interest Grantor may have in any financing
arrangements relating to the financing of or the purchase of all or any portion of the Mortgaged
Property by future purchasers; (v)all plans, specifications, shop drawings and other technical
descriptions and drawings prepared for the Mortgaged Property or the construction of'the
Improvements,including all amendments and supplements to and renewals and extensions of
such contracts at any time made,and together with all rebates,refunds or deposits,and all other
sums due or to become due under and pursuant thereto and together with all powers,privileges,
options,and other benefits of Grantor under such contracts;and(v)all other contracts which in
any way relate to the design,use,enjoyment,occupancy,operation,maintenance,or ownership of
the Mortgaged Property (save and except any and all leases, subleases, or other agreements
pursuant to which Grantor is granted a possessory interest in the Land),including but not limited
to engineers contracts,architects contracts,construction contracts,maintenance agreements and
service contracts.
Debt, means,collectively,(a)all Indebtedness(principal,interest or other)evidenced by
the Note including,without limitation,additional advances of principal or interest reserve after
the Effective Date and(b) all Indebtedness (principal,interest or other)owing to Beneficiary
2
577090v1
Deed of Trust—Juniper Creek

AMC%Aster r HaaeA. CJ ra:ta'ra.00q
of Papa god aroa
incurred under or evidenced by the other Loan Documents. The Debt includes interest and other
obligations accruing or arising after(a) commencement of any case under any bankruptcy or
similar laws by or against Borrower or Grantor or(b)the obligations of Borrower or Grantor shall
cease to exist by operation of law or for any other reason. The Debt also includes all reasonable
attorneys'fees and any other reasonable expenses incurred by Beneficiary in enforcing any of the
Loan Documents.
Debtor Relief Laws. Title 11 of the United States Code,as now or hereafter in effect,or
any other applicable law, domestic or foreign, as now or hereafter in effect, relating to
bankruptcy, insolvency, liquidation, receivership, reorganization, arrangement or composition,
extension or adjustment of debts,or similar laws affecting the rights of creditors.
Declarant's Rights: All rights of Grantor or any affiliate of Grantor as developer or
declarant (or otherwise), under any covenants, conditions and restrictions, condominium
declarations or other planned unit development type documents affecting the Land or
Improvements,or any other part of the Mortgaged Property,and all rights necessary to develop
and sell any portion of the Mortgaged Property,including but not limited to water rights,sewer
rights and the right to tap into public utilities or to create private utilities.
Default Rate: The rate of interest specified in the Loan Agreement to be paid by the
Borrower from and after the occurrence of a default in payment under the provisions of the Note
and Loan Agreement but not in excess of the Highest Lawful Rate.
Disposition: Any sale,lease(except as permitted under this Deed of Trust),exchange,
assignment, conveyance, transfer, trade, or other disposition of all or any portion of the
Mortgaged Property(or any interest therein)or all or any part of the beneficial ownership interest
of Borrower.
Effective Date: Defined in the introductory paragraph to this Deed of Trust.
Environmental Law: Any federal,state,or local law,statute,ordinance,or regulation,
whether now existing or hereafter in effect, pertaining to health, industrial hygiene, or the
environmental conditions on, under, or about the Mortgaged Property, including without
limitation, the Comprehensive Environmental Response, Compensation, and Liability Act of
1980,42 U.S.C.§9601 et seq.("CERCLA"),the Resource Conservation and Recovery Act,42
U.S.C.§6901,et seq.("RCRA"),the Clean Water Act,33 U.S.C.§1251 et seq.("CWA"),the
Clean Air Act,42 U.S.C.§7401 et seq.("CAA"),the Federal Water Pollution Control Act,33
U.S.C. §1251 et seq. and any corresponding state laws or ordinances, and regulations,rules,
guidelines, or standards promulgated pursuant to such laws, statutes and regulations, as such
statutes,regulations,rules,guidelines,and standards are amended from time to time.
ERISA: Defined in Section 4.18.
Event of Default: Any happening or occurrence described in Article 6 hereof.
Fixtures: All materials,supplies,equipment,systems,apparatus,and other items now
owned or hereafter acquired by Grantor and now or hereafter attached to,installed in,or used in
connection with(temporarily or permanently)any of the Improvements or the Land,which are
now owned or hereafter acquired by Grantor and are now or hereafter attached to the Land or the
Improvements, together with all accessions, appurtenances, replacements, betterments, and
substitutions for any of the foregoing and the proceeds thereof.
3
577090v1
Deed of Trust—Juniper Creek

11IIIII11III1IHLinI1NIIIaI�� IIs - 1 -e
BrunaWlek
or of Noels Pegaa 4 or 89PROP
Governmental Authority: Any and all applicable courts,boards,agencies,commissions,
offices,or authorities of any nature whatsoever for any governmental unit(federal,state,county,
district,municipal,city or otherwise),whether now or hereafter in existence.
Grantor. The individual or entity described as Grantor in the initial paragraph of this
Deed of Trust and any and all subsequent owners of the Mortgaged Property or any part thereof
(without hereby implying Beneficiary's consent to any Disposition of the Mortgaged Property).
Guarantor (individually and/or collectively, as the context may require): Those
Persons,firms,or entities designated as Guarantor in the Guaranty.
Guaranty(individually and/or collectively,as the context may require: That or those
instruments of guaranty now or hereafter in effect,from Guarantor to Beneficiary guaranteeing
the repayment of all or any part of the Debt or the satisfaction of,or continued compliance with,
all or any portion of the Obligations,or both.
Hazardous Substance: Any substance, product,waste, or other material which is or
becomes listed, regulated, or addressed as being a toxic, hazardous, polluting, or similarly
harmful substance under any Environmental Law,including without limitation: (i)any substance
included within the definition of"hazardous waste"pursuant to Section 1004 of RCRA;(ii)any
substance included within the definition of"hazardous substance"pursuant to Section 101 of
CERCLA;(iii)asbestos;(vi)polychlorinated biphenyls;(v)petroleum products;(vi)underground
storage tanks,whether empty,filled or partially filled with any substance; (vii)any radioactive
materials,urea formaldehyde foam insulation,radon;and(viii)any other chemical,material or
substance the exposure to which is prohibited,limited or regulated by any governmental authority
on the basis that such chemical,material or substance is toxic,hazardous or harmful to human
health or the environment.
Highest Lawful Rate: The maximum lawful rate of interest which may be contracted for,
charged,taken,received or reserved by Beneficiary in accordance with the applicable laws of the
State of Texas(or applicable United States federal law to the extent that it permits Beneficiary to
contract for,charge,take,receive or reserve a greater amount of interest than under Texas law),
taking into account all Charges (as herein defined) made in connection with the transaction
evidenced by the Note and the other Loan Documents.
Impositions: (i)All real estate and personal property taxes, charges, assessments,
standby fees,excises,and levies and any interest,costs,or penalties with respect thereto,general
and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature
whatsoever which at any time prior to or after the execution hereof may be assessed,levied,or
imposed upon the Mortgaged Property or the ownership,use,occupancy,or enjoyment thereof,or
any portion thereof,or the sidewalks,streets,or alleyways included thereon or adjacent thereto;
(ii)any charges,fees,license payments,or other sums payable for or under any easement,license,
or agreement maintained for the benefit of the Mortgaged Property;(iii)raw and potable water,
gas, storm and sanitary sewer, electricity, and other utility charges and fees relating to the
Mortgaged Property; and (iv)assessments and charges arising under any subdivision,
condominium, planned unit development, or other declarations, restrictions, regimes, or
agreements affecting the Mortgaged Property.
Improvements: Any and all buildings,garages,houses,walkways,driveways,structures
and other improvements, and any and all additions, alterations,betterments or appurtenances
4
577t190v1
Deed of Trust—Juniper Creek

111211111111111111111 D'1 PWW ae-�2s�oaa
Br Counr Bof
M. C� 6 of 39ROP
thereto,now or at any time hereafter situated,placed,or constructed upon the Land or any part
thereof.
Indebtedness: Shall mean and include(a)all items which in accordance with Good
Accounting Practice would be included on the liability side of a balance sheet on the date as of
which indebtedness is to be determined(excluding capital stock,surplus,surplus reserves and
deferred credits), (b)guaranties, endorsements and other contingent obligations in respect of
indebtedness of others,or any obligations to purchase or otherwise acquire any such indebtedness
of others,and(c)indebtedness secured by any mortgage,pledge,security interest or lien existing
on property owned subject to or burdened by such mortgage,pledge,security interest or lien
whether or not the indebtedness secured thereby shall have been assumed;provided,however,
that such term shall not mean or include any indebtedness for which monies sufficient to fully pay
and discharge such indebtedness(either on its stated final maturity date or on such earlier date as
such indebtedness may be duly called for redemption and payment) are on deposit with a
depositary,agency or trustee in trust for the payment of such indebtedness.
IRS Code: Defined in Section 4.18.
Land: The real property or interest therein described in Exhibit A attached hereto and
incorporated herein by this reference, together with all right, title, interest, and privileges of'
Grantor in and to: (i)all streets,ways,roads,alleys,easements,rights-of-way,licenses,rights of
ingress and egress, passages, vehicle parking rights and public places, existing or proposed,
abutting, adjacent, used in connection with or pertaining to such real property or the
improvements thereon,(ii)any strips or gores of real property between such real property and
abutting or adjacent properties, (iii)all water, water courses, water rights and powers, sewer
rights,timber,crops,air rights and development rights,pertaining to such real property,(iv)all
estates,rights titles,interests,privileges,liberties,tenements,hereditaments and all appurtenances
of any nature whatsoever,in any way belonging,relating or pertaining to such real property or the
Improvements and the reversion and reversions,remainder and remainders thereto,and(v)all
land lying in the bed of any street,road or avenue,opened or proposed,in from of or adjoin such
real property,to the center line thereof and all the estates,rights,titles,interests,dower and rights
of dower,curtesy and rights of curtesy,property,possession,claim and demand whatsoever,both
at law and is equity,of Grantor of,in and to such real property and the improvements and every
part and parcel thereof,with the appurtenances thereto.
Leases: Any and all leases, master leases, subleases, licenses, concessions, or other
agreements(written or oral,now or hereafter in effect)which grant to third parties a possessory
interest in and to,or the right to use,all or any part of the Mortgaged Property,together with all
security and other deposits or payments made in connection therewith.
Legal Requirements:Any and all present and future judicial decisions,statutes,rulings,
rules,regulations,permits,certificates,or ordinances of any Governmental Authority in any way
applicable to Grantor,any Guarantor or the Mortgaged Property.
Loan Agreement: That certain Loan .Agreement between Borrower, affiliates of
Borrower, and Beneficiary dated of as of the Effective Date, and any and all renewals,
modifications, rearrangements, reinstatements, enlargements, or extensions of such loan
agreement or of any loan agreement given in renewal, substitution or replacement therefor
executed and delivered by Borrowers to Beneficiary,evidenced by the Note and secured,among
other things,by this Deed of Trust.
5
577090v1
Deed of Trust—Juniper Creek

