NC0022098_Owner Name Change_20160223

AirdS,
NCDENR
North Carolina Department of Environment and Natural Resources
Division of Water Resources
Pat McCrory Donald R.van der Vaart
Governor WATER QUALITY PERMITTING SECTION Secretary
PERAIIT NAME/OWNERSHIP CHANGE REQUEST
i
is form is for ownership chantles or name changes of i'(}ES wastewater permits.
Pcniiltteerelerences the e\!5i;n'_' p,l-nlit holder
m .'.pylic nt reference,,the ap•t?i ing !Or i;wiiishipionlle chanl',C.
I. NPDES Permit No.(for which the change is requested): N C 0 0 9a COW
or
Certificate of Coverage#: N C G 5
IL Existing Permittee Information:
a. Permit issued to(company name): /-C �Or-/( z c
b. Person legally responsible for permit: .5 i (( rr
First MI
Title
RECEIVED/NCDEQ/DWR psy ' /h '' ' RI.yid
Permit Holder Mailing Address
FEB 2Ca /f2 z7s/A'
3 ?_01E� City State Zip
Water Quality (9/63ll- " f07 falt)(a`/— .-3v
Permitting Section Phone Fax
c. Facility name: f 7i I1 Ct.‘.7 .(4
d. Facility's physical address: ldf r Address
Svc 273 2-0
City State Zip
e. Facility contact person:
First / MI / Last Phone
III. Applicant Information:
a. Request for change is a result of: NI Change in ownership of the facility
❑ Name change of the facility or owner
If other please explain:
b. Permit issued to(company name): Nt. (.And L e p,.S e, LL,
c. Person legally responsible for permit: IJ
First MI Last
Tee
Po 80x g.-533
Permit Holder Mailing Address
Chsts ,ans10►-,c:3 ''A .41068
City State Zip
Phone --mail Address
Page 1 of 2 Revised 7/012014

d. Facility name: C (I l p W Col
e. Facility's physical address: /D( e on is Lane_
J Address
0
City State Zip
f. Facility contact person: W;n d s
First MI Last
Op ro ioi S /1anezgtt-
_JJ Title �J
(50) 357-S1176. der s ,1 car►
Phone E-mail Address
IV. Will the permitted facility continue to conduct the same commercial/industrial activities conducted prior to
this ownership or name change?
jg Yes
❑ No(please explain)
If applicable,the applicant shall submit a major permit modification request to DWIL A major modification shall be
defined as one that increases the volume,increases the pollutant load,results in a significant relocation of the
discharge point,or results in a change in the characteristics of the waste generated.
V. Required Items: THIS APPLICATION WILL BE RETURNED UNPROCESSED IF ITEMS ARE
INCOMPLETE OR MISSING:
1. This completed application is required for both name change and/or ownership change requests.
2. Legal documentation of the transfer of ownership(such as relevant pages of a contract deed,or a bill of sale)is
reouired for an ownership change request. Articles of incorporation are not sufficient for an ownership change.
Applicable regulations:40 CFR 122.41,40 CFR 122.61 and 15A NCAC 02H.0114
The certifications below must be completed and signed by both the permit holder prior to the change(Permittee),and the
new applicant in the case of an ownership change request. For a name change request,the signed Applicant's Certification
is sufficient.
PE EE CERTIFICATION(Permit holder prior to ownership change):
I, .attest that this application for a name/ownership change has been reviewed and is accurate and complete to the best
of my knowledge. I understand that if all required parts of this application are not completed and that if all required
supporting information is not included,this application package will be returned as incomplete.
Signature Date
APPLICANT CERTIFICATION� rr�
Sar+t,S 3. g0d lu
I, ,attest that this application for a name/ownership change has been reviewed and is accurate and complete to the best
of my knowledge. 1 understand that if all required parts of this application are not completed and that if all required
supporting informati•• ••-- --_.__ :
. cation package will be returned as incomplete.
jj c()i
Signature Date
**************************
PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO:
Division of Water Resources
Water Quality Peiz ittmg Section
1617 Mail Service Center
Raleigh,North Carolina 27699-1617
NPDES PERMIT NAME/OWNERSHIP CHANGE REQUEST
Page 2 of 2 Revised 7/01/2014

From Radford Companies Inc Tue 31 Mar 2015 01:08:54 PM EDT Page 1 of 9
PURCHASE AND SALE AGREEMENT
THIS PURCHASE AND SALE AGREEMENT is made and entered into this 30th
day of March, 2015 by and between, Affordable Communities Group LLC ("Seller"), and N.C.
