BF_CCB0052_Recorded NBP_2012.08.10

Robinson
Bradshaw d
M
TO: Ms. Shirley Liggins
Christine N. Sigmon
FROM: Christine
Carolina Certified Paralegal
704-377-8172
[e-mail]
DATE: August 10, 2012
RE: Conclusion of Brownfields Agreement Process
Mooresville Crossroads Brownfields Project
Mooresville, Iredell County
Brownfields Project Number 15041-11-49
I am enclosing the following:
Copy of the recorded plat, recorded in Map Book 59, Page 145.
2. Copy of the Notice of Brownfields Property recorded in Book 2189, Pages 677 through 703.
Please let me know if you have any questions.
Thanks, Christine
3133003vl17165.00027
Robinson Bradshaw & Hinson, P.A. 101 North Tryon Street, Suite 1900 '_; Charlotte, NC 28246 704.377.2536
Charlotte , I Research Triangle --Rock Hill

Iredell County Register of Deeds
Matthew J. McCall, Register
201 E Water Street
Statesville, NC 28677
Phone [phone]
Fax [phone]
www.co.iredell.nc.us/registerofdeeds
State of North Carolina
County of Iredell
I do hereby certify this to be a true copy of the attached document filed and
recorded in the aforesaid county as evidenced in the Instrument/Book No. 2189 Page No.
677 and ends with Page No. 703.
Witness my hand and seal this 1 Oth day of August, 2012.
Matthew J. McCall, Register of Deeds
By: GC 1'.O Lc-°
Deputy Register of
Seal of Register of Deeds

Doc ID: 014025550027 Tgj CRP
Recorded: 08/10/2012 at 01:03:12 PM
Fee Amt: $74.00 Page i of 27
Iredell Countv. NC
Matthew J. McCall Register of Deeds
6K2189PG677-703
Property Owner: MPG Mooresville, LLC
Recorded in Book , Page <
Associated plat recorded in Plat Book , Page �"�
NOTICE OF BROWNFIELDS PROPERTY
This documentary component of a Notice of ,prownfields Property ("Notice"), as well as the plat
component, have been filed this / 0 day of �LC2012 by MPG Mooresville, LLC
(hereinafter "Prospective Developer").
The Notice concerns contaminated property.
A copy of this Notice certified by the North Carolina Department of Environment and Natural
Resources (hereinafter "DENR") is required to be filed in the Register of Deeds' Office in the county or
counties in which the land is located, pursuant to North Carolina General Statutes (hereinafter "NCGS"),
Section (hereinafter "§") 130A-310.35(b).
This Notice is required by NCGS § 130A-310.35(a), in order to reduce or eliminate the danger to
public health or the environment posed by environmental contamination at a property (hereinafter the
"Brownfields Property") being addressed under the Brownfields Property Reuse Act of 1997, NCGS § 130A,
Article 9, Part 5 (hereinafter the "Act").
Pursuant to NCGS § 130A-310.35(b), the Prospective Developer must file a certified copy of this Notice
within 15 days of Prospective Developer's receipt of DENR's approval of the Notice or Prospective
Developer's entry into the Brownfields Agreement required by the Act, whichever is later. Pursuant to
NCGS § 130A-310.35(c), the copy of the Notice certified by DENR must be recorded in the grantor index
under the names of the owners of the land and, if Prospective Developer is not the owner, also under
Prospective Developer's name.
The Brownfields Property is located at 465, 479, 481 and 485 River Highway, Mooresville, NC. The
property is comprised of approximately 6.9 acres composed of a coal combustion by -produces structural fill. MPG
Mooresville LLC proposes to use the property for retail, office, restaurant and possibly other commercial purposes
The Brownfields Agreement between Prospective Developer and DENR is attached hereto as Exhibit
A. It sets forth the use that may be made of the Brownfields Property and the measures to be taken to
protect public health and the environment, and is required by NCGS § 130A-310.32. The Brownfields