IIIIIII'IIIkII11IIl 1IIIIIIIIJIIIIIIIIr ofw page1sof 639ROP
Loan Documents:The Loan Agreement,the Note,this Deed of Trust,the Guaranty,and
any and all other promissory notes,guarantees, agreements,instruments or documents now or
hereafter executed by the Borrower,Guarantor or any other Person or party in connection with
the loan evidenced by the Loan Agreement or in connection with the payment of the Debt or the
performance and discharge of thu Obligations.
Lot Sale Contract: Each contract or agreement entered into by Grantor providing for the
sale of paper or finished residential lots(individually,the"Lot'or"Lots")which are or may be
made a part of the Mortgaged Property,including but not limited to that certain Lot Purchase
Agreement,dated on or about June 17,2020,between Grantor,as seller,and D.R.Horton,Inc.,as
purchaser, whereby D.R. Horton, Inc. is acquiring all of the Lots from Grantor, provided
however,that Beneficiary's consent to any Lot Sale Contract or any amendment,modification or
supplement thereto shall not be inferred from this reference.
Material Adverse Effect Any material and adverse effect on: (i)the business condition
(financial or otherwise),operations,prospects,results of operations, capitalization,liquidity or
any properties of Borrower or Grantor;(ii)the value of the Mortgaged Property,(iii)the ability of
Borrower or Grantor(or if Borrower or Grantor is a partnership,joint venture,trust or other type
of business association,of any of the parties comprising Borrower or Grantor or of the ground
lessor if the estate held by Grantor in the Land is a leasehold estate)to pay and perform the Debt
and the Obligations,respectively;or(iv)the validity,enforceability or binding effect of any of
the Loan Documents.
Minerals: All substances in,on,or under the Land which are now,or may become in the
future,intrinsically valuable,that is,valuable in themselves,and which now or may be in the
future enjoyed through extraction or removal from the Mortgaged Property,including without
limitation, oil, gas, and all other hydrocarbons, coal, lignite, carbon dioxide and all other
nonhydrocarbon gases,uranium and all other radioactive substances, and gold, silver,copper,
iron and all other metallic substances or ores.
Mortgaged Property: The Land, Minerals, Fixtures, Improvements, Personalty,
Contracts, Declarant's Rights, Leases and Rents, and any interest of Grantor now owned or
hereafter acquired in and to the Land,Minerals,Fixtures,Improvements,Personalty,Contracts,
Leases and Rents, together with any and all other security and collateral of any nature
whatsoever, now or hereafter given for the repayment of the Debt or the performance and
discharge of the Obligations. As used in this Deed of Trust,the term"Mortgaged Property"shall
be expressly defined as meaning all or,where the context permits or requires,any portion of the
above and all or,where the context permits or requires,any interest therein.
Note: That certain Promissory Note dated on or about the Effective Date,in the original
principal amount of S1,600,000.00,issued,executed and delivered by Borrower,payable to the
order of Beneficiary, and any and all renewals, modifications,rearrangements,reinstatements,
enlargements,or extensions of such promissory note or of any promissory note or notes given in
renewal,substitution or replacement therefor.
Obligations: Any and all of the covenants,conditions,warranties,representations,and
other obligations(other than to repay the Debt)made or undertaken by Borrower,Grantor,or any
other Person or party to the Loan Documents to Beneficiary,Trustee,or others as set forth in the
Loan Documents,the Leases,and in any deed,lease,sublease,or other form of conveyance,or
any other agreement pursuant to which Grantor is granted a possessory interest in the Land.
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Permitted Exceptions: All matters set forth on Schedule B of the Mortgagee Policy of
Title Insurance issued to Beneficiary by the title insurance company insuring the lien of this Deed
of Trust.
Person: A corporation, limited liability company, general partnership, limited
partnership,trust or other entity,or any natural person.
Personally: All of the right,title,and interest of Grantor in and to the following but only
to the extent the same relate to the Land:(i)the Plans;(ii)all building and construction materials
and equipment; (iii)equipment, machinery, goods (including, but not limited to, crops, farm
products,timber and timber to be cut,and extracted Minerals);(iv)general intangibles(including
payment intangibles), money, insurance proceeds, accounts, contract and subcontract rights,
trademarks, tradenames, inventory, monetary obligations, chattel paper (including electronic
chattel paper), investment property, instruments, documents, letter of credit rights and
commercial tort claims; (v)all refundable, returnable, or reimbursable fees, deposits or other
funds or evidences of credit or Indebtedness deposited by or on behalf of Grantor with any
governmental agencies, boards, corporations, providers of utility services, public or private,
including specifically,but without limitation,all refundable,returnable,or reimbursable tap fees,
utility deposits, commitment fees and development costs, any awards, remunerations,
reimbursements,settlements,or compensation heretofore made or hereafter to be made by any
Governmental Authority pertaining to the Land,Improvements,Fixtures,Construction Contracts,
Contracts,or Personalty,including but not limited to those for any vacation of,or change of grade
in,any streets affecting the Land or the Improvements and those for municipal utility district or
other utility costs incurred or deposits made in connection with the Land,and all refunds,rebates
or credits in connection with a reduction in real estate taxes and assessments charges against the
Mortgaged Property as a result of tax reduction or any application or proceedings for tax
reduction;and(vi)all other personal property of any kind or character as defined in and subject to
the provisions of the Code (Article 9- Secured Transactions); any and all of which are now
owned or hereafter acquired by Grantor,and which are now or hereafter situated in,on,or about
the Land or the Improvements,or used in or necessary to the complete and proper planning,
design,development,construction,financing,use,occupancy,or operation thereof,or acquired
(whether delivered to the Land or stored elsewhere) for use in or on the Land or the
improvements,together with all accessions,replacements,and substitutions thereto or therefor
and the proceeds thereof.
Plans: Any and all plans,specifications,shop drawings and other technical descriptions
prepared for construction of the Improvements on the Land, and all supplements thereto and
amendments and modifications thereof.
Questioned Bidder. Defined in Section 7.1(d)(ii).
Related Indebtedness. Any and all debt paid or payable by Grantor to Beneficiary
pursuant to the Loan Documents or any other communication or writing by or between Grantor
and Beneficiary related to the transaction or transactions that are the subject matter of the Loan
Documents,except such debt which has been paid or is payable by Grantor to Beneficiary under
the Note.
Release: "Release","removal","environment"and"disposal"shall have the meanings
given such terms in CERCLA,and the term"disposal"shall also have the meaning given it in
RCRA;provided that in the event either CERCLA or RCRA is amended so as to broaden the
meaning of any term defined thereby, such broader meaning shall apply subsequent to the
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effective date of such amendment,and provided further that to the extent the laws of the State of
North Carolina establish a meaning for`release","removal","environment"or"disposal"which
is broader than that specified in either CERCLA and RCRA,such broader meaning shall apply.
Remedial Work Any investigation, site monitoring, containment, cleanup, removal,
restoration,or other work of any kind or nature reasonably necessary or desirable under any
applicable Environmental Law in connection with the current or future presence, suspected
presence,release,or suspected release of a Hazardous Substance in or into the air,soil,ground
water,surface water,or soil vapor at,on,about,under,or within the Mortgaged Property,or any
part thereof.
Rents: All of the rents,revenues,income,proceeds,profits,security and other types of
deposits(after Grantor acquires title thereto),and other benefits paid or payable by parties to the
Contracts and/or Leases other than Grantor for using,leasing,licensing,possessing, operating
from,residing in,selling,or otherwise enjoying all or any part of the Mortgaged Property.
Subordinate Mortgage: Any mortgage, deed of trust, pledge, lien (statutory,
constitutional,or contractual),security interest,encumbrance or charge, or conditional sale or
other title retention agreement,covering all or any portion of the Mortgaged Property executed
and delivered by Grantor,the lien of which is subordinate and inferior to the lien of this Deed of
Trust; provided, however, that Lender's consent to any Subordinate Mortgage shall not be
inferred by this reference.
Trustee: The individual described as Trustee in the initial paragraph of this Deed of
Trust,and any successor trustee(s)appointed by the Beneficiary.
Writings•. Defined in Section 3.13.
ARTICLE II
GRANT
2.1 Grant. To secure the full and timely payment of the Debt,and the full and timely
performance and discharge of the Obligations,Grantor has GRANTED,BARGAINED,SOLD and
CONVEYED,and by these presents does GRANT,BARGAIN,SELL and CONVEY,unto Trustee,
in trust, with POWER OF SALE, the Mortgaged Property, subject, however, to the Permitted
Exceptions,TO HAVE AND TO HOLD the Mortgaged Property unto Trustee,forever,and Grantor
does hereby bind itself,its successors,and assigns to WARRANT AND FOREVER DEFEND the
title to the Mortgaged Property unto Trustee against every Person whomsoever lawfully claiming or
to claim the same or any part thereof and upon this special trust: that should the indebtedness
secured hereby be paid according to the tenor and effect thereof when the same shall be due and
payable, and should Grantor timely and fully discharge its obligations hereunder, then the
Mortgaged Property shall be reconveyed to Grantor or the title thereto shall be revested according to
the provisions of law.
2.2 Future Advances. Beneficiary may make future advances to Grantor under the
Note and any sum or sums which may be loaned or advanced by the Beneficiary to the Grantor at
any time after the recording of this Deed of Trust shall be equally secured with and have the same
priority as the original Indebtedness and be subject to all the terms and provisions of this Deed of
Trust,provided that the aggregate amount of principal outstanding at any time shall not exceed an
amount equal to two(2)times the Note and all future advances must be incurred within thirty(30)
years from the Effective Date.
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ARTICLE III
WARRANTIES AND REPRESENTATIONS
Grantor hereby unconditionally warrants and represents to Beneficiary,as of the date hereof and
at all times during the term of this Deed of Trust,as follows:
3.1 Organization and Power. If Grantor or any Constituent Party is a corporation,
general partnership,limited partnership,joint venture,trust,or other type of business association,as
the case may be, Grantor and any Constituent Party, if any, (i)is either a corporation duly
incorporated with a legal status separate from its affiliates,or a partnership or trust,joint venture or
other type of business association duly organized,validly existing,and in good standing under the
laws of the state of its formation or existence,and has complied with all conditions pitacquisite to
its doing business in the state in which the Mortgaged Property is located;and(ii)has all requisite
power and all governmental certificates of authority, licenses, permits, qualifications, and
documentation to own,lease,and operate its properties and to carry on its business as now being,
and as proposed to be,conducted.
3.2 Validity of Loan Documents. The execution, delivery, and performance by
Grantor of the Loan Documents: (i)if Grantor, or any signatory who signs on its behalf, is a
corporation,general partnership,limited partnership,joint venture,trust,or other type of business
association,as the case may be,are within Grantor's and each Constituent Party's powers and have
been duly authorized by Grantor's and each Constituent Party's board of directors, shareholders,
partners, venturers, trustees, or other necessary parties, and all other requisite action for such
authorization has been taken;(ii)have received any and all requisite prior governmental approvals
in order to be legally binding and enforceable in accordance with the terms thereof;and(iii)will not
violate,be in conflict with,or constitute(with due notice or lapse of time,or both)a default under or
violation of any Legal Requirement or result in the creation or imposition of any lien,charge,or
encumbrance of any nature whatsoever upon any of Grantor's and any Constituent Party's or
Guarantor's property or assets,except as contemplated by the provisions of the Loan Documents.
The Loan Documents constitute the legal,valid,and binding obligations of Grantor,Guarantor and
others obligated under the terms of the Loan Documents, enforceable in accordance with their
respective terms.
3.3 Information. To the best of Grantor's knowledge, all information, financial
statements,reports,papers,and data given or to be given to Beneficiary with respect to Grantor,
each Constituent Party,others obligated under the terms of the Loan Documents,or the Mortgaged
Property are, or at the time of delivery will be, accurate, complete, and correct in all material
respects and do not,or will not,omit any fact,the inclusion of which is necessary to prevent the
facts contained therein from being materially misleading. Since the date of the financial statements
of Grantor,any Constituent Party,or of any Guarantor or other party liable for payment of the Debt
or performance of the Obligations or any part thereof heretofore furnished to Beneficiary, no
Material Adverse Effect has occurred,and except as heretofore disclosed in writing to Beneficiary,
Grantor, each Constituent Party, each Guarantor, or any other such party has not incurred any
material liability,direct or indirect,fixed or contingent.
3.4 Title and Lien. To the best of Grantor's knowledge, Grantor has good and
indefeasible title to the Land(in fee simple,if the lien created hereunder be on the fee,or a first and
prior leasehold estate,if it be created on the leasehold estate)and Improvements,and good and
marketable title to the Fixtures and Personally,free and clear of any liens,charges,encumbrances,
security interests,claims,easements,restrictions,options,leases(other than the Leases),covenants,
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and other rights, titles, interests, or estates of any nature whatsoever, except the Permitted
Exceptions. This Deed of Trust constitutes a valid, subsisting first lien on the Land, the
Improvements, and the Fixtures; a valid, subsisting security interest in and to the Personalty,
Construction Contracts,Contracts,Declarant's Rights,Plans,and to the extent that the terms Leases
and Rents include items covered by the Code(Article 9—Secured Transactions), in and to the
Leases and Rents; and a valid,subsisting assignment of the Leases and Rents not covered by the
Code(Article 9—Secured Transactions),all in accordance with the terms hereof.
3.5 Business Purposes. The loan evidenced by the Note is solely for the purpose of
carrying on or acquiring a business of Grantor, and is not for personal, family, household, or
agricultural purposes.
3.6 Taxes. To the best of Grantor's knowledge,Grantor,each Constituent Party,and
Guarantor have filed all federal, state, county,municipal, and city income and other tax returns
required to have been filed by them and have paid all taxes and related liabilities which have
become due pursuant to such returns or pursuant to any assessments received by them. Neither
Grantor,any Constituent Party,nor Guarantor knows of any basis for any additional assessment in
respect of any such taxes and related liabilities, except that which may result from increased
valuation or tax rate resulting from the construction of the Improvements.
3.7 Mailing Address. Grantor's mailing address, as set forth in the opening
paragraph hereof,or as changed pursuant to the provisions hereof,is true and correct.
3.8 Relationship of Grantor and Beneficiary. The relationship between Grantor and
Beneficiary is solely that of debtor and creditor,and Beneficiary has no fiduciary or other special
relationship with the Grantor,and no term or condition of any of the Loan Documents shall be
construed so as to deem the relationship between Grantor and Beneficiary to be other than that of
debtor and creditor.
3.9 No Reliance by Beneficiary. Grantor is experienced in the ownership and
operation of properties similar to the Mortgaged Property,and Grantor and Beneficiary have and are
relying solely upon Grantor's expertise and business plan in connection with the construction of the
Luprovements and ownership and operation of the Mortgaged Property. Grantor is not relying on
Beneficiary's expertise or business acumen in connection with the Mortgaged Property or in
connection with the construction of the Improvements.
3.10 Environmental and Hazardous Substances, To Grantor's current actual
knowledge, the Mortgaged Property and the operations conducted thereon do not violate any
applicable law, statute, ordinance,rule,regulation, order,or determination of any Governmental
Authority or any restrictive covenant or deed restriction(recorded or otherwise),including without
limitation all applicable zoning ordinances and building codes, flood disaster laws and
Environmental Laws. All notices,permits,licenses,or similar authorizations,if any,required to be
obtained or filed in connection with the ownership,operation,or use of the Mortgaged Property,
including,without limitation,the past or present generation,treatment,storage,disposal,or release
of a Hazardous Substance into the environment,have been duly obtained or filed. The Mortgaged
Property does not contain any Hazardous Substance in violation of Environmental Laws. Grantor
has not received any notice,and has no actual or constructive knowledge,that any Governmental
Authority or any employee or agent thereof has determined, or threatens to determine, or is
investigating any allegation that there is a presence,release,threat of release,placement on,under,
from or about the Mortgaged Property,or the use,manufacture,handling,generation,transportation,
storage,treatment,discharge,burial,or disposal on,under,from or about the Mortgaged Property,or
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the transportation to or from the Mortgaged Property,of any Hazardous Substance in violation of
Environmental Laws.
3.11 No Litigation. There are no(i)actions,suits,or proceedings,at law or in equity,
before any Governmental Authority or arbitrator pending or,to Grantor's current actual knowledge,
threatened against or affecting Grantor, Guarantor, or any Constituent Party or involving the
Mortgaged Property;(ii)outstanding or unpaid judgments against the Grantor,any Guarantor,any
Constituent Party,or the Mortgaged Property;or(iii)defaults by Grantor with respect to any order,
writ,injunction,decree,or demand of any Governmental Authority or arbitrator.
3.12 Government Approval. To the best of Grantor's knowledge,no consent,approval
or authorization of, or qualification, designation, declaration or filing with any governmental
authority is required in connection with the execution and delivery by Grantor, of the Loan
Documents to which it is a party.
3.13 General. To the best of Grantor's knowledge,there are no significant material
facts or conditions relating to the Loan Documents,the Mortgaged Property,and/or the financial
condition and business of Grantor or any Guarantor which could cause a Material Adverse Effect
and which have not been related,in writing,to Beneficiary. Additionally,all writings heretofore or
hereafter exhibited or delivered to Beneficiary by or on behalf of Grantor("Wrieings")are and will
be genuine and in all respects are what they purport and appear to be,and the Writings do not omit
or fail to disclose facts of such character that,if omitted,would cause the Writings as submitted to
be materially misleading.
3.14 Property Compliance. The Land will comply with all applicable subdivision,
platting, building, land use, environmental, safety and zoning laws and requirements and all
requirements contained within any of the Permitted Exceptions approved by Beneficiary.
3.15 Roads. The Land has access to and from public streets and roads adequate for its
intended use,subject to temporary closing for construction purposes;all such streets and roads have
been completed,dedicated to the public use and accepted for all purposes(including,but not limited
to,maintenance)by the appropriate Governmental Authority.
ARTICLE IV
AFFIRMATIVE COVENANTS
Grantor hereby unconditionally covenants and agrees with Beneficiary that until the entire Debt
shall have been paid in full and all of the Obligations shall have been fully performed and discharged,as
follows:
4.1 Payment and Performance. Grantor will pay the Debt as and when specified in
the Loan Documents,and will perform and discharge all of the Obligations,in full and on or before
the dates same are to be performed.
4.2 Existence. Grantor will and will cause each Constituent Party to preserve and
keep in full force and effect its existence(separate and apart from its affiliates),rights,franchises,
and trade names.
4.3 Compliance with Legal Requirements. Grantor will promptly and faithfully
comply with, conform to, and obey all Legal Requirements,whether the same shall necessitate
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structural changes in,improvements to,or interfere with the use or enjoyment of,the Mortgaged
Property.
4.4 Lien Status. Grantor will protect the first lien and security interest status of this
Deed of Trust and the other Loan Documents as superior to all liens, and will not permit to be
created or to exist in respect of the Mortgaged Property or any part thereof any lien or security
interest on a parity with,superior to,or inferior to any of the liens or security interests hereof,except
for the Permitted Exceptions.
4.5 Payment of hnvositions. Grantor will duly pay and discharge,or cause to be paid
and discharged,the Impositions not later than the earlier to occur of(i)the due date thereof,(ii)the
day any fine,penalty,interest,or cost may be added thereto or imposed,or(iii)the day any lien may
be filed for the nonpayment thereof(if such day is used to determine the due date of the respective
item), and Grantor shall deliver to Beneficiary a written receipt evidencing the payment of the
respective Imposition within ten(10)days of such payment.
4.6 Repair. Grantor will keep the Mortgaged Property in good condition and will
make all repairs, replacements, renewals, additions, betterments, improvements, and alterations
thereof and thereto,interior and exterior,structural and nonstructural,ordinary and extraordinary,
foreseen and unforeseen,which are necessary or reasonably appropriate to keep same in such order
and condition.
4.7 Insurance. Grantor will obtain and maintain insurance upon and relating to the
Mortgaged Property with such insurers, in such amounts and covering such risks as shall be
satisfactory to Beneficiary,from time to time. Each insurance policy issued in connection herewith
shall provide by way of endorsements,riders or otherwise that(i)with respect to liability insurance,
it shall name Beneficiary as an additional insured,with respect to the other insurance,it shall be
payable to Beneficiary as a mortgagee and not as a coinsured,and with respect to all policies of
insurance carried by each Lessee for the benefit of the Grantor,it shall be payable to Beneficiary as
Beneficiary's interest may appear;(ii)the coverage of Beneficiary shall not be terminated,reduced,
or affected in any manner regardless of any breach or violation by Grantor of any warranties,
declarations,or conditions in such policy;(iii)no such insurance policy shall be canceled,endorsed,
altered,or reissued to effect a change in coverage for any reason and to any extent whatsoever
unless such insurer shall have first given Beneficiary thirty(30)days'prior written notice thereof;
and(iv)Beneficiary may,but shall not be obligated to,make premium payments to prevent any
cancellation,endorsement, alteration,or reissuance, and such payments shall be accepted by the
insurer to prevent same. Beneficiary shall be furnished with a copy of each such initial policy
coincident with the execution of this Deed of Trust and a copy of each renewal policy not less than
thirty(30)days'prior to the expiration of the initial,or each immediately preceding renewal policy,
together with receipts or other evidence that the premiums thereon have been paid for one(1)year.
4.8 Inspection. Grantor will permit Trustee and Beneficiary, and their agents,
representatives,and employees,to inspect the Mortgaged Property at all reasonable times with prior
notice to Grantor(except in an emergency,in which case no notice from Trustee or Beneficiary shall
be required).
4.9 Books and Records. Grantor will maintain full and accurate books of account
and other records reflecting the results of the operations of the Mortgaged Property and will furnish,
or cause to be furnished,to Beneficiary such reports and financial statements as are required herein
or in the other Loan Documents.
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4.10 Financial Statements. Grantor shall allow Beneficiary from time to time to
inspect the Mortgaged Property and all books and records relating to Grantor's and Guarantor's,as
applicable,financial condition or to the Debt,and to make and take away copies of such books and
records. If Grantor or Guarantor is a partnership,limited liability company, joint venture,trust or
other type of business association,Grantor or Guarantor shall provide Beneficiary with any and ail
financial statements and other documents and make any and all disclosures to Beneficiary with
respect to any of the Constituent Parties,as Grantor or Guarantor is required to provide and make,
and in the manner required to be provided and made,with respect to Grantor or Guarantor pursuant
to this paragraph.
4.11 Payment for Labor and Materials. Subject to Section 8.10 hereof,Grantor will
promptly pay when due all bills for labor,materials,and specifically fabricated materials incurred in
connection with the Mortgaged Property and never permit to exist in respect of the Mortgaged
Property,or any part thereof, any lien or security interest,even though inferior to the liens and
security interests hereof,for any such bill,and in any event never permit to be created or exist in
respect of the Mortgaged Property, or any part thereof, any other or additional lien or security
interest on a parity with,superior,or inferior to any of the liens or security interests hereof,except
for the Permitted Exceptions.
4.12 Further Assurances and Corrections. From time to time, at the request of
Beneficiary, Grantor will (i)promptly correct any defect, error, or omission which may be
discovered in the contents of any of the Loan Documents or in the execution or acknowledgment
thereof;(ii)execute,acknowledge,deliver,record and/or file such further instruments and perform
such further acts and provide such further assurances as may be necessary,desirable,or proper,in
Beneficiary's opinion, to carry out more effectively the purposes of the Loan Documents;
(iii)execute, acknowledge, deliver, procure, file, and/or record any document or instrument
(including without limitation,any financing statement)deemed advisable by Beneficiary to protect
the liens and the security interests herein granted against the rights or interests of third persons;and
(iv)pay all costs connected with any of the foregoing.
4.13 Tax on Deed of Trust. At any time any law shall be enacted imposing or
authorizing the imposition of any tax upon this Deed of Trust,or upon any rights,titles,liens,or
security interests created hereby,or upon the Debt or any part thereof,Grantor will immediately pay
all such taxes,provided that if such law as enacted makes it unlawful for Grantor to pay such tax,
Grantor shall not pay nor be obligated to pay such tax. Nevertheless,if a law is enacted making it
unlawful for Grantor to pay such taxes,then Grantor must prepay the Debt in full within sixty(60)
days after demand therefor by Beneficiary.
4.14 Statement of Unpaid Balance. At any time and from time to time,Grantor will
furnish promptly, upon the request of Beneficiary, a written statement or affidavit, in form
satisfactory to Beneficiary,stating the unpaid balance of the Debt and that there are no offsets or
defenses against full payment of the Debt and the terms hereof,or if there are any such offsets or
defenses, specifying them; provided, however, that Beneficiary will provide a statement of the
unpaid balance upon request for such purpose.
4.15 Expenses. Subject to the provisions of Section 12.11 hereof,Grantor will pay on
demand all reasonable and bona fide out-of-pocket reasonable costs,fees,and expenses and other
expenditures,including,but not limited to,reasonable attorneys'fees and expenses,paid or incurred
by Beneficiary or Trustee to third parties incident to any of the Loan Documents(including without
limitation,reasonable attorneys'fees and expenses in connection with the negotiation,preparation,
and execution of any of the Loan Documents and any amendment thereto,any release hereof,any
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consent, approval or waiver hereunder or under any other Loan Document, the malting of any
advance under the Note,and any suit to which Beneficiary or Trustee is a party involving this Deed
of Trust or the Mortgaged Property)or incident to the enforcement of the Debt or the exercise of any
right or remedy of Beneficiary under any Loan Document.
4.16 Address. Grantor shall give written notice to Beneficiary and Trustee of any
change of address of Grantor at least thirty(30)days prior to the effective date of such change of
address. Absent such official written notice of a change in address for Grantor,then Beneficiary and
Trustee shall be entitled for all purposes under the Loan Documents to rely upon Grantor's address
as set forth in the initial paragraph of this Deed of Trust, as same may have been theretofore
changed in accordance with the provisions hereof.
4.17 Disclosures. If at any time Grantor shall become aware of the existence or
occurrence of any financial or economic conditions or natural disasters which might have a Material
Adverse Effect,Grantor shall promptly notify Beneficiary of the existence or occurrence thereof and
of Grantor's opinion as to what effects such may have on the Mortgaged Property or Grantor.
Grantor shall also give prompt notice to Beneficiary of: (i)any litigation or dispute,threatened or
pending against or affecting Grantor,the Mortgaged Property or any Guarantor which could have a
Material Adverse Effect;(ii)any Event of Default;(iii)any default by Grantor or any acceleration of
any indebtedness owed by Grantor under any contract to which Grantor is a party;(iv)any known
default by Guarantor or any acceleration of any indebtedness owed by the Guarantor under any
contract to which Guarantor is a party;and(v)any change in the character of Grantor's business as
it existed on the date hereof.
4.18 ERISA. If and to the extent that Grantor is obligated under any plan governed by
or subject to the Employee Retirement Income Security Act,as amended('ERISA"),Grantor shall
fully discharge and satisfy all of its obligations and funding requirements under such plan,ERISA
and the Internal Revenue Code,as amended("IRS Code"). Furthermore,Grantor shall comply in
all material respects with any and all applicable provisions of ERISA and the IRS Code and will not
incur or permit to exist any unfunded liabilities to the Pension Benefit Guaranty Corporation or to
such plan under ERISA or the IRS Code.
4.19 Delivery of Contracts. Grantor will deliver to Beneficiary a copy of each
Contract promptly after the execution of same by all parties thereto. Within thirty(30)days after a
request by Beneficiary,Grantor shall prepare and deliver to Beneficiary a complete listing of all
Contracts,showing date,term,parties,subject matter,concessions,whether any defaults exist,and
other information specified by Beneficiary with respect to each of such Contracts,together with a
copy thereof(if so requested by Beneficiary).
ARTICLE V
NEGATIVE COVENANTS
Grantor hereby unconditionally covenants and agrees with Beneficiary that,until the entire Debt
shall have been paid in full and all of the Obligations shall have been fully performed and discharged as
follows:
5.1 Use Violations. Grantor will not use,maintain,operate,or occupy,or allow the
use, maintenance, operation, or occupancy of, the Mortgaged Property in any manner which
(i)violates any Legal Requirement,(ii)constitutes a public or private nuisance,or(iii)makes void,
voidable, or cancellable, or increases the premium of, any insurance then in force with respect
thereto.
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Brunswick County, NC 'glister of pride page i of2
5.2 Waste:Alterations. Grantor will not commit or permit any waste or impairment
of the Mortgaged Property and will not(subject to the provisions of Section4.6 hereof),without the
prior written consent of Beneficiary,make or permit to be made any alterations or additions to the
Mortgaged Property of a material nature,except in accordance with the Plans.
5.3 Replacement of Fixtures and Personalty. Grantor will not, without the prior
written consent of Beneficiary,permit any of the Fixtures or Personalty to be removed at any time
from the Land or Improvements unless the removed item is removed temporarily for maintenance
and repair or,if removed permanently,is replaced by an article of equal suitability and value,owned
by Grantor,free and clear of any lien or security interest except as may be approved in writing by
Beneficiary.
5.4 Change in Zoning. Grantor will not seek or acquiesce in a zoning reclassification
of all or any portion of the Mortgaged Property or grant or consent to any easement,dedication,plat,
or restriction(or allow any easement to become enforceable by prescription),or any amendment or
modification thereof,covering all or any portion of the Mortgaged Property,without Beneficiary's
prior written consent.
5.5 No Drilling. Except as otherwise permitted pursuant to any of the Permitted
Exceptions as of the date hereof,Grantor will not,without the prior written consent of Beneficiary,
permit any drilling or exploration for or extraction,removal,or production of,any Minerals from the
subsurface or surface of the Land regardless of the depth thereof or the method of mining or
extraction thereof.
5.6 No Disposition. Grantor will not make a Disposition without obtaining
Beneficiary's prior written consent to the Disposition,except for such consents as may be permitted
in accordance the Loan Documents.
5.7 No Subordinate Mortgages. Grantor will not create, place, or permit to be
created or placed,or through any act or failure to act,acquiesce in the placing of,or allow to remain
any Subordinate Mortgage regardless of whether such Subordinate Mortgage is expressly
subordinate to the liens or security interests of the Loan Documents with respect to the Mortgaged
Property,other than the Permitted Exceptions.
ARTICLE VI
EVENTS OF DEFAULT
The term "Event of Default," as used herein and in the Loan Documents, shall mean the
occurrence or happening,at any time and from time to time,of any one or more of the following:
6.1 Event of Default in Loan Documents. An Event of Default as defined in the
Loan Agreement.
6.2 Condemnation. If any condemnation proceeding is instituted or threatened which
would,in Beneficiary's sole judgment,materially impair the use and enjoyment of the Mortgaged
Property for its intended purposes.
6.3 Material Adverse Change. If Beneficiary reasonably determines that any event
shall have occurred that could be expected to have a Material Adverse Effect.
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6.4 Abandonment. If Grantor permanently or for more than five(5)business days
(subject to force majeure)abandons all or any portion of the Mortgaged Property.
6.5 Other Indebtedness. Grantor shall fail to pay when due any principal of or
interest on any Indebtedness(other than the Debt)after expiration of any applicable cure period,
or the maturity of any such Indebtedness shall have been accelerated,or any such Indebtedness shall
have been required to be prepaid prior to the stated maturity thereof.
6.6 Disposition of Mortgaged Property. Without the prior written consent of the
Beneficiary,a Disposition of all or any part of the Property or any interest therein(except for the
disposition of worn-out fixtures under the circumstances described herein,or legal or equitable title
to the Property(excluding the Permitted Exceptions),or any interest therein,is vested in any other
party,in any manner whatsoever,by operation of law or otherwise,it being understood that the
consent of the Beneficiary required hereunder may be refused by the Beneficiary in its sole
discretion or may be predicated upon any terms, conditions and covenants deemed advisable or
necessary in the sole discretion of the Beneficiary,including but not limited to the right to change
the interest rate,date of maturity or payments of principal or interest on the Note,to require payment
of any amount as additional consideration as a transfer fee or otherwise and to require assumption of
the Note and this Deed of Trust.
6.7 Liens. Without the prior written consent of the Beneficiary,Grantor creates,
places or permits to be created or placed,or through any act or failure to act, acquiesces in the
placing of any deed of trust, mortgage, voluntary or involuntary lien, whether statutory,
constitutional or contractual(excluding the Permitted Exceptions),security interest,encumbrance or
charge, or conditional sale or other title retention document, against or covering any of the
Mortgaged Property,or any part thereof,regardless of whether the same are expressly or otherwise
subordinate to the lien created in this Deed of Trust.
ARTICLE VII
REMEDIES
7.1 Beneficiary's Remedies Upon Default Upon the occurrence and during the
continuation of an Event of Default,Beneficiary may,at Beneficiary's option,and by or through
Trustee,by Beneficiary itself or otherwise,do any one or more of the following:
(a) Right to Perform Grantor's Covenants. If Grantor has failed to keep or perform
any covenant whatsoever contained in any of the Loan Documents,Beneficiary may,but shall not
be obligated to any Person to do so,perform or attempt to perform said covenant, and any
payment made or expense incurred in the performance or attempted performance of any such
covenant shall be and become a part of the Debt.
(b) Right of Entry. Beneficiary may,prior or subsequent to the institution of any
foreclosure proceedings, enter upon the Mortgaged Property, or any part thereof, and take
exclusive possession of the Mortgaged Property and of all books,records,and accounts relating
thereto and to exercise without interference from Grantor any and all rights which Grantor has
with respect to the management, possession, operation, protection, or preservation of the
Mortgaged Property,including without limitation,the right to rent the same for the account of
Grantor and to deduct from such Rents all costs, expenses, and liabilities of every character
incurred by the Beneficiary in collecting such Rents and in managing,operating,maintaining,
protecting,or preserving the Mortgaged Property and to apply the remainder of such Rents on the
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Debt in such manner as Beneficiary may elect. All such costs,expenses,and liabilities incurred
by the Beneficiary in collecting such Rents and in managing,operating,maintaining,protecting,
or preserving the Mortgaged Property,if not paid out of Rents as hereinabove provided,shall
constitute a demand obligation owing by Grantor and shall bear interest from the date of
expenditure until paid at the Default Rate,all of which shall constitute a portion of the Debt. If
necessary to obtain the possession provided for above,the Beneficiary may invoke any and all
legal remedies to dispossess Grantor,including specifically one or more actions for forcible entry
and detainer,trespass to try title, and restitution. In connection with any action taken by the
Beneficiary pursuant to this subsection,the Beneficiary shall not be liable for any loss sustained
by Grantor resulting from any failure to let the Mortgaged Property,or any part thereof,or from
any other act or omission of the Beneficiary in managing the Mortgaged Property unless such loss
is caused by the gross negligence or willful misconduct of the Beneficiary, nor shall the
Beneficiary be obligated to perform or discharge any obligation,duty,or liability under any Lease
or under or by reason hereof or the exercise of rights or remedies hereunder. GRANTOR
SHALL AND DOES HEREBY AGREE TO INDEMNIFY THE BENEFICIARY FOR,
AND TO HOLD THE BENEFICIARY HARMLESS FROM,ANY AND ALL LIABILITY,
LOSS, OR DAMAGE, WHICH MAY OR MIGHT BE INCURRED BY THE
BENEFICIARY UNDER ANY SUCH LEASE OR UNDER OR BY REASON HEREOF
OR THE EXERCISE OF RIGHTS OR REMEDIES HEREUNDER,AND FROM ANY
AND ALL CLAIMS AND DEMANDS WHATSOEVER WHICH MAY BE ASSERTED
AGAINST THE BENEFICIARY BY REASON OF ANY ALLEGED OBLIGATIONS OR
UNDERTAKINGS ON ITS PART TO PERFORM OR DISCHARGE ANY OF THE
TERMS, COVENANTS, OR AGREEMENTS CONTAINED IN ANY SUCH LEASE
EXCEPT AS TO THE EXTENT CAUSED BY TILE GROSS NEGLIGENCE OR
WILLFUL MISCONDUCT OF BENEFICIARY. SHOULD THE BENEFICIARY INCUR
ANY SUCH LIABILITY, THE AMOUNT THEREOF, INCLUDING WITHOUT
LIMITATION, COSTS, EXPENSES, AND REASONABLE ATTORNEYS' FEES,
TOGETHER WITH INTEREST THEREON FROM THE DATE OF EXPENDITURE
UNTIL PAID AT THE DEFAULT RATE, SHALL BE SECURED HEREBY, AND
GRANTOR SHALL REIMBURSE THE BENEFICIARY THEREFOR IMMEDIATELY
UPON DEMAND. Nothing in this subsection shall impose any duty, obligation, or
responsibility upon the Beneficiary for the control,care,management,leasing,or repair of the
Mortgaged Property,nor for the carrying out of any of the terms and conditions of any such
Lease;nor shall it operate to make the Beneficiary responsible or liable for any waste committed
on the Mortgaged Property by the tenants or by any other parties,or for any Hazardous Substance
on or under the Mortgaged Property, or for any dangerous or defective condition of the
Mortgaged Property or for any negligence in the management,leasing,upkeep,repair,or control
of the Mortgaged Property resulting in loss or injury or death to any tenant,licensee,employee,
or stranger. Grantor hereby assents to, ratifies, and confirms any and all actions of the
Beneficiary with respect to the Mortgaged Property taken under this subsection.
The remedies in this subsection are in addition to other remedies available to the
Beneficiary and the exercise of the remedies in this subsection shall not be deemed to be an
election of nonjudicial or judicial remedies otherwise available to the Beneficiary. The remedies
in this Article VII are available under and governed by the real property laws of North Carolina
and,except as described in Section 7.1(g)hereof,are not governed by the personal property laws
of North Carolina,including but not limited to,the power to dispose of personal property in a
commercially reasonable manner under Section 9.610 of the Code. No action by Beneficiary,
taken pursuant to this subsection, shall be deemed to be an election to dispose of personal
property under Section 9.620 of the Code. Any receipt of consideration received by Beneficiary
pursuant to this subsection shall be immediately credited against the Debt(in the inverse order of
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the name and address of the principal the bidding party is representing(if applicable),and
(2)to demonstrate reasonable evidence of the bidding party's financial ability (or, if
applicable,the financial ability of the principal of such bidding party),as a condition to
the bidding party submitting bids at the foreclosure sale. If any such bidding party(the
"Questioned Bidder")declines to comply with the Trustee's requirement in this regard,or
if such Questioned Bidder does respond but the Trustee,in Trustee's sole and absolute
discretion, deems the information or the evidence of the financial ability of the
Questioned Bidder (or, if applicable, the principal of such bidding party) to be
inadequate,then the Trustee may continue the bidding with reservation;and in such event
(1)the Trustee shall be authorized to caution the Questioned Bidder concerning the legal
obligations to be incurred in submitting bids,and(2)if the Questioned Bidder is not the
highest bidder at the sale,or if having been the highest bidder the Questioned Bidder fails
to deliver the cash purchase price payment promptly to the Trustee, all bids by the
Questioned Bidder shall be null and void. The Trustee may, in Trustee's sole and
absolute discretion,determine that a credit bid may be in the best interest of the Grantor
and Beneficiary,and elect to sell the Mortgaged Property for credit or for a combination
of cash and credit;provided,however,that the Trustee shall have no obligation to accept
any bid except an all cash bid. In the event the Trustee requires a cash bid and cash is not
delivered within a reasonable time after conclusion of the bidding process,as specified by
the Trustee,but in no event later than 3:45 p.m.local time on the day of sale,then said
contingent sale shall be null and void,the bidding process may be recommenced,and any
subsequent bids or sale shall be made as if no prior bids were made or accepted.
(iii) Sale Subiect to Unmatured Debt. In addition to the rights and powers of
sale granted under the preceding provisions of this subsection,if default is made in the
payment of any installment of the Debt,Beneficiary may,at Beneficiary's option,at once
or at any time thereafter while any matured installment remains unpaid,without declaring
the entire Debt to be due and payable,orally or in writing direct Trustee to enforce this
trust and to sell the Mortgaged Property subject to such unmatured Debt and to the rights,
powers, liens, security interests, and assignments securing or providing recourse for
payment of such unmatured Debt,in the same manner,all as provided in the preceding
provisions of this subsection. Sales made without maturing the Debt may be made
hereunder whenever there is a default in the payment of any installment of the Debt,
without exhausting the power of sale granted hereby,and without affecting in any way
the power of sale granted under this subsection,the unmatured balance of the Debt or the
rights,powers,liens,security interests,and assignments securing or providing recourse
for payment of the Debt.
(iv) Partial Foreclosure. Sale of a part of the Mortgaged Property shall not
exhaust the power of sale,but sales may be made from time to time until the Debt is paid
and the Obligations are performed and discharged in full. It is intended by each of the
foregoing provisions of this subsection that Trustee may,after any request or direction by 1
Beneficiary, sell not only the Land and the Improvements, but also the Fixtures and
Personalty and other interests constituting a part of the Mortgaged Property or any part
thereof,along with the Land and the Improvements or any part thereof,as a unit and as a
part of a single sale,or may sell at any time or from time to time any part or parts of the
Mortgaged Property separately from the remainder of the Mortgaged Property. It shall
not be necessary to have present or to exhibit at any sale any of the Mortgaged Property.
(v) Trustee's Deeds. After any sale under this subsection,Trustee shall make
good and sufficient deeds, assignments, and other conveyances to the purchaser or
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purchasers thereunder in the name of Grantor,conveying the Mortgaged Property or any
part thereof so sold to the purchaser or purchasers with general warranty of title by
Grantor. It is agreed that in any deeds, assignments or other conveyances given by
Trustee,any and all statements of fact or other recitals therein made as to the identity of
Beneficiary,the occurrence or existence of any Event of Default,the notice of intention
to accelerate,or acceleration of,the maturity of the Debt,the request to sell,notice of
sale,time,place,terms and manner of sale,and receipt,distribution,and application of
the money realized therefrom,the due and proper appointment of a substitute trustee,and
without being limited by the foregoing,any other act or thing having been duly done by
or on behalf of Beneficiary or by or on behalf of Trustee,shall be taken by all courts of
law and equity as prima facie evidence that such statements or recitals state true,correct,
and complete facts and are without further question to be so accepted,and Grantor does
hereby ratify and confirm any and all acts that Trustee may lawfully do in the premises
by virtue hereof.
(e) Beneficiary's Judicial Remedies. Beneficiary,or Trustee,upon written request of
Beneficiary,may proceed by suit or suits,at law or in equity,to enforce the payment of the Debt
and the performance and discharge of the Obligations in accordance with the terms hereof,of the
Note,and the other Loan Documents,to foreclose the liens and security interests of this Deed of
Trust as against all or any part of the Mortgaged Property,and to have all or any part of the
Mortgaged Property sold under the judgment or decree of a court of competent jurisdiction. This
remedy shall be cumulative of any other nonjudicial remedies available to the Beneficiary with
respect to the Loan Documents. Proceeding with a request or receiving a judgment for legal
relief shall not be or be deemed to be an election of remedies or bar any available nonjudicial
remedy of the Beneficiary,
(f) Beneficiary's Right to Atmointment of Receiver. Beneficiary,as a matter of right
and without regard to the sufficiency of the security for repayment of the Debt and performance
and discharge of the Obligations, without notice to Grantor and without any showing of
insolvency,fraud,or mismanagement on the part of Grantor,and without the necessity of filing
any judicial or other proceeding other than the proceeding for appointment of a receiver,shall be
entitled to the appointment of a receiver or receivers of the Mortgaged Property or any part
thereof, and of the Rents, and Grantor hereby irrevocably consents to the appointment of a
receiver or receivers. Any receiver appointed pursuant to the provisions of this subsection shall
have the usual powers and duties of receivers in such matters.
(g) Beneficiary's Uniform Commercial Code Remedies. The Beneficiary may
exercise its rights of enforcement with respect to Fixtures and Personalty under the Code,and in
conjunction with,in addition to or in substitution for the rights and remedies under the Code:
(i) the Beneficiary may without demand or notice to Grantor,enter upon the
Mortgaged Property to take possession of',assemble,receive,and collect the Personalty,
or any part thereof,or to render it unusable;
(ii) the Beneficiary may require Grantor to assemble the Personalty and
make it available at a place the Beneficiary designates which is mutually convenient to
allow the Beneficiary to take possession or dispose of the Personalty;
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(iii) written notice mailed to Grantor as provided herein at least ten(10)days
prior to the date of public sale of the Personally or prior to the date after which private
sale of the Personalty will be made shall constitute reasonable notice;
(iv) any sale made pursuant to the provisions of this subsection shall be
deemed to have been a public sale conducted in a commercially reasonable manner if
held contemporaneously with the sale of the other Mortgaged Property under power of
sale as provided herein upon giving the same notice with respect to the sale of the
Personalty hereunder as is required for such sale of the other Mortgaged Property under
power of sale,and such sale shall be deemed to be pursuant to a security agreement
covering both real and personal property under 9.604 of the Code;
(v) in the event of a foreclosure sale,whether made by the Trustee under the
terms hereof, or under judgment of a court, the Personalty and the other Mortgaged
Property may,at the option of the Beneficiary,be sold as a whole;
(vi) it shall not be necessary that the Beneficiary take possession of the
Personalty,or any part thereof,prior to the time that any sale pursuant to the provisions
of this subsection is conducted,and it shall not be necessary that the Personalty or any
part thereof be present at the location of such sale;
(vii) prior to application of proceeds of disposition of the Personalty to the
Debt, such proceeds shall be applied to the reasonable expenses of retaking,holding,
preparing for sale or lease,selling,leasing and the like,and the reasonable attorneys'fees
and legal expenses incurred by the Beneficiary;
(viii) after notification, if any, hereafter provided in this subsection,
Beneficiary may sell,lease,or otherwise dispose of the Personalty,or any part thereof,in
one or more parcels at public or private sale or sales, at Beneficiary's offices or
elsewhere,for cash,on credit,or for future delivery. Upon the request of Beneficiary,
Grantor shall assemble the Personalty and make it available to Beneficiary at any place
designated by Beneficiary that is reasonably convenient to Grantor and Beneficiary.
Grantor agrees that Beneficiary shall not be obligated to give more than ten(10)days'
written notice of the time and place of any public sale or of the time after which any
private sale may take place and that such notice shall constitute reasonable notice of such
matters. Grantor shall be liable for all expenses of retaking,holding,preparing for sale,
or the like, and all attorneys' fees, legal expenses, and all other costs and expenses
incurred by Beneficiary in connection with the collection of the Debt and the
enforcement of Beneficiary's rights under the Loan Documents. Beneficiary shall apply
the proceeds of the sale of the Personalty against the Debt in accordance with the
provisions of Section 7.4 of this Deed of Trust. Grantor shall remain liable for any
deficiency if the proceeds of any sale or disposition of the Personalty are insufficient to
pay the Debt in full. Grantor waives all rights of marshalling in respect of the Personalty;
(ix) any and all statements of fact or other recitals made in any bill of sale or
assignment or other instrument evidencing any foreclosure sale hereunder, the
nonpayment of the Debt,the occurrence of any Event of Default,the Beneficiary having
declared all or a portion of such Debt to be due and payable,the notice of time,place,and
terms of sale and of the properties to be sold having been duly given,or any other act or
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thing having been duly done by the Beneficiary,shall be taken as prima facie evidence of
the truth of the facts so stated and recited;and
(x) the Beneficiary may appoint or delegate any one or more persons as
agent to perform any act or acts necessary or incident to any sale held by the Beneficiary,
including the sending of notices and the conduct of the sale,but in the name and on
behalf of the Beneficiary.
(h) Rights Relating to Leases and Rents. Grantor has,pursuant to Article IX of this
Deed of Trust,assigned,as collateral,to Beneficiary all Rents under each of the Leases covering
all or any portion of the Mortgaged Property. Beneficiary,or Trustee on Beneficiary's behalf,
may at any time,and without notice,either in person,by agent,or by receiver to be appointed by
a court,enter and take possession of the Mortgaged Property or any part thereof,and in its own
name,sue for or otherwise collect the Rents. All Rents collected by Beneficiary,or Trustee
acting on Beneficiary's behalf, shall be applied as provided for in Section 7A of this Deed of
Trust;provided,however,that if the costs,expenses,and attorneys'fees shall exceed the amount
of Rents collected,the excess shall be added to the Debt,shall bear interest at the Default Rate,
and shall be immediately due and payable. The entering upon and taking possession of the
Mortgaged Property,the collection of Rents,and the application thereof as aforesaid shall not
cure or waive any Event of Default or notice of default,if any,hereunder nor invalidate any act
done pursuant to such notice,except to the extent any such default is fully cured. In addition,
from time to time Beneficiary may elect,and notice hereby is given to each lessee under any
Lease,to subordinate the lien of this Deed of Trust to any Lease by unilaterally executing and
recording an instrument of subordination,and upon such election the lien of this Deed of Trust
shall be subordinate to the Lease identified in such instrument of subordination; provided,
however,in each instance such subordination will not affect or be applicable to,and expressly
excludes any lien, charge,encumbrance, security interest,claim, easement,restriction,option,
covenant and other rights,titles,interests or estates of any nature whatsoever with respect to all or
any portion of the Mortgaged Property to the extent that the same may have arisen or intervened
during the period between the recordation of this Deed of Trust and the execution of the Lease
identified in such instnunent of subordination.
(i) Other Rights. Beneficiary(i)may surrender the insurance policies maintained
pursuant to Section 4.7 hereof or any part thereof,and upon receipt shall apply the unearned
premiums as a credit on the Debt,in accordance with the provisions of Section 7.4 hereof,and,in
connection therewith,Grantor hereby appoints Beneficiary as agent and attorney-in-fact(which is
coupled with an interest and is therefore irrevocable)for Grantor to collect such premiums;and
(ii)apply the reserve for Impositions and insurance premiums,if any,required by the provisions
of this Deed of Trust,toward payment of the Debt;and(iii)shall have and may exercise any and
all other rights and remedies which Beneficiary may have at law or in equity,or by virtue of any
Loan Document or under the Code,or otherwise.
(j) Beneficiary as Purchaser. Beneficiary may be the purchaser of the Mortgaged
Property or any part thereof,at any sale thereof,whether such sale be under the power of sale
herein vested in Trustee or upon any other foreclosure of the liens and security interests hereof,or
otherwise,and Beneficiary shall,upon any such purchase,acquire good title to the Mortgaged
Property so purchased,free of the liens and security interests hereof,unless the sale was made
subject to an unmatured portion of the Debt. The Beneficiary,as purchaser,shall be treated in the
same manner as any third party purchaser and the proceeds of the Beneficiary's purchase shall be
applied in accordance with Section 7.4 of this Deed of Trust.
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7.2 Other Rights of Beneficiary. Should any part of the Mortgaged Property come
into the possession of Beneficiary,whether before or after default,Beneficiary may(for itself or by
or through other persons, firms, or entities) hold, lease,manage,use, or operate the Mortgaged
Property for such time and upon such tams as Beneficiary may deem prudeat under the
circumstances (making such repairs, alterations, additions, and improvements thereto and taking
such other action as Beneficiary may from time to time deem necessary or desirable)for the purpose
of preserving the Mortgaged Property or its value,pursuant to the order of a court of appropriate
jurisdiction or in accordance with any other rights held by Beneficiary in respect of the Mortgaged
Property. Grantor covenants to promptly reimburse and pay to Beneficiary on demand,at the place
where the Note is payable,the amount of all reasonable expenses(including without limitation the
cost of any insurance,Impositions,or other charges)incurred by Beneficiary in connection with
Beneficiary's custody,preservation, use, or operation of the Mortgaged Property, together with
interest thereon from the date incurred by Beneficiary at the Default Rate;and all such expenses,
costs, taxes, interest, and other charges shall be and become a part of the Debt. It is agreed,
however,that the risk of loss or damage to the Mortgaged Property is on Grantor,and Beneficiary
shall have no liability whatsoever for decline in value of the Mortgaged Property,for failure to
obtain or maintain insurance,or for failure to determine whether insurance in force is adequate as to
amount or as to the risks insured.Possession by the Beneficiary shall not be deemed an election of
judicial relief, if any such possession is requested or obtained, with respect to any Mortgaged
Property or collateral not in Beneficiary's possession.
73 Possession After Foreclosure. If the liens or security interests hereof shall be
foreclosed by power of sale granted herein,by judicial action,or otherwise,the purchaser at any
such sale shall receive, as an incident to purchaser's ownership, immediate possession of the
property purchased,and if Grantor or Grantor's successors shall hold possession of said property or
any part thereof subsequent to foreclosure,Grantor and Grantor's successors shall be considered as
tenants at sufferance of the purchaser at foreclosure sale (without limitation of other rights or
remedies,at a reasonable rental per day,due and payable daily,based upon the value of the portion
of the Mortgaged Property so occupied and sold to such purchaser),and anyone occupying such
portion of the Mortgaged Property,after demand is made for possession thereof,shall be guilty of
forcible detainer and shall be subject to eviction and removal,forcible or otherwise,with or without
process of law,and all damages by reason thereof are hereby expressly waived.
7.4 Aunlication of Proceeds. The proceeds from any sale,lease,or other disposition
made pursuant to this Article VII, or the proceeds from the surrender of any insurance policies
pursuant hereto,or any Rents collected by Beneficiary from the Mortgaged Property,or the reserve
for Impositions and insurance premiums,if any,required by the provisions of this Deed of Trust or
sums received pursuant to Section 8.1 hereof,or proceeds from insurance which Beneficiary elects
to apply to the Debt pursuant to Section 8.2 hereof,shall be applied by Trustee,or by Beneficiary,as
the case may be,to the Debt in the following order and priority: (i)to the payment of all expenses
of advertising,selling,and conveying the Mortgaged Property or part thereof,and/or prosecuting or
otherwise collecting Rents,proceeds,premiums,or other sums including reasonable attorneys'fees
and a reasonable fee or commission to Trustee,not to exceed five percent of the proceeds thereof or
sums so received;(ii)to the remainder of the Debt as follows: first;to the remaining accrued hut
unpaid interest,second,to the matured portion of principal of the Debt,and third,to prepayment of
the unmatured portion,if any,of principal of the Debt applied to installments of principal in inverse
order of maturity;and(iii)the balance,if any,and to the extent applicable,remaining after the full
and final payment of the Debt and full performance and discharge of the Obligations to the holder or
beneficiary of any inferior liens covering the Mortgaged Property,if any,in order of the priority of
such inferior liens (Trustee and Beneficiary shall hereby be entitled to rely exclusively upon a
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commitment for title insurance issued to determine such priority);and(iv)the cash balance,if any,
to the Grantor. The application of proceeds of sale or other proceeds as otherwise provided herein
shall be deemed to be a payment of the Debt like any other payment. The balance of the Debt
remaining unpaid,if any,shall remain fully due and owing in accordance with the terms of the Note
or the other Loan Documents.
7.5 Abandonment of Sale. In the event a foreclosure hereunder is commenced by
Trustee in accordance with Subsection 7.1(d) hereof, at any time before the sale, Trustee may
abandon the sale,and Beneficiary may then institute suit for the collection of the Debt and for the
foreclosure of the liens and security interests hereof and of the Loan Documents. If Beneficiary
should institute a suit for the collection of the Debt and for a foreclosure of the liens and security
interests,Beneficiary may,at any time before the entry of a final judgment in said suit,dismiss the
same and require Trustee to sell the Mortgaged Property or any part thereof in accordance with the
provisions of this Deed of Trust.
7.6 Payment of Fees. If the Note or any other part of the Debt shall be collected or if
any of the Obligations shall be enforced by legal proceedings, whether through a probate or
bankruptcy court or otherwise,or shall be placed in the hands of an attorney for collection after
maturity,whether matured by the expiration of time or by an option given to the Beneficiary to
mature same, or if Beneficiary becomes a party to any suit where this Deed of Trust or the
Mortgaged Property or any part thereof is involved,Grantor agrees to pay Beneficiary's reasonable
attorneys'fees and reasonable expenses incurred,and such fees shall be and become a part of the
Debt and shall bear interest from the date such costs are incurred at the Default Rate.
7.7 Miscellaneous.
(a) In case Beneficiary shall have proceeded to invoke any right,remedy,or recourse
permitted under the Loan Documents and shall thereafter elect to discontinue or abandon same
for any reason,Beneficiary shall have the unqualified right to do so and,in such event,Grantor
and Beneficiary shall be restored to their former positions with respect to the Debt,the Loan
Documents,the Mortgaged Property or otherwise,and the rights,remedies,recourses and powers
of Beneficiary shall continue as if same had never been invoked.
(b) In addition to the remedies set forth in this Article,upon the occurrence of an
Event of Default,the Beneficiary and Trustee shall,in addition,have all other remedies available
to them at law or in equity.
(c) All rights,remedies,and recourses of Beneficiary granted in any of the Loan
Documents,any other pledge of collateral,or otherwise available at law or equity: (i)shall be
cumulative and concurrent;(ii)may be pursued separately,successively,or concurrently against
Grantor, the Mortgaged Property, or any one or more of them, at the sole discretion of
Beneficiary;(iii)may be exercised as often as occasion therefor shall arise,it being agreed by
Grantor that the exercise or failure to exercise any of same shall in no event be construed as a
waiver or release thereof or of any other right,remedy,or recourse;(iv)shall be nonexclusive;
(v)shall not be conditioned upon Beneficiary exercising or pursuing any remedy in relation to the
Mortgaged Property prior to Beneficiary bringing suit to recover the Debt or suit on the
Obligations; and (vi)in the event Beneficiary elects to bring suit on the Debt and/or the
Obligations and obtains a judgment against Grantor prior to exercising any remedies in relation to
Mortgaged Property,all liens and security interests,including the lien of this Deed of Trust,shall
remain in full force and effect and may be exercised at Beneficiary's option.
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(d) Beneficiary may release,regardless of consideration,any part of the Mortgaged
Property without,as to the remainder,in any way impairing,affecting,subordinating,or releasing
the lien or security interests evidenced by this Deed of Trust or the other Loan Documents or
affecting the obligations of Grantor or any other party to pay the Debt or perform and discharge
the Obligations. For payment of the Debt,Beneficiary may resort to any of the collateral therefor
in such order and manner as Beneficiary may elect. No collateral heretofore, herewith, or
hereafter taken by Beneficiary shall in any manner impair or affect the collateral given pursuant
to the Loan Documents,and all collateral shall be taken,considered,and held as cumulative.
(e) Grantor hereby irrevocably and unconditionally waives and releases: (i)all
benefits that might accrue to Grantor by virtue of any present or future law exempting the
Mortgaged Property from attachment, levy or sale on execution or providing for any
appraisement, valuation, stay of execution, exemption from civil process, redemption, or
extension of time for payment;(ii)all notices of any Event of Default or of Trustee's exercise of
any right,remedy,or recourse provided for under the Loan Documents;and(iii)any right to a
marshalling of assets or a sale in inverse order of alienation.
(f) Grantor and Beneficiary mutually agree that there are no,nor shall there be any,
implied covenants of good faith and fair dealing or other similar covenants or agreements in the
Loan Documents. All agreed contractual duties are set forth in the Loan Documents.
ARTICLE VIII
SPECIAL PROVISIONS
8.1 Condemnation Proceeds. Beneficiary shall be entitled to receive any and all
sums which may be awarded and become payable to Grantor for condemnation of the Mortgaged
Property or any part thereof, for public or quasi-public use, or by virtue of private sale in lieu
thereof,and any sums which may be awarded or become payable to Grantor for damages caused by
public works or construction on or near the Mortgaged Property. All such sums are hereby assigned
to Beneficiary,and Grantor shall,upon request of Beneficiary,make,execute,acknowledge,and
deliver any and all additional assignments and documents as may be necessary from time to time to
enable Beneficiary to collect and receipt for any such sums. Beneficiary shall not be,under any
circumstances,liable or responsible for failure to collect,or exercise diligence in the collection ot,
any of such sums. Any sums received by Beneficiary as a result of condemnation shall be applied to
the Debt in accordance with the provision of Section 7.4 hereof.
8.2 Insurance Proceeds. The proceeds of any and all insurance upon the Mortgaged
Property(other than proceeds of general public liability insurance)shall be collected by Beneficiary,
and Beneficiary shall have the option,in Beneficiary's sole discretion,to apply any proceeds so
collected either to the restoration of the Mortgaged Property,in the amounts,manner,method and
pursuant to such requirements and documents as Beneficiary may require,or to the liquidation of the
Debt in accordance with the provisions of Section 7.4 hereof.
8.3 Reserve for Impositions and Insurance Premiums. At Beneficiary's request,
Grantor shall create a fund or reserve for the payment of all insurance premiums and Impositions
against or affecting the Mortgaged Property by paying to Beneficiary, on the first day of each
calendar month prior to the maturity of the Note,a sum equal to the premiums that will next become
due and payable on the insurance policies covering Grantor,the Mortgaged Property or any part
thereof or such other insurance policies required hereby or by the Loan Documents,plus Impositions
next due on the Mortgaged Property or any part thereof as estimated by Beneficiary,less all sums
paid previously to Beneficiary therefor, divided by the number of months to elapse before one
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month prior to the date when each of such premiums and Impositions will become due,such sums to
be held by Beneficiary without interest to Grantor,unless interest is required by applicable law,for
the purposes of paying such premiums and Impositions. Any excess reserve shall,at the discretion
of Beneficiary,be credited by Beneficiary on subsequent reserve payments or subsequent payments
to be made on the Note by the maker thmr.cf, and any deficiency shall be paid by Grantor to
Beneficiary on or before the date when Beneficiary demands such payment to be made,but in no
event after the date when such premiums and Impositions shall become delinquent. In the event
there exists a deficiency in such fund or reserve at any time when Impositions or insurance
premiums are due and payable,Beneficiary may,but shall not be obligated to,advance the amount
of such deficiency on behalf of Grantor and such amounts so advanced shall become a part of the
Debt,shall be immediately due and payable,and shall bear interest at the Default Rate from the date
of such advance through and including the date of repayment. Transfer of legal title to the
Mortgaged Property shall automatically transfer to the holder of legal title to the Mortgaged
Property the interest of Grantor in all sums deposited with Beneficiary under the provisions hereof
or otherwise.
8.4 INDEMNITY. GRANTOR SHALL INDEMNIFY,DEFEND,AND HOLD
HARMLESS BENEFICIARY FROM AND AGAINST ANY AND ALL LIABILITY,
DAMAGE, LOSS, COST, OR EXPENSE (INCLUDING, WITHOUT LIMITATION,
REASONABLE ATTORNEYS'FEES AND EXPENSES),ACTION,PROCEEDING,CLAIM
OR DISPUTE INCURRED OR SUFFERED BY BENEFICIARY, WHETHER
VOLUNTARILY OR INVOLUNTARILY INCURRED OR SUFFERED,IN RESPECT OF
THE FOLLOWING:
(i) ANY LITIGATION CONCERNING THIS DEED OF TRUST, THE
OTHER LOAN DOCUMENTS OR THE MORTGAGED PROPERTY, OR ANY
INTEREST OF GRANTOR OR BENEFICIARY THEREIN, OR THE RIGHT OF
OCCUPANCY THEREOF BY GRANTOR OR BENEFICIARY, WHETHER OR NOT
ANY SUCH LITIGATION IS PROSECUTED TO A FINAL, NON-APPEALABLE
JUDGMENT, EXCEPTING ANY SUCH LITIGATION IN WHICH GRANTOR
PREVAILS;
(ii) ANY DISPUTE,INCLUDING DISPUTES AS TO THE DISBURSEMENT
OF PROCEEDS OF THE NOTE NOT YET DISBURSED,AMONG OR BETWEEN ANY
OF THE CONSTITUENT PARTIES OR OTHER PARTNERS OR VENTURERS OF
GRANTOR IF GRANTOR IS A GENERAL OR LIMITED PARTNERSHIP,OR AMONG
OR BETWEEN ANY EMPLOYEES,OFFICERS,DIRECTORS OR SHAREHOLDERS
OF GRANTOR IF GRANTOR IS A CORPORATION,OR AMONG OR BETWEEN ANY
MEMBERS,TRUSTEES OR OTHER RESPONSIBLE PARTIES IF GRANTOR IS AN
ASSOCIATION,TRUST OR OTHER ENTITY;
(iiii) ANY ACTION TAKEN OR NOT TAKEN BY BENEFICIARY OR
TRUSTEE WHICH IS ALLOWED OR PERMITTED UNDER THIS DEED OF TRUST
OR ANY OF THE OTHER LOAN DOCUMENTS RELATING TO GRANTOR, THE
MORTGAGED PROPERTY, ANY CONSTITUENT PARTIES OR OTHERWISE IN
CONNECTION WITH THE LOAN DOCUMENTS, INCLUDING WITHOUT
LIMITATION, THE PROTECTION OR ENFORCEMENT OF ANY LIEN,SECURITY
INTEREST OR OTHER RIGHT, REMEDY OR RECOURSE CREATED OR
AFFORDED BY THIS DEED OF TRUST OR THE OTHER LOAN DOCUMENTS;
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(iv) ANY ACTION BROUGHT BY BENEFICIARY OR TRUSTEE
AGAINST GRANTOR UNDER THIS DEED OF TRUST OR THE OTHER LOAN
DOCUMENTS,WHETHER OR NOT SUCH ACTION IS PROSECUTED TO A
FINAL, NON—APPEALABLE JUDGMENT, EXCEPTING ANY SUCH
LITIGATION IN WHYCIEI GRANTOR PREVAILS;AND
(v) ANY AND ALL LOSS, DAMAGE, COSTS, EXPENSE, ACTION,
CAUSES OF ACTION,OR LIABILITY(INCLUDING ATTORNEYS'FEES AND
COSTS)DIRECTLY OR INDIRECTLY ARISING FROM OR ATTRIBUTABLE
TO THE USE, GENERATION, MANUFACTURE, PRODUCTION, STORAGE,
RELEASE, THREATENED RELEASE, DISCHARGE, DISPOSAL, OR
PRESENCE OF A HAZARDOUS SUBSTANCE ON, IN, UNDER OR ABOUT
THE MORTGAGED PROPERTY, WHETHER KNOWN OR UNKNOWN AT
THE TIME OF THE EXECUTION HEREOF, INCLUDING WITHOUT
LIMITATION (A) ALL FORESEEABLE CONSEQUENTIAL DAMAGES OF
ANY SUCH USE, GENERATION, MANUFACTURE, PRODUCTION,
STORAGE, RELEASE, THREATENED RELEASE, DISCHARGE, DISPOSAL,
OR PRESENCE,AND(B)THE COSTS OF ANY REQUIRED OR NECESSARY
ENVIRONMENTAL INVESTIGATION OR MONITORING, ANY REPAIR,
CLEANUP,OR DETOXIFICATION OF THE MORTGAGED PROPERTY,AND
THE PREPARATION AND IMPLEMENTATION OF ANY CLOSURE,
REMEDIAL OR OTHER REQUIRED PLANS.
BENEFICIARY AND/OR TRUSTEE MAY EMPLOY AN ATTORNEY OR
ATTORNEYS TO PROTECT OR ENFORCE ITS RIGHTS, REMEDIES AND
RECOURSES UNDER THIS DEED OF TRUST AND THE OTHER LOAN
DOCUMENTS, AND TO ADVISE AND DEFEND BENEFICIARY AND/OR
TRUSTEE WITH RESPECT TO ANY SUCH ACTIONS AND OTHER MATTERS.
GRANTOR SHALL REIMBURSE BENEFICIARY AND/OR TRUSTEE FOR
THEIR RESPECTIVE REASONABLE ATTORNEYS' FEES AND EXPENSES
(INCLUDING REASONABLE EXPENSES AND COSTS FOR EXPERTS)WITHIN
TEN (10) DAYS AFTER RECEIPT OF A WRITTEN DEMAND THEREFOR,
WHETHER ON A MONTHLY OR OTHER TIME INTERVAL, AND WHETHER
OR NOT AN ACTION IS ACTUALLY COMMENCED OR CONCLUDED. ALL
OTHER REIMBURSEMENT AND INDEMNITY OBLIGATIONS HEREUNDER
SHALL BECOME DUE AND PAYABLE WHEN ACTUALLY INCURRED BY
BENEFICIARY AND/OR TRUSTEE. ANY PAYMENTS NOT MADE WITHIN
FIVE (5) DAYS AFTER WRITTEN DEMAND THEREFOR SHALL BEAR
INTEREST AT THE DEFAULT RATE FROM THE DATE OF SUCH DEMAND
UNTIL FULLY PAID. THE PROVISIONS OF THIS SECTION 8A SHALL
SURVIVE REPAYMENT OF THE INDEBTEDNESS AND PERFORMANCE OF
THE OBLIGATIONS,THE RELEASE OF THE LIEN OF THIS DEED OF TRUST,
ANY FORECLOSURE (OR ACTION IN LIEU OF FORECLOSURE) AND THE
EXERCISE BY BENEFICIARY OF ANY AND ALL REMEDIES SET FORTH
HEREIN OR IN THE LOAN DOCUMENTS. NOTWITHSTANDING ANYTHING
CONTAINED TO THE CONTRARY IN THIS SECTION 8.4, THE PROVISIONS
OF THIS SECTION 8.4 DO NOT APPLY TO,AND GRANTOR IS NOT LIABLE
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AND DOES NOT INDEMNITY BENEFICIARY FOR,ANY LIABILITY,DAMAGE,
LOSS, COST OR EXPENSE, ACTION, PROCEEDING, CLAIM OR DISPUTE
RESULTING FROM THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT
OF BENEFICIARY.
8.5 Subrogation. Grantor waives any and all right to claim,recover,or subrogation
against Beneficiary or its officers,directors,employees,agents,attorneys,or representatives for loss
or damage to Grantor,the Mortgaged Property,Grantor's property or the property of others under
Grantor's control from any cause insured against or required to be insured against by the provisions
of the Loan Documents.
8.6 Setoff. Beneficiary shall be entitled to exercise the right of setoff against the
interest of Grantor in and to each and every account and other property of Grantor which are in the
possession of Beneficiary to the full extent of the outstanding balance of the Debt.
8.7 Consent to Disposition. It is expressly agreed that Beneficiary may predicate
Beneficiary's decision to grant or withhold consent to a Disposition,on such terms and conditions as
Beneficiary may require, in Beneficiary's sole discretion, including without limitation
(i)consideration of the creditworthiness of the party to whom such Disposition will be made and its
management ability with respect to the Mortgaged Property, (ii)consideration of whether the
security for repayment of the Debt and the performance and discharge of the Obligations, or
Beneficiary's ability to enforce its rights,remedies,and recourses with respect to such security,will
be impaired in any way by the proposed Disposition,(iii)an increase in the rate of interest payable
under the Note or any other change in the terms and provisions of the Loan Documents,
(iv)reimbursement of Beneficiary for all costs and expenses incurred by Beneficiary in investigating
the creditworthiness and management ability of the party to whom such Disposition will be made
and in determining whether Beneficiary's security will be impaired by the proposed Disposition,
(v)payment to Beneficiary of a transfer fee to cover the cost of documenting the Disposition in its
records, (vi)payment of Beneficiary's reasonable attorneys' fees in connection with such
Disposition,(vii)the express assumption of payment of the Debt and performance and discharge of
the Obligations by the party to whom such Disposition will be made(with or without the release of
Grantor from liability for such Debt and Obligations),(viii)the execution of assumption agreements.
modification agreements,supplemental loan documents,and financing statements,satisfactory in
form and substance to Beneficiary,(ix)endorsements(to the extent available under applicable law)
to any existing mortgagee title insurance policies or construction binders insuring Beneficiary's liens
and security interests covering the Mortgaged Property,and(x)the provision of additional security
for the payment of the Debt and performance and discharge of the Obligations.
8.8 Contest of Certain Claims. Notwithstanding the provisions of Sections 4.5 or
4.11 hereof, Grantor shall not be in default for failure to pay or discharge any Imposition or
mechanic's or materialman's lien asserted against the Mortgaged Property if, and so long as, (a)
Grantor shall have notified Beneficiary of same within ten(10)days of obtaining knowledge thereof;
(b)Grantor shall diligently and in good faith contest the same by appropriate legal proceedings
which shall operate to prevent the enforcement or collection of the same and the sale of the
Mortgaged Property or any part thereof, to satisfy the same; (c) Grantor shall have furnished to
Beneficiary a cash deposit, or an indemnity bond satisfactory to Beneficiary with a surety
satisfactory to Beneficiary, in the amount of the Imposition or mechanic's or materialmaa's lien
claim,plus a reasonable additional sum to pay all costs,interest and penalties that may be imposed
or incurred in connection therewith,to assure payment of the matters under contest and to prevent
any sale or forfeiture of the Mortgaged Property or any part thereof;(d)Grantor shall promptly upon
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final determination thereof pay the amount of any such Imposition or claim so determined,together
with all costs,interest and penalties which may be payable in connection therewith;(e)the failure to
pay the Imposition or mechanic's or materialman's lien claim does not constitute a default under any
other deed of trust,mortgage or security interest covering or affecting any part of the Mortgaged
Prope. ; and (I) notwithstanding the foregoing, Grantor shall immediately upon request of
Beneficiary pay(and if Grantor shall fail so to do,Beneficiary may,but shall not be required to,pay
or cause to be discharged or bonded against)any such Imposition or claim notwithstanding such
contest,if in the reasonable opinion of Beneficiary the Mortgaged Property shall be in jeopardy or in
danger of being forfeited or foreclosed. Beneficiary may pay over any such cash deposit or part
thereof to the claimant entitled thereto at any time when, in the judgment of Beneficiary, the
entitlement of such claimant is established.
ARTICLE IX
ASSIGNMENT OF LEASES AND RENTS
9.1 Assinment. Grantor hereby assigns to Beneficiary,as security for the payment
of the Debt and the performance and discharge of the Obligations,the Leases and the Rents subject
only to the Permitted Exceptions applicable thereto;provided,however,that if Grantor shall pay or
cause to be paid the Debt as and when same shall become due and payable and shall perform and
discharge or cause to be performed and discharged the Obligations on or before the date same are to
be performed and discharged,then this assignment shall terminate and be of no further force and
effect,and all rights,titles,and interests conveyed pursuant to this assignment shall become vested
in Grantor without the necessity of any further act or requirement by Grantor, Trustee, or
Beneficiary.
9.2 Enforcement of Leases. Grantor shall(i)submit any and all proposed Leases to
Beneficiary for approval prior to the execution thereof;(ii)duly and punctually perform and comply
with any and all representations,warranties,covenants,and agreements expressed as binding upon
the lessor under any Lease;(iii)maintain each of the Leases in full force and effect during the term
thereof;(iv)appear in and defend any action or proceeding in any manner connected with any of the
Leases;(v)deliver to Beneficiary copies of all Leases;and(vi)deliver to Beneficiary such further
information,and execute and deliver to Beneficiary such further assurances and assignments,with
respect to the Leases as Beneficiary may from time to time request. Without Beneficiary's prior
written consent,Grantor shall not(i)do or knowingly permit to be done anything to impair the value
of any of the Leases;(ii)except for security or similar deposits,collect any of the Rent more than
one month in advance of the time when the same becomes due under the terms of any Lease;
(iii)discount any future accruing Rents; (iv)amend, modify, or terminate any of the Leases; or
(v)assign or grant a security interest in or to any of the Leases or Rents.
9.3 No Mereer of Estates. So long as any part of the Debt and the Obligations
secured hereby remain unpaid and unperformed or undischarged,the fee and leasehold estates to the
Mortgaged Property shall not merge but rather shall remain separate and distinct,notwithstanding
the union of such estates either in Grantor,Beneficiary,any lessee,or any third party purchaser or
otherwise.
9.4 GRANTOR'S INDEMNITIES. GRANTOR SHALL INDEMNIFY
AND HOLD HARMLESS BENEFICIARY AND TRUSTEE FROM AND AGAINST
ANY AND ALL LIABILITY, LOSS, COST, DAMAGE, OR EXPENSE WHICH
BENEFICIARY MAY INCUR UNDER OR BY REASON OF THIS ASSIGNMENT,
OR FOR ANY ACTION TAKEN BY BENEFICIARY AND/OR TRUSTEE
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HEREUNDER, OR BY REASON OF OR IN DEFENSE OF ANY AND ALL
CLAIMS AND DEMANDS WHATSOEVER WHICH MAY BE ASSERTED
AGAINST BENEFICIARY AND/OR TRUSTEE ARISING OUT OF THE LEASES
OR WITH RESPECT TO THE RENTS. IN THE EVENT BENEFICIARY AND/OR
TRUSTEE INCURS ANY SUCH LIABILITY, LOSS, COST, DAMAGE, OR
EXPENSE, THE AMOUNT THEREOF TOGETHER WITH ALL REASONABLE
ATTORNEYS' FEES AND INTEREST THEREON AT THE DEFAULT RATE
SHALL BE PAYABLE BY GRANTOR TO BENEFICIARY AND/OR TRUSTEE
IMMEDIATELY,WITHOUT DEMAND,AND SHALL BE DEEMED A PART OF
THE INDEBTEDNESS AND SECURED UNDER ARTICLE II HEREOF;
PROVIDED, HOWEVER, THE AFORESAID INDEMNITY AND SAVE
HARMLESS OF GRANTOR SHALL NOT APPLY TO ANY LIABILITY CAUSED
BY BENEFICIARY'S NEGLIGENCE OR WILLFUL MISCONDUCT
OCCURRING WHILE BENEFICIARY HAS ACTUAL POSSESSION OF THE
MORTGAGED PROPERTY AND IS OPERATING SAME PURSUANT HERETO,
UPON FORECLOSURE OR OTHERWISE.
ARTICLE X
SECURITY AGREEMENT
10.1 Security Interest. This Deed of Trust(a)shall be construed as a deed of trust on
real property;and(b)shall also constitute and serve as a"Security Agreement"on personal property
within the meaning of,and shall constitute until the grant of this Deed of Trust shall terminate as
provided in Section 12.1 hereof, a first and prior security interest under the Code as to property
within the scope thereof and in the state where the Mortgaged Property is located with respect to the
Personalty, Fixtures, Construction Contracts, Contracts, Plans, Declarant's Rights, Leases and
Rents. To this end, Grantor has GRANTED, BARGAINED, CONVEYED, ASSIGNED,
TRANSFERRED,and SET OVER,and by these presents does GRANT,BARGAIN,CONVEY,
ASSIGN, TRANSFER and SET OVER,unto Trustee and Beneficiary, a first and prior security
interest in all of Grantor's right,title and interest in,to,under and with respect to the Personalty,
Fixtures,Construction Contracts,Contracts,Plans.Declarant's Rights,Leases,and Rents to secure
the full and timely payment of the Debt and the full and timely performance and discharge of the
Obligations. It is the intent of Grantor,Beneficiary,and Trustee that this Deed of Trust encumber
all Leases and Rents,that all items contained in the definition of"Leases"and"Rents"which are
included within the Code be covered by the security interest granted in this Article X.and that all
items contained in the definition of"Leases"and"Rents"which are excluded from the Code be
covered by the provisions of Article II and Article IX hereof.
10.2 Financing Statements. Grantor hereby agrees with Beneficiary to execute and
deliver to Beneficiary, in form and substance satisfactory to Beneficiary, such "Financing
Statements"and such further assurances as Beneficiary may,from time to time,reasonably consider
necessary to create, perfect, and preserve Beneficiary's security interest herein granted, and
Beneficiary may cause such statements and assurances to be recorded and filed,at such times and
places as may be required or permitted by law to so create,perfect, and preserve such security
interest.
10.3 Construction Mortgage and Fixture Filing. This Deed of Trust secures future
advances to be used for construction of Improvements on the Land. Accordingly,this Deed of Trust
constitutes a"construction mortgage"under the Code. This Deed of Trust shall also constitute a
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Y, e0iater of Deeds pope 3r of 3B
"fixture filing"for the purposes of the Code. All or part of the Mortgaged Property are or are to
become fixtures secured hereby,and Grantor expressly covenants and agrees that the filing of this
Deed of Trust in the county where the Mortgaged Property is located shall also operate form the
time of filing hereof as a financing statement in accordance with Section 502(c)of the Code(Article
9—Secured Transactions). ?±+.formation conxri+ing the security interest herein meted may be
obtained from the parties hereto at the addresses set forth on the first page hereof. For purposes of
the security interest herein granted,the address of Debtor(Grantor)is set forth in the first paragraph
of this Deed of Trust,and the address of the Secured Party(Beneficiary)is set forth in Article I
hereof.
10.4 Representative Warranties and Covenants Regarding UCC Matters. Grantor
represents and warrants that(a)Grantor's name,identity,and state of organization are precisely as
referred to in the first paragraph of this Deed of Trust,(b)Grantor has been using or operating under
said name and identity without change since the date of Grantor's creation;(c)the location of all
tangible Personalty collateral is located upon the Land. Grantor covenants and agrees that Grantor
shall furnish Beneficiary with notice of any change in the matters,addressed by clause(a)or(b)of
this Section 10.4 within thirty(30)days prior to the effective date of any such change. Grantor
authorizes Beneficiary, at Grantor's cost, to execute and file instruments deemed necessary by
Beneficiary.
ARTICLE XI
CONCERNING THE TRUSTEE
11.1 No Reauired Action. Trustee shall not be required to take any action toward the
execution and enforcement of the trust hereby created or to institute,appear in,or defend any action,
suit,or other proceeding in connection therewith where,in his opinion,such action would be likely
to involve him in expense or liability,unless requested so to do by a written instrument signed by
Beneficiary and, if Trustee so requests, unless Trustee is tendered security and indemnity
satisfactory to Trustee against any and all cost,expense,and liability arising therefrom. Trustee
shall not be responsible for the execution,acknowledgment,or validity of the Loan Documents,or
for the proper authorization thereof,or for the sufficiency of the lien and security interest purported
to be created hereby,and Trustee makes no representation in respect thereof or in respect of the
rights,remedies,and recourses of Beneficiary.
11.2 Certain Rights. With the approval of Beneficiary,Trustee shall have the right to
take any and all of the following actions: (i)to select,employ,and advise with counsel(who may
be,but need not be,counsel for Beneficiary)upon any matters arising hereunder, including the
preparation,execution,and interpretation of the Loan Documents,and shall be fully protected in
relying as to legal matters on the advice of counsel, (ii)to execute any of the trusts and powers
hereof and to perform any duty hereunder either directly or through his agents or attorneys,(iii)to
select and employ, in and about the execution of his duties hereunder, suitable accountants,
engineers and other experts, agents and attorneys-in-fact, either corporate or individual, not
regularly in the employ of Trustee, and Trustee shall not be answerable for any act, default,
negligence, or misconduct of any such accountant, engineer or other expert, agent or
attorney-in-fact,if selected with reasonable care,or for any error of judgment or act done by Trustee
in good faith, or be otherwise responsible or accountable under any circumstances whatsoever,
except for Trustee's gross negligence or bad faith, and (iv)any and all other lawful action as
Beneficiary may instruct Trustee to take to protect or enforce Beneficiary's rights hereunder.
Trustee shall not be personally liable in case of entry by Trustee,or anyone entering by virtue of the
powers herein granted to Trustee,upon the Mortgaged Property for debts contracted for or liability
or damages incurred in the management or operation of the Mortgaged Property. Trustee shall have
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the right to rely on any instrument, document, or signature authorizing or supporting any action
taken or proposed to be taken by Trustee hereunder,believed by Trustee in good faith to be genuine.
Trustee shall be entitled to reimbursement for expenses incurred by Trustee in the performance of
Trustee's duties hereunder and to reasonable compensation for such of Trustee's services hereunder
es shall be rendered. Granter will, from time to time, pay the compensation due to Trustee
hereunder and reimburse Trustee for,and save Trustee harmless against,any and all liability and
expenses which may be incurred by Trustee in the performance of Trustee's duties.
11.3 Retention of Money. All moneys received by Trustee shall,until used or applied
as herein provided,be held in trust for the purposes for which they were received,but need not be
segregated in any manner from any other moneys(except to the extent required by applicable law)
and Trustee shall be under no liability for interest on any moneys received by Trustee hereunder.
11.4 Successor Trustees. Trustee may resign by the giving of notice of such
resignation in writing or verbally to Beneficiary. If Trustee shall die,resign,or become disqualified
from acting in the execution of this trust,or if,for any reason,Beneficiary shall prefer to appoint a
substitute trustee or multiple substitute trustees, or successive substitute trustees or successive
multiple substitute trustees,to act instead of the aforenamed Trustee,Beneficiary shall have full
power to appoint a substitute trustee(or,if piefeued,multiple substitute trustees)in succession who
shall succeed (and if multiple substitute trustees are appointed, each of such multiple substitute
trustees shall succeed)to all the estates,rights,powers,and duties of the aforenamed Trustee. Such
appointment may be executed by any authorized agent of Beneficiary,and if such Beneficiary be a
corporation and such appointment be executed in its behalf by any officer of such corporation,such
appointment shall be conclusively presumed to be executed with authority and shall be valid and
sufficient without proof of any action by the board of directors or any superior officer of the
corporation. Grantor hereby ratifies and confirms any and all acts which the aforenamed Trustee,or
his successor or successors in this trust,shall do lawfully by virtue hereof. If multiple substitute
Trustees are appointed,each of such multiple substitute Trustees shall be empowered and authorized
to act alone without the necessity of the joinder of the other multiple substitute trustees,whenever
any action or undertaking of such substitute trustees is requested or required under or pursuant to
this Deed of Trust or applicable law.
11.5 Perfection of Appointment. Should any deed,conveyance,or instrument of any
nature be required from Grantor by any Trustee or substitute Trustee to more fully and certainly vest
in and confirm to the Trustee or substitute Trustee such estates,rights,powers,and duties,then,
upon request by the Trustee or substitute Trustee, any and all such deeds, conveyances and
instruments shall be made, executed, acknowledged, and delivered and shall be caused to be
recorded and/or filed by Grantor.
11.6 Succession Instruments. Any substitute Trustee appointed pursuant to any of the
provisions hereof shall,without any further act,deed,or conveyance,become vested with all the
estates,properties,rights,powers,and trusts of its or his predecessor in the rights hereunder with
like effect as if originally named as Trustee herein;but nevertheless,upon the written request of
Beneficiary or of the substitute Trustee,the Trustee ceasing to act shall execute and deliver any
instrument transferring to such substitute Trustee,upon the trusts herein expressed,all the estates,
properties,rights,powers,and trusts of the Trustee so ceasing to act,and shall duly assign,transfer
and deliver any of the property and moneys held by such Trustee to the substitute Trustee so
appointed in the Trustee's place.
11.7 No Representation by Trustee or Beneficiary. By accepting or approving
anything required to be observed,performed,or fulfilled or to be given to Trustee or Beneficiary
32
577090v1
Deed of Trust-Juniper Creek