Land Lease LLC("Purchaser").
STATEMENT OF AGREEMENT
In consideration of Twenty Five Thousand Dollars ($25,000) (the "Deposit"), paid by
Buyer to Escrow Agent(the"Escrow Agent") within Five L5J business days after the date of
complete execution of this Agreement(the"Effective Date"). Seller agrees to sell to Buyer and
Buyer agrees to purchase from Seller, on the terms and conditions set forth in this Agreement;
Willow Oaks & Pheasant Ridge MHPs located at 109 Southfork Dr Reidsville NC &
Cranbrook Village Iocated at 4309 Olde Liberty Place, Greensboro NC, Countryside
located at 3571 Roy Farlow Rd,Sophia NC.,together with all, easements,appurtenant thereto
and improvements located thereon(collectively,the"Property").
1. Purchase Price. The purchase price for the Property shall be Two Million
Seven Hundred Thousand Dollars($2,700,000)and shall be payable as follows:
(a) The Deposit shall be applied in reduction of the purchase price.
(b) The balance of the purchase price shall be paid at closing.
2. Terms. Cash at closing, contract is contingent upon purchaser securing
suitable financing for the subject properties.
3. Closing.. The closing ("Closing") of this transaction shall occur in the
offices of Purchaser's attorney,on or about forty five 45 days following expiration of the
"Inspection and Feasibility"section of this contract,being paragraph 9.
4. Closing Documentation. At closing, Seller shall execute and deliver to Buyer
the following:
(a) A general warranty deed with English Covenants of title (the "Deed")
conveying to Buyer title to the Property free and clear of all liens, charges,
restrictions, easements and encumbrances, except for the lien of real estate taxes
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From Radford Companies Inc Tue 31 Mar 2015 01:08:54 PM EDT Page 2 of 9
for the year in which Closing occurs, restrictions and easements of record which
do not prohibit or interfere with Buyer's proposed use of the Property.
(b) A lien waiver or affidavit on a form acceptable to Buyer's title insurer,and
any other affidavits reasonably required by Buyer's title insurer.
(c) A FIRPTA affidavit in the form complying with law so that withholding
will not be required,and information necessary to complete an IRS Form 1099.
(d) A statement from Seller certifying that all of the representations and
warranties contained in paragraph 10 of this Agreement are true and correct as of
the Closing Date.
(e) Documents evidencing the authority of Seller to execute and deliver the
closing documents.
5. Closing Costs. Seller shall pay for the grantor's tax and the cost of
preparation of the Deed.Buyer shall pay for the grantee's tax on,and cost of recording the Deed,
and all costs of investigating the Property. Each party shall pay its own attorneys' fees and any
other costs and expenses that it may incur in connection with the transaction contemplated
hereby.
6. Real Estate Taxes. All real estate taxes on the Property for the year which the
Closing occurs will be prorated on a calendar year basis to the Closing Date and Purchaser shall
assume the responsibility of paying those taxes when the tax bill is submitted. All personal
property taxes and any special assessments or roll-back taxes against the Property shall be paid
by Seller on or prior to the Closing Date.
7. Title Examination. Seller agrees to deliver to Purchaser copies of any title
policies or surveys in its possession within ten(10)days after the Effective Date. Purchaser shall
examine the title to the Property and advise Seller in writing of any title objections, and Seller
shall use reasonable efforts to remedy those objections to the reasonable satisfaction of Purchaser
within 60 days of written notification of such objections. If the objections are not remedied
within that period, then Purchaser shall have the right either: (a) to accept title subject to the
objections; (b) to terminate this Agreement and receive the return of the Deposit; or (c) to cure
such objections at its reasonable expense and treat that expense as a credit against the purchase
price for the Property. Seller shall allow no encumbrances or easements to be placed on or
granted with respect to the Property, other than those existing as of the Effective Date, without
the prior written consent of Purchaser. If any such encumbrances or easements arise prior to the
Date of Closing and Purchaser objects,Seller shall,at its sole expense,cure the objections.
