HomeMy WebLinkAboutNCG190024_Name-Owner Change Supporting Info_8/27/2019BILL OF SALE AND ASSIGNMENT AND ASSUMPTION AGREEMENT
BILL OF SALE AND ASSIGNMENT AND ASSUMPTION AGREEMENT, dated as
of May 4, 2018, (the "Effective Date"), is made and delivered pursuant to that certain Asset
Purchase Agreement of even date herewith (the "Agreement") by and between Carolina Marina
Properties, LLC, a North Carolina limited liability company (hereafter referred to as the "Buyer"),
Carolina Campin, Inc, a North Carolina corporation (hereafter referred to as the "Seller"),
FOR GOOD AND VALUABLE CONSIDERATION as set forth in the Agreement, the
receipt and sufficiency of which are hereby acknowledged, effective as of the date hereof, the
Seller hereby sells, transfers, assigns, conveys and delivers to the Buyer, its successors and assigns,
forever, all of its right, title and interest in and to the Assets (as defined in the Agreement, including
without limitation those assets listed on Schedule 1 hereto), and hereby assigns, transfers and
delegates all Assumed Liabilities (as set forth on Schedule 1.4 to the Agreement) to the Buyer.
The Buyer hereby assumes and agrees to pay, discharge and perform when due, all of the Assumed
Liabilities.
All capitalized terms used and not otherwise defined herein will have the respective
meanings ascribed to such terms in the Agreement.
This Bill of Sale and Assignment and Assumption Agreement is subject to all of the
representations, warranties, covenants, exclusions and indemnities set forth in the Agreement, all
of which are incorporated herein by reference. In the event of any conflict or inconsistency
between the terms of this Bill of Sale and Assignment and Assumption Agreement and the terms
of the Agreement, the terms of the Agreement will prevail. Nothing contained herein will be
deemed to alter, modify, expand or diminish the terms and provisions of the Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Bill of Sale and
Assignment and Assumption Agreement to be duly executed on the date first above written.
BUYER:
CAROLINA MARINA PROPERTIES, LLC
f By: �--
eter L Coker, Manager
SELLER:
CAROLINA CAMPIN, INC.
0
By: A .L �OZtg40
R. Nathaniel Futch, President
Schedule 1
List of Assets
Infrastructure
6,000 gallon capacity Glasteel SW Steel/FRP Underground Storage Tank
267 Campsites
220 Wet Slips - Marina & Campground
80 Dry Storage Units
2 - 6 Unit Boat Storage Buildings
5 Unit Boat Storage Buildings
270 Unit Boat Drystack Storage Building
3000 sf Ship's Store & Office Building
900 sf Boat Service Building & Equipment
5850 sf Restaurant Building with Basement
527 sf Snack Bar
1183 sf Single Family Dwelling
1120 sf Single Family Dwelling
2 - 8' X 12' Bathrooms (Ramp & South Cove)
Bathroom Building at Drystack
3 - 8' X 8" Well Houses, Wells, & Pressure Tanks
Community Water System for 300 Spaces
270' X 6' Floating Dock With Trex Decking
Septic System
Vehicles
1997 Chevrolet 3500 I Ton Dump
1997 Chevrolet 1500 1/2 Ton Pickup
2003 Chevrolet 1/2 Ton Pickup
2007 Chevy Silverado 112 Ton Pickup
2007 Chevy 2500
2004 Nissan Maxima
2006 Nissan Pickup
2012 Nissan Rogue
2002 Tenn Pontoon Boat Trailer
Equipment
1997 551, Ford Backhoe/Loader
2003 Kubota Backhoe/Loader
2 - Kubota Mowers
2005 L3830 Kubota Tractor
2000 M4900 SP Kubota Tractor
2013 - 22' Bennington Pontoon w/90 HP Yamaha
2014 - 22' Bennington Pontoon w/90 HP Yamaha
2016 - 20' Lowe Pontoon Boat w/50 HP Mercury
2008 - 20' Bennington Pontoon w/50 HP Yamaha
1986 - 24' Suntracker Pontoon w/50 HP Mercury
2014 Wiggins Forklift
2017 Wiggins Forklift
2017 EZ Go Golf Cart
4 - EZ Go Golf Carts
John Deere Gator — Maintenance
Forklift Pressure Regulator
Sandwich Unit - 12 Pan 48"
Refrigerator
Freezer
Septic Pump - Lot # 307
HYAC System -Rental Cottage
Security Camera System
Bullet Cameras
HYAC - Brick House
Grinder Pump - Spare for Septic System in Mtn View
I — Laptop
6 - Desktop Computers
Server - Mirrored HD & Windows Server 2012
Accounting Software