1111INllllllllllr1111l�l�ll�l P4 p � �
Srunswlek 16 1a r6 a04
�Y, eglster of Deeds page 33 of 39
pursuant to the Loan Documents, including without limitation, any officer's certificate, balance
sheet,statement of profit and loss or other financial statement,survey,appraisal,or insurance policy,
neither Trustee nor Beneficiary shall be deemed to have warranted,consented to,or affirmed the
sufficiency, legality, effectiveness, or legal effect of the same, or of any term, provision, or
condition thereof,and such acceptance or approval thereof shall not be or constitute any warranty or
affirmation with respect thereto by Trustee or Beneficiary.
ARTICLE MI
MISCELLANEOUS
12.1 Release. If the Debt is paid in full in accordance with the terms of this Deed of
Trust,the Note,and the other Loan Documents,and if Grantor shall well and truly perform each and
every one of the Obligations to be performed and discharged in accordance with the terms of the
Loan Documents,then this conveyance shall become null and void and be released at Grantor's
request and expense,and Beneficiary shall have no further obligation to make advances under and
pursuant to the provisions hereof or in the other Loan Documents.
12.2 Performance at Grantor's Expense. Subject to the provisions of Section 12.11
hereof,Grantor shall(i)pay all reasonable legal fees incurred by Beneficiary in connection with the
preparation of the Loan Documents (including any amendments thereto or consents,releases,or
waivers granted thereunder);(ii)reimburse Beneficiary,within ten(10)days after demand,for all
amounts expended,advanced,or incurred by Beneficiary to satisfy any obligation of Grantor under
the Loan Documents, which amounts shall include all court costs, reasonable attorneys' fees
(including, without limitation, for trial, appeal, or other proceedings), fees of auditors and
accountants and other investigation expenses reasonably incurred by Beneficiary in connection with
any such matters; and (iii)any and all other reasonable costs and expenses of performing or
complying with any and all of the Obligations. Except to the extent that costs and expenses are
included within the definition of"Debt,"the payment of such costs and expenses shall not be
credited,in any way and to any extent,against any installment on or portion of the Debt.
12.3 Survival of Obligations. Each and all of the Obligations shall survive the
execution and delivery of the Loan Documents and the consummation of the loan called for therein
and shall continue in full force and effect until the Debt shall have been paid in full;provided,
however, that nothing contained in this Section 12.3 shall limit the obligations of Grantor as
otherwise set forth herein.
12.4 Recording and Filing. Grantor will cause the Loan Documents(requested by the
Beneficiary)and all amendments and supplements thereto and substitutions therefor to be recorded,
filed,re-recorded,and refiled in such manner and in such places as Trustee or Beneficiary shall
reasonably request, and will pay all such recording, filing, re-recording and refiling taxes,
documentary stamp taxes,fees,and other charges.
12.5 Notices. Any notice,request or other communication required or permitted to be
given hereunder shall be given in writing by any of the following methods: (i)registered or certified
mail, (ii) facsimile, (iii) delivered personally by courier service, or (iv) delivered by nationally
recognized overnight delivery service;in each case,addressed to the respective parties as set forth
on Page 1 of this Deed of Trust. Each notice or other communication will be treated as effective and
as having been given and received(i)if sent by certified mail,or registered mail,three(3)business
days after deposit in a regularly maintained receptacle for deposit of United States mail,(ii)if sent
by facsimile, upon written or electronic confirmation of facsimile transfer, (iii) if delivered by
courier,upon written or electronic confirmation of delivery from such service, or(iv)if sent by
33
577090v1
Deed of Trust—Juniper Creek

1111111111111111) IJII)01111
oilstor of
LtiØOP Niger34 of as
nationally-recognized overnight delivery service,upon written or electronic confirmation of delivery
from such service. Grantor's address for notice may be changed at any time and from time to time,
but only after thirty(30)days' advance written notice to Beneficiary and shall be the most recent
such address furnished in writing by them to Beneficiary. Beneficiary's address for notice may be
changed at any time and from time to time,but only after written notice to Grantor and shall be the
most recent such address furnished in writing by Beneficiary to Grantor. Actual notice,however
and from whomever given or received,shall always be effective when received.
12.6 Covenants Running with the Land. All Obligations contained in this Deed of
Trust and the other Loan Documents are intended by Grantor,Beneficiary,and Trustee to be,and
shall be construed as,covenants running with the Mortgaged Property until the lien of this Deed of
Trust has been fully released by Beneficiary.
12.7 Successors and Assigns. All of the terms of the Loan Documents shall apply to,
be binding upon,and inure to the benefit of the parties thereto,their successors,assigns,heirs,and
legal representatives,and all other Persons claiming by,through,or under them.
12.8 No Waiver,Severability. Any failure by Trustee or Beneficiary to insist,or any
election by Trustee or Beneficiary not to insist,upon strict perfonnance by Grantor or others of any
of the terms,provisions,or conditions of the Loan Documents shall not be deemed to be a waiver of
same or of any other terms,provisions,or conditions thereof,and Trustee or Beneficiary shall have
the right at any time or times thereafter to insist upon strict performance by Grantor or others of any
and all of such terms, provisions, and conditions. The Loan Documents are intended to be
performed in accordance with, and only to the extent permitted by, all applicable Legal
Requirements. If any provision of any of the Loan Documents or the application thereof to any
Person or circumstance shall,for any reason and to any extent,be invalid or unenforceable,then
neither the remainder of the instrument in which such provision is contained nor the application of
such provision to other Persons or circumstances nor the other instruments referred to herein shall be
affected thereby,but rather shall be enforced to the greatest extent permitted by law.
12.9 Counterparts. To facilitate execution,this Deed of Trust may be executed in as
many counterparts as may be convenient or required. It shall not be necessary that the signature and
acknowledgment of,or on behalf of;each party,or that the signature and acknowledgment of all
Persons required to bind any party,appear on each counterpart. All counterparts shall collectively
constitute a single instrument. It shall not be necessary in making proof of this Deed of Trust to
produce or account for more than a single counterpart containing the respective signatures and
acknowledgment of,or on behalf of,each of the parties hereto. Any signature and acknowledgment
page to any counterpart may be detached from such counterpart without impairing the legal effect of
the signatures and acknowledgments thereon and thereafter attached to another counterpart identical
thereto except having attached to it additional signature and acknowledgment pages.
12.10 Applicable Law.Except to the extent that the validity or perfection of security
interests or remedies in respect of any particular collateral is governed by the laws of a jurisdiction
other than the state of Texas,this Deed of Trust and the other Loan Documents shall be construed in
accordance with and governed by the substantive laws of the state of Texas,without regard to its
conflict of laws provisions.
12.11 Interest Provisions:Savings Clause. It is expressly stipulated and agreed to be
the intent of Grantor and Beneficiary at all times to comply strictly with the applicable Texas law
governing the maximum rate or amount of interest payable on the Note or the Related Indebtedness
(or applicable United States federal law to the extent that it permits Beneficiary to contract for,
34
577090vt
Deed of Trust—Juniper Creek

p1NIN111N1111 I�111 IIIIIIN �p�,y/:�;�,6� �7f�}A , ,a-;
Brunawtek cow,
y N� agJaEer 17. Cleo�n 8.004
of Deeds Page 35 of 3BOp
charge,take,reserve or receive a greater amount of interest than under Texas law). If the applicable
law is ever judicially interpreted so as to render usurious any amount(i)contracted for,charged,
taken,reserved or received pursuant to the Note,any of the other Loan Documents or any other
communication or writing by or between Grantor and Beneficiary related to the transaction or
transactions that are the subject matter of the Loan Documents, (ii)contracted for, charged or
received by reason of Beneficiary's exercise of the option to accelerate the maturity of the Note
and/or the Related Indebtedness,or(iii)Grantor will have paid or Beneficiary will have received by
reason of any voluntary prepayment by Grantor of the Note and/or the Related Indebtedness,then it
is Grantor's and Beneficiary's express intent that all amounts charged in excess of the Highest
Lawful Rate shall be automatically cancelled,ab initio and all amounts in excess of the Highest
Lawful Rate theretofore collected by Beneficiary shall be credited on the principal balance of the
Note and/or the Related Indebtedness(or,if the Note and all Related Indebtedness have been or
would thereby be paid in full,refunded to Grantor),and the provisions of the Note and the other
Loan Documents immediately be deemed reformed and the amounts thereafter collectible hereunder
and thereunder reduced,without the necessity of the execution of any new document, so as to
comply with the applicable law,but so as to permit the recovery of the fullest amount otherwise
called for hereunder and thereunder,provided,however,if the Note has been paid in full before the
end of the stated term of the Note,then Grantor and Beneficiary agree that Beneficiary shall,with
reasonable promptness after Beneficiary discovers or is advised by Grantor that interest was
received in an amount in excess of the Highest Lawful Rate,either refund such excess interest to
Grantor and/or credit such excess interest against the Note and/or any Related Indebtedness then
owing by Grantor to Beneficiary. Grantor hereby agrees that as a condition precedent to any claim
seeking usury penalties against Beneficiary, Grantor will provide written notice to Beneficiary,
advising Beneficiary in reasonable detail of the nature and amount of the violation,and Beneficiary
shall have sixty(60)days after receipt of such notice in which to correct such usury violation,if any,
by either refunding such excess interest to Grantor or crediting such excess interest against the Note
and/or the Related Indebtedness then owing by Grantor to Beneficiary. All sums contracted for,
charged or received by Beneficiary for the use,forbearance or detention of any debt evidenced by
the Note and/or the Related Indebtedness shall, to the extent permitted by applicable law, be
amortized or spread,using the actuarial method,throughout the stated term of the Note and/or the
Related Indebtedness(including any and all renewal and extension periods)until payment in full so
that the rate or amount of interest on account of the Note and/or the Related Indebtedness does not
exceed the Highest Lawful Rate from time to time in effect and applicable to the Note and/or the
Related Indebtedness for so long as debt is outstanding. In no event shall the provisions of
Chapter 346 of the Texas Finance Code(which regulates certain revolving credit loan accounts and
revolving triparty accounts)apply to the Note and/or the Related Indebtedness. Notwithstanding
anything to the contrary contained herein or in any of the other Loan Documents, it is not the
intention of Beneficiary to accelerate the maturity of any interest that has not accrued at the time of
such acceleration or to collect unearned interest at the time of such acceleration.
12.12 Ceiling Election. To the extent that Beneficiary is relying on Chapter 303 of the
Texas Finance Code to determine the Highest Lawful Rate payable on the Note and/or the Related
Indebtedness,Beneficiary will utilize the weekly ceiling from time to time in effect as provided in
such Chapter 303, as amended. To the extent United States federal law permits Beneficiary to
contract for,charge,take,receive or reserve a greater amount of interest than under Texas law,
Beneficiary will rely on United States federal law instead of such Chapter 303 for the purpose of
determining the Highest Lawful Rate. Additionally,to the extent permitted by applicable law now
or hereafter in effect,Beneficiary may,at its option and from time to time,utilize any other method
of establishing the Highest Lawful Rate under such Chapter 303 or under other applicable law by
giving notice,if required,to Grantor as provided by applicable law now or hereafter in effect.
35
577090v1
Deed of Trust—Juniper Creek