8. Survey. Purchaser may cause a licensed surveyor to prepare an accurate
survey of the Property, showing the location of all easements or encroachments, if any,affecting
the Property. The survey shall show the acreage of the Property, net of road-rights-of-way,
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From Radford Companies Inc Tue 31 Mar 2015 01:08:54 PM EDT Page 3 of 9
unbuildable utility rights-of-way, and designated wetlands or buffer areas. Purchaser reserves the
right to make written objections to title based upon the survey as provided in paragraph 7. Once
the survey has been prepared, a legal description of the Property prepared from the survey shall
be used in the Deed.
9. Inspections&Feasibility. Prior to the Closing Date, Purchaser and its
representatives shall have 30_days to go on the Property to conduct such investigations or tests
as may be required by Buyer, including without limitation surveys, soil borings and tests and
environmental audits and any other study, survey, obtaining a satisfactory lease, or assessment
required by law or any of purchaser financial lenders. Purchaser shall indemnify and hold Seller
harmless from and against any claims or liability resulting from the exercise of this right of
entry. Within ten (10) days after the execution of this Agreement, Seller, at Seller's cost, shall
deliver to purchaser copies of all environmental studies, drainage plans, engineering studies,soil
tests and any other document or information in Seller's possession regarding the Property to
include any leases. Purchaser's obligations under this Agreement are expressly conditioned on
purchaser's inspection and feasibility study being satisfactory to purchaser in purchaser's sole
judgment and discretion. If the purchaser, during the Inspection and Feasibility period,
determines that the property is not suitable for their intended use, all Escrow monies shall be
returned to purchaser and this contract shall become null and void. If the purchaser determines
that the property is not suitable for purchaser's intended use, buyer shall deliver to Seller all
surveys, tests and any other engineering reports that have been conducted relative to the
Property.
10. Representation and Warranties by Seller. Seller represents and warrants to
Buyer that:
(a) Seller owns fee simple title to the Property and all park owned homes.
11. Possession. Seller agrees to deliver exclusive possession of the Property to
Buyer at closing.
12. Survival, All of the covenants, conditions, representations, warranties and
agreements in this Agreement shall survive and shall be enforceable after the Closing Date.
13. Defaults and Liquidated Damages. If Buyer defaults under this Agreement,the
sole remedy of Seller chall be to retain the Deposit as liquidated damages, it being agreed that
Seller's damages in the event of a default by purchaser would be difficult to estimate precisely
and that the Deposit constitutes the parties' best estimate of such damages. If Seller defaults
under this Agreement,purchaser shall be entitled to exercise all remedies available to it at law or
in equity, including without limitation actions for specific performance or for damages, and
purchaser may terminate this Agreement and receive an immediate refund of the Deposit.
14. Eminent Domain.Loss. If prior to the Closing all or any part of the Property
is taken by eminent domain, or is damaged or destroyed, or if condemnation proceedings are
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From Radford Companies Inc Tue 31 Mar 2015 01:08:54 PM EDT Page 4 of 9
commenced,Purchaser may terminate this Agreement by delivery of written notice to Seller and
receive an immediate refund of the Deposit. If purchaser does not elect to terminate this
Agreement, Seller shall assign, transfer and set over to Purchaser at the Closing all of Seller's
right, title and interest in and to any awards that, may be made for such taking or insurance
proceeds payable for such damage or destruction.
15. Brokerage Commissions. Seller and Purchaser represent each to the other that
no brokerage commissions are or shall be due as a result of the sale of the Property to Purchaser,
except for that commission payable by Seller in the amount of $75,000, to Todd Conner of
Capstone AP, who is a representative of the purchaser in this transaction. Commissions will be
paid, if and only if; the sale of the Property closes. Each party agrees to indemnify, defend and
save harmless the other from and against any cost and expense(including reasonable attorneys'
fees)incurred by the second party as a result of the untruth of the foregoing representation by the
first party.
16. Assignment. Purchaser shall have the right to assign its rights under this
Agreement.