II1IIIIIII!IIIIfllll�IIl1l1l'lllll e4386 M . ;a to 0"
Brunswick County, NC sglstsr of Desdo paps 38 of 38
12.13 Subrogation. If any or all of the proceeds of the Note have been used to
extinguish,extend or renew any Indebtedness heretofore existing against the Mortgaged Property,
then,to the extent of such funds so used,Beneficiary shall be aubrogated to all of the rights,claims,
liens,titles,and interests existing against the Mortgaged Property heretofore held by,or in favor of,
the holder of such Indebtedness and such former rights,claims,liens,titles,and interests,if any,are
not waived but rather are continued in full force and effect in favor of Beneficiary and are merged
with the lien and security interest created herein as cumulative security for the repayment of the
Debt and the performance and discharge of the Obligations.
12.14 Rights Cumulative. Beneficiary shall have all rights,remedies,and recourses
granted in the Loan Documents and available at law or in equity(including,without limitation,those
granted by the Code and applicable to the Mortgaged Property or any portion thereon,and the same
(i)shall be cumulative and concurrent,(ii)may be pursued separately,successively,or concurrently
against Grantor or others obligated for the Debt or any part thereof,or against any one or more of
them,or against the Mortgaged Property,at the sole discretion of Beneficiary,(iii)may be exercised
as often as occasion therefor shall arise,it being agreed by Grantor that the exercise,discontinuance
of the exercise of or failure to exercise any of the same shall in no event be construed as a waiver or
release thereof or of any other right,remedy,or recourse,and(iv)are intended to be,and shall be,
nonexclusive. All rights and remedies of Beneficiary under the Loan Documents shall extend to any
period after the initiation of foreclosure proceedings,judicial or otherwise, with respect to the
Mortgaged Property.
12.15 Payments. Remittances in payment of any part of the Debt other than in the
required amount in funds immediately available at the place where the Note is payable shall not,
regardless of any receipt or credit issued therefor,constitute payment until the required amount is
actually received by Beneficiary in funds immediately available at the place where the Note is
payable(or such other place as Beneficiary,in Beneficiary's sole discretion,may have established
by delivery of written notice thereof to Grantor) and shall be made and accepted subject to the
condition that any check or draft may be handled for collection in accordance with the practice of
the collecting bank or banks. Acceptance by Beneficiary of any payment in an amount less than the
amount then due shall be deemed an acceptance on account only,and the failure to pay the entire
amount then due shall be and continue to be an Event of Default.
12.16 Exceptions to Covenants. Grantor shall not be deemed to be permitted to take
any action or to fail to take any action with respect to any particular covenant or condition contained
in any of the Loan Documents if the action or omission would result in the breach of any other
covenant or condition contained in any of the Loan Documents which has not been specifically
waived or consented to by Beneficiary,nor shall Beneficiary be deemed to have consented to any
such act or omission if the same would provide cause for acceleration of the Debt as a result of the
breach of any other covenant or condition contained in any of the Loan Documents which has not
been specifically waived or consented to by Beneficiary.
12.17 Reliance. Grantor recognizes and acknowledges that in entering into the loan
transaction evidenced by the Loan Documents and accepting this Deed of Trust,Beneficiary is
expressly and primarily relying on the truth and accuracy of the foregoing warranties and
representations set forth in Article III hereof without any obligation to investigate the Mortgaged
Property and notwithstanding any investigation of the Mortgaged Property by Beneficiary;that such
reliance exists on the part of Beneficiary prior hereto;that such warranties and representations are a
material inducement to Beneficiary in making the loan evidenced by the Loan Documents and
accepting of this Deed of Trust; and that Beneficiary would not be willing to make the loan
36
577090v1
Deed of Trust-Juniper Creek

lNllIIIIIN�IIII aunI�ullllll�il � o p „ ,
Wpo 37 of 38
evidenced by the Loan Documents and accept this Deed of Trust in the absence of any of such
warranties and representations.
12.18 Headings. The Article,Section,and Subsection entitlements hereof are inserted
for conveei.ec.ce of reference only and shall in no way alter, modify, or define, or be used in
construing the text of such Articles,Sections,or Subsections.
12.19 Construction. All pronouns,whether in masculine,feminine or neuter form,shall
be deemed to refer to the object of such pronoun whether same is masculine,feminine or neuter in
gender,as the context may suggest or require. All terms used herein,whether or not defined in
Section 1.1 hereof,and whether used in singular or plural form,shall be deemed to refer to the
object of such term whether such is singular or plural in nature,as the context may suggest or
require.
12.20 ENTIRE AGREEMENT;AMENDMENT. THIS DEED OF TRUST AND
THE OTHER LOAN DOCUMENTS EMBODY THE FINAL, ENTIRE AGREEMENT
AMONG THE PARTIES HERETO AND SUPERSEDE ANY AND ALL PRIOR
COMMITMENTS, AGREEMENTS, REPRESENTATIONS, AND UNDERSTANDINGS,
WHETHER WRITTEN OR ORAL,RELATING TO THE SUBJECT MATTER HEREOF
AND THEREOF AND MAY NOT BE CONTRADICTED OR VARIED BY EVIDENCE OF
PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OR
DISCUSSIONS OF THE PARTIES HERETO. THERE ARE NO ORAL AGREEMENTS
AMONG THE PARTIES HERETO. THE PROVISIONS OF THIS DEED OF TRUST AND
THE OTHER LOAN DOCUMENTS MAY BE AMENDED OR WAIVED ONLY BY AN
INSTRUMENT IN WRITING SIGNED BY THE RESPECTIVE PARTIES TO SUCH
DOCUMENT.
12/1 WAIVER OF RIGHT TO TRIAL BY JURY. GRANTOR HEREBY
IRREVOCABLY AND UNCONDITIONALLY WAIVES ALL RIGHT TO TRIAL BY JURY
IN ANY ACTION,SUIT,PROCEEDING,OR COUNTERCLAIM THAT RELATES TO OR
ARISES OUT OF ANY OF THE LOAN DOCUMENTS OR THE ACTS OR FAILURE TO
ACT OF OR BY BENEFICIARY IN THE ENFORCEMENT OF ANY OF THE TERMS OR
PROVISIONS OF THIS DEED OF TRUST OR THE OTHER LO?.N DOCUMENTS.
12.22 NOTICE OF INDEMNIFICATION. GRANTOR HEREBY
ACKNOWLEDGES AND AGREES THAT THIS DEED OF TRUST CONTAINS CERTAIN
INDEMNIFICATION PROVISIONS,INCLUDING,BUT NOT LIMITED TO, SECTIONS
7.1. S.4 AND 9.4 HEREOF WHICH MAY, IN CERTAIN INSTANCES, INCLUDE
INDEMNIFICATION BY GRANTOR OR OTHERS AGAINST BENEFICIARY'S OWN
NEGLIGENCE.
12.23 Reference to Deed of Trust. Any reference in this Deed of Trust to the"Deed of
Trust"shall refer to this Deed of Trust,as it may be amended,restated,modified,supplemented,or
extended.
[The remainder of this page is left blank intentionally;signature page follows.]
37
577090v1
Deed of Trust—Juniper Creek

IIIIuIEIIIIIIIIII IIINIIIIIIIIII11 �38s phi s 0
B fck County, NC Reg/atar of Dead. page 3a of 3B
EXECUTED and delivered this the 25day of June,2020,to be effective as of the Effective
Date.
GRANTOR: JUNIPER CREEK DEVELOPMENT,LLC,
a North Carolina limited liability company
04
By: ! • ���
Name: Steve S uttleworth
Title: Manager
STATE OF 1�j(‘ckf\CCASZ1t §
COUNTY OF \V 1Q.kb. §
This instrument was acknowledged before me on the ZP)day of June, 2020, by Steve
Shuttleworth, the Manager of Juniper Creek Development, LLC, a North Carolina limited liability
company,on behalf of said limited liability company.
RAGHE1y. BENICGE
NCIARY pt�1er.„..."-P31/4
(seal) NEW HANOVER COUNTY,NC
E t2.2024 Notary Public,State of �01[��1f1 Vek
Ely Coomlusloncm1µ;%5I e,T t 71%/ZOZy
38
577090v1
Deed of Trust-Juniper Creek

11111111111111111110111111111111 14386 P8442 06-29-2120
16:13:16.004
runselok County, NC Register Deed:. Are 39 IUi0f
1OP
EXHIBIT A
LEGAL DESCRIPTION OF LAND
przo,sareafaak
MEG ALL OF THAT 1113S ACRES TRACT LOCATES ALONG US HIGHWAY 74176 AS MINN ON A HAP
NECOHDID IN MAP Quart xi,PAGE 4611 OF MS ninewmx COUNTY REGISTRY.
LESS AND EXCEPTING ALL OF THOU LOIS 43 o4g7,10,111,11.21.31 AND 33 AS WORM ON A MAP
RECORDED IN MAP WNW 34 PAGE HA OF TM uummac couNnr reranty
ALSO LESS AND EXCEPTING ALL OF THOSE LOTS 12,13,1461607411,73,30 AM 31 AS SHOWN ON A MAY
SECONDED r HAP CARNET SI,PAGE SI OT THE BRUNWHICK C0131411 Rionmer.
temiditalismiL4E
ARC ALL OF LOTS 12,13 AND 14,SECTION 1 ATOM CREEK AS SHOWN ON AMA?RECORDED IN
MAP CAINK'T 5I PAGE G OF IDE vainagnaccouwry 11116Wiltt
markftiosesowera
UM ALLOY LOTS 26.17§71479.31 AND 31.sacrion mom CREIX AS SHOWN ON AMA?
PEcCh11EDINMAPCA8INET51,PACEI OP THE mturevaac COUNTY REGISTRY.
•
•
39
577090v I
Deed of Trust-Juniper Creek
•

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rcalaaJek County, plater of Deeds page E of 7
MEMIMMIMENOMIMINEIMM
UCC FINANCING STATEMENT 0k�?�r��
FOLLOW INSTRUCTIONS
i�uasye PHONE OF CONTACTATFLEE(opJona) 1�A
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C.SEND ACKNOWLEDGMENT TO: (Name and Address) ~"�C�h$�--�Ffna((ce��
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rNew Providence Capital Lending II,LP —I f Original.
4D 09 Cole Avenue,
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THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY
1.DEBTOR'S NAME Proelds arty pea Dabs tom.(1s or 1b)(use egad ad now do not omit.moery orabereeaa sty pert ores Debars sems)cony pen tow bndddn]Debtor.
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la.ORGANIZATIONS NAME
Juniper Creek Development,LLC
OR
lb.INDMDINL•S SURNAME FIRST PERSONAL NAME AOCITIOMV.NAME(S)ANTAL(S) SUFFIX
le MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY
711 Carolina Beach Avenue North Carolina Beach NC 28428 USA
2.DEBTOR'S NAME:Avoids ay ssa Debtor vie pa or20)(use soul.IN new do M amk madly,or obbndad any part M the DMaors name If try pert of Ma klddaW Debtor%
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2a.ORGANIZATIONS NAME
OR
24 INDIVIDUALS SURNAME FIRST PERSONAL NAME ADDMONLNAME(S)ANITAI(S) SUFFIX
2a MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY
S.SECURED PARTY'S NAME(or NAME d ASSIGNEE orASSIGNOR SECURED PARTYF Pmda only=Saarad Pay sae.(8e orab)
Ba.ORGANIZATIONS NAME
New Providence Capital Lending II,LP
OR S4 INDIVIDUALS SURNAME 'FIRST PERSONAL NAME (ADDITIONAL NAMEglysinIAge) SUFFIX
I
Sc SWUNG ADDRESS CITY STATE POSTAL CODE COUNTRY
4809 Cole Avenue,Suite 335 Dallas TX 75205 USA
— 4.COLLATERAL T na la nnao Amami doves Ire e Mosta Mawr
The collateral is described on the attached Exhibit A which is hereby incorporated by reference.
This financing statement is presented for filing with the Brunswick County,North Carolina County Clerk.
S.Cheek ask rappaoable and amasses ens ban:Coimbra]e I Iheld In aTnm(re UCCIAd.Ms 17earl InarMms) rinsing amdnataed by a Decedent%Peanut Representative
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❑FrSlcRrenes Traeealon ❑Menuan notssea TrawaMon 11 A Debtor lea TaamMIn5 USIy Madasel Um NaMJCC Feu
7.ALTERNATIVE DESIGNATION at ammo.* L La stenesser -1 1 Caaalon Caut5 a rI SYaBuyar 9al5NBMa I Lassa/loaror
A.OPTIONAL FILER REFERENCE DATA:
International Aasotlatlon of Comwtlal Administrators(L4CA1 FILING OFFICE COPY—UCC FINANCING STATEMENT(Form UCC1)(Rev.04/20111)

•
VII111.10I IIIII III IIIYIIIIIIIIIIIII 1
re311
PO4. 1 7 18 6
Brunswick County, NC Register of Deeds page 2 of 7
UCC FINANCING STATEMENT ADDENDUM
FOLLOW INSTRUCTIONS
N.NAME OF FIRST DEBTOR:Sera so ins la orl0 an Manche Shihime0.•If In910wa.left blank
became Individual Dabler toms dd MIX check nee 0
R.ORGANIZATIONS NAME
Juniper Creek Development,LLC
OR ay INDIVIDUAL'S SURNAME
FIRST PERSONAL NAME
ADDITIONALNAME(S)IINtTW{S) SUFFIX
THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY
1D.DEBTOR'S NAME Provide(10a or 10b)ofdr add additional Debts nano or Debar name dal and note to line lb arro of the Rnandre Statement(Farm UCCI)(rote mesa,Ad none;
— ao not and molly,or abbreviate any pad of am Debtors name)end enter Se rwlarp address In One 10c.
10a.ORGANIZATIONS NAME
OR 100.INDIVIDUAL'S SURNAME
INDMDUAL S FIRST PERSONAL NAME
INDIVIDUAL'SADDrONAL NAUE(S)IINTIAL(S) SUFFIX
10c.MAILING ADDRESS -CITY STATE POSTAL CODE COUNTRY
11. ADDITIONAL SECURED PARTY'S NAME !a n ASSIGNOR SECURED PARTY'8 NAME:Provide any mamma(1u of 119)
110.ORGANIZATIONS NAME
OR 116 INDIVIDAL'S SURNAME FIRST PERSONAL NAME ADDITIONAL W RE(SNNDIAL(S) SUFFIX
116 SWUNG ADDRESS CITY STATE POSTAL CODE COUNTRY
12.ADDITIONAL SPACE FOR ITEM 4(Colleen*
13.m TN.ANANON)STATEMENT Is N baled[for romd](m monied)In Si. 14_T01s FINANCING STATEMENT:
REAL ESTATE RECORDS Of applicable) ❑mom SmWrm W al ❑wren as-edaNYd mlmwal m Is Gad as aEAMSIRIS
1S.Nmm and Minima■RSCORO OWNER area whim described to ran 1e 10.IbRlew of reel*stale:
(a WAN does nal MN,a Naomi bump*
see attached description of collateral
(Brunswick County,North Carolina)
17.MISCELLANEOUS: malbr�p
FILING OFFICE COPY—UCC FINANCING STATEMENT ADDENDUM(Form UCC1Ad)(Rev.04hW11)�MacMillan cd Commercial� )

JLti!OILiijji! s
6:f "or of aerate papa 3 of 7
EXHIBIT"A"—COLLATERAL DESCRIPTION
This Financing Statement covers the following types(or items)of property:
All of the following types or items of property within the scope of the Deed of Trust,Assignment
of Leases and Rents, Security Agreement,and Fixture Filing(the"Deed of Than filed of record in
Brunswick County,North Carolina that name the secured patty of this UCC Financing Statement as the
lender thereof(such secured party is referred to herein as the"Secured Party"),but only to the extent the
same relate to the Land attached hereto as Exhibit"A-1",which is attached hereto and incorporated by
reference:
All Contracts
All Construction Contracts
All Declarant's Rights
MI Plans
All Minerals
All Fixtures
All Improvements
All Personalty
DEFINITIONS:
Capitalized terms used but not defined herein shall have the respective meanings given to such
terms in the Deed of Trust. For purposes of this UCC Financing Statement,the following terms have the
following meanings:
ode: The Uniform Commercial Code,as amended from time to time,in effect in the state in
which the Mortgaged Property is located.
Construction Contracts: Any and all contracts,subcontracts, and agreements,written or oral,
between Debtor and any other party,and between parties other than Debtor,in any way relating to the
construction of the Improvements on the Land or the supplying of material (specially fabricated or
otherwise),labor,supplies,or other services therefor.
Contracts: All of the right,title,and interest of Debtor in,to,and under any and all agreements,
contracts, and subcontracts, written or oral, relating in any way to the Land or the Improvements,
including, without limitation, (i)agreements, contracts, subcontracts relating in any way to the
construction of the Improvements or provision of materiels therefor;(ii)all Lot Sales Contracts and all
other contracts for the purchase and/or sale of all or any portion of the Mortgaged Property,whether such
contracts are now or at any time hereafter existing,including but without limitation,any and all earnest
money or other deposits escrowed or to be escrowed or letters of credit provided or to be provided by the
purchasers under the contracts, including all amendments and supplements to and renewals and
extensions of the contracts at any time made, and together with all payments,earnings, income,and
profits arising from sale of all or any portion of the Mortgaged Property or from the contracts and all
other sums due or to become due under and pursuant thereto and together with any and all earnest money,
security,letters of credit or other deposits under any of the contracts;(iii)contracts,licenses,permits,and
rights relating to living unit equivalents for water, wastewater, and other utility services whether
executed, granted, or issued by a private person or entity or a governmental or quasi-governmental
agency,which are directly or indirectly related to,or connected with,the development of the Mortgaged
Property, whether such contracts, licenses, and permits are now or at any time thereafter existing,
including without limitation, any and all rights of living unit equivalents with respect to water,
577092v1

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Brunsulo ILi!iI!'!iiiiin!INr. ! & P of
wastewater, and other utility services, certificates, licenses, zoning variances, permits, and no-action
letters from each governmental authority required: (a)to evidence compliance by Debtor and all
improvements constructed or to be constructed on the Mortgaged Property with all legal requirements
applicable to the Mortgaged Property;(b)for the construction of any improvements on the Mortgaged
Property (including, without l;'aitation, the Construction Contracts); and (c)to develop, manage, or
operate the Mortgaged Property as a commercial and/or residential project;(iv)any and all right,title,and
interest Debtor may have in any financing arrangements relating to the financing of or the purchase of all
or any portion of the Mortgaged Property by future purchasers; (v)all plans, specifications, shop
drawings and other technical descriptions and drawings prepared for the Mortgaged Property or the
construction of the Improvements, including all amendments and supplements to and renewals and
extensions of such contracts at any time made,and together with all rebates,refunds or deposits,and all
other sums due or to become due under and pursuant thereto and together with all powers,privileges,
options,and other benefits of Debtor under such contracts;and(vi)all other contracts which in any way
relate to the design,use,enjoyment,occupancy,operation,maintenance,or ownership of the Mortgaged
Property(save and except any and all leases,subleases,or other agreements pursuant to which Debtor is
granted a possessory interest in the Land),including but not limited to engineers contracts,architects
contracts,construction contracts,maintenance agreements,or service contracts.
Debtor•. Juniper Creek Development,LLC,a North Carolina limited liability company,and any
other debtor named in this UCC Financing Statement.
Declarant's Rights: All rights of Debtor or any affiliate of Debtor as developer or declarant(or
otherwise),under any covenants,conditions and restrictions,condominium declarations or other planned
unit development type documents affecting the Land or Improvements,or any other part of the Mortgaged
Property,and all rights necessary to develop and sell any portion of the Mortgaged Property,including
but not limited to water rights,sewer rights and the right to tap into public utilities or to crate private
utilities.
Fixdues: All materials,supplies,equipment,systems,apparatus,and other items now owned or
hereafter acquired by Debtor and now or hereafter attached to,installed in,or used in connection with
(temporarily or permanently)any of the Improvements or the Land,which are now owned or hereafter
acquired by Debtor and are now or hereafter attached to the Land or the Improvements,together with all
accessions,appurtenance.,,replacements,betterments,and subsitiifutious for may of the foregoing and the
proceeds thereof.
Governmental Authority: Any and all applicable courts,boards,agencies,commissions,offices,
or authorities of any nature whatsoever for any governmental unit (federal, state, county, district,
municipal,city or otherwise),whether now or hereafter in existence.
Improvements: Any and all infrastructure,roadways,drainage systems, sewers, connectivity,
water supply, storm and sanitary sewer facilities, gas, electricity and telephone facilities, amenities,
buildings, walkways, driveways, structures and other improvements, and any and all additions,
alterations, betterments or appurtenances thereto, now or at any time hereafter situated, placed, or
constructed upon the Land or any part thereof.
Land: The real property or interest therein described in "Exhibit A-I" attached hereto and
incorporated herein by this reference,together with all right,title,interest,and privileges of Debtor in and
to: (i)all streets,ways,roads,alleys, easements,rights-of-way,licenses,rights of ingress and egress,
passages, vehicle parking rights and public places, existing or proposed, abutting, adjacent, used in
connection with or pertaining to such real property or the improvements thereon,(ii)any strips or gores of
real property between such real property and abutting or adjacent properties,(iii)all water,water courses,
577092v1

1111111111111111111111111111111111111
Ent
[��A1
Brunswick County, NC Register of Deeds page 5 of 7
water rights and powers,sewer rights,timber,crops,air rights and development rights,pertaining to such
real property,(iv)all estates,rights titles,interests,privileges,liberties,tenements,hereditaments and all
appurtenances of any nature whatsoever, in any way belonging, relating or pertaining to such real
property or the Improvements and the reversion and reversions,remainder and remainders thereto,and(v)
all land lying in the bed of any street,road or avenue,opened or proposed,in from of or adjoin such real
property,to the center line thereof and all the estates,rights,titles,interests,dower and rights of dower,
curtesy and rights of curtesy,property,possession,claim and demand whatsoever,both at law and in
equity,of Debtor of,in and to such real property and the Improvements and every part and parcel thereof,
with the appurtenances thereto.
Lot Sale Contract: Each contract or agreement entered into by Debtor providing for the sale of
residential lots which are a part of the Mortgaged Property;including but not limited to that certain Lot
Purchase Agreement,dated on or about June 17,2020,between Debtor,as seller,and D.R.Horton,Inc.,
as purchaser,whereby D.R.Horton,Inc.is acquiring all of the Lots from Debtor,provided however,that
Secured Parry's consent to any Lot Sale Contract shall not be inferred from this reference.
Minerals: All substances in,on,or under the Land which are now,or may become in the future,
intrinsically valuable,that is,valuable in themselves,and which now or may be in the future enjoyed
through extraction or removal from the Mortgaged Property,including without limitation,oil,gas,and all
other hydrocarbons,coal,lignite,carbon dioxide and all other nonhydrocarbon gases,uranium and all
other radioactive substances,and gold,silver,copper,iron and all other metallic substances or ores.
Mortgaged Property: The Land, Minerals, Fixtures, Improvements, Personalty, Contracts,
Construction Contracts,Declarant's Rights,and any interest of Debtor now owned or hereafter acquired
in and to the Land,Minerals, Fixtures,Improvements, Personally, Contracts,Construction Contracts,
Declarant's Rights,together with any and all other security and collateral of any nature whatsoever,now
or hereafter given for the repayment of the Debt(as defined in the Deed of Trust)or the performance and
discharge of the Obligations(as defined in the Deed of Trust). As used herein,the term"Mortgaged
Property"shall be expressly defined as meaning all or,where the context permits or requires,any portion
of the above and all or,where the context permits or requires,any interest therein.
Personalty: All of the right,title,and interest of Debtor in and to(i)the Plans;(ii)all building
and construction materials surf equipment;my equipment,machinery,goods(including,but not limited
to,crops,farm products,timber and timber to be cut,and extracted Minerals);(iv)general intangibles
(including payment intangibles),money,insurance proceeds,accounts,contract and subcontract rights,
trademarks, tradenames, inventory, monetary obligations, chattel paper (including electronic chattel
paper),investment property,instruments,documents,letter of credit rights and commercial tort claims;
(v)all refundable,returnable, or reimbursable fees, deposits or other funds or evidences of credit or
Indebtedness deposited by or on behalf of Debtor with any governmental agencies,boards,corporations,
providers of utility services, public or private, including specifically, but without limitation, all
refundable,returnable,or reimbursable tap fees,utility deposits,commitment fees and development costs,
any awards,remunerations,reimbursements,settlements,or compensation heretofore made or hereafter to
be made by any Governmental Authority pertaining to the Land,Improvements,Fixtures,Construction
Contracts,Contacts,or Personalty,including but not limited to those for any vacation of,or change of
grade in,any streets affecting the Land or the Improvements and those for municipal utility district or
other utility costs incurred or deposits made in connection with the Land,and all refunds,rebates or
credits in connection with a reduction in real estate taxes and assessments charges against the Mortgaged
Property as a result of tax reduction or any application or proceedings for tax reduction;and(vi)all other
personal property of any kind or character as defined in and subject to the provisions of the Code
(Article 9-Secured Transactions);any and all of which are now owned or hereafter acquired by Debtor,
and which are now or hereafter situated in,on,or about the Land or the Improvements,or used in or
577092v1

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necessary to the complete and proper planning, design, development construction, financing, use,
occupancy,or operation thereof or acquired(whether delivered to the Land or stored elsewhere)for use
in or on the Land or the Improvements,together with all accessions, replacements,and substitutions
thereto or therefor and the proceeds thereof.
Elm: Any and all plans,specifications,shop drawings and other technical descriptions prepared
for construction of the Improvements on the Land,and all supplements thereto and amendments and
modifications thereof.
577092v1
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RECORDEDIN NAP COMA PAM 306 erns ISNININIKKaNSITT REGISTRY
ma us Ate awn=ALL ormou LOTS 13,13,14.10,TMTB,38 MD X AS SHOW ON A MAP
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3/16/2020 North Carolina Secretary of State Search Results
• File an Annual Report/Amend an Annual Report • Upload a PDF Filing • Order a Document Online •
Add Entity to My Email Notification List • View Filings • Print a Pre-Populated Annual Report form • Print
an Amended a Annual Report form
Limited Liability Company
Legal Name
Juniper Creek Development LLC
Information
Sosld: 1950944
Status: Current-Active
Date Formed: 2/17/2020
Citizenship: Domestic
Annual Report Due Date: April 15th
CurrentAnnual Report Status:
Registered Agent: Shuttleworth, Steve
Addresses
Reg Office Reg Mailing
711 Carolina Beach Ave N 711 Carolina Beach Ave N
Carolina Beach, NC 28428 Carolina Beach, NC 28428
Company Officials
All LLCs are managed by their managers pursuant to N.C.G.S. 57D-3-20.
JUL 2 0 2020
BY°
https://www.sosnc.gov/on li ne_services/search/Busi ness_Reg istration_Resu Its

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Scott, Georgette
From: Scott, Georgette
Sent: Thursday, March 27, 2014 9:18 AM
To: 'Cheryl Moody'; Coburn, Chad
Cc: Baker, Chris; alex©jcmorgan.co.com
Subject: RE: Juniper Creek Restoration Plan Approval
Cheryl,
We will issue a letter when we get a modification for the subdivision and when any swales that need to be
repaired are repaired.
Georgette
From: Cheryl Moody [mailto:cmoodvAatlanticshoresenvironmental.coml
Sent: Tuesday, March 25, 2014 3:22 PM
To: Coburn, Chad
Cc: Scott, Georgette; Baker, Chris; alexC5)jcmorgan.co.com
Subject: Re: Juniper Creek Restoration Plan Approval
Thanks!
Chris, will your department also issue a similar letter?
Cheryl J. Moody, REM,CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-371-5980(o)
910-371-6652 (f)
910-512-5321 (c)
cmoodvtatlanticshoresenvironm ental.corn
www.atlanticshoresenvironmental.com
-A Woman Owned Company-HUB Certified DOT WBE
CONFIDENTIAL&PRIVILEGED
The information contained herein is confidential information/work product.The communication is intended for the use of the individual
or entity named above. If the reader of this transmission is not the intended recipient,you are hereby notified that any dissemination,
distribution or copying of this communication is strictly prohibited. If you have received this communication in error or are not sure
whether it is privileged,please immediately notify us by return e-mail and destroy any copies,electronic, paper or otherwise,which you
may have of this communication.
On Mar 25, 2014, at 3:16 PM, Coburn, Chad wrote:
See attached letter it should be mailed out today. Let me know if anyone needs anything else.
<image001.png>
Chad Coburn
Senior Environmental Specialist
NC Division of Water Resources
1

Water Quality Regional Operations Section
Wilmington Regional Office
Phone: [phone]
email: [e-mail]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be disclosed to
third parties.
<juniper creek.pdf>
2

at-i- S OS 0301
AVA
NCDENI
North Carolina Department of Environment and Natural Resources
Pat McCrory John E.Skvaria, III
Governor Secretary
March 25,2014
Mr. Bill Henderson
First Federal Bank
1117 Military Cutoff Road
Wilmington NC 28405
Subject Property: Restoration Plan Approval—Juniper Creek Subdivision
Dear Mr. Henderson,
On March 11,2014, Chad Coburn of the Division of Water Resources(DWR)and Chris Baker of the
Division of Energy,Minerals,and Land Resources(DEMLR)met your representative Cheryl Moody
of Atlantic Shores Environmental Services on-site at Juniper Creek Subdivision in Brunswick County
to determine the status of the violations mentioned in our Notice of Violation from March 18,2009.
Based upon this site visit,the DWR has determined that all but two violation areas mentioned in the
2009 NOV(that are still under our jurisdiction)have been resolved.
Mr. Coburn requested a restoration plan to resolve the remaining violations at the site which the DWR
received via email on March 17,2014. This plan requires the submittal of an After-The-Fact
application for a 401 Water Quality Certification to authorize approximately 1,788 square feet of
wetland impacts at the end of Creekbend Drive and the requirement of the removal of unauthorized
fill and the restoration of approximately 16,424 square feet of wetlands. Once the 401 Water Quality
Certification is issued by the DWR and the wetland restoration is completed to our satisfaction,the
DWR will consider the violations described in the 2009 NOV to be resolved and the enforcement case
will be closed.If you have any questions,please telephone Karen Higgins in the Central Office in
Raleigh at 919-807-6301 or Chad Coburn in the DWR Wilmington Regional Office at 910-796-7215.
incerely,
C•at't
James H.Gregson,Regional Supervisor
Wilmington Regional Office
Water Quality Regional Operations Section
Division of Water Resources,NCDENR
cc: Cheryl Moody—Atlantic Shores Environmental Services, LTD, 154 Backhoe Road,Leland;
NC 28451
Emily Hughes—USACE Wilmington Field Office
Karen Higgins—401 and Buffer Permitting Unit
WiRO
1601 Mail Service Center,Raleigh,North Carolina 27699-1601
Phone:[phone]\Internet:www.nalenr.gov
An Equal Opportunity t Affirmative Action Employer—Made in part by recycled paper

Scott, Georgette
From: Cheryl Moody<[e-mail]>
Sent: Monday, March 17, 2014 3:49 PM
To: Scott, Georgette
Cc: Coburn, Chad; Baker, Chris
Subject: Re: Juniper Creek
They have not made a final decision yet. I anticipate they will in the next 30 to 60 days. I will let you now as
soon as I do.
Cheryl J. Moody, REM, CIEC,CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-371-5980 (o)
910-371-6652(f)
910-512-5321 (c)
cmoodyeatlanticshoresenvi ronmental.com
www.atlanticshoresenvironmental.com
-A Woman Owned Company-HUB Certified-DOT WBE
CONFIDENTIAL&PRIVILEGED
The information contained herein is confidential information/work product.The communication is intended for the use of the individual
or entity named above. If the reader of this transmission is not the intended recipient,you are hereby notified that any dissemination,
distribution or copying of this communication is strictly prohibited. If you have received this communication in error or are not sure
whether it is privileged, please immediately notify us by return e-mail and destroy any copies, electronic,paper or otherwise,which you
may have of this communication.
On Mar 17, 2014, at 3:46 PM, Scott, Georgette wrote:
Cheryl,
Once you and the bank get the letter from Chad,the bank needs to tell me what they are going to do with the
permit and the property. Are they going to mod the permit or are they going to let the new owner mod the
permit? Actually neither of the them can until they get the permit transferred to them. So if the bank plans to
mod the permit than they need to fill out the transfer papers and get the permit assigned to them. They can do a
transfer and a mod at the same time.
If the new owner is going to take care of it they need to request that the permit be transferred to them at the
same time they purchase the property. Again,the new property owner can request the transfer and mod at the
same time for$505.00.
Georgette
From: Coburn, Chad
Sent: Monday, March 17, 2014 2:42 PM
To: Baker, Chris; Scott, Georgette
Cc: Cheryl Moody
Subject: FW: Juniper Creek
i

FYI
Address for Juniper Creek letters: (see below)
Bill Henderson
First Federal Bank
1117 Military Cutoff Road
Wilmington NC 28405
<image001.png>
Chad Coburn
Senior Environmental Specialist
NC Division of Water Resources
Water Quality Regional Operations Section
Wilmington Regional Office
Phone: [phone]
email: [e-mail]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be disclosed to
third parties.
From: Coburn, Chad
Sent: Monday, March 17, 2014 2:40 PM
To: 'Cheryl Moody'
Subject: RE: Juniper Creek
I'm assuming that Chris will send one but I haven't had a chance to get with him since our site visit. I'll send he and
Georgette the address that you gave me. Let me know if you need anything else. I'm hoping to have the letter out
pretty soon. Thanks
<image001.png>
Chad Coburn
Senior Environmental Specialist
NC Division of Water Resources
Water Quality Regional Operations Section
Wilmington Regional Office
Phone: [phone]
email: [e-mail]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be disclosed to
third parties.
From: Cheryl Moody [mailto:cmoody@ atlanticshoresenvironmental.com]
Sent: Monday, March 17, 2014 2:33 PM
To: Coburn, Chad
Subject: Re: Juniper Creek
I hope so I know its all you can do....Thanks. Will Chris also issue a letter from his department?
2

Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-371-5980(o)
910-371-6652(f)
910-512-5321 (c)
[e-mail]
www.atlanticshoresenvironmental.com
-A Woman Owned Company-HUB Certified DOT WBE
CONFIDENTIAL&PRIVILEGED
The information contained herein is confidential information/work product.The communication is intended for the use of the individual
or entity named above. If the reader of this transmission is not the intended recipient,you are hereby notified that any dissemination,
distribution or copying of this communication is strictly prohibited. If you have received this communication in error or are not sure
whether it is privileged, please immediately notify us by return e-mail and destroy any copies, electronic, paper or otherwise,which you
may have of this communication.
On Mar 17, 2014, at 2:31 PM, Coburn, Chad wrote:
Thanks,will do. I'm basically going to outline a short bit of site history detailing how all violations but those described in
the restoration plan have been resolved. Once the remedial actions described in the plan have been completed then
the DWR will consider the NOV resolved and the enforcement case closed. Will that satisfy what the bank is looking for
to present to a prospective buyer?
<image001.png>
Chad Coburn
Senior Environmental Specialist
NC Division of Water Resources
Water Quality Regional Operations Section
Wilmington Regional Office
Phone: [phone]
email: [e-mail]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be disclosed to
third parties.
From: Cheryl Moody [mailto:cmoody0atlanticshoresenvironmental.com]
Sent: Monday, March 17, 2014 2:28 PM
To: Coburn, Chad
Subject: Re: Juniper Creek
Bill Henderson
First Federal Bank
1117 Military Cutoff Road
Wilmington NC 28405
Can you cc me on it?
3

Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-371-5980(o)
910-371-6652(f)
910-512-5321 (c)
cmoodvc atlanticshoresenvironmental.com
www.atlanticshoresenvironmental.com
-A Woman Owned Company-HUB Certified-DOT WBE
CONFIDENTIAL&PRIVILEGED
The information contained herein is confidential information/work product.The communication is intended for the use of the individual
or entity named above. If the reader of this transmission is not the intended recipient,you are hereby notified that any dissemination,
distribution or copying of this communication is strictly prohibited. If you have received this communication in error or are not sure
whether it is privileged, please immediately notify us by return e-mail and destroy any copies,electronic,paper or otherwise,which you
may have of this communication.
On Mar 17, 2014, at 2:19 PM, Coburn, Chad wrote:
That's up to your client ultimately I guess. Normally,this letter would go to the owner/developer of the site who had
hired you to come up with the restoration plan. I have had one or two like this where the bank was looking at
purchasing the property from a developer and the site needed some work prior to the bank selling it. However, all of
that type that ! have encountered always required'101 certifications but those sites had MUCH more remediation work
to be done that Juniper Creek does. I would recommend addressing the letter to the bank since I'm assuming they were
the ones that hired you. I will provide you with a copy of the letter too so you both will have it to present to a
prospective buyer if that helps.
<image001.png>
Chad Coburn
Senior Environmental Specialist
NC Division of Water Resources
Water Quality Regional Operations Section
Wilmington Regional Office
Phone: [phone]
email: [e-mail]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be disclosed to
third parties.
From: Cheryl Moody [mailto:cmoody0atlanticshoresenvironmental.com]
Sent: Monday, March 17, 2014 2:14 PM
To: Coburn, Chad
Subject: Re: Juniper Creek
Should it be me or the bank? they don't own it yet. The current owner have not been involved with this a this
point since they are essentially bankrupt.
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
4

LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-371-5980(o)
910-371-6652(f)
910-512-5321 (c)
cmoodyAatlanticshoresenviron mental.cnm
www.atlanticshoresenvironmental.com
-A Woman Owned Company-HUB Certified-DOT WBE
CONFIDENTIAL&PRIVILEGED
The information contained herein is confidential information/work product.The communication is intended for the use of the individual
or entity named above. If the reader of this transmission is not the intended recipient,you are hereby notified that any dissemination,
distribution or copying of this communication is strictly prohibited. If you have received this communication in error or are not sure
whether it is privileged, please immediately notify us by return e-mail and destroy any copies, electronic, paper or otherwise,which you
may have of this communication.
On Mar 17, 2014, at 2:08 PM, Coburn, Chad wrote:
Cheryl,
Who should I address my restoration plan approval letter to?
Thanks
Chad Coburn
Senior Environmental Specialist
NC Division of Water Resources
Water Quality Regional Operations Section
Wilmington Regional Office
Phone: [phone]
email: [e-mail]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and
may be disclosed to third parties.
Original Message
From: Cheryl Moody [mailto:[e-mail]]
Sent: Monday, March 17, 2014 1:17 PM
To: Coburn, Chad
Cc: Scott, Georgette; Baker, Chris
Subject: Juniper Creek
Please see attached. Thanks.
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
5

LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland,North Carolina 28451
910-371-5980 (o)
910-371-6652 (f
910-512-5321 (c)
[e-mail]
www.atlanticshoresenvironmental.com
-A Woman Owned Company- HUB Certified- DOT WBE
CONFIDENTIAL &PRIVILEGED
The information contained herein is confidential information/work product. The communication is intended for
the use of the individual or entity named above. If the reader of this transmission is not the intended recipient,
you are hereby notified that any dissemination, distribution or copying of this communication is strictly
prohibited. If you have received this communication in error or are not sure whether it is privileged, please
immediately notify us by return e-mail and destroy any copies, electronic,paper or otherwise, which you may
have of this communication.
6

Scott, Georgette
From: Coburn, Chad
Sent: Monday, March 17, 2014 2:42 PM
To: Baker, Chris; Scott, Georgette
Cc: Cheryl Moody
Subject: FW: Juniper Creek
FYI
Address for Juniper Creek letters: (see below)
Bill Henderson
First Federal Bank
1117 Military Cutoff Road
Wilmington NC 28405
EMI
Chad Coburn
Senior Environmental Specialist
NC Division of Water Resources
Water Quality Regional Operations Section
Wilmington Regional Office
Phone: [phone]
email: [e-mail]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be disclosed to
third parties.
From: Coburn, Chad
Sent: Monday, March 17, 2014 2:40 PM
To: 'Cheryl Moody'
Subject: RE: Juniper Creek
I'm assuming that Chris will send one but I haven't had a chance to get with him since our site visit. I'll send he and
Georgette the address that you gave me. Let me know if you need anything else. I'm hoping to have the letter out
pretty soon. Thanks
r
Chad Coburn
Senior Environmental Specialist
NC Division of Water Resources
Water Quality Regional Operations Section
Wilmington Regional Office
Phone: [phone]
emaii: chad.coburnCuncdenr.gov
1

E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be disclosed to
third parties.
From: Cheryl Moody [mailto:[e-mail]]
Sent: Monday, March 17, 2014 2:33 PM
To: Coburn, Chad
Subject: Re: Juniper Creek
I hope so I know its all you can do....Thanks. Will Chris also issue a letter from his department?
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-371-5980(o)
910-371-6652(f)
910-512-5321 (c)
cmoodve.atlanticshoresenviron mental.com
www.atlanticshoresenviron mental.com
-A Woman Owned Company-HUB Certified-DOT WBE
CONFIDENTIAL&PRIVILEGED
The information contained herein is confidential information/work product.The communication is intended for the use of the individual
or entity named above. If the reader of this transmission is not the intended recipient,you are hereby notified that any dissemination,
distribution or copying of this communication is strictly prohibited. If you have received this communication in error or are not sure
whether it is privileged, please immediately notify us by return e-mail and destroy any copies,electronic, paper or otherwise,which you
may have of this communication.
On Mar 17, 2014, at 2:31 PM, Coburn, Chad wrote:
Thanks,will do. I'm basically going to outline a short bit of site history detailing how all violations but those described in
the restoration plan have been resolved. Once the remedial actions described in the plan have been completed then
the DWR will consider the NOV resolved and the enforcement case closed. Will that satisfy what the bank is looking for
to present to a prospective buyer?
<image001.png>
Chad Coburn
Senior Environmental Specialist
NC Division of Water Resources
Water Quality Regional Operations Section
Wilmington Regional Office
Phone: [phone]
email: chad.coburn(a ncdenr.gov
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be disclosed to
third parties.
From: Cheryl Moody 1mailto:[e-mail]]
Sent: Monday, March 17, 2014 2:28 PM
2

To: Coburn, Chad
Subject: Re: Juniper Creek
Bill Henderson
First Federal Bank
1117 Military Cutoff Road
Wilmington NC 28405
Can you cc me on it?
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-371-5980(o)
910-371-6652(f)
910-512-5321 (c)
[e-mail]
www.atlanticshoresenvironmental.com
-A Woman Owned Company-HUB Certified-DOT WBE
CONFIDENTIAL&PRIVILEGED
The information contained herein is confidential information/work product.The communication is intended for the use of the individual
or entity named above. If the reader of this transmission is not the intended recipient,you are hereby notified that any dissemination,
distribution or copying of this communication is strictly prohibited. If you have received this communication in error or are not sure
whether it is privileged, please immediately notify us by return e-mail and destroy any copies,electronic, paper or otherwise,which you
may have of this communication.
On Mar 17, 2014, at 2:19 PM, Coburn, Chad wrote:
That's up to your client ultimately I guess. Normally,this letter would go to the owner/developer of the site who had
hired you to come up with the restoration plan. I have had one or two like this where the bank was looking at
purchasing the property from a developer and the site needed some work prior to the bank selling it. However, all of
that type that I have encountered always required 401 certifications but those sites had MUCH more remediation work
to be done that Juniper Creek does. I would recommend addressing the letter to the bank since I'm assuming they were
the ones that hired you. I will provide you with a copy of the letter too so you both will have it to present to a
prospective buyer if that helps.
<image001.png>
Chad Coburn
Senior Environmental Specialist
NC Division of Water Resources
Water Quality Regional Operations Section
Wilmington Regional Office
Phone: [phone]
email: [e-mail]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be disclosed to
third parties.
3

From: Cheryl Moody [mailto:cmoody(aatlanticshoresenvironmental.com]
Sent: Monday, March 17, 2014 2:14 PM
To: Coburn, Chad
Subject: Re: Juniper Creek
Should it be me or the bank? they don't own it yet. The current owner have not been involved with this a this
point since they are essentially bankrupt.
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-371-5980(o)
910-371-6652(f)
910-512-5321 (c)
cmoodvaatlanticshoresenvi ron mental.com
www.atlanticshoresenvironmental.com
-A Woman Owned Company-HUB Certified-DOT WBE
CONFIDENTIAL& PRIVILEGED
The information contained herein is confidential information/work product.The communication is intended for the use of the individual
or entity named above. If the reader of this transmission is not the intended recipient,you are hereby notified that any dissemination,
distribution or copying of this communication is strictly prohibited. If you have received this communication in error or are not sure
whether it is privileged, please immediately notify us by return e-mail and destroy any copies,electronic, paper or otherwise,which you
may have of this communication.
On Mar 17, 2014, at 2:08 PM, Coburn, Chad wrote:
Cheryl,
Who should I address my restoration plan approval letter to?
Thanks
Chad Coburn
Senior Environmental Specialist
NC Division of Water Resources
Water Quality Regional Operations Section
Wilmington Regional Office
Phone: [phone]
email: [e-mail]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and
may be disclosed to third parties.
Original Message.
From: Cheryl Moody [mailto:cmood Aatlanticshoresenvironmentai.com]
Sent: Monday, March 17, 2014 1:17 PM
4

To: Coburn, Chad
Cc: Scott, Georgette; Baker, Chris
Subject: Juniper Creek
Please see attached. Thanks.
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland,North Carolina 28451
910-371-5980 (o)
910-371-6652 (f)
910-512-5321 (c)
[e-mail]
www.atlanticshoresenvironmental.com
-A Woman Owned Company- HUB Certified-DOT WBE
CONFIDENTIAL &PRIVILEGED
The information contained herein is confidential information/work product. The communication is intended for
the use of the individual or entity named above. If the reader of this transmission is not the intended recipient,
you are hereby notified that any dissemination, distribution or copying of this communication is strictly
prohibited. If you have received this communication in error or are not sure whether it is privileged, please
immediately notify us by return e-mail and destroy any copies, electronic, paper or otherwise, which you may
have of this communication.
5

Scott, Georgette
From: Cheryl Moody<[e-mail]>
Sent: Monday, March 17, 2014 1:17 PM
To: Coburn, Chad G
Cc: Scott, Georgette; Baker, Chris r'3 cD5
Subject: Juniper Creek OS d
Attachments: March 17 Ietter.pdf �k ,
Sls�
Please see attached.Thanks.
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-371-5980(o)
910-371-6652 (f)
910-512-5321 (c)
[e-mail]
www.atlanticshoresenvironmental.com
-A Woman Owned Company- HUB Certified- DOT WBE
CONFIDENTIAL& PRIVILEGED
The information contained herein is confidential information/work product.The communication is intended for the use
of the individual or entity named above. If the reader of this transmission is not the intended recipient,you are hereby
notified that any dissemination, distribution or copying of this communication is strictly prohibited. If you have received
this communication in error or are not sure whether it is privileged, please immediately notify us by return e-mail and
destroy any copies,electronic, paper or otherwise,which you may have of this communication.
1

Atlantic
Shores
Enviro
nmental Services, Lta
March 17,2014
Mr.Chad Coburn
NCDENR
127 North Cardinal Drive
Wilmington,North Carolina 28405
Reference: Portions of Juniper Creek Subdivision Army Corps Restoration Requirements
Approved Restoration Plan
Brunswick County,North Carolina
ASE Project No. 1183A
Dear Mr.Coburn:
Per our conversation on March 11, 2014, Atlantic Shores Environmental Services, Ltd. (ASE) has met
with the Wilmington Regional Army Corps of Engineers Office regarding outstanding wetland violations
and restoration needs forth above listed property. Figure 1 illustrates the existing outstanding restoration
that is being required by the Corps. These include receiving an After the Fact Permit for an approximate
1,788 square-foot wetland impact at the end of Creekbend Drive, removal of approximately 1,370 cubic
yards of existing fill material from Area A and select debris pile removal from Area B.
Restoration services on the approximate 16,424 square foot Area A will include removal of the fill material
present and restoring the surrounding grade to pre-development elevations. Silt fencing will be erected
surrounding the entire work area prior to the initiation of the work and will remain in place for at least four
weeks of completion of the removal. The area will be seeded with wetland seed mix after removal is
complete. The silt fencing will be monitored weekly and repaired accordingly for up to four weeks, or until
grass become established,which ever is shorter.Limited debris removal will also be performed from the area
identified as Area B on the attached map.
Figure 2 illustrates areas of the site that have previous been restored to the Army Corps satisfaction. Once
the after the fact permit has been issued and Area A and B have been restored, the site will be in
compliance with the Army Corps.A new wetland delineation has been completed.Once we have received
the fmal Jurisdictional Determination from the Corps,A copy will be forwarded to you.
154 Baokhoe Road, Leland NC 28451-P:[phone]-F:[phone]
-A Woman Owned Business-

Portions of Juniper Creek Subdivision Army Corps Restoration Requirements March 17,2014
Approved Restoration Plan
Leland,Brunswick County,North Carolina
ASE Project No.1183A
If there are questions regarding this letter, or a need for further information,please contact Cheryl Moody
at 910-371-5980.
Respectfully submitted,
ATLANTIC SHORES ENVIRONMENTAL SERVICES,LTD.
�L /
Cheryl J.Moody,REM,CIEC,CMRS
Principal Scientist
Attachment:Figures
Cc: Georgette Scott via email
Chris Baker via email
2

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Scott, Georgette
From: Coburn, Chad
Sent: Monday, March 17, 2014 1:39 PM
To: Scott, Georgette; Baker, Chris
Subject: FW: Juniper Creek
Attachments: juniper creek wetland del not yet approved.pdf
DRAFT wetland delineation
)111—A-C-
Chad Coburn � ls�
Senior Environmental Specialist
NC Division of Water Resources
Water Quality Regional Operations Section Wilmington Regional Office
Phone: [phone]
email: [e-mail]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be
disclosed to third parties.
Original Message
From: Cheryl Moody (mailto:[e-mail]]
Sent: Monday, March 17, 2014 1:17 PM
To:Coburn, Chad
Cc:Scott, Georgette; Baker, Chris
Subject:Juniper Creek
Please see attached.Thanks.
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-371-5980(o)
910-371-6652 (f)
910-512-5321(c)
[e-mail]
www.atlanticshoresenvironmental.com
-A Woman Owned Company- HUB Certified DOT WBE
CONFIDENTIAL& PRIVILEGED
1

The information contained herein is confidential information/work product.The communication is intended for the use
of the individual or entity named above. If the reader of this transmission is not the intended recipient,you are hereby
notified that any dissemination,distribution or copying of this communication is strictly prohibited. If you have received
this communication in error or are not sure whether it is privileged, please immediately notify us by return e-mail and
destroy any copies,electronic, paper or otherwise,which you may have of this communication.
2

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I re:Wit=r ....17"."riaupe".". I Il 1 I I . I pr. . it

Scott, Georgette
From: Scott, Georgette
Sent: Wednesday, March 12, 2014 10:01 AM
To: 'Cheryl Moody'
Cc: Baker, Chris; Coburn, Chad
Subject: RE: Juniper Creek
Cheryl,
When the bank submits the modification showing the new wetlands delineation and corrects/relocates the
swales the project should be back on course. As long as the new buyers keep on track with what the bank
fixes the project should be back in compliance.
Once we receive the modification and you tell us when and how the swales will be fixed we will send a
compliance letter with our approval back to you. The project has to be in compliance before we can transfer the
permit to a new owner.
But it will be in compliance when the new owner gets the permit.
Georgette
From: Cheryl Moody [mailto:[e-mail]]
Sent: Friday, March 07, 2014 11:41 AM cy
To: Scott, Georgette
Baker, Chris; Coburn, Chad • )6.y>
Subject: Re: Juniper Creek
See you then. Thanks.
\A)-.\ .)
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner �
LEED Green Associate
y14\
Atlantic Shores Environmental Services, Ltd. \
154 Backhoe Road X�
Leland, North Carolina 28451
910-371-5980(o)
910-371-6652(f)
910-512-5321 (c)
cmoodveatlanticshoresenvi ron mental.com
www.atlanticshoresenvironmental.com
-A Woman Owned Company-HUB Certified DOT WBE
CONFIDENTIAL&PRIVILEGED
The information contained herein is confidential information/work product.The communication is intended for the use of the individual
or entity named above. If the reader of this transmission is not the intended recipient,you are hereby notified that any dissemination,
distribution or copying of this communication is strictly prohibited. If you have received this communication in error or are not sure
whether it is privileged, please immediately notify us by return a-mail and destroy any copies,electronic, paper or otherwise,which you
may have of this communication.
On Mar 7, 2014, at 11:38 AM, Scott, Georgette wrote:
1

How about Tuesday at loam at the site?
Georgette
From: Cheryl Moody [mailto:cmoodyt atlanticshoresenvironmental.com]
Sent: Friday, March 07, 2014 10:46 AM
To: Scott, Georgette
Cc: Baker, Chris
Subject: Re: Juniper Creek
Either Tuesday or Wednesday work for me. Just tell me what time
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-371-5980(o)
910-371-6652(f)
910-512-5321 (c)
cmoodyt atlanticshoresenvironmental.com
www.atlanticshoresenvironmental.com
-A Woman Owned Company-HUB Certified-DOT WBE
CONFIDENTIAL&PRIVILEGED
The information contained herein is confidential information/work product.The communication is intended for the use of the individual
or entity named above. If the reader of this transmission is not the intended recipient,you are hereby notified that any dissemination,
distribution or copying of this communication is strictly prohibited. If you have received this communication in error or are not sure
whether it is privileged, please immediately notify us by return e-mail and destroy any copies, electronic, paper or otherwise,which you
may have of this communication.
On Mar 6, 2014, at 2:57 PM, Scott, Georgette wrote:
Cheryl,
Mon next week is out but how about next Wed the 12th? Or Tues the 1 lth in the morning. (I have a meeting at
2pm Tuesday).
Georgette
From: Cheryl Moody [mailto:cmoody(a,atlanticshoresenvironmental.com]
Sent: Monday, March 03, 2014 9:07 AM
To: Scott, Georgette
Cc: Baker, Chris
Subject: Re: Juniper Creek
If later this week works I am wide open Thursday and Friday after 11 am.
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
2

Leland,North Carolina 28451
910-371-5980 (o)
910-371-6652 (f)
910-512-5321 (c)
[e-mail]<mailto:[e-mail]>
www.atlanticshoresenvironmental.com<http://www.atlanticshoresenvironmental.corn>
- A Woman Owned Company -HUB Certified- DOT WBE
CONFIDENTIAL &PRIVILEGED
The information contained herein is confidential information/work product. The communication is intended for
the use of the individual or entity named above. If the reader of this transmission is not the intended recipient,
you are hereby notified that any dissemination, distribution or copying of this communication is strictly
prohibited. If you have received this communication in error or are not sure whether it is privileged,please
immediately notify us by return e-mail and destroy any copies, electronic, paper or otherwise, which you may
have of this communication.
On Mar 3, 2014, at 8:59 AM, Scott, Georgette wrote:
We might have to put off till next week. Chris might be in tomorrow but I am not sure, his uncle passed away so
he has to help his dad get everything taken care of.
So just in case, what day to you have available next week?
Thanks
Georgette
From: Cheryl Moody [mailto:[e-mail]]
Sent: Monday, March 03, 2014 8:53 AM
To: Scott, Georgette
Cc: Baker, Chris
Subject: Re: Juniper Creek
Importance: High
I am pretty open except Wednesday morning and late afternoon and Friday morning. Do you have any open
times tomorrow?
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland,North Carolina 28451
910-371-5980 (o)
910-371-6652 (f)
910-512-5321 (c)
[e-mail]<mailto:[e-mail]>
w.atlanticshoresenvironmental.com<http:/;www.attanticshoresenvironrriental.com>
3

-A Woman Owned Company -HUB Certified- DOT WBE
CONFIDENTIAL &PRIVILEGED
The information contained herein is confidential information/work product. The communication is intended for
the use of the individual or entity named above. If the reader of this transmission is not the intended recipient,
you are hereby notified that any dissemination, distribution or copying of this communication is strictly
prohibited. If you have received this communication in error or are not sure whether it is privileged,please
immediately notify us by return e-mail and destroy any copies, electronic, paper or otherwise, which you may
have of this communication.
On Feb 28, 2014, at 4:31 PM, Scott, Georgette wrote:
Cheryl,
Can you give us some dates you are free next week or the following week to meet at the site? I will than get
with Chris on which day we can come.
Thanks
Georgette Scott
Stormwater Program Supervisor
State Stormwater Program
NC Division of Energy, Mineral and Land Resources
127 Cardinal Drive Ext.
Wilmington,NC 28405
Phone [phone]
Fax [phone]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and
may be disclosed to third parties.
4

Scott, Georgette 1
From: Scott, Georgette
� v
Sent: Wednesday, February 05, 2014 12:10 PM
To: 'Cheryl Moody' fr)
Cc: Weaver, Cameron JCS
Subject: RE: Juniper Creek
Cameron Weaver(cc'd on this email) can help you get a copy of the plans. Give him a call at 910-796-7303
and he will set up a time and day for you to come to our office to get copies. I have the file in my office so I
will give it to him.
Once you fill out the application for a modification and send it in it usually takes between 30 to 60 days in the
regular review program($505.00)to get the approved modification, depending on how simple it is. If you want
it in less than 30 days you have the option to use the Express program, however it is a lot more
expensive. Cameron can fill you in on the Express program fees.
We always make an effort to get it out as soon as possible, it really depends on our workload.
Georgette Scott
Stormwater Program Supervisor
State Stormwater Program
NC Division of Energy, Mineral and Land Resources
127 Cardinal Drive Ext.
Wilmington, NC 28405
Phone [phone]
Fax [phone]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and maybe disclosed to third parties.
From: Cheryl Moody [mailto:cmoody0atlanticshoresenvironmental.com]
Sent: Wednesday, February 05, 2014 8:44 AM
To: Scott, Georgette
Subject: Juniper Creek
Georgette,
How can I get a copy of the original approved storm water plan for Juniper Creek. I need to show the Corps the
plan to prove that the existing drainage features out there were permitted originally even though some are in the
new wetlands.
If/when we move forward to get the site permit modified, what kind of time frame are we looking at with you
department to get it completed? Thanks.
Cheryl J. Moody, REM, CIEC, CMRS
Principal Scientist
Owner
LEED Green Associate
Atlantic Shores Environmental Services, Ltd.
154 Backhoe Road
Leland, North Carolina 28451
910-3 7 1-5980(o)
910-371-6652(f)
1

910-512-5321 (c)
cmoody( atlanticshoresenvironmental.com
www.atlanticshoresenvironmental.com
-A Woman Owned Company-HUB Certified-DOT WBE
CONFIDENTIAL&PRIVILEGED
The information contained herein is confidential informatinn/work product.The communication is intended for the use of the individual
or entity named above. If the reader of this transmission is not the intended recipient,you are hereby notified that any dissemination,
distribution or copying of this communication is strictly prohibited. If you have received this communication in error or are not sure
whether it is privileged, please immediately notify us by return e-mail and destroy any copies,electronic, paper or otherwise,which you
may have of this communication.
2

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Pussy, Steven
From: Pusey, Steven
Sent: Thursday, December 06,2012 4:56 PM
To: Scott, Georgette
Subject: Juniper Creek
Attachments: Steve's 2012-13 Permit Status Report.xlsx
Georgette,
I added Juniper Creek to my transfer list and highlighted it in yellow(see attached). The previous owner,Juniper Creek,
LLC went bankrupt and officially dissolved In 2010. Now,someone is interested in purchasing the property from the
bank. The roads and lots are already in place but the wetlands need to be re-delineated. Once they get the wetland
issues resolved,I recommend we meet with the parties involved to discuss the stormwater permit transfer process. If
the project gets a new owner,we will need to issue a permit modification to them.
I discussed the project with Allen Lewis of East Coast Engineering. He said that he would talk to the potential owner
about contracting Land Management Group to conduct a re-delineation of the wetlands.
Steve
c$'tawwt a. P•
Environmental Engineer
NCDENR-Div.of Water Quality
Surface Water Protection
Ph(910)796-7334/Fax[phone]
` `Before printing this email,please consider your budget and the environment
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be disclosed to third parties.
1

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Pusey, Steven
From: Pusey, Steven
Sent: Thursday, January 14, 2010 11:23 AM
To: Moore, Tom
Cc: Scott, Georgette([e-mail]); Nelson, Christine
([e-mail])
Subject: Linking NOV in BIMS
Importance: High
Tom,
I have a joint stormwater inspection with our 401 Wetlands branch NOV on a project at Juniper Creek development in
Leland, NC, Stormwater Permit#SW8 050309. We would like to know how to link this inspection to the NOV in BIMS.
Could you please advise some procedures to link this inspection if possible?
Thanks,
Steve Pusey
Environmental Engineer
NC DENR-Division of Water Quality
Surface Water Protection
Tel: [phone] Fax:[phone]
E-mail: Steven.Pusev aPncdenr.gov
E-mail correspondence to and from this address may be subject to the NC Public Records Law and may be disclosed to third parties.
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Pusey, Steven
From: Coburn, Chad
Sent: Tuesday, November 17, 2009 9:53 AM
To: Pusey, Steven
Subject: FW: SAW-2005-00336--Jeff Harvell/Juniper Creek Violation
Original Message
From: Wes Fryar [mailto:[e-mail]]
Sent: Tuesday, November 17, 2009 9:42 AM
To: Garvey, Kimberly L SAW
Cc: Russell, Teresa E SAW; Chad Coburn; Frye, Jennifer S SAW
Subject: RE: SAW-2005-00336 --- Jeff Harvell / Juniper Creek Violation
Kim,
To my knowledge, we do not know which bank it is yet. I'm sure we will find out though and I will
let you know once I hear something. Thanks!
Wes
Original Message
From: Garvey, Kimberly L SAW
[mailto:[e-mail]]
Sent: Monday, November 16, 2009 5:14 PM
To: Wes Fryar
Cc: Russell, Teresa E SAW; Chad Coburn; Frye, Jennifer S SAW
Subject: RE: SAW-2005-00336 --- Jeff Harvell / Juniper Creek Violation
Wes,
Since the restoration order sent by this office on August 6, 2009, I haven't heard anything
either. Based on that letter, the restoration was supposed to be completed by 11/12, so they are
past their deadline.
Thanks for the heads-up, I thought this one was going to go easy, but I shouldn't let my optimism
get away from me. I will coordinate with Jennifer to see how she wants to proceed.
Do you have a name and contact info for the bank?
Thanks!
Kimberly Garvey
Regulatory Project Manager
US Army Corps of Engineers
CE-SAW-RG-L
69 Darlington Avenue
Wilmington, North Carolina 28403-1343
Phone: (910) 251-4482
lax: (910) 251-4025
Finail.: kimberly.l.garvev saw02.usace.army.mil
http://www.saw.usace.army.mil/WETLANDS/
The Wilmington District is committed to providing the highest level of support to the public. To
help us ensure we continue to do so, please complete the Customer Satisfaction Survey located at
our website at httD://regulatorv.usacesurvev.com/ to complete the survey online.
1

Original Message
From: Wes Fryar [mailto:[e-mail]]
Sent: Monday, November 16, 2009 11:17 AM
To: Garvey, Kimberly L SAW; Russell, Teresa E SAW; Chad Coburn
Subject: SAW-2005-00336 --- Jeff Harvell / Juniper Creek Violation
Hey guys,
I just wanted to let you know that I just found out that Jeff Harvell with Juniper Creek, LLC has
gone bankrupt and the banks now own his properties. I had not heard anything back from him since I
submitted his restoration plan and was wondering what was going on. At this point, I'm not sure
who is the point of contact for the property, but just thought I'd let you know what was going on.
I'm not sure what our involvement with the project is going to be at this point. Thanks,
Wes Fryar
Environmental Scientist
Land Management Group, Inc.
P.O. Box 2522
Wilmington, NC 28402
[phone] office
[phone] fax
[phone] mobile
2

Sent: Friday, July 17, 2009 10:06 AM
To: Pusey, Steven
Subject: RE: Juniper Creek
WILL DO. THANKS STEVE.
J. CHRISTIAN "CHRIS" RUSSELL, P.E.
EAST COAST ENGINEERING & SURVEYING, PC
RED APPLE PROFESSIONAL PARK
712 VILLAGE ROAD - SUITE 105
POST OFFICE BOX 2469
SHALLOTTE, NC 28459
(W) 910-754-8029
(F) 910-754-8049
CONFIDENTIALITY STATEMENT: This e-mail transmission is intended only for the use of the individual
or entity named above and may contain information that is confidential, privileged, and exempt
from disclosure under applicable law. If you are not the intended recipient, you are hereby
notified that any disclosure, copying, distribution, or use of any of the information contained in
this transmission is strictly prohibited. If you have received this transmission in error, please
immediately notify me by e-mail at the above address.
Original Message
From: Pusey, Steven [mailto:[e-mail]]
Sent: Friday, July 17, 2009 10:05 AM
To: Chris Russell
Subject: RE: Juniper Creek
Okay, Thanks. I guess you will be submilling it as a plan revision. Please send it to my
attention, so, hopefully, it will be assigned to me.
Steve Pusey
Environmental Engineer
NC DENR - Division of Water Quality
Surface Water Protection
Tel: (910) 796.7215 Fax: (910) 350-2004
E-mail: [e-mail]
Please note email address has changed.
E-mail correspondence to and from this address may be subject to the NC Public Records Law and may
be disclosed to third parties.
Original Message
From: Chris Russell [mailto:[e-mail]]
Sent: Friday, July 17, 2009 9:50 AM
To: Pusey, Steven
Cc: 'Alan Lewis'; [e-mail]
Subject: RE: Juniper Creek
STEVE,
I AM WORKING ON IT AS WE SPEAK. WITH ANY LUCK I WILL BE ABLE TO SUBMIT THE REVISIONS BY 7/31/09.
I JUST STARTED WORKING ON IT AND I THINK I NEED A GOOD WEEK TO COMPLETE. I AM CHANGING SOME FLOW
DIRECTIONS AND MODIFYING SOME DRAINAGE AREAS SO I WILL HAVE TO REDO SOME OF THE CALCULATIONS. I
WILL GET THIS TO YOU AS SOONER IF I COMPLETE IT BEFORE THE 31ST.
WE WILL NOT BE INCREASING BUA. IT WILL REMAIN AS IN THE ORIGINAL PERMIT.
2

THANK FOR YOUR UNDERSTANDING AND PATIENTS.
J. CHRISTIAN "CHRIS" RUSSELL, P.E.
EAST COAST ENGINEERING & SURVEYING, PC
RED APPLE PROFESSIONAL PARK
712 VILLAGE ROAD - SUITE 105
POST OFFICE BOX 2469
SHALLOTTE, NC 28459
(W) 910-754-8029
(F) 910-754-8049
CONFIDENTIALITY STATEMENT: This e-mail transmission is intended only for the use of the individual
or entity named above and may contain information that is confidential, privileged, and exempt
from disclosure under applicable law. If you are not the intended recipient, you are hereby
notified that any disclosure, copying, distribution, or use of any of the information contained in
this transmission is strictly prohibited. If you have received this transmission in error, please
immediately notify me by e-mail at the above address.
Original Message
From: Pusey, Steven [mailto:[e-mail]]
Sent: Friday, July 17, 2009 9:38 AM
To: Chris Russell
Subject: Juniper Creek
Chris,
Just wanted to check on the status of this project since I haven't heard
from you in a while. Please advise.
Can you estimate when you will be able to submit revised plans and/or a
permit modification application? Will you be increasing the BUA?
Thanks,
Steve Pusey
Environmental Engineer
NC DENR - Division of Water Quality
Surface Water Protection
Tel: (910) 796.7215 Fax: (910) 350-2004
E-mail: [e-mail]<mailto:[e-mail]>
Please note email address has changed.
E-mail correspondence to and from this address may be subject to the NC
Public Records Law and may be disclosed to third parties.
3

Pusey, Steven
From: Chris Russell [[e-mail]]
Sent: Friday, July 17, 2009 9:50 AM
To: Pusey, Steven
Cc: 'Alan Lewis'; [e-mail]
Subject: RE: Juniper Creek
STEVE,
I AM WORKING ON IT AS WE SPEAK. WITH ANY LUCK I WILL BE ABLE TO SUBMIT THE REVISIONS BY 7/31/09.
I JUST STARTED WORKING ON IT AND I THINK I NEED A GOOD WEEK TO COMPLETE. I AM CHANGING SOME FLOW
DIRECTIONS AND MODIFYING SOME DRAINAGE AREAS SO I WILL HAVE TO REDO SOME OF THE CALCULATIONS. I
WILL GET THIS TO YOU AS SOONER IF I COMPLETE IT BEFORE THE 31ST.
WE WILL NOT BE INCREASING BUA. IT WILL REMAIN AS IN THE ORIGINAL PERMIT.
THANK FOR YOUR UNDERSTANDING AND PATIENTS.
J. CHRISTIAN "CHRIS" RUSSELL, P.E.
EAST COAST ENGINEERING & SURVEYING, PC
RED APPLE PROFESSIONAL PARK
712 VILLAGE ROAD - SUITE 105
POST OFFICE BOX 2469
SHALLOTTE, NC 28459
(W) 910-754-8029
(F) 910-754-8049
CONFIDENTIALITY STATEMENT: This e-mail transmission is intended only for the use of the individual
or entity named above and may contain information that is confidential, privileged, and exempt
from disclosure under applicable law. If you are not the intended recipient, you are hereby
notified that any disclosure, copying, distribution, or use of any of the information contained in
this transmission is strictly prohibited. If you have received this transmission in error, please
immediately notify me by e-mail at the above address.
Original Message
From: Pusey, Steven [mailto:[e-mail]]
Sent: Friday, July 17, 2009 9:38 AM
To: Chris Russell
Subject: Juniper Creek
Chris,
Just wanted to check on the status of this project since I haven't heard
from you in a while. Please advise.
Can you estimate when you will be able to submit revised plans and/or a
permit modification application? Will you be increasing the BUA?
Thanks,
Steve Pusey
Environmental Engineer
NC DENR - Division of Water Quality
Surface Water Protection
1

•
pusey, Steven
From: Chris Russell [[e-mail]]
Sent: Thursday, June 25, 2009 8:08 AM
To: Pusey, Steven
Cc: 'Allan Lewis'; [e-mail]
Subject: RE: PLAN OF ACTION FOR SW8 050309
STEVE,
THANK YOU FOR SENDING THIS AGAIN. IT IS VERY TIMELY IN THAT WE RECEIVED FINAL APPROVAL ON TUESDAY OF THIS
WEEK FROM THE OWNER FOR THE NEW LOT LAYOUT THAT WOULD REDUCE THE LOTS FROM 101 TO 100 IN NUMBER.
WE WILL NOW BE ABLE TO BEGIN THE STORMWATER AND EROSION CONTROL MODIFICATIONS. IT IS MY ESTIMATE
THAT WE WILL HAVE PLANS READY TO SUBMIT BY 7/16/09. MY SCHEDULE IS A BIT IN THE AIR AT THE MOMENT AS I
HAVE A DAUGHTER IN TAMPA THAT IS IN HER 38TH WEEK OF PREGNANCY AND IF SHE IS EARLY I WILL BE GONE FOR A
WEEK IN THE NEAR FUTURE. THAT IS THE REASON FOR THE MID JULY DATE. PLEASE LET ME KNOW IF THIS IS OK.
THANKS FOR YOUR CONTINUED ASSISTANCE AND GUIDANCE WITH THIS PROJECT.
J. CHRISTIAN "CHRIS"RUSSELL, P.E.
EAST COAST ENGINEERING &SURVEYING,PC
RED APPLE PROFESSIONAL PARK
712 VILLAGE ROAD -SUITE 105
POST OFFICE BOX 2469
SHALLOTTE,NC 28459
(W)910-754-8029
(F) 910-754-8049
CGil;=11,aENTlALITY STATEMENT:Th?s e-mail transmission is intended only for the use of the individual or entity named above and may contain information that is
cor:;idcnt.ol,priviIaged,end exempt from disclosure under applicable law.If you are not the intended recipient,you are hereby notified that any disclosure,copying,
diatriba:eh,,or use of any of the information contained in this transmission is strictly prohibited.If you have received this transmission in error,please immediately
notify n a:by e-mail at the above add;iess.
From: Pusey, Steven [mailto:[e-mail]]
Sent: Wednesday, June 24, 2009 1:59 PM
To: Chris Russell
Cc: 'Allan Lewis'
Subject: FW: PLAN OF ACTION FOR SW8 050309
Chris,
I am reforwarding this e-mail to get your estimate on what time you can submit revised plans on this project at Juniper
Creek.
Thanks,
Steve Pusey
Environmental Engineer
NC DENR - Division of Water Quality
Surface Water Protection
Tel: [phone] Fax: [phone]
E-mail: Steven.Pusey,aancdenr.gov
1

Please note email address has changed.
E-mail correspondence to and from this address may be subject to the NC Public Records Law and may be disclosed to third parties.
From: Pusey, Steven
Sent: Wednesday, June 17, 2009 5:32 PM
To: 'Chris Russell'; 'Steve Pusey'
Cc: 'Allan Lewis'
Subject: RE: PLAN OF ACTION FOR SW8 050309
Chris,
We have reviewed the letter from Land Management Group concerning the NOV for 401 Water Quality and Wetlands,
and are basically in agreement with this plan. So, there shouldn't be any holdup for that. Concerning stormwater, we
will need revised plans showing lot changes, revised stormwater drainage, revised calcs.,wetland impact areas, etc. So,
it really depends on how quickly you can finalize and submit the plans. What is your estimate for providing this
information?
Regards,
Steve Pusey
Environmental Engineer
NC DENR - Division of Water Quality
Surface Water Protection
Tel: [phone] Fax: [phone]
E-mail: Steven.PuseYCa�ncdenr.gov_
Please note email address has changed.,
E-mail correspondence to and from this address may be subject to the NC Public Records Law and may be disclosed to third parties.
From: Chris Russell [mailto:[e-mail]]
Sent: Monday, June 15, 2009 4:59 PM
To: 'Steve Pusey'
Cc: 'Allan Lewis'
Subject: PLAN OF ACTION FOR SW8 050309
STEVE,
WE ARE STILL WAITING ON INFORMATION FROM THE CLIENT WITH RESPECT TO THE PLAN OF ACTION FOR PERMIT#
SW8 050309. WE WILL NEED AN EXTENSION OF TIME TO DEVELOP A PLAN OF ACTION FOR THE NOTICE OF VIOLATION.
PLEASE LET ME KNOW WHAT LENGTH OF TIME WILL BE APPROPRIATE. THANK YOU.
«OLE Object: Picture (Device Independent Bitmap) »
L:T:'STh:E, , ;T:This ail tra ;sio is intended only for the us•o the individual or entity named above and may contain informu;ion that is
• '•n: .�,g 1I,priv: ;;d, rind•axempt from di:cosura under applicable law.If you arc not the intended recipient,you are hereby notified that any disclosure,copying,
2