17. Entire Agreement.Modification. This Agreement constitutes the entire and
complete agreement between the parties with respect to the Property, and supersedes any prior
oral or written agreements between the parties. No modification of this Agreement and no waiver
of any of its terms and conditions shall be effective unless made in writing and duly executed by
both parties.
1 S. BindingEffect. All covenants, agreements, warranties and provisions of
this Agreement shall be binding upon and inure to the benefit of the parties and their respective
heirs,executors,administrators,personal representatives,successors and assigns.
19. Controlling Law. This Agreement has been made and entered into under the
laws of the Commonwealth of Virginia, and those laws shall control the interpretation of this
Agreement.
20. Escrow of Earnest Money. Purchaser's attorney is appointed Escrow Agent to
receive,holdand disburse the Deposit in accordance with the following terms and conditions:
(a) In the event of a default by purchaser under the terms of this Agreement,
Escrow Agent is instructed to deliver the Deposit to Seller.
(b) In the event of a default by Seller under the terms of this Agreement, or
the termination of this Agreement by purchaser in accordance with its terms,
Escrow Agent is instructed to deliver the Deposit to Purchaser.
(c) In the event the sale of the Property is closed, Escrow Agent is instructed
to deliver the Deposit to Seller to be treated as a credit against the purchase price.
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(4) Purchaser and Seller agree that Escrow Agent shall not be liable for any
reason except gross negligence or intentional misconduct.
(c) Escrow Agent shall comply with any terms contained in this Agreement
with respect to the disbursement of the Deposit. Any request for disbursement
shall be signed by Buyer and Seller, provided,however,that if either party makes
a written request for disbursement to Escrow Agent, and the other party fails to
object in writing within ten (10) days, the Escrow Agent shall be authorized to
disburse the Deposit to the requesting party. In addition, Escrow Agent is
authorized to disburse the Deposit in accordance with a court order.
(1) In connection with this escrow,purchaser and Seller agree to execute such
agreements as Escrow Agent may reasonably request. In the event of any dispute
regarding the application of the earnest money, Escrow Agent shall be authorized
to disburse the earnest money to a court of competent jurisdiction, to be held
pending resolution of that dispute.
(g) If the purchaser, during the Inspection and Feasibility period, determines
that the property is not suitable for his intended use, all Escrow monies shall be
returned to purchaser,and this contract shall become null and void.
21. Confidentiality. Seller shall keep the contents of this Agreement
confidential and shall not disclose the identity of the purchaser, the existence of or contents of
this Agreement in any manner whatsoever, except that Seller may make any disclosure of
information contained in this Agreement to which purchaser gives the prior written consent.
Seller shall be responsible for any breach of the provisions of this Section by any of its
representatives. The term "Representatives," as used in this Section of this Agreement, means
Seller's directors,officers,partners,employees,attorneys,accountants,bankers and agents.
Seller agrees to protect, indemnify, defend and hold harmless purchaser from any
damages or other adverse consequences that purchaser may incur or suffer as a result of a breach
of the covenants contained in this Section. In addition, Seller understands, acknowledges and
agrees that any breech of the provisions of this Section on the part of Seller or its Representatives
shall constitute a default under this Agreement. The provisions of this Section shall survive the
expiration or earlier termination of this Agreement.
22. Like-Kind Extant e, Either party may wish to structure the transaction so
that it qualifies as a like-kind exchange under Section 1031 of the Internal Revenue Code. Each
party agrees to execute such documents as may be reasonably required to qualify the transaction
for treatment under that section, provided that the party making the accommodation shall incur
no additional expense for this purpose.
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From Radford Companies Inc Tue 31 Mar 2015 01:08:54 PM EDT Page 6 of 9
23. Personal Property. All Rental Homes (70 Park Owned Homes and/or lease to own
homes), currently on property to pass with sale at no value. List of all homes to convey shall be
attached as"exhibit A"to this contract.
IN WITNESS WHEREOF, Seller and Buyer have caused this Agreement to be
executed of the day and year first written above.
SELLER
Date executed:
3/fAS" By: ii
PURCHSER
Date executed:
C-
G 24 -�-
The undersigned confirms the receipt of delivered into escrow and
its agreement to serve as Escrow Agent pursuant to paragraph 24.
Date executed:
By:
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