After-Action Report
Juniper Creek Subdivision
Jeff Have11
Juniper Creek, LLC
Leland
Brunswick County, North Carolina
Action ID# SAW-2005-00336
DWQ#2004-2058
Prepared by:
Land Management Group, Inc.
Wilmington,NC
Prepared for:
U.S. Army Corps of Engineers &
North Carolina Division of Water Quality
Wilmington,NC
June 8, 2009

Table of Contents
1.0 Introduction 3
2.0 Site Description 4
3.0 Area of Disturbance 4
4.0 Restoration 5
List of Figures &Appendices
Figure 1. Vicinity map
Figure 2. USGS Topographic map
Figure 3. Soils Map
Figure 4. Aerial Photograph
Figure 5. Site Plan showing approximate locations of unauthorized fill/disturbance
Figure 6. Wetland Survey
Appendix A. Photographs of Site
2

1.0 Introduction
On March 13 (2009),Mr. Chad Coburn and Mr. Steve Pusey from the Wilmington Regional Office
of the North Carolina Division of Water Quality(DWQ)conducted a site inspection for compliance
with the 401 Water Quality Certification with Additional Conditions covered by certification number
3402 granted on March 17,2005 and for compliance with the State Stormwater Permit also issued on
March 17, 2005. These inspections revealed that the subject property was in violation of the 401
Water Quality Certification, Wetland Standards, Construction Stormwater General Permit
NCGO1 0000, and the State Stormwater Permit. For the purposes of this report, only the 401 Water
Quality Certification and Wetland Standards issues will be addressed as East Coast Engineering&
Surveying,PC will be handling the Stormwater violations. A Notice of Unauthorized Activity was
issued on May 5, (2009)by Ms.Kimberly Garvey of the US Army Corps of Engineers(USACE)to
Mr. Jeff Harvell for unauthorized activities in jurisdictional 404 wetlands. Ms. Garvey identified
areas of discharged fill material in jurisdictional wetlands,the excavation of a ditch near the wetland
boundary,and mechanized land clearing activities within and adjacent to waters of the United States,
specifically wetlands adjacent Juniper Creek. It was documented that the recent land disturbing
activities extend beyond the permitted impact limits and have resulted in a discharge of fill material
into approximately two (2) acres of waters of the U.S. and/or within wetlands. Other documented
disturbances were the excavation of a ditch near and/or within the wetland boundary for the purposes
of stormwater conveyance. Other specific violations were the failure to record a preservation
document and failure to maintain the on-site preservation area in their natural condition, failure to
submit the Compliance Certification document, and failure to meet Nationwide permit Special
Condition 3 (which addresses lack of sediment stabilization), mechanized land clearing in
preservation areas,and non-compliance with 401 Water Quality and Stormwater permits.Pursuant to
the notice of unauthorized activity and permit non-compliance, the following 'after-action' report
identifies appropriate steps to be taken for the remediation of unauthorized disturbances to wetlands.
3

2.0 Site Description
The site is located on the north side of Old Wilmington Fayetteville Rd Road and southwest of
Highway 74/76 in Leland,Brunswick County,NC(refer to Figures 1 through 3). The violation area
is located along the "B" wetland line in six (6) different locations (Figure 5). Much of the site
consists of a Carolina bay(`Juniper Bay')exhibiting varying levels of drainage due to years of prior
forestry management/ditching by International Paper in the production of loblolly pine. Soils within
the site are classified as Murville mucky fine sand,Foreston loamy fine sand,Baymeade fine sand,
and Urban land complex(Figure 4). Most of the wetlands on the property are Carolina bay pocosin
and consist of characteristic species such as red maple(Acer rubrum),American holly(Ilex opaca),
red bay (Persea palustris), fetterbush (Lyonia lucida), titi (Cyrilla racemiflora), gallberry (Ilex
glabra), and laurel leaf greenbrier(Smilax laurifolia). Uplands within the site are characterized by
sandier,well-drained soils supporting such species as loblolly pine(P. taeda),water oak(Quercus
nigra), horse sugar(Symplocos tinctoria), common greenbrier(Smilax rotundifolia), bracken fern
(pteridium aquilinum), and sassafras (Sassafras albidum).
3.0 Identified Areas of Disturbance
On May 12th(2009),staff of Land Management Group,Inc. (LMG)met on-site with Kim Garvey of
the USACE, Chad Coburn of NCDWQ,Alan Lewis of East Coast Engineering, and Jeff Harvell of
Juniper Creek,LLC to determine the extent of the identified disturbance. During the course of this
evaluation, it was confirmed that six (6) different areas along the "B" wetland line have been
disturbed as a direct result of contractor error from the excavation of a stormwater ditch needed to
drain stormwater from the site and from a logging mat on the eastern side of the site (Figure 5 &6
and site photos). The ditch that has been excavated is approximately 2' wide by 2' deep and
generally runs parallel with the flagged wetland line. Disturbance area's#1, 2,4, and 5 all contain
areas where the ditch has crossed over the wetland line and is located in wetlands.Disturbance area
#1 also contains an excavated pond in the wetland area north of the cul-de-sac on Creek Bend Road.
Disturbance Area#3 contains an area of mechanized land clearing.Disturbance area#6 consists of
large piles of debris and wood chip fill material in the wetlands associated with a logging mat.Total
4

disturbance for the site equals 98,620 ft2 or 2.26 acres (Figure 5).
4.0 Remedial4ction
The unauthorized pond, ditch excavation, and associated fill will be restored to a natural state by
filling and re-grading these areas back to their original grade.Every effort will be made in these areas
to avoid over-compaction of the soil. Silt fencing will be placed around the disturbed areas to avoid
sediment erosion into adjacent wetlands. A backhoe or grader will be used in this area to restore the
area to its original grade. Once the ditch and pond have been restored to natural grade, a 5:1 sloped
swale will be established within upland limits to provide for stormwater outfall. The 5:1 side slope
ratio will be shallow enough so that it will not have an adverse impact on adjacent wetlands. Swales
from the rest of the subdivision will filter into this 5:1 swale, which will run parallel with the
wetland line and continue its original course into the culvert located near Lot#7 and#4 (Figure 5).
Impacts at Disturbance Area #6 will be re-graded to its natural state, and the debris piles will be
burned. Since most of the affected areas are relatively narrow (i.e. less than 40-ft wide) and the
canopy vegetation is undisturbed, it is likely that the area will re-vegetate naturally in a relatively
short period of time(either through seed or rhizomatous growth).Per discussions with Kim Garvey
of the USACE and Chad Coburn of NCDWQ at the May 12th site meeting, the disturbed areas will
be allowed to re-vegetate naturally, and no wetland seed mix will be required in the disturbed areas.
Based upon the impact map of the disturbance areas, approximately 2.26 acres of wetlands will be
graded and restored to their natural state. This area, together with the remaining wetlands on the
property, will remain un-disturbed in perpetuity. All preservation documents and compliance
certification documents will be filed appropriately, and Special Condition 3 of the Nationwide
Permit shall be fulfilled through the corrected stormwater structures and BMP's implemented by
Juniper Creek, LLC and East Coast Engineering& Surveying, PC.
Upon concurrence of this plan of action by the USACE,restoration activities will be initiated. The
USACE will be notified of completion of such activities to ensure the area is adequately restored.
5

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Jeff Harvell
I Figure 1 LMG
Juniper Creek Tract .IAND MAKAG'241:131,WZOLT
Brunswick County, NC
01-09-079 www.LMGroup.net
Phone: [phone] •1.866.LMG.1078
Fax: [phone]
P.O. Box 2522,Wilmington, NC 28402 Vicinity Map
May 2009

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ATA
NCDENR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Coleen H. Sullins Dee Freeman
Governor Director Secretary
April 28, 2009
Peter McCallion, Manager
Juniper Creek, LLC
PO Box 173
Leland, NC 28451
Subject: PROJECT RETURN
Stormwater Project No. SW8 050309
Juniper Creek
Brunswick County
Dear Mr. McCallion:
A review of your Stormwater Management Permit Application indicates that as of this
date, information requested on March 18, 2009, has not been received in this Office
within the stipulated timeframe. Per the requirements of Section .1009 (c) of the
Stormwater Management Rules, this Office is hereby returning the subject application
as incomplete. The $505.00 application fee has been forfeited and a new fee will need
to be provided if you choose to resubmit this application in the future.
An inspection of the property will be conducted in the near future. You are reminded that
any construction of impervious surfaces on the property prior to receipt of a permit will
constitute a violation of 15A NCAC 2H.1000 and may result in the assessment of civil
penalties. By copy of this letter to the local Building Inspector, this Office is requesting
that they consider withholding the building permits and Certificates of Occupancy for
this project pending issuance of a Stormwater Management Permit.
If you have any questions concerning this matter, please contact Steve Pusey or me at
[phone].
Sincerely,
)Aitae-'(%6Q-CS-'c-z7*
GeorgetteScott
Stormwater Supervisor
Division of Water Quality
GDS/sgp: S:IWQSISTORMWATERIRETURN1050309.apr09
cc: Mark Hargrove, PE - Paramounte Engineering
Brunswick County Inspections
Jeff Phillips, Brunswick County Engineering
Steve Pusey
:-r'i'aton r.
y!�1 a MY4 ula i'L/4 i
Central Files
Wilmington Regional Office
127 Cardinal Drive Extension,Wilmington,North Carolina 28405 One
Phone:[phone] FAX:[phone]\Customer Service:1-877-623-6748 NorthCarolina
Internet www.ncwatemuality.org Naturally
An Equal Opportunity 1 Affirmative Action Employer

Re:Juniper Creek
Subject: Re: Juniper Creek
From: Steve Pusey<[e-mail]>
Date: Wed, 22 Apr 2009 09:42:12 -0400
To: Mark Hargrove<[e-mail]>
CC: Georgette Scott<[e-mail]>
Mark,
Since it has been over 30 days since the additional information was requested and
it doesn't look like this matter will be resolved in the next few weeks, we are
required by policy to return your application. If you have any questions about
this matter or would like to request additional time, please don't hesitate to call
me or Georgette Scott.
Regards,
Steve
Mark Hargrove wrote:
Steve,
I forwarded your email to the developers. They are going to get East
Coast Engineering to address the comments since they all relate to the
previous subdivision which they did.
Thanks
Mark
Original Message
From: Steve Pusey [mailto:[e-mail]] Sent: Friday, April 17, 2009
1:54 PM
To: Mark Hargrove
Subject: Juniper Creek
Mark,
Just sending an e-mail to check on the status of Juniper Creek. If you need
additional time to submit the information, please send back an e-mail requesting
a time extension. The request must indicate the date by which you expect to
submit the required information.
Regards,
Steve
Steve Pusey
Environmental Engineer
NCDENR - Division of Water Quality
Wilmington Regional Office
910-796-7334
E-mail correspondence to and from this address may be subject to the North Carolina
Public Records Law and may be disclosed to third parties.
1 of] 4/23/2009 9:21 AM

Pusey, Steven
From: Mark Hargrove[[e-mail]]
Sent: Tuesday,April 21, 2009 3:47 PM
To: Steve Pusey
Subject: RE: Juniper Creek
Steve,
I forwarded your email to the developers. They are going to get East Coast Engineering to address
the comments since they all relate to the previous subdivision which they did.
Thanks
Mark
Original Message
From: Steve Pusey [mailto:[e-mail]]
Sent: Friday, April 17, 2009 1:54 PM
To: Mark Hargrove
Subject: Juniper Creek
Mark,
Just sending an e-mail to check on the status of Juniper Creek. If you need additional time to
submit the information, please send back an e-mail requesting a time extension. The request must
indicate the date by which you expect to submit the required information.
Regards,
Steve
Steve Pusey
Environmental Engineer
NCDENR - Division of Water Quality
Wilmington Regional Office
910-796-7334
E-mail correspondence to and from this address may be subject to the
North Carolina Public Records Law and may be disclosed to third parties.
1

Internal Review Tracking Sheet
Keep on File.Until After Reviewed By Supervisor
Statutory Date: 31 March 2009
Team Leader Review: Johnson
Permit Reviewer: Pusey
Date: 10 March 2009(KJ in black)(SP in red)
11 March 2009 (discussion in green)
12/13 March 2009 (KJ in blue)
Permit: SW8 050309MOD
Permit Name: Juniper Creek
Issue
Please see recommendations below
1. Initial questions:
a. Location: Leland(?), Brunswick County
b. Rule Subject:
1.) Not increasing BUA from original permit issued under 1995 rule.
2.) Shifting BUA from homes to the clubhouse, so will need to change the deed restrictions
and therefore the permit text. (Previously permitted as low density,with 16,144 sqft
allocated to the clubhouse, increasing to 21,192 sqft for clubhouse and taking that BUA
from previously permitted lots#52-100 These will decrease from 4,500 sqft to 4,397
sqft.)
1. Modification(not revision)in the Regular SW Program because permit text will
change. $505.
2. Which rule, 1995, 2008, or Phase II?
1. Steve,when we talked earlier we discussed this being in Brunswick
County(2008 rule),but some of the info says that the site is in Leland
(Phase II).
2. Have you verified that that they are outside of Leland's town limits? Yes
3. If so,then we will have to do a"pocket" of high density because was still
h(s y e4) i allowed under Phase II. (I created a flow chart to hopefully simplify this
‘t qfPCiggiprocess.) Steve,the clubhouse is 32.6%,pocket of high density.
d e-s 1_14,4 LDS• 1. If there is a pocket,then they have to provide a BMP to treat the
pGG• pocket. No iM P r '1.
2. Here are the notes I have what makes a POND (it looks like we
have one here):
1. Is the BUA spread out relatively evenly across the site?If
there are small areas that contain the bulk of the BUA,then
a POND exists.
2. Is the BUA located as far from surface waters as possible?
If not,then a POHD exists.
3. Is the drainage from the BUA allowed to sheet flow across
the remaining open areas of the site?If the BUA simply
drains directly into adjacent surface waters or a ditch,then
a POHD exists.
c. Density: Overall low(with poc)t of high if Phase II)
d. Development Type: Residential
e. Redevelopment?: No
f. Types of BMP(s): Swales (no curb outlet, correct/),Dry pond is for local requirement

g. SA or ORW issues?
h. Questions:
1.) Did you modify shell language?
2. General
a. Correct Shell Used? Phase II? Not reviewed this section yet.
1.) Used 2008 low density shell,removed SL2008 &modified — Dwc. i 307. GD
2.) Why not just use the existing shell from the previous permit and update it? Steve will
compare the previous permit's text to this permit's text. Done M oad rN wkL 0101
3.) I do not see the updated deed restrictions to have the new BUA for lots 52-100 or for the snMt
clubhouse? "Deed restrictions"is checked off m the low density review checklist, but I
do not see them in the package? 7> e r-6J • pay c if I c I(4444 .
b. Modified shell language makes sense:
c. These statements are the in permit:
1.) Renew 180s before expire?N/A
2.) Number of BMPs on Page 2?N/A
3.) Rule(on letter, 1st page of permit, and first row of BMP columns):
1. Coastal 2008: SL 2008 211
2. Phasc II: SL 2006 246
3. 1995/1988: NCAC 2H .1000 OK
3. Calculations:
a. Quick check for matching numbers? Yes
b. Design storm depth: N/A
c. Design storm matches rule requirement?: N/A
d. Questions:
1.) Narrative says that not all of the parking will be constructed at this time. Where is the
impervious area that this modification will cover? How much do they want in the future?
Is the "future BUA"covered in this permit?
4. Plans
a. Vicinity Map: Yes
b. Grading Plan: Yes
c. Layout Plan: Yes
d. Details: Yes,but see below
e. Questions:
1.) They don't have a legend that shows the type(s)of curbs used? Curb and gutter is on the
detail page,but there is no curb outlet swale supplement? Are curb and gutters used
here? (As you know, curb outlet swales are handled differently than regular swales..)
1. Curb outlet swales are not involved in the clubhouse part.
2. There is one swale on the clubhouse diagram that does not have side slopes listed.
2.) What is the flow spreader for? Outlet of dry pond for local government(we do not
regulate)
3.) I think we should have a whole site map with the entire site for this project with the
modification. In the original permit, they showed the area where the clubhouse is now as
being two different common areas. And,they did not have the dry pond on the original.
Even though we don't regulate the design it is of interest to the overall stormwater flow.
4.) Inspection:
1. I went by there yesterday because I suspected that there were more homes than
lots (I looked at houses in this neighborhood last year). There appears to be an
extra house.
2. The lot numbers on the plans are not the same as in the neighborhood. They are
all one "off", which would make sense if they put two homes on one lot and call it
two lots.
3. The road names are not the same as on the plans.

4. The whole site is fairly wet.
5. Items to give to Georgette:
a. Permit Tracking Slip from BIMS on top of the package
1.) Put on top of the permit package
2.) Note the rule(s)permit is subject to on the tracking slip
b. Letter/permit beneath the tracking slip
c. Original application/supplements/O&M(no staples)beneath the letter/permit
d. Second copy of permit beneath the application/supplements
e. One copy of the approved plans beneath the second permit copy
f. Second copy of approved plans stays in the file.

ATA,
NCDENR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Coleen H. Sullins Dee Freeman
Governor Director Secretary
March 18, 2009
Peter McCallion, Manager
Juniper Creek, LLC
PO Box 173
Leland, NC 28451
Subject: Request for Additional Information
Stormwater Project No. SW8 050309 Modification
Juniper Creek
Brunswick County
Dear Mr. McCallion:
The Wilmington Regional Office received a State Stormwater Management Permit
Application for Juniper Creek on December 31, 2008. A preliminary review of that
information has determined that the application is not complete. The following
information is needed to continue the stormwater review:
01) It appears that at !east one or more lots have changed on this project.
Specifically, Lot 2 currently has 2 houses on it. Please explain why some
lots have more than one house built on them.
Many, if not all, lot numbers and street names in the field, do not match
the approved plans. Please explain the discrepancies between the
approved site plan and what has actually been built at the site with respect
to this matter.
CI It appears that the amenities and open space lots are being combined
together. Please confirm.
(11)
Please provide an accurate, revised stormwater plan and revised site plan
with the correct lot areas, lot numbers, and street names. Please ensure
that the plans also show the new clubhouse.
5. Please remember that a change to one number may have a domino effect
on other numbers. Please check all plans, calculations and forms and
make changes as needed.
Please note that this request for additional information is in response to a preliminary
review. The requested information should be received in this Office prior to April 10,
2009, or the application will be returned as incomplete. The return of a project will
necessitate resubmittal of all required items, including the application fee.
Wilmington Regional Office
127 Cardinal Drive Extension,Wilmington,North Carolina 28405 One
Phone:[phone] FAX:[phone] Customer Service:1-877-623-6748 NorthCarolina
Internet www.ncwaierquality.org Naturally
An Cn..nl(lnnnrFin1r 1 Affi..nnP.,n A..IIn..C...nl....... K

Re. ,rifioation-Hybrid Permit/Juniper Creek/Paramounte Engi...
Subject: Re: Clarification -Hybrid Permit/Juniper Creek/Paramounte Engineering
From: Kelly Johnson<kelly.p [e-mail]>
Date: Fri, 06 Mar 2009 08:32:09 -0500
To: Steve Pusey<[e-mail]>
CC: Linda Lewis<[e-mail]>, Georgette Scott<[e-mail]>
Steve,
The pocket of low density is a new term for the 2008 rule,which doesn't have pockets of high
density. Here is the thought process to figure out what needs to happen at Juniper Creek:
1.) What rule was the original Juniper Creek Clubhouse issued under(1995 or Phase II)? 19q,s
2.) Was it high or low density? (I think I remember you saying it was low but I am not sure?) L,avd
3.)If it was overall low(ignoring the pocket or collection system if there was one), are they increasing
their BUA above the previous conditions? (What I mean by this is if they had 20%in the original a$ 4
permit application and calculations, are they now applying for more than 20%?41 am not referring to he ,.*d,.t
the "max" low density BUA of 30%or 24%that appeared in the permit text.) If the original was to '--
density and any BUA added keeps it at or below thethQ2VA L____Iark,then it can continue to be low cl_satv.
' without treating the new BUA's water. They would keep the pocket or collection systealready ,
Rpsmittedi in place, but no further action was necessary in terms of collecting w_atej. But, if the BUA
adder e e RT TA% eater than 24%,then it is high density under the 2008 rule and any "new"
lai BUA must be collected and treated-. If the original was high density and they add BUA,then they
need to collect/treat that "new" BUA in a BMP. There are three ways to treat the "new" BUA water.
A.) If they can get the water to the existing MU`without enlarging it,then they can use that BMP for
treatment even if it isn't designed to today's standards (for example if there is a pond it can have a 6:1
vegetated shelf rather than the current 10:1 shelf requirement). If the "new" BUA is far away from the
BMP, and some of the water that is generated by surfaces other than the "new" BUA can't help but get
"caught" as the "new" BUA's water travels to the existing BMP for treatment,then the extra water has
to be accounted for in determining if the existing BMP can be used. B.)If the "new" BUA's water
(and any water that is "caught") can not fit in the existing BMP, then the engineer can choose to either /
redesign the existing BMP to today's standards and make it accommodate more water. Or, C.) The
engineer can provide a new BMP for just the "new" BUA's water. " 06(z. 6441 s (a.w o i.ty /^`1
I.(c ef reoi`se p c41c,Q
ot. That sounds like a lot of info, and we probably need a flowchart but that is the general process. 1 ea s•tri ik/A
As for 85%,yes,that is required by 1995, Phase II, and 2008. Dry ponds don't get 85%, and therefore
can not be stand-alone BMP,they will always be used in series if they are used for DWQ credit. But,
I think you told me that the dry pond is for volume control as required by the county? We do ' ye ‘),
regulate local volume controls. If they want to put in a dry pond for the county,then just eat it like
green space in the BUA calcs. /
As for modification v/s revision, I think I gave you confusing information yesterday because I looked
back at my notes that I gave you a copy of and I think that they are a bit amiss because I wrote that
before fully understanding the major/minor mod distinctions in the 2008 rule. (Sony, about that.
Figuring this out was a big hoop-la this week with discussions with Raleigh and arguments from
consultants. We discussed major and minor mods at nausium, but not revisions). Here is the deal as I
understand it,per the 2008 rule, Section 2(d)(5):
1.) Revision: Not addressed in the 2008 rule. Historically,we have said that revisions do not affect
1 of 3 3/6/2009 8:49 AM

Re:C trification-Hybrid Permit/Juniper Creek/Paramounte Engi...
the permitted design parameters of the BMP. An example would be if they are permitted for 100,000
sq-ft for 5r20,000 sq-ft buildings and now they want to build 10,10,000 sq-ft buildings. They kept the
same BUA, but shifted it around on site. Revisions are free for the regular program.
2.)Minor Mod: The 20'08 rule defines this as no increase in BUA, and no increase in the size of the
B previously permitted. Historically, we have said that minor modifications DO affect the
permitted design parameters of the BMP. So, if they want to keep their BUA the same,but change the
shape of their wet pond it would be a minor mod because they would have to submit calculations
showing that the pond volume was maintained. Minor mods are $505 for the regular program.
3.) Major Mod: Increase in BUA, increase in the size of the BMP previously permitted. FYI,
historically(before the 2008 rule)major and minor mods were essentially the same thing for the
regular program because their fee was the same. Now, we have to distinguish them, at least if we are
dealing with the 2008 rule. Major mods are still $505 for the regular program. I believe Express
charges more for major than minor mods.
:) Got all that? Yes, it is a lot. Come see me with questions.
KJ
Steve Pusey wrote:
Linda,
I would like some clarification about how we decide whether a project's density is high, low, or a
low density with pocket of high density. Also, in your recent consistency meeting summary,you
made the following statement:
tWe should be able to write high density permits with pockets of Low Density for those projects
hat meet the overall low density requirement, but which have areas that exceed the overall
density limit."
Is there a typo in that sentence? I always thought the only option was a"low density with pocket
of high." Please explain.
Currently, I have a permit modification for Juniper Creek where they want to add a pocket of high
density(over 30%)to the clubhouse (common area) lot. They are proposing a dry detention pond
to handle the additional runoff. However,this type BMP only gets 50%TSS removal credit.
Don't we require 85% in accordance with the Coastal Rules?
Should we request them to provide a wet detention pond for this high density pocket? Or, in
some low density subdivisions, each lot BUA is calculated individually and they must all add up
to be no greater than 30% (low density percent). I think this means that one individual lot could
have more than 30% BUA as long as the total doesn't exceed 30%, correct?
If this is so,then I guess they can go over the 30% amount for the clubhouse area, as long as their
total doesn't exceed 30%. They are reducing the allowed BUA for other lots to compensate for
2 of 3 3/6/2009 8:49 AM

Re:C '.rifitation-Hybrid Permit/Juniper Creek/Paramounte Engi...
the increased BUA at the clubhouse. This is being done through a revised deed restriction
document. Is this a valid way of reducing BUA?
In conclusion, if we say there is no overall BUA increase and no pocket of high density added,
then wouldn't this project be simply a plan revision? If so, I guess we owe them a$505.00
refund, and we will pass this one through as a Plan Revision.
Please advise.
Regards,
Steve
Steve Pusey
Environmental Engineer
NCDENR - Division of Water Quality
Wilmington Regional Office
910-796-7334
E-mail correspondence to and from this address may be subject to the
North Carolina Public Records Law and may be disclosed to third parties.
Kelly Johnson
Environmental Engineer
NC Department of Environment and Natural Resources
Surface Water Protection Section
Wilmington Regional Office
127 Cardinal Drive Ext.
Wilmington, NC 28405
Office: 910.796.7345
Fax: [phone]
E-mail correspondence to and from this address may be subject to the
North Carolina Public Records Law and may be disclosed to third parties.
3 of 3 3/6/2009 8:49 AM

JUNIPER CREEK CLUB HOUSE
LELAND, NC
STORMWATER NARRATIVE
Prepared for:
JUNIPER CREEK LLC
P.O.Box 173
Leland,NC 28451-0173
Prepared by:
PARAMOUNTE
DEC
NJGINJEE R INJG. INC,
$Y 5911 Oleander Drive, Suite 201
Wilmington, NC 28403
vX1I,tIIWI Iii,,,,,
Project#08166.PE /. QOF� sioy�2
a SEAL 1:
19742
December, 2008 -F�r�;INgsc' 0

JUNIPER CREEK CLUB HOUSE
LELAND, NORTH CAROLINA
Project#08166.PE
Table of Contents
Design Narrative
USGS Map
Stormwater Calculations
Stream Classification

4
JUNIPER CREEK CLUB HOUSE
LELAND, NORTH CAROLINA
Project#08166.PE
DESIGN NARRATIVE
Juniper Creek, LLC is proposing to construct a club house and pool for the Juniper Creek
Subdivision. Impervious area was allocated for the project with the initial permit for the NC
Division of Water Quality. Once the preliminary design was performed, it was determined that
the previous allocation would be not be sufficient. The proposed site is situated on 1.49 acres.
The current site is partially wooded and falls within the previous limits of disturbance for the
subdivision. The site is flat and will have two drainage swales on each side property line handling
runoff from the road (previously designed by East Coast Engineering). The site drains to
Sturgeon Creek (C; Sw,). The soils in this area are classified as Murville mucky fine sand (Mu, A/D
soils), according to the Soil Survey of Brunswick County. A majority of the existing stormwater for
the site is currently carried by sheet flow to wetlands located at the rear of the site. Most of the
impervious surfaces on this site will drain to a proposed dry detention area via grassed swales that
discharges into the wetlands. The club house area was previously permitted as part of the
subdivisions "Low Density" permit by NCDWQ. Only 16,144 sf of impervious area was
previously allocated for the club house area. The proposed design shows 21,192 sf of impervious
area (proposed and future). Some of the parking spaces will not be constructed at this time. The
% impervious for the club house property would be 32.6%. The amount of impervious area will be
taken from future lots that have not been constructed. Lot02-100 were previously permitted with
an allowable impervious area of 4,500 sf/lot. The impervious area for these lots will be reduced
4,397 sf/lot.
To model the stormwater management system the SCS TR-55 (NRCS) method was used. The
hydraulic soils group within the drainage area is best classified as "A/D" but the "C" classification
was used in the calculations. All calculations regarding the NRCS method and the dry detention
area design can be found in this report.
PROPOSED IMPROVEMENTS/ STORMWATER
The dry pond has been designed to meet Brunswick County's design requirements. The dry
detention area was designed to limit the 1 yr and 10 yr post development flows to be less than or
equal to pre development flows. The proposed dry detention area has been designed for runoff of
all the impervious area proposed for the project. However, all the runoff cannot be captured on
site due to the elevations required for the site vs. elevation of the existing road. There are two
driveways proposed to connect to the existing subdivision roads. The proposed site elevation is
approximately 2 ft above the elevation of the road. Therefore, the design required a driveway of
7% to connect to the subdivision road. The post development flow rate for the 1-yr,24 hr storm
(1.61 cfs) equals the pre development flow rate (1.61 cfs). The post development flow rate for the
10 yr, 24 hr storm (3.83 cfs) is less than the pre development flow rate (4.47 cfs). An emergency
spillway has been sized to handle the 100 yr storm without overtopping the top of bank.

USGS MAP

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F

STORMWATER CALCULATIONS

JUNIPER CREEK CLUB HOUSE
1-YR STORM ROUTING

1
Hydrograph Report
Hydraflow Hydrographs by Intelisolve v9.22 Wednesday, Dec 3,2008
Hyd. No. 1
Pre Development
Hydrograph type = SCS Runoff Peak discharge = 1.521 cfs
Storm frequency = 1 yrs Time to peak = 725 min
Time interval = 1 min Hyd. volume = 4,734 cuft
Drainage area = 0.800 ac Curve number = 77
Basin Slope = 0.0 % Hydraulic length = 0 ft
Tc method = USER Time of conc. (Tc) = 5.0 min
Total precip. = 3.70 in Distribution = Type Ill
Storm duration = 24 hrs Shape factor = 484
Hydrograph Discharge Table (Printed values>=60.00%of Qp.)
Time -- Outflow
(min cfs)
720 0.964
721 1.126
722 1.285
723 1.418
724 1.501
725 1.521 <<
726 1.484
727 1.399
728 1.285
729 1.159
730 1.041
731 0.942
...End

ograph Report 2
w Hydrographs by Intelisolve v9.22 Wednesday,Dec 3,2008
d. No. 2
Jst Development
Hydrograph type = SCS Runoff Peak discharge = 2.279 cfs
Storm frequency = 1 yrs Time to peak = 725 min
Time interval = 1 min Hyd. volume = 7,077 cuft
Drainage area = 0.800 ac Curve number = 87*
Basin Slope = 0.0 % Hydraulic length = 0 ft
Tc method = USER Time of conc. (Tc) = 5.0 min
Total precip. = 3.70 in Distribution = Type Ill
Storm duration - 24 hrs Shape factor = 484
"Composite(Area/CN)=[(0.430 x 98)+(0.370 x 74))/0.800
Hydrograph Discharge Table (Printed values 60.00%of Qi.)
Time -- Outflow
(min cfs)
720 1.548
721 1.780
722 2.002
723 2.178
724 2.276
725 2.279 «
726 2.198
727 2.052
728 1.866
729 1.667
730 1.483
...End

Hydrograph Report 3
Hydraflow Hydrographs by Intelisolve v9.22 Wednesday,Dec 3,2008
Hyd. No. 3
Detention Area
Hydrograph type = Reservoir Peak discharge = 1.429 cfs
Storm frequency = 1 yrs Time to peak = 730 min
Time interval = 1 min Hyd. volume = 7,076 cuft
Inflow hyd. No. = 2 - Post Development Reservoir name = DRY POND
Max. Elevation = 25.18 ft Max. Storage = 743 cuft
Storage Indication method used.
Hydrograph Discharge Table (Printed values>=60.00h of Qp.)
Time Inflow Elevation Clv A Clv B Clv C PfRsr Wr A Wr B Wr C Wr D Exfil Outflow
(min) cfs ft cfs cfs cfs cfs cfs cfs cfs cfs cfs cfs
722 2.002 25.08 0.913 ----- 0.913
723 2.178 25.10 -_-_.. 0.994 ----- 0.994
724 2.276 25.12 ---- 1.092 1.092
725 2.279 « 25.14 1.186 1.186
726 2.198 25.15 1.270 ---- - 1.270
727 2.052 25.17 1.337 - 1.337
728 1.866 25.18 ---- ---- 1.387 1.387
729 1.667 25.18 1.417 --- ---- 1.417
730 1.483 25.18 « ---- 1.429 ---- 1.429
731 1.332 25.18 ---- 1.428 1.428
732 1.216 25.18 1.416 1.416
733 1.130 25.18 1.396 1.396
734 1.066 25.17 1.373 ---- -. 1.373
735 1.019 25.17 1.346 - 1.346
736 0.982 25.16 ---- 1.319 --- 1.319
737 0.948 25.16 ----- ---- 1.291 1.291
738 0.913 25.15 1.262 1.262
739 0.878 25.15 ---- 1.233 1.233
740 0.843 25.14 ---- 1.204 1.204
741 0.808 25.14 1.174 ---- 1.174
742 0.772 25.13 --- 1.143 ---- 1.143
743 0.736 25.12 1.112 1.112
744 0.700 25.12 1.081 1.081
745 0.664 25.11 1.049 ---- 1.049
746 0.627 25.11 1.017 ---- 1.017
747 0.590 25.10 0.985 0.985
748 0.553 25.09 0.957 0.957
749 0.516 25.09 0.929 ---- ---- 0.929
750 0.479 25.08 0.899 0.899
751 0.442 25.07 0.870 ----- 0.870
...End

Pond Report 4
Hydraflow Hydrographs by Intelisolve v9.22 Wednesday,Dec 3,2008
Pond No. 1 - DRY POND
Pond Data
Contours-User-defined contour areas.Average end area method used for volume calculation.Begining Elevation=24.80 ft
Stage I Storage Table
Stage(ft) Elevation(ft) Contour area(sqft) Incr.Storage(cuft) Total storage(cuft)
0.00 24.80 00 0 0
0.20 25.00 349 35 35
1.20 26.00 7,374 3,862 3,896
Culvert/Orifice Structures Weir Structures
[A] [B] [C] [PrfRsr] [A] [B] [C] [D]
Rise(in) = 0.00 0.00 0.00 0.00 Crest Len(ft) = 2.00 10.00 0.00 0.00
Span(in) = 0.00 0.00 0.00 0.00 Crest El.(ft) = 24.80 25.50 0.00 0.00
No.Barrels = 0 0 0 0 Weir Coeff. = 3.00 3.00 3.33 3.33
Invert El.(ft) = 0.00 0.00 0.00 0.00 Weir Type = Broad Broad --
Length(ft) = 0.00 0.00 0.00 0.00 Multi-Stage = No No No No
Slope(%) = 0.00 0.00 0.00 n/a
N-Value = .013 .013 .013 n/a
Orifice Coeff. = 0.60 0.60 0.60 0.60 Exfil.(in/hr) = 0.000(by Wet area)
Multi-Stage = n/a No No No TW Elev.(ft) = 0.00
Note:Culvert/Orifice outflows are analyzed under inlet(ic)and outlet(oc)control. Weir risers checked for orifice conditions(ic)and submergence(s).
Stage(ft) Stage 1 Discharge Elev(ft)
2.00
26.80
1.80
26.60
1.60
26.40
1.40
26.20
1.20 w - 26.00
1.00
25.80
0.80 - 25.60
0.60
25.40
0.40
25.20
0.20 - 25.00
0.00 '
24.80
0.00 2.00 4.00 6.00 8.00 10.00 12.00 14.00 16.00 18.00 20.00
• Total Q Discharge(cfs)

1
Hydrograph Report
Hydraflow Hydrographs by Intelisolve v9.22 Wednesday, Dec 3,2008
Hyd. No. 1
Pre Development
Hydrograph type = SCS Runoff Peak discharge = 0.090 cfs
Storm frequency = 1 yrs Time to peak = 725 min
Time interval = 1 min Hyd. volume = 281 cuft
Drainage area = 0.048 ac Curve number = 77
Basin Slope = 0.0 % Hydraulic length = 0 ft
Tc method = USER Time of conc. (Tc) = 5.0 min
Total precip. = 3.70 in Distribution = Type Ill
Storm duration = 24 hrs Shape factor = 484
Hydrograph Discharge Table (Printed values>=60.00%of Qp.)
Time -- Outflow
(min cfs)
720 0.057
721 0.067
722 0.076
723 0.084
724 0.089
725 0.090 «
726 0.088
727 0.083
728 0.076
729 0.069
730 0.062
731 0.056
...End

2
Hydrograph Report
Hydraflow Hydrographs by Intelisolve v9.22 Wednesday,Dec 3,2008
Hyd. No. 2 fF5/ ,
Post Development
Hydrograph type = SCS Runoff Peak discharge = 0.177 cfs
Storm frequency = 1 yrs Time to peak = 724 min
Time interval = 1 min Hyd. volume = 616 cuft
Drainage area = 0.048 ac Curve number = 98*
Basin Slope = 0.0 % Hydraulic length = 0 ft
Tc method = USER Time of conc. (Tc) = 5.0 min
Total precip. = 3.70 in Distribution = Type Ill
Storm duration = 24 hrs Shape factor = 484
*Composite(Area/CN)=[(0.027 x 98)]/0.048
Hydrograph Discharge Table (Printed values>=60.00%of Op.)
Time -- Outflow
(min cfs)
719 0.110
720 0.126
721 0.143
722 0.159
723 0.171
724 0.177 <<
725 0.176
726 0.168
727 0.156
728 0.140
729 0.124
730 0.110
...End

JUNIPER CREEK CLUB HOUSE
10-YR STORM ROUTING

Hydrograph Report
Hydraflow Hydrographs by Intelisolve v9.22 Wednesday,Dec 3,2008
Hyd. No. 1
Pre Development
Hydrograph type = SCS Runoff Peak discharge = 4.220 cfs
Storm frequency = 10 yrs Time to peak = 725 min
Time interval = 1 min Hyd. volume = 13,075 cuft
Drainage area = 0.800 ac Curve number = 77
Basin Slope = 0.0 % Hydraulic length = 0 ft
Tc method = USER Time of conc. (Tc) = 5.0 min
Total precip. = 7.00 in Distribution = Type III
Storm duration = 24 hrs Shape factor = 484
Hydrograph Discharge Table (Printed values =60.00%ofOp.)
Time -- Outflow
(min cfs)
720 2.855
721 3.286
722 3.698
723 4.027
724 4.210
725 4.220 «
726 4.073
727 3.803
728 3.460
729 3.093
730 2.753
...End

2
Hydrograph Report
Hydraflow Hydrographs by Intelisolve v9.22 Wednesday,Dec 3,2008
Hyd. No. 2
Post Development
Hydrograph type = SCS Runoff Peak discharge = 5.112 cfs
Storm frequency = 10 yrs Time to peak = 724 min
Time interval = 1 min Hyd. volume = 16,409 cuft
Drainage area = 0.800 ac Curve number = 87*
Basin Slope = 0.0 % Hydraulic length = 0 ft
Tc method = USER Time of conc. (Tc) = 5.0 min
Total precip. = 7.00 in Distribution = Type Ill
Storm duration = 24 hrs Shape factor = 484
*Composite(Area/CN)=[(0.430 x 98)+(0.370 x 74)]/0.800
Hydrograph Discharge Table (Printed values>=50.00%of Qp.)
Time -- Outflow
(min cfs)
719 3.102
720 3.569
721 4.076
722 4.552
723 4.922
724 5.112 «
725 5.092
726 4.885
727 4.538
728 4.107
729 3.653
730 3.237
...End

3
Hydrograph Report
Hydraflow Hydrographs by Intelisolve v9.22 Wednesday, Dec 3,2008
Hyd. No. 3
Detention Area
Hydrograph type = Reservoir Peak discharge = 3.488 cfs
Storm frequency = 10 yrs Time to peak = 729 min
Time interval = 1 min Hyd. volume = 16,409 cuft
Inflow hyd. No. = 2 - Post Development Reservoir name = DRY POND
Max. Elevation = 25.50 ft Max. Storage = 1,952 cuft
Storage Indication method used.
Hydrograph Discharge Table (Printed values>=60.00%ofQp.)
Time Inflow Elevation Clv A Clv B Clv C PfRsr Wr A Wr B Wr C Wr D Exfil Outflow
(min) cfs ft cfs cfs cfs cfs cfs cfs cfs cfs cfs cfs
722 4.552 25.31 2.204 2.204
723 4.922 25.35 --- ---- 2.454 ---- 2.454
724 5.112« 25.39 2.706 ---- 2.706
725 5.092 25.42 2.955 0.000 2.955
726 4.885 25.45 3.172 0.000 3.172
727 4.538 25.48 3.336 0.000 3.336
728 4.107 25.49 3.441 0.000 3.441
729 3.653 25.50 « ----- 3.488 0.000 3.488 «
730 3.237 25.50 ---- ---- 3.484 0.000 3.484
731 2.896 25.49 3.439 0.000 ---- ---- 3.439
732 2.636 25.48 --- 3.367 0.000 ---- 3.367
733 2.441 25.47 3.279 0.000 ---- 3.279
734 2.298 25.45 ---- 3.182 0.000 3.182
735 2.192 25.44 3.082 0.000 ---- 3.082
736 2.108 25.43 2.983 0.000 ----- 2.983
737 2.031 25.41 2.885 0.000 ----- ---- 2.885
738 1.954 25.40 2.790 0.000 ---- 2.790
739 1.877 25.39 ----- ----- 2.704 ---- 2.704
740 1.799 25.37 ---- 2.618 ---- 2.618
741 1.721 25.36 ---- 2.534 2.534
742 1.643 25.35 ---- 2.450 --- 2.450
743 1.565 25.34 2.366 2.366
744 1.486 25.32 2.284 2.284
745 1.407 25.31 2.201 2.201
746 1.328 25.30 ---- 2.119 --- 2.119
...End

Pond Report 4
Hydraflow Hydrographs by Intelisolve v9.22 Wednesday, Dec 3,2008
Pond No. 1 - DRY POND
Pond Data
Contours-User-defined contour areas.Average end area method used for volume calculation.Begining Elevation=24.80 ft
Stage/Storage Table
Stage(ft) Elevation(ft) Contour area(sqft) Incr.Storage(cuft) Total storage(cuft)
0.00 24.80 00 0 0
0.20 25.00 349 35 35
1.20 26.00 7,374 3,862 3,896
Culvert/Orifice Structures Weir Structures
[A] [B] [C] [PrfRsr] [A] [B] [C] [D]
Rise(in) = 0.00 0.00 0.00 0.00 Crest Len(ft) = 2.00 10.00 0.00 0.00
Span(in) = 0.00 0.00 0.00 0.00 Crest El.(ft) = 24.80 25.50 0.00 0.00
No.Barrels = 0 0 0 0 Weir Coeff. = 3.00 3.00 3.33 3.33
Invert El.(ft) = 0.00 0.00 0.00 0.00 Weir Type = Broad Broad --- -
Length(ft) = 0.00 0.00 0.00 0.00 Multi-Stage = No No No No
Slope(%) = 0.00 0.00 0.00 n/a
N-Value = .013 .013 .013 n/a
Orifice Coeff. = 0.60 0.60 0.60 0.60 Exfil.(in/hr) = 0.000(by Wet area)
Multi-Stage = n/a No No No TW Elev.(ft) = 0.00
Note:Culvert/Orifice outflows are analyzed under inlet(ic)and outlet(oc)control. Weir risers checked for orifice conditions(ic)and submergence(s).
Stage(ft) Stage/Discharge
Elev(ft)
2.00
-- 26.80
1.80 ----
-- -- 26.60
1.60 --
26.40
1.40 ---
-- -- 26.20
1.20 --
iimmull
1.00 - 26.00 25.80
0.80 .
25.60
0.60 • ----
-- 25.40
0.40 -- --
25.20
111111
0.20 • 25.00
0.00 24.80
0.00 2.00 4.00 6.00 8.00 10.00 12.00 14.00 16.00 18.00 20.00
Total Q Discharge(cfs)

•
Hydrograph Report
Hydraflow Hydrographs by Intelisolve v9.22 Wednesday, Dec 3,2008
Hyd. No. 1 p,EF /T
Pre Development
Hydrograph type = SCS Runoff Peak discharge = 0.251 cfs
Storm frequency = 10 yrs Time to peak = 725 min
Time interval = 1 min Hyd. volume = 776 cuft
Drainage area = 0.048 ac Curve number = 77
Basin Slope = 0.0 % Hydraulic length = 0 ft
Tc method = USER Time of conc. (Tc) = 5.0 min
Total precip. = 7.00 in Distribution = Type Ill
Storm duration = 24 hrs Shape factor = 484
Hydrograph Discharge Table (Printed values>=60.00%of Qp.)
Time -- Outflow
(min cfs)
720 0.170
721 0.195
722 0.220
723 0.239
724 0.250
725 0.251 «
726 0.242
727 0.226
728 0.205
729 0.184
730 0.163
...End

2
Hydrograph Report
Hydraflow Hydrographs by Intelisolve v9.22 Wednesday,Dec 3,2008
Hyd. No. 2 ©FF-PP--
Post Development
Hydrograph type = SCS Runoff Peak discharge = 0.338 cfs
Storm frequency = 10 yrs Time to peak = 724 min
Time interval = 1 min Hyd. volume = 1,202 cuft
Drainage area = 0.048 ac Curve number = 98*
Basin Slope = 0.0 % Hydraulic length = 0 ft
Tc method = USER Time of conc. (Tc) = 5.0 min
Total precip. = 7.00 in Distribution = Type III
Storm duration = 24 hrs Shape factor = 484
Composite(Area/CN)=[(0.027 x 98)]/0.048
Hydrograph Discharge Table (Printed values>=60.00%of Op.)
Time -- Outflow
(min cfs)
719 0.210
720 0.240
721 0.273
722 0.303
723 0.326
724 0.338 «
725 0.335
726 0.320
727 0.296
728 0.267
729 0.237
730 0.209
...End

STREAM CLASSIFICATION

Name of Stream Description Curr. Class Date Basin Stream Index#
Bay Branch From source to Hood C;Sw 04/01/59 Cape Fear 18-66-7
Creek
Neal Branch From source to Hood C;Sw 04/01/59 Cape Fear 18-66-8
Creek
Bay Branch From source to Cape C;Sw 04/01/59 Cape Fear 18-67
Fear River
Indian Creek From source to Cape C;Sw 04/01/59 Cape Fear 18-70
Fear River
Clabber Branch From source to Indian C;Sw 04/01/59 Cape Fear 18-70-1
Creek
Cherry Tree Prong From source to Indian C;Sw 04/01/59 Cape Fear 18-70-2
Creek
Mulberry Branch From source to Indian C;Sw 04/01/59 Cape Fear 18-70-3
Creek
Otter Branch From source to C;Sw 04/01/59 Cape Fear 18-70-3-1
Mulberry Branch
Mill Branch From soruce to Indian C;Sw 04/01/59 Cape Fear 18-70-4
Creek
Cartwheel Branch From source to Cape SC;Sw 04/01/59 Cape Fear 18-72
Fear River
Alligator Creek From source to Cape SC;Sw 04/01/59 Cape Fear 18-75
Fear River
Brunswick River From source to Cape SC 08/09/81 Cape Fear 18-77
Fear River
Sturgeon Creek From source to C;Sw 04/01/59 Cape Fear 18-77-1
Burnswick River
Mill Creek From source to C;Sw 04/01/59 Cape Fear 18-77-1-1
Sturgeon Creek
Rowell Branch From source to Mill C;Sw 04/01/59 Cape Fear 18-77-1-1-1
Creek
Banton Branch From source to Mill C;Sw 04/01/59 Cape Fear 18-77-1-1-2
Creek
Redmond Creek From source to SC;Sw 04/01/59 Cape Fear 18-77-2
Brunswick River
Jackeys Creek From source to C;Sw 04/01/59 Cape Fear 18-77-3
Brunswick River
Piney Branch From source to Jackeys C;Sw 04/01/59 Cape Fear 16-77-3-1
Creek
Mallory Creek From source to Cape C;Sw 04/01/59 Cape Fear 18-78
Fear River
Little Mallory From source to Mallory C;Sw 04/01/59 Cape Fear 18-78-1
Creek (Beaverdam Creek
Branch)
Town Creek From source to Cape C;Sw 09/01/74 Cape Fear 18-81
(Rattlesnake Fear River
Branch)
Turkey Branch From source to Town C;Sw 04/01/59 Cape Fear 18-81-1
Creek
Beaverdam Pond Entire pond and C;Sw 04/01/59 Cape Fear 18-61-10
connecting stream to
Town Creek
Page 8 of 14 2008-11-15 06:21:29

Permit No.
(to be provided by DWQ)
State of North Carolina
Department of Environment and Natural Resources
Division of Water Quality
STORMWATER MANAGEMENI'PERMIT APPLICATION FORM
LOW DENSITY SUPPLEMENT
This form may be photocopied for use as an original
A low density project is one that meets the appropriate criteria for built upon area and transports stormwater
runoff primarily through vegetated conveyances. Low density projects should not have a discrete stormwater
collection system as defined by 15A NCAC 2H .1002(18). Low density requirements and density factors can
be found in 15A NCAC 2H .1005 through .1007, DWQ BMP Manual (2007), and Session Law 2006-246.
I. PROJECT INFORMATION
Project Name : Juniper Creek
Contact Person: Mark Hargrove, PE Phone Number: ( 910 )791-6707
Number of Lots:100 Allowable Built Upon Area Per Lot*:See Table
*If lot sizes are not uniform, attach a table indicating the number of lots, lot sizes and allowable built upon area
for each lot. The attachment must include the project name, phase, page numbers and provide area subtotals
and totals. BUA shall be shown in units of square feet.
II. BUILT UPON AREA
See the Stormwater Management Permit Application for specific language that must be recorded in the deed
restrictions for all subdivisions.
For uniform lot sizes, complete the following calculation in the space provided below where:
• SA Site Area- the total project area above Mean High Water. Wetlands may be excluded when the
development results in high density pockets.
• DF Density Factor- the appropriate percent built upon area divided by 100.
• RA Road Area - the total impervious surface occupied by roadways.
• OA Other Area - the total area of impervious surfaces such as clubhouses, tennis courts, sidewalks, etc.
• No. Lots -the total number of lots in the subdivision.
• BUA/Lot-the computed allowable built upon area for each lot including driveways and impervious
surfaces located between the front lot line and the edge of pavement.
(SA x DF) - RA - OA = BUA
Form S W401-Low Density-Rev.2 Page 1 of 3

No. Lots Lot
Calculation:
(SA: 2,415,625 ft2 x DF: 0.3)—(RA: 156,716 ft2) —(OA: 47,566 ft2) =BUA per Lot= 520,406 ft2
(No of Lots: 100)
III. REQUIRED ITEMS CHECKLIST
Initial in the space provided to indicate that the following requirements have been met and supporting
documentation is provided as necessary. Indicate the page or plan sheet number where supporting
documentation can be found. If the applicant has designated an agent on the Stormwater Management Permit
Application Form,the agent may initial below.
Page/Plan
Initials Sheet No.
,)//J-. a. A 30 foot vegetative buffer is provided adjacent to surface waters. Projects in the Neuse,
Tar-Pamlico, Catawba River basins, and Randleman Lake may require additional buffers.
rnr�IJL 4/1- b. Deed restriction language as required on form SWU-101 shall be recorded as a restrictive
covenant. A copy of the recorded document shall be provided to DWQ within 30 days of
platting and prior to sale of any lots.
AY/4- c. Built upon area calculations are provided for the overall project and all lots.
,v' N/A— d. Project conforms to low density requirements within the ORW AEC (if applicable).
[15A NCAC 2H .1 007(2)(b)]
e. Side slopes of swales are no steeper than 3:1.
f. Longitudinal slope of swales is no greater than 5%; calculations for shear stress and velocity
are shown if slope is greater than 5%.
soil A09- g. Swales are designed to carry, at a non-erosive velocity, at least the 10-year storm.
a ,U— kik h. Swale detail and permanent vegetation is specified on the plans.
Form SW401-Low Density-Rev.2 Page 2 of 3

IV. SWALE SYSTEM MAINTENANCE REQUIREMENTS
1. Mowing will be accomplished as needed according to the season. Grass height will not exceed six inches
at any time.
2. Swales will be inspected monthly or after every runoff producing rainfall event for sediment build-up,
erosion, and trash accumulation.
3. Accumulated sediment and trash will be removed as necessary. Swales will be reseeded or sodded
following sediment removal.
4. Eroded areas of the swales will be repaired and reseeded. Swales will be revegetated as needed and in a
timely manner based on the monthly inspections.
5. Catch basins, curb cuts, velocity reduction devices, and piping will be inspected monthly or after every
significant runoff producing rainfall event. Trash and debris will be cleared away from grates, curb cuts,
velocity reduction devices and piping.
6. Swales will not be altered, piped, or filled in without approval from NCDENR Division of Water Quality.
I acknowledge and agree by my signature below that I am responsible for the performance of the six
maintenance procedures listed above. I agree to notify DWQ of any problems with the system or prior to any
changes to the system or responsible party.
Print Name and Title:Peter McCallion, Manager
Address:P.O. Box 173, Leland,NC 28451
Phone:[phone]� Date: /.21/(5-710
Signature:
Note: The legally responsible party should not be a homeowners association unless more than 50%of the lots have been sold and
cr resident of the subdivision has been named the president.
I, e i (0. L - , a Notary Public for the State of 1‘)0(I L, CCi n ;h c ,County of
tnb1 ' ,do hereby certify that 1c'CC(l;0 v personally appeared before me this
day of 'ec Y G , JY1?% ,and acknowledge the due execution of the forgoing infiltration basin maintenance
requirements. Witness my hand and official seal,
DEBRA L GISONNA
Notary Public
New Hanover County - ¢
North Carolina 's
My mission Expires Sep la, 2012
My commission expires �E� r^��.r 1 a" 2
•
Form SW401-Low Density-Rev.2 Page 3 of 3

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DWQ USE ONLY
Date Received Fee Paid Permit Number
State of North Carolina
Department of Environment and Natural Resources
Division of Water Quality
STORMWATER MANAGEMENT PERMIT APPLICATION FORM
This form may be photocopied for use as an original
I. GENERAL INFORMATION
1. Applicants name(specify the name of the corporation,individual,etc.who owns the project):
Juniper Creek,LLC
2. Print Owner/Signing Official's name and title(person legally responsible for facility and compliance):
Peter McCallion, Manager
3. Mailing Address for person listed in item 2 above:
P.O.Box 173
City:Leland State:NC Zip:28451
Phone: (910 ) 253-8111 Fax: (910 ) 793-3661
Email:[e-mail]
4. Project Name(subdivision,facility,or establishment name-should be consistent with project name on plans,
specifications,letters,operation and maintenance agreements,etc.):
Juniper Creek
5. Location of Project(street address):
Old Fayetteville Road
City:Leland County:Brunswick Zip:28451
6. Directions to project(from nearest major intersection):
From intersection of US 17 and US 74,travel north approximately 1.3 miles. Turn left on Old Fayettville
Road. Site is approximately 1.3 miles on right
7. Latitude:34°14'50" N Longitude:78°2' 50" W of project
8. Contact person who can answer questions about the project
Name:Marl Hargrove,PE Telephone Number: (910 ) 791-6707
Email:[e-mail]
II. PERMIT INFORMATION:
1. Specify whether project is(check one): New ❑Renewal. ZModification
Form SWU-101 Version 09.25.08 Page 1 of 4

2. If this application is being submitted as the result of a renewal or modification to an existing permit,list the
existing permit numberSW8 050309 and its issue date(if known)March 17,2005
3. Specify the type of project(check one):
®Low Density ❑High Density ❑Redevelop ❑General Permit ❑Universal SMP ['Other
4. Additional Project Requirements(check applicable blanks;information on required state permits can be
obtained by contacting the Customer Service Center at 1-877-623-6748):
❑CAMA Major ❑Sedimentation/Erosion Control 0404/401 Permit ❑NPDES Industrial Stormwater
III. PROJECT INFORMATION
1. In the space provided below,summarize how stormwater will be treated. Also attach a detailed narrative
(one to two pages) describing stormwater management for the project.
Runoff will sheet flow,or be directed from proposed roadways by curbing or curb cuts. All runoff that is
directed to curb cuts will be treated by minimum 100 foot vegetative swales.
2. Stormwater runoff from this project drains to the Cape Fear River basin.
3. Total Property Area:120.8 acres 4. Total Coastal Wetlands Area: acres
5. Total Property Area(3) - Total Coastal Wetlands Area(4) = Total Project Area**: acres
6. (Total Impervious Area/ Total Project Area)X 100 = Project Built Upon Area(BUA):
7. How many drainage areas does the project have?1
8. Complete the following information for each drainage area. If there are more than two drainage areas in the
project,attach an additional sheet with the information for each area provided in the same format as below.
For high density projects,complete the table with one drainage area for each engineered stormwater device.
Basin Information Drainage Area 1 Drainage Area 2
Receiving Stream Name Sturgeon Creek
Stream Class&Index No. C;Sw-1.8-77-1
Total Drainage Area(sf) 2,415,626
On-site Drainage Area(sf) 2,415,626
Off-site Drainage Area(sf) 0
Existing Impervious*Area(sf) 0
Proposed Impervious*Area(sf) 724,687
% Impervious*Area(total) 30
Impervious*Surface Area Drainage Area 1 Drainage Area 2
On-site Buildings(sf) 520,405
On-site Streets (sf) 156,716
On-site Parking (sf) 0
On-site Sidewalks (sf) 26,398
Other on-site (sf) 21,192
Off-site (sf)
Total (sf): 724,687
*Impervious area is defined as the built upon area including, but not limited to, buildings,roads,parking areas,
sidewalks,gravel areas, etc.
**Total project area shall be calculated to exclude Coastal Wetlands from use when calculating the built upon area
percentage calculation. This is the area used to calculate overall percent project built upon area(BLIA).
Form SWU-l0I Version 09.25.08 Page 2 of 4

9. How was the off-site impervious area listed above derived?
Projects in Union County: Contact the DWQ Central Office staff to check to see if you project is located
within a Threatened&Endangered Species watershed that may be subject to more stringent stormwater
requirements.
IV. DEED RESTRICTIONS AND PROTECTIVE COVENANTS
One of the following property restrictions and protective covenants are required to be recorded for all
subdivisions,outparcels and future development prior to the sale of any lot. If lot sizes vary significantly,a table
listing each lot number,size and the allowable built-upon area for each lot must be provided as an attachment.
Forms can be downloaded from i]ttp://h2o.enr.state.nc.us/su/bmp forms.htm-deed restrictions.
Form DRPC-1 High Density Commercial Subdivisions
Form DRPC-2 High Density Developments with Outparcels
Form DRPC-3 High Density Residential Subdivisions
Form DRPC-4 Low Density Commercial Subdivisions
Form DRPC-5 Low Density Residential Subdivisions
Form DRPC-6 Low Density Residential Subdivisions with Curb Outlets
By your signature below,you certify that the recorded property restrictions and protective covenants for this
project shall include all the applicable items required in the above form,that the covenants will be binding
on all parties and persons claiming under them,that they will run with the land,that the required covenants
cannot be changed or deleted without concurrence from the NC DWQ and that they will be recorded prior to
the sale of any lot.
V. SUPPLEMENT FORMS
The applicable state stormwater management permit supplement form(s)listed below must be submitted for each
BMP specified for this project. Contact the Stormwater Permitting Unit at(919)807-6300 for the status and
availability of these forms. Forms can be downloaded from http://h2o.enr.state.nc.us/su/bmp forms.lhtm.
Form SW401-Low Density Low Density Supplement
Form SW401-Curb Outlet System Curb Outlet System Supplement
Form SW401-Off-Site System Off-Site System Supplement
Form SW401-Wet Detention Basin Wet Detention Basin Supplement
Form SW401-Infiltration Basin Infiltration Basin Supplement
Form SW401-Infiltration Trench Underground Infiltration Trench Supplement
Form SW401-Bioretention Cell Bioretention Cell Supplement
Form SW401-Level Spreader Level Spreader/Filter Strip/Restored Riparian Buffer Supplement
Form SW401-Wetland Constructed Wetland Supplement
Form SW401-Grassed Swale Grassed Swale Supplement
Form SW401-Sand Filter Sand Filter Supplement
Form SW401-Permeable Pavement Permeable Pavement Supplement
Form SW401-Cistern Cistern Supplement
Form SWU-l01 Version 09.25.08 Page 3 of 4

VI. SUBMITTAL REQUIREMENTS
Only complete application packages will be accepted and reviewed by the Division of Water Quality(DWQ).
A complete package includes all of the items listed below. The complete application package should be
submitted to the appropriate DWQ Office. (Appropriate office may be found by locating project on the
interactive online map at fitp::._h'ci_cnr.state.nc.usrsu;nisi maps.htm)
1. Please indicate that you have provided the following required information by initialing in the space provided
next to each item.
Initial
• Original and one copy of the Stormwater Management Permit Application Form I
• Original and one copy of the Deed Restrictions&Protective Covenants Form(if A1#
required as per Part IV above)
• Original of the applicable Supplement Form(s)and O&M agreement(s)for each BMP ithl
• Permit application processing fee of$505(Express:$4,000 for HD,$2,000 for LD)
payable to NCDENR
• Calculations&detailed narrative description of stormwater treatment/management 0110
• Copy of any applicable soils report A?N) -
• Two copies of plans and specifications(sealed,signed&dated),including: Pit 10-
-Development/Project name
Engineer and firm
Legend
-North arrow
-Scale
-Revision number&date
-Mean high water Iine
-Dimensioned property/project boundary
-Location map with named streets or NCSR numbers
-Original contours,proposed contours,spot elevations,finished floor elevations
-Details of roads,drainage features,collection systems,and stormwater control measures
-Wetlands delineated,or a note on plans that none exist
-Existing drainage(including off-site),drainage easements,pipe sizes,runoff calculations
-Drainage areas delineated
-Vegetated buffers(where required)
VII. AGENT AUTHORIZATION
If you wish to designate authority to another individual or firm so that they may provide information on your
behalf(such as additional information requests),please complete this section. (ex. designing engineer or firm)
Designated agent(individual or firm):Paramounte Engineer,Inc.
Mailing Address:5911 Oleander Drive,Suite 201
City:Wilmington State:NC Zip:28403
Phone: (910 ) 791-6707 Fax: (910 ) 791-6760
Email:[e-mail]
VIII. APPLICANT'S CERTIFICATION
I, (print or type name of person listed in General Information, item 2)Peter McCallzon
certify that the information included on this permit application form is,to the best of my knowledge,correct and
that the project will be constructed in conformance with the approved plans,that the required deed restrictions
and protective covenants will be recorded,and that the proposed project complies with the requirements of 15A
NCAC 2H.1000. /
12 // V.200 $-
Signature-
Date: FF
Form SWL'-101 Version 09.25.08 Page 4 of 4

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DWQ USE ONLY
Date Received Fee Paid Permit Number
/-of .SoS e-1‘) - /9 f -swG'as 5 9 /7,�.
State of North Carolina
Department of Environment and Natural rc Resources t/.�
Divissio ►of Water Quality Quality D
STORMWATER MANAGEMENT PERMIT APPLICATIORUOIRtI2008
This form may be photocopied for use as an original
BY:
I. GENERAL INFORMATION
1. Applicants name(specify the name of the corporation,individual,etc.who owns the project):
Juniper Creek,LLC
2. Print Owner/Signing Official's name and title(person legally responsible for facility and compliance):
Peter McCallion, Manager
3. Mailing Address for person listed in item 2 above:
P.O.Box 173
City:Leland State:NC Zip:28451
Phone: (910 ) 253-8111 Fax: (910 ) 793-3661
Email:[e-mail]
4. Project Name(subdivision,facility,or establishment name-should be consistent with project name on plans,
specifications,letters,operation and maintenance agreements,etc.):
Juniper Creek
5. Location of Project(street address):
Old Fayetteville Road
City:Leland County:Brunswick Zip:284.51
6. Directions to project(from nearest major intersection):
From intersection of US 17 and US 74,travel north approximately 1.3 miles. Turn left on Old Fayettville
Road. Site is approximately 1.3 miles on right
7. Latitude:34°14'50"N Longitude:78°2'50"W of project
8. Contact person who can answer questions about the project:
Name:Marl Hargrove,PE Telephone Number: (910 ) 791-6707
Email:[e-mail]
II. PERMIT INFORMATION:
1. Specify whether project is(check one): ['New ❑Renewal ®Modification
Form SWU-101 Version 09.25.08 Page 1 of4

2. If this application is being submitted as the result of a renewal or modification to an existing permit,list the
existing permit numberSW8 050309 and its issue date(if known)March 17,2005
3. Specify the type of project(check one):
®Low Density ['High Density ❑Redevelop ['General Permit ❑Universal SMP ['Other
4. Additional Project Requirements(check applicable blanks;information on required state permits can be
obtained by contacting the Customer Service Center at 1-877-623-6748):
❑CAMA Major ❑Sedimentation/Erosion Control 0404/401 Permit ❑NPDES Industrial Stormwater
III. PROJECT INFORMATION
1. In the space provided below,summarize how stormwater will be treated. Also attach a detailed narrative
(one to two pages)describing stormwater management for the project.
Runoff will sheet flow,or be directed from proposed roadways by curbing or curb cuts. All runoff that is
directed to curb cuts will be treated by minimum 100 foot vegetative swales.
2. Stormwater runoff from this project drains to the Cape Fear River basin.
3. Total Property Area:120.8 acres 4. Total Coastal Wetlands Area: acres
5. Total Property Area(3) - Total Coastal Wetlands Area(4) = Total Project Area**: acres
6. (Total Impervious Area/ Total Project Area)X 100 = Project Built Upon Area(BUA): %
7. How many drainage areas does the project have?1
8. Complete the following information for each drainage area. If there are more than two drainage areas in the
project,attach an additional sheet with the information for each area provided in the same format as below.
For high density projects,complete the table with one drainage area for each engineered stormwater device.
Basin Information Drainage Area 1 Drainage Area 2
Receiving Stream Name Sturgeon Creek
Stream Class&Index No. C;Sw-18-77-1
Total Drainage Area(sf) 2,415,626
On-site Drainage Area(sf) 2,415,626
Off-site Drainage Area(sf) 0
Existing Impervious*Area(sf) 0
Proposed Impervious*Area(sf) 724,687
% Impervious*Area(total) 30
Impervious*Surface Area Drainage Area 1 Drainage Area 2
On-site Buildings(sf) 520,405
On-site Streets (sf) 156,716
On-site Parking (sf) 0
On-site Sidewalks (sf) 26,398
Other on-site (sf) 21,192
Off-site (sf)
Total (sf): 724,687
*Impervious area is defined as the built upon area including, but not limited to,buildings,roads,parking areas,
sidewalks,gravel areas,etc.
**Total project area shall be calculated to exclude Coastal Wetlands from use when calculating the built upon area
percentage calculation. This is the area used to calculate overall percent project built upon area(B VA).
Form SWU-101 Version 09.25.08 Page 2 of 4

9. How was the off-site impervious area listed above derived?
Projects in Union County: Contact the DWQ Central Office staff to check to see if you project is located
within a Threatened&Endangered Species watershed that may be subject to more stringent stormwater
requirements.
IV. DEED RESTRICTIONS AND PROTECTIVE COVENANTS
One of the following property restrictions and protective covenants are required to be recorded for all
subdivisions,outparcels and future development prior to the sale of any lot. If lot sizes vary significantly,a table
listing each lot number,size and the allowable built-upon area for each lot must be provided as an attachment.
Forms can be downloaded from http://h2o.enr.state.nc.us/su/bmp forms.htm-deed restrictions.
Form DRPC-1 High Density Commercial Subdivisions
Form DRPC-2 High Density Developments with Outparcels
Form DRPC-3 High Density Residential Subdivisions
Form DRPC-4 Low Density Commercial Subdivisions
Form DRPC-5 Low Density Residential Subdivisions
Form DRPC-6 Low Density Residential Subdivisions with Curb Outlets
By your signature below,you certify that the recorded property restrictions and protective covenants for this
project shall include all the applicable items required in the above form,that the covenants will be binding
on all parties and persons claiming under them,that they will run with the land,that the required covenants
cannot be changed or deleted without concurrence from the NC DWQ,and that they will be recorded prior to
the sale of any lot.
V. SUPPLEMENT FORMS
The applicable state stormwater management permit supplement form(s)listed below must be submitted for each
BMP specified for this project. Contact the Stormwater Permitting Unit at(919)807-6300 for the status and
availability of these forms. Forms can be downloaded from http://h2o.enr.state.nc.us/su/bmp forms.hi
Form SW401-Low Density Low Density Supplement
Form SW401-Curb Outlet System Curb Outlet System Supplement
Form SW401-Off-Site System Off-Site System Supplement
Form SW401-Wet Detention Basin Wet Detention Basin Supplement
Form SW401-Infiltration Basin Infiltration Basin Supplement
Form SW401-Infiltration Trench Underground Infiltration Trench Supplement
Form SW401-Bioretention Cell Bioretention Cell Supplement
Form SW401-Level Spreader Level Spreader/Filter Strip/Restored Riparian Buffer Supplement
Form SW401-Wetland Constructed Wetland Supplement
Form SW401-Grassed Swale Grassed Swale Supplement
Form SW401-Sand Filter Sand Filter Supplement
Form SW401-Permeable Pavement Permeable Pavement Supplement
Form SW401-Cistern Cistern Supplement
Form SWU-101 Version 09.25.08 Page 3 of 4

VI. SUBMITTAL REQUIREMENTS
Only complete application packages will be accepted and reviewed by the Division of Water Quality(DWQ).
A complete package includes all of the items listed below. The complete application package should be
submitted to the appropriate DWQ Office. (Appropriate office may be found by locating project on the
interactive online map at http://h2o.enr.state.nc.us/su/msi_maps.htm)
1. Please indicate that you have provided the following required information by initialing in the space provided
next to each item.
Initi
• Original and one copy of the Stormwater Management Permit Application Form
• Original and one copy of the Deed Restrictions&Protective Covenants Form(if Aldo
required as per Part IV above)
• Original of the applicable Supplement Form(s)and O&M agreement(s)for each BMP /Ohl
• Permit application processing fee of$505(Express:$4,000 for HD,$2,000 for LD)
payable to NCDENR A9/d
• Calculations&detailed narrative description of stormwater treatment/management
• Copy of any applicable soils report M/VJi-
• Two copies of plans and specifications(sealed,signed&dated),including: rg ivi)-
- Development/Project name
-Engineer and firm
-Legend
-North arrow
-Scale
-Revision number&date
-Mean high water line
-Dimensioned property/project boundary
-Location map with named streets or NCSR numbers
-Original contours,proposed contours,spot elevations,finished floor elevations
-Details of roads,drainage features,collection systems,and stormwater control measures
-Wetlands delineated,or a note on plans that none exist
-Existing drainage(including off-site),drainage easements,pipe sizes,runoff calculations
-Drainage areas delineated
-Vegetated buffers(where required)
VII. AGENT AUTHORIZATION
If you wish to designate authority to another individual or firm so that they may provide information on your
behalf(such as additional information requests),please complete this section. (ex. designing engineer or firm)
Designated agent(individual or firm):Paramounte Engineer,Inc.
Mailing Address:5911 Oleander Drive,Suite 201
City:Wilmington State:NC Zip:28403
Phone: (910 ) 791-6707 Fax: (910 ) 791-6760
Email:[e-mail]
VIII. APPLICANT'S CERTIFICATION
I, (print or type name of person listed in General Information, item 2)Peter McCallion
certify that the information included on this permit application form is,to the best of my knowledge,correct and
that the project will be constructed in conformance with the approved plans,that the required deed restrictions
and protective covenants will be recorded,and that the proposed project complies with the requirements of 15A
NCAC 2H.1000.
Signatur • Date: / // 7 100 r
Form SWU-101 Version 09.25.08 Page 4 of 4

Permit No. taJ 8 0,1121 )
g �
(to be provided by DWQ)
State of North Carolina
Department of Environment and Natural Resources
Division of Water Quality + 'i►,3►"
S T ORI vv A i ER MANAGEMENT PERIvII T APPLICATION FOAM 1 9 2008
LOW DENSITY SUPPLEMENT BY'
This form may be photocopied for use as an original
A low density project is one that meets the appropriate criteria for built upon area and transports stormwater
runoff primarily through vegetated conveyances. Low density projects should not have a discrete stormwater
collection system as defined by 15A NCAC 2H .1002(18). Low density requirements and density factors can
be found in 15A NCAC 2H .1005 through .1007,DWQ BMP Manual (2007), and Session Law 2006-246.
I. PROJECT INFORMATION
Project Name : Juniper Creek
Contact Person: Mark Hargrove, PE Phone Number: ( 910 )791-6707
Number of Lots:100 Allowable Built Upon Area Per Lot*:See Table
*If lot sizes are not uniform, attach a table indicating the number of lots, lot sizes and allowable built upon area
for each lot. The attachment must include the project name,phase,page numbers and provide area subtotals
and totals. BUA shall be shown in units of square feet.
II. BUILT UPON AREA
See the Stormwater Management Permit Application for specific language that must be recorded in the deed
restrictions for all subdivisions.
For uniform lot sizes, complete the following calculation in the space provided below where:
• SA Site Area-the total project area above Mean High Water. Wetlands may be excluded when the
development results in high density pockets.
• DF Density Factor-the appropriate percent built upon area divided by 100.
• RA Road Area-the total impervious surface occupied by roadways.
• OA Other Area-the total area of impervious surfaces such as clubhouses, tennis courts, sidewalks, etc.
• No. Lots - the total number of lots in the subdivision.
• BUA/Lot-the computed allowable built upon area for each lot including driveways and impervious
surfaces located between the front lot line and the edge of pavement.
(SAxDF) - RA - OA = BUA
Form SW401-Low Density-Rev.2 Page 1 of 3

No. Lots Lot
Calculation:
(SA: 2,415,625 ft2 x DF: 0.3)-(RA: 156,716 ft2)-(OA: 47,566 ft2)=BUA per Lot= 520,406 ft2
(No of Lots: 100)
III. REQUIRED ITEMS CHECKLIST
Initial in the space provided to indicate that the following requirements have been met and supporting
documentation is provided as necessary. Indicate the page or plan sheet number where supporting
documentation can be found. If the applicant has designated an agent on the Stormwater Management Permit
Application Form, the agent may initial below.
Page/Plan
Initials Sheet No.
a. A 30 foot vegetative buffer is provided adjacent to surface waters. Projects in the Neuse,
Tar-Pamlico, Catawba River basins, and Randleman Lake may require additional buffers.
sa,�1J- a.)/1a-- b. Deed restriction language as required on form SWU-101 shall be recorded as a restrictive
covenant. A copy of the recorded document shall be provided to DWQ within 30 days of
platting and prior to sale of any lots.
/91A- c. Built upon area calculations are provided for the overall project and all lots.
inNli- N/A- d. Project conforms to low density requirements within the ORW AEC (if applicable).
[15A NCAC 2H .1007(2)(b)]
FAO- N/4,_ e. Side slopes of swales are no steeper than 3:1.
pW/- /J//_ f. Longitudinal slope of swaics is no greater than 5%; calculations for shear stress and velocity
are shown if slope is greater than 5%.
sM %— ®IJf� g. Swales are designed to carry, at a non-erosive velocity, at least the 10-year storm.
A 4Q- h. Swale detail and permanent vegetation is specified on the plans.
Form SW40i Low Density-Rev.2 Page 2 of 3

IV. SWALE SYSTEM MAINTENANCE REQUIREMENTS
1. Mowing will be accomplished as needed according to the season. Grass height will not exceed six inches
at any time.
2. Swales will be inspected monthly or after every runoff producing rainfall event for sediment build-up,
erosion, and trash accumulation.
3. Accumulated sediment and trash will be removed as necessary. Swales will be reseeded or sodded
following sediment removal.
4. Eroded areas of the swales will be repaired and reseeded. Swales will be revegetated as needed and in a
timely manner based on the monthly inspections.
5. Catch basins, curb cuts, velocity reduction devices, and piping will be inspected monthly or after every
significant runoff producing rainfall event. Trash and debris will be cleared away from grates, curb cuts,
velocity reduction devices and piping.
6. Swales will not be altered,piped, or filled in without approval from NCDENR Division of Water Quality.
I acknowledge and agree by my signature below that I am responsible for the performance of the six
maintenance procedures listed above. I agree to notify DWQ of any problems with the system or prior to any
changes to the system or responsible party.
Print Name and Title:Peter McCallion, Manager
Address:P.O. Box 173, Leland,NC 28451
Phone:[phone] 9' Date: /.//k/,dDo
l
Signature:
Note: The legally responsible party should not be a homeowners association unless more than 50%of the lots have been sold and
a resident of the subdivision has been named the president.
I, Q1a(-a L- G;s e im4 ,a Notary Public for the State of 1J0 c 4t w`6 h @ ,County of
p 4 v rv&' ,do hereby certify that PVIP--' niNe Cc\It;o personally appeared before me this g
day of , abbg ,and acknowledge the due execution of the forgoing infiltration basin maintenance
requirements. Witness my hand and official seal,
DEBRA L GISONNA
Notary Public
New Hanover County l a � � ���a
North Carolina' i '" '
My miaion Expires Sep 18, 2012 1 My commission expires & kLf-l 2, 0)-42
Form SW401-Low Density-Rev.2 Page 3 of 3

INFORMATION PERTAINING TO DEED RESTRICTIONS
AND PROTECTIVE COVENANTS
In accordance with Title 15 NCAC 2H.1000, the Coastal Stormwater Management Regulations, deed
restrictions and protective covenants are required for Low Density Residential Subdivisions where lots
will be subdivided and sold. Deed restrictions and protective covenants are necessary to ensure that the
development maintains a "built-upon" area consistent with the applicable regulation governing the density
level. The following deed restrictions and covenants must be recorded prior to the sale of any lot:
1. The following covenants are intended to ensure ongoing compliance with State Stormwater
Management Permit Number SW8 050309 , as issued by the Division of Water Quality under
NCAC 2H.1000.
2. The State of North Carolina is made a beneficiary of these covenants to the extent necessary to
maintain compliance with the stormwater management permit.
3. These covenants are to run with the land and be binding on all persons and parties claiming
under them.
4. The covenants pertaining to stormwater may not be altered or rescinded without the express
written consent of the State of North Carolina, Division of Water Quality.
5. Alteration of the drainage as shown on the approved plan may not take place without the
concurrence of the Division of Water Quality.
6. The maximum allowable built-upon area for lots 1 - 51 is 5,979 square feet and for lots 52—
100 is 4,397 square feet. This allotted amount includes any built-upon area constructed within the
lot property boundaries, and that portion of the right-of-way between the front lot line and the edge
of the pavement. Built upon area includes, but is not limited to, structures, asphalt, concrete,
gravel, brick, stone, slate, and coquina, but does not include raised, open wood decking, or the
water surface of swimming pools.
7. In the case of a lot within CAMA's regulated AEC, if the built-upon area for that lot, as calculated
by CA MA, is less than the amount shown in these restrictions, the most restrictive BUA will be the
maximum permitted limit for that lot.
8. Filling in or piping of any vegetative conveyances (ditches, swales, etc.) associated with the
development except for average driveway crossings, is strictly prohibited by any persons.
9. Each lot will maintain a 30'wide vegetated buffer between all impervious areas and surface
waters.
10. All roof drains sha Mate at least 30'from the mean high water mark of surface w ers.
Signature I_ AC Date: /,2 ;20 r
I, pL ro L - o h ra , a Notary Public in the
State of N or Cct^,,t ha , County of (V L..J v trim--
do hereby certify that Qt of VhcC all :on personally appeared
before me this the !2. day of , 20a4' , and acknowledge
the due execution of the foregoing instrument. Witness my hand and official seal,
SEAL
D SONNA
Not rL G ublic
Nofary Publlc
Signature New Hanover County
North Carolina
My Commission Expires Sep 18, 2012
My Commission expires sy ,be.-

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STORMWATER SUBMITTAL REQUIREMENTS
LOW DENSITY
Subdivisions, Curb Outlet System, Non-subdivision
Objectives
(� B. Limit amount of built-upon surfaces per the most current rules.
f A 0.(J` No collection systems (limited piping-only enough to get under a road, no inverted crown
streets)
✓C. Sheet flow
Z D. No area of the project of such high density that runoff threatens water quality. (i.e., pocket of
high density).
II. What makes up a complete low-density application package?
/A. Two sets of layout&grading plans with road details and a swale drainage area map for curb
outlet systems. Unrelated plan sheets such as water/sewer profiles or details are not
necessary. (Additional sets of plans may be requested for projects in certain counties)
,/B. Completed application with supplement(s), SWU-101, SW401-Low Density, SW401-Curb
Outlet, SW401-Grassed Swale .
✓C. Deed restrictions, if applicable.
✓M. D. Curb outlet swale calculations if applicable.
1c E. Chlorides test results must be provided if the project is within%mile of SR waters(Phase II).
(This is only required to test out of SR water treatment requirements)
III. BIMS entry(for DWQ use only)
Enter&track submittal dates, add info requested/received dates, permit issue dates, and drainage
area info. Best done after the add info letter is written and before sending permit up for signature.
IV. Shell documents (for DWQ use only)
Permit shells: s:\wqs\stormwater\shells\lowother (for non-subdivisions)
s:\wqs\stormwater\shells\lowsub (for subdivisions with no C&G)
s:lwgslstormwaterlshellsllowsubcg (for subdivisions w/C&G)
Calculations: s:lwgslstormwaterlexcel spreadsheetslcurb&gutter

V. Review Procedure-look for consistency between the various elements of the package-application,
plan and calculations.
A. APPLICATION
✓ 1. Original signature required. Photocopied signatures cannot be accepted.
2. If an agent signs the application,a signed letter of authorization from the applicant must
be provided which includes the name, title, mailing address and phone number of the
person signing the letter.
✓3. Correct suppiements are provided — low density and/or curb outlet supplement and
grassed swale supplement(no low density supplement needed for projects that do not
propose to subdivide and sell lots.)
/4. Built-upon areas must be reported in square feet in Section 111.6 of the application.
. '5. Within Phase II counties, BUA limits are 12%within%mile and draining to SR waters,
and ;4%for all others.
(.76. Receiving stream name and classification. This is important because of the various
density limits.
r/7. Section 111.6 is filled in-cannot be left blank. For low density,only one column is filled in
unless either a pocket of high density is formed, or the project drains to different
classifications of water bodies, which result in different BUA limits.
/8. If the applicant is a corporation, partnership or LLC, look it upon the Secretary of State
Corporations Database. Make sure corporation is spelled correctly (capitalization and
punctuation matter) and that the person signing the application is at least a vice-
president in the corporation, a General Partner in the partnership, a member in a
member-managed LLC, or the manager of a manager-managed LLC. Need
documentation to support if the Articles of Incorporation do not list the members or
managers of the LLC. If an agent signs,then a letter of authorization is needed from the
president, vice president, general partner, member or manager.
9. For subdivided projects, a signed and notarized deed restriction statement must be
provided.
B. CALCULATIONS
1. Found at the top of page 2 of the low density supplement. Follow the formula to get
the allowable BUA per lot. For non-subdivision projects, a supplement form is not
required and the calculations in Section 111.6 of the application will suffice. For
subdivision projects with varying lot sizes and BUA's per lot, the calculation would
only be done to the point that the total BUA available for the lots is determined. Do
not divide by the number of lots.
i< 2. If wetlands are present, the applicant must calculate the site area to be used in the
BUA per lot calculation by following the calculation methods outlined in the wetlands
policy.
For curb outlet systems, swale velocity calculations are required, to include the
individual swale drainage area, the built-upon area within each drainage area, and
the Rational C-value calculated for each DA.
4. If a pocket of high density is formed, the application must include an engineered
control suitable for the classification of the receiving waters.

C. PLANS-Plan sheets should be kept to a minimum. In general,depending on the size of the
project, the plan set should consist of 1-4 sheets with the following information provided:
4 Development/Project Name
2. Engineer name and firm.
Legend containing all of the symbols used on the plans.
4. North Arrow
5. Location Map with nearest intersection of two major roads shown. Major road is any 1,
2, or 3 digit NC, US or interstate highway.
0,
Scale-standard engineering scale, no off-the-wall stuff.
Date
Revision number and date, if applicable.
/ 9. Original contours, proposed contours, spot elevations, finished floor elevations, pipe
Ainverts, swale inverts, etc.
. Existing drainage(piping,swales,ditches, ponds,etc.),including off-site. Include a map
delineating the offsite drainage areas.
,41. Property/Project boundary lines, bearing &distances.
(12. Mean High Water Line, or Normal High Water line if applicable.
�3. Drainage easement location and width.
✓c,g Wetlands, whether they are disturbed or not, are delineated, or provide a note on the
plans that none exist. Provide a copy of the wetlands delineation map signed by the
Corps of Engineers, or include a copy of the unsigned delineation map that was
submitted to the Corps.
✓15. Details for the roads, parking area,cul-de-sac radii,sidewalk widths,curb and gutter,all
dimensions & slopes. Note if dimensions are face of curb to face of curb (FC-FC) or
back of curb to back of curb (BC-BC).
K16. Apartment/Condo development- Provide a typical building footprint with dimensions
and note all concrete and wood deck areas.
)C17. The drainage area for each curb outlet swale is clearly delineated and numbered to
l match up to the calculations and supplement. Only swales that actually receive road
runoff have to be curb outlet swales with 5:1 side slopes. Delineation is best done as a
separate plan sheet.
14,18. A curb outlet swale detail noting the 5:1 or flatter side slopes,the 100' minimum length
and the type of grass to be planted on the side slopes.
)4
.19. A level spreader is provided at the end of all swales that will drain into wetlands or
surface waters. Level spreader 0 & M is provided.
1( 20. For those low density projects within '/ mile of and draining to SA or SR waters,
additional BMP's are required to be shown on the stormwater plans such that no
discharge from the site occurs. This is done on behalf of the Division of Marine
Fisheries.
21. For Phase II low density projects draining to SR waters make sure that the project
complies with the following:
a. No new points of stormwater discharge. Diffuse flow of stormwater at a non-
erosive velocity to a vegetated buffer capable of providing effective infiltration of
the runoff from the 1 year 24 hour storm shall not be considered a direct
discharge.
b. No increase in the volume of stormwater flow or the capacity of an existing
stormwater conveyance system that drains to SR waters.
c. Modifications to existing stormwater conveyance systems within the contributing
drainage basin do not increase the net amount or rate of stormwater discharge
through existing outfalls to SR waters.

ivM
I N C.
December 18, 2008
L' ewis
NCDENR- Water Quality Section RECEIVED
127 Cardinal Drive Extension
Wilmington,NC 28405 DEC 1 9 2008
BY:
RE: Juniper Creek
SW Permit No. SW8 050309
PEI Project No. 08166.PE
Dear Ms. Lewis:
On behalf of Juniper Creek, LLC we are submitting a modification request for the above noted
project. This modification request is submitted because the "Other on-site (Amenity)"
impervious area will change with the actual design of the club house, pool and associated
parking. The original permit allocated 16,144 sf of impervious area. The proposed design of
the club house site includes 21,192 sf of impervious area. The club house lot is 1.49 acres and
the amount of impervious area will be 32.6%. We will offset the increase of 5,048 sf by
reducing the allowable impervious area for lots 52 — 100. Lots 52 — 100 were previously
permitted with 4,500 sf per lot. The permit modification will reduce the allowable impervious
area to 4,397 sf per lot for lots 52 — 100. The permit modification submitted only pertains to
the Club House. East Coast Engineering is the engineer of record for the subdivision and all
previous information submitted and approved still is intact for permit. Therefore, some of the
information requested on the permit has been left blank since it does not pertain to the Club
House.
Storm water will sheet flow off the site and a majority of the runoff will be collected in a dry
detention basin designed to meet Brunswick County's pre and post flow controls for the 1-yr
and 10-yr, 24 hr storm. .The outlet device for the dry detention area is a riprap channel cut
through the berm with a flow spreader at the end of the channel before it discharges into the
adjacent wetlands.
Enclosed we have provided:
• Two sets of plans
• One original and one copy of the permit application along with the Low Density
Supplement
• Check for$505 for standard review fee
• Document showing that Peter McCallion is a manager of the Juniper Creek, LLC.
5 9 1 1 OLEANDER D R I V E , SUITE 2 D 1 , W I L M I N G T D N , NC 2 9 4 D 3
PH : ( 9 1 D) 7 9 1 - 6 7 D 7 F A X : (9 1 0 ) 7 9 1 -6 7 6 D

Linda Lewis
December 18,2008
Page 2 of 2
If you have any questions regarding any of this information please feel free to contact us.
Sincerely,
PARAMOUNTE ENGINEERING, INC.
412,1114.4.4.401^-4._
Mark N. Hargrove,PE
Enclosures: as noted
cc: Peter McCallion

Project Name:
;,:'' �
.,��rti �.t�21� Reviewer: ,
� .- -, ;,
Projert Received Date: l^ Otxr. 0013b Date Completeness Review Assigned: 30 042, rst
Project Location: L,.. L kk,`, Date Project Complete: f 2_ —3 / - f1 g
Rule(s) Subject (check all that apply):
❑ 1995 Coastal ❑ 2008 Coastal C 'hase II ® Universal
Paperwork: . .:.a
'Check for$505 tz 1N rl.,C
CZYApplication form with correct/original signatures (original plus copy). If Corporatioh or LLC also:
tg/ Print the info from the NCSOS
v Either, 1.) The applicant is listed on the NCSOS with his/her correct title or, 2.)A notarized letter
of authorization has been provided:
'Supplements (1 original per BMP). BMP type(s): Li,w:; V1 :11 c,.,)(AVe '
O&M with correct/original signatures (1_original per BMP, except. vel spreaders/filter strips and
swales)
l ''Deed restrictions (if outparcel or subdividing) (original plus 1 copy)
Deed restriction template (signed and notarized) or
o Proposed Declaration of Covenants and Restrictions (signed and notarized)
Soils report identifying the SHWT
,Supporting calculations, signed & sealed (if necessary): yes no
(Receiving stream classification: CL , If SA or ORW also:
o SA: USGS topo map with the site, the receiving waters and the '/a mile radius shown to scale.
o ORW: 575 ft of MHWL for Area of Environmental Concern and max BUA per rule.
E.' .zesit:nti or Commercial Deed restrictions match?
®' ubdivisioF or Single Lot GLBDeed restrictions match?
k Offsite project Redevelopment E]' Modification Swlb50369 A Exempt
4ensit **MI6 Curet "guFl �eom nvu5ES To
L' BUA calculations include common areas, clubhouse, sidewalks, etc. A Ct,u rfwsE
ariDUA %: 3cf/o , Matches high/low density requirement for rule and receiving stream class.
ILW No obvious math errors (P 3hbos pQCmrt ‘Ar4,r 04• coo (A.0%en LvtA.)dunsi i-, 34 Bo fl
'L7 "'sigh D.:-=,,ity: Design storm correct for rule and receiving stream class.
i::li:+; dr31d'sr,:: '6,."; ;r.e3ii:r'l; (2 sets):
'' s vv) sew ,`,..,;.., IVLayout (with proposed BUA dimensions)
031 Grading .'Drainage area map (if multiple HD systems & curb outlet swales)
'Vicinity map
Lir Wetlands:
'' lineated on plans o "No wetlands onsite" on plans
% '1--: c triiis:
,V. Rod 0 -& CO-de-sacs o--'Cui bi Ic l r Sidewalk
-3`-v'1 'S1 C:\i'Zi s r rada-s/ Filter strips/Curb outlet swales
.s e PKojecis°
-4p Designer` Gerrific.°atk n has been submitted fcr the Oftsit 1- .ir :ass!>iinp,, the runoff from the project.
Deed restrictions have been recorded and a copy submitted.
Lot size has not changed from what was approved under the Master Plan.
Correct lot number is referenced on the supplement form.
Offsite system is in compliance with its permit, if known.
Ilnfiltration Projects:
Soils report: SHWT, soil typo, and expected infiltration rate are provided.
DWQ has conducted a site visit? Date:
I' fwelds: permanent Fool Meets One of the Following:
Is located no lower than 6" below the estimated SHWT.
Incoming groundwater is quantified and evaluated, AND Storage volume verified, AND Outlet evaluated
for free drainage to the receiving waters under SHWT conditions.
Decisiop (check one):
Complete: Return file to admin (Jo Casmer)to.log in.
❑ Slightly incomplete: E-mail consultant, request information to be returned within one business day. If not,
issue an application return letter and give everything to admin.
❑ Substantially incomplete: Issue an application return letter and give everything to admin.

Project name Review Date
Checklist for Completeness Review of Stormwater Applications
Each application for which a "Completeness Review" is needed will have this checklist printed on
yellow paper to distinguish it from other applications to be reviewed.
0 Read the narrative and application to determine the type of project, i.e., residential vs.
commercial, subdivision vs. single lot, high density, low density, offsite, redevelopment, and
determine what documentation needs to be provided.
❑ Make sure that all required forms, supplements, O&M's, deed restrictions, signature
authorizations, etc., are included and contain original signatures.
D If low density, make sure the BUA calculations include any common areas, clubhouse areas,
etc., and do a quick math check for addition errors.
El Do a quick consistency check of the numbers used in the calculations vs. the numbers
reported on the application. For multiple BMP's pick one or two to check.
❑ Ownership issues? Make sure the correct person has signed the application. If it's a
corporation or LLC, print off the NCSOS information sheet and latest annual report. Make
sure the person who signed is listed on the annual report with his/her correct title, or make
sure a signature authorization letter has been provided.
❑ Make sure 2 sets of plans have been submitted, and that they include grading, layout (with
dimensions for all proposed BUA) and details.
_ Are the Wetlands delineated on the plans? Y N By whom?
If the project drains to SA waters, make sure a USGS topo map with the site, the receiving
waters and the%mile radius clearly shown to scale, is provided.
❑ For high density projects, make sure the correct design storm is used, based on the receiving
stream classification and the projects proximity to SA waters.
Make sure appropriate details are provided such as roads, cul-de-sacs, curbing, sidewalk,
BMP's, level spreaders, vegetated filter strips, curb outlet swales, etc. Two of the most
common errors are that sidewalk is indicated on the plans, but not included in the BUA calcs
or shown with the road detail, and the road width used in the BUA calculations is less than
that shown on the road detail.
Are there any issues within the 575 ft ORW AEC?
If high density, make sure the plans and calculations are signed, sealed and dated.
If the project involves the subdivision of property or has outparcels, make sure a copy of the
Proposed Declaration of Covenants and Restrictions in legal format with all required
statements is provided, or that the appropriate standard deed restriction template, signed and
notarized, is provided.
El Make sure that a Soils Report for all projects is provided, to determine if the required
separation to the SHWT is provided.
R For multiple HD systems& curb outlet swales, make sure a drainage area map is provided.
If the application is subst-ntially incomplete, give the entire file with the check to admin (Jo
Casmer)to be returnee t', the applicant. Jo will keep copies of the return letters, application &
cic),check.
If the application I,• o -w minor items such that it can be made complete within 24
hours, yo ,m,,ai e M•nsultant and request the information. Hold onto the package for
24 h• If t • rmation isn't received within 24 hours, give the application to Jo to return.
or Offs' . p o
C9F/
• E = D- '•ner's Certification for the offsite system has been submitted.
- C e deed restrictions have been recorded and a copy submitted.
F. ' \ The offsite system is in compliance with its permit.
,,
Make sure the lot size hasn't changed from what was approved under the Master Plan and
that the correct lot number is referenced on the supplement form.
For Infiltration projects:
rl Soils report to determine SHWT, soil type and expected infiltration rate is provided.
Has Vincent conducted the site investigation? If Yes, date?
For infiltration projects, the maximum 2 acre inches of volume in any single system has not
been exceeded.
For Wet Ponds projects:
❑ Permanent pool to be located no lower than 6" below the estimated SHWT. Otherwise, the
incoming groundwater must be quantified and evaluated; the storage volume must be
verified; and the outlet needs to be evaluated for free drainage to the receiving waters under
SHWT conditions.
S:1WQSISTORMWATER\FORMS\COMPLETENESS REVIEW „ ,
2\'‘ )
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tip \t"\c-Lx;,\_, , 0-(

NOTICE TO REGISTERED AGENT:
Under N.C.G.S. Section 55D-30(b), it is the duty of the registered agent to forward this certificate to the business entity at the last known
address.
Juniper Creek, LLC (0676384)
PO Box 173
Leland, NC 28451-0173
fir' ,AiY tAJ?.3 ,\
, QP
f %,'i
. , `( State of North Carolina
.., .„,�'JJ Department of The Secretary of State
0 :
,„3g „ .,,,, =
.......‘,.,,,_,
CERTIFICATE OF DISSOLUTION
I, Elaine F. Marshall, Secretary of State, as mandated by law, do hereby certify that
Juniper Creek, LLC
has been administratively dissolved pursuant to the procedure set forth in N.C.G.S. Section 57C-6-03
for failure to file an annual report effective as of the date set forth hereunder.
A Limited Liability Company administratively dissolved under N.C.G.S. Section 57C-6-03 may apply
to the Secretary of State for reinstatement by complying with the procedure set forth in the N.C.G.S.
Section 57C-6-03.
/, ,�. This the 26th day of August,2010
(t ;SI( iWri :A /A:14J loade
. 'c't *.-it r-,,,..10 ../
,„ t5,:. _, . __.vo: 4? : Elaine F. Marshall
`, ;fs" .12,1 b. Secretary of State
Document Id: C201023807329

North Carolina Secretary of State Page 1 of 1
North CaroIhia
r _
r l F `4 rsh t DEPARTMENT OF T14F
Seer E G R.ETARY or "F A
ea eat 292 R ,orrt 276264X2. -;
Account Login Register
Date: 2/28/2013
Click here to:
View Document Filings I
PC, PLLC, LP and Non-Profit entities are not required to file annual reports.
Corporation Names
Name Name Type
JUNIPER CREEK
HOMEOWNERS ASSOCIATION, INC. LEGAL
Non-Profit Corporation information
SOSID: 1037835
Status: Current-Active
Effective Date: 4/102008
Annual Report Due Date:
Citizenship: DOMESTIC
State of Inc.: NC
Duration: PERPETUAL
Registered Agent
Agent Name: MCCALUON,PETER G.
Office Address: 3022 TYLER PLACE
WILMINGTON NC 28409
Mailing Address: 3022 TYLER PLACE
WILMINGTON NC 28409
Principal Office
Office Address: 3022 TYLER PLACE
WILMINGTON NC 28409
Mailing Address: 3022 TYLER PLACE
WILMINGTON NC 28409
Officer.
This website is provided to the public as a part of the Secretary of State Knowledge Base(SOSKB)system.Version:
4218
http://www.secretary.state.nc.us/corporations/Corp.aspx?PitemId=8784468 2/28/2013

Juniper Creek Homeowners Association
Peter G.Mccallion
3022 Tyler Place
Wilmington,NC 28409-2055
Home(910)793-3661

North Carolina Secretary of State Page 1 of 1
North Carolina
Alt -! iN
y�_ Elaine Marshall DEPARTMENT ©F THE
'\ 1 r Secretary SECRETARY OF STATE
'emu c,.,,.•.*.!', Po Doc 29622 Fla elgh.NC 27926-0322 (919007-2000
Date: 12/6/2012
Click here to:
View Document Filings I File an Annual Report
J Print a Pre-populated Annual Report Fillable PDF Form I Amended A Previous Annual Report
Corporation Names
Name Name Type
NC JUNIPER CREEK, LLC LEGAL
Limited Liability Company Information
SOSID: 0676384
Status: Admin. Dissolved
Effective Date: 5/22/2003
Annual Report Due Date:
Citizenship: DOMESTIC
State of Inc.: NC
Duration: PERPETUAL
Registered Agent
Agent Name: HARVELL,JEFF
Office Address: 6361 OCEAN HIGHWAY, EAST
WINNABOW NC 28479
Mailing Address: P 0 BOX 173
LELAND NC 28451-0173
Principal Office
Office Address: 3022 TYLER PLACE
WILMINGTON NC 28409
Mailing Address: 3022 TYLER PLAE
WILMINGTON NC 28409
OfficF:; ,
Title: MANAGER
Name: JEFF HARVELL
Business Address: 667 GREENHILL ROAD
LELAND NC 28451
Title: MANAGER
Name: PETER MCCALLION
Business Address: 3022 TYLER PLACE
WILMINGTON NC 28409
Title: MANAGER
Name: JOHN HORTON
Business Address: 1203 GREEN BAY CIRCLE
WILMINGTON NC 28405
This website is provided to the public as a part of the Secretary of State Knowledge Base(SOSKB)system.Version:
3773
http://www.secretary.state.nc.us/corporations/Corp.aspx?PitemId-5647735 12/6/2012

')�/AN 1
-i a
ufflamasa
Brunswick �`of Deeds
see
U /ZOQ3 Ir4 f 22: :4 r� 17 346
05/29/2003 0n
$1,674-00 25
a.711111L. (GI Rut ems
Eca*Tax jxLng Time,Book and Page
The instrument was prepared tills ! ein, Iricaal Paper Company,3 Paragon
Drive,Montvale,New Jersey 07645-0436
Mail after recording to JUNIPER CREEK,LLC,a IJ C limited liability
company,P.O.Box 56,Winnedeartporth Carolina 2847.9.1
VJ[ J J
Description: 139.42 acres in Brunswick Courolina ,,,,FRB
STATE OF NORTH CAROL! �El ae1.l
!1 IOTA' cv.AMT,,,,..•
COUNTY OF BRUNSWICK r`��t a� �" t:Fc --»-- REf BY
G r,511
----'
• -� �IG;1c• saarcaa���gaaa.
THIS DEED made this .t 7 day of May,2003 and between INTERNATIONAL PAPER
REALTY CORPORATION,a Delaware corporation,with a mailing address at 3 Paragon
Drive,Montvale,NJ 07645-0436{ r')apd- REEK,LLC,a Ai C.
limited liability company,P.O.B , ^• 28479.
'&1141.172 coN 'EA Rai
t 19.14kG
W I T N E BLK PIN SUP INT
� --� KS
r7 r,'��1 That the Grantor,for and i�i onio f Ten Dollars($10.00)and other
valuable consideration,the receipt of which is here! Aknowledged,has bargained and sold,
and by these presents does grant, bargain,sell and convey unto the Grantee,its successors
and assigns,that certain real • v,,,= y(the Tropertylikykated in Brunswick County, North
Carolina more particularly descrii � i Ja ched hereto and made a part hereof.
UIN - "Ricwscm
THE CONVEYANCE of tie above deggitititinfri of land is made subject to the
following:

Jeff Harvell I Linkedln Page 1 of 2
Sustainabitity MBA-Earn a MBA in Sustainabiity Online at Northeastern University.No GMAT.
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Business Development Director,Coastal Carolina Master of Public Admin
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Current Coastal Carolina Streetscapes Want to be an EHS leader?
Previous Nancy Hall PublicafonslUvin'Out Loud Magazine&Kidsvville R I•T RIT's graduate EHS degree can het).
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Cwww.linkedin.convinyefibarW Contact Info Real Estate Broker in Charge,Vice
President of Sales and Reattorat Real
BACKGROUND Living Hobbs Realty Sales
Seaton Dave
laril Account Manager
EXPERIENCE
Keny Kasotsky
Founder,K and M Speed Networking
Business Development Director (NC and SC)
Coastal Carolina Streetscapes tahh Carrie Panel°
June2012—Present(9 months) Wilmington,North Carolina Owner at East Coast Moving LLC
1 recommendation
CI CC Seaton Dave Monica Johnson
4coount Manager E 6 eon SalesMobile
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11•.;:exa Warren Advisors-Small Business
Associate Publisher .Solutions
Nancy Hall Publications/L114n'Out Loud Magazine&KIdaville News!
Februay 2010—May 2012(2 years 4 months)I Wilmington,North Carolina Area chad gamer
• president at Crystal Carpet Plus
Colortile
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Nick Arbia
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Soda!Media 2 Editing Soaal Media Marketng Blogging
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Jeff Harvell j Linkedln Page 2 of 2
Master of Public Admin
EDUCATION a Government Professionals:Earn Your
- Masters Online from Top-Ranked
UNC.
UNC-Wilmington MBA for Engineers
lg Top Ranked and flexible.Innovative
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R'
President/CE0
« In the years in which I have known Rick,I have found his to be honed and forthright in
his business dealings.Rick is a single father to his teenage daughterand shows his moral
and ethical standardsdaily.
June 2,2012,Jeff was with another company when working with Rick at Safe Surroundings
Seaton Dave
Director of Marketing&Advetising
«While a board member of our local Chamber of Commerce,Dave proved himself to be
an energetic and valuable Chamber Ambassador.
November 3,2011,Jeff managed Seaton indirectly at GreatBigPostcards
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w E-Filed Annual Report
-1-0-9438417
LIMITED LIABILITY COMPANY
ANNUAL REPORT Do not data enter manually.
t4u. _
NAME OF LIMITED LIABILITY COMPANY: Coastal Carolina Streetscapes LLC
REPORT FOR THE YEAR:2012 STATE OF INCORPORATION: DE
SECRETARY OF STATE L.L.C.ID NUMBER: 1136642
NATURE OF BUSINESS: Specialty contractor-furnish and install site amenities,site furnishings, recreational products,postal products
and other specialty items.
REGISTERED AGENT: West,J Wallace
REGISTERED OFFICE MAILING ADDRESS: 310 NFront St#364
Wilmington,NC 28401
REGISTERED OFFICE STREET ADDRESS: 310 N Front St#364
Wilmington,NC 28401 New Hanover County
PRINCIPAL OFFICE TELEPHONE NUMBER: 910-399-3792
PRINCIPAL OFFICE MAILING ADDRESS: 310 NFront St#364
Wilmington,NC 28401
PRINCIPAL OFFICE STREET ADDRESS: 5041 NEW CENTRE DR,SUITE 120
Wilmington,NC 28403
MANAGERS/MEMBERS/ORGANIZERS:
Name:GAIL T WEST Name:JAMES WALLACE WEST Name:PAMELA W HURT
Title:Manager Title:Manager Title:Member
Address: Address: Address:
310 NFRONT ST 364 310 NFRONT ST#364 310 NFRONT ST#364
WIL1WNGTON,NC 28401 WILMINGTON,NC 28401 WILMINGTON,NC 28401
CERTIFICATION OF ANNUAL REPORT MUST BE COMPLETED BY ALL LIMITED LIABILITY COMPANIES
JAMES WALLACE WEST 03/26/2012
FORM MUST BE SIGNED BY A MANAGER/MEMBER DATE
JAMES WALLACE WEST Manager
TYPE OR PRINT NAME TYPE OR PRINT TITLE
ANNUAL REPORT FEE: $7..00 MAIL TO: Secretary of State•Corporations Division•Post Office Box 29525•Raleigh,NC 27626-0525

About Us-Coastal Carotins Streetscapes Page 1 of 1
COASTAL CAROLINA
SIR [ [ IS ( AP [ S
PRODUCTS SERVICES MANUFACTURERS PROJECTS ABOUT US CONTACT US HOME
About Us
About Us
Welcome to the Coastal Carolina Steetscapes website. We're glad you took the time to learn about us.
Coastal Carolina Streetscapes is a privately owned family business enterprise headquartered in
GIMELIP Wilmington,NC. Our business model is based on the collective wisdom of our management team who
represent in excess of 75 years of hands on experience in the development and housing industry. A major
tenet of our company is to treat every customer as if they were our only customer.
r We are a single source provider for quality site furnishings and neighborhood amenities in Eastern North
�3
STOP !Q P Carolina and Northeastern South Carolina.
L
When we say we are a single source provider,what does that mean? As a single source provider our
customers are able to access the products and services required to insure quality site furnishings and
amenities are used for their neighborhoods and communities from one source.
Who are our customers?Residential developers,commercial developers,builders,homeowners
associations,day care centers,churches,schools,parks,golf course developers,landscape architects,land
— planners,civil engineers and more.
As a direct distributor for most of the products we market,Coastal Carolina Streetscapes is able to provide
"�-.. quality products at market competitive prices. The products are sold"turnkey"which means that the price
paid includes the cost of the product,shipping,warehousing,delivery,assembly and professional
installation.
Stop:Cheek our the da crane
nrtv.ten and extta-utYiiawo Aged
Don't see what you're lookingfor on our web site or catalog?
i. 2 •'I1: i.l i El .i. .. ...I 'I'i. •1 j
Privacy Statement I Terms Of Use I Login Copyright 2007 by Coastal Carolina Streetscapes I Web Desian and Web Hosting provided by Segelsland.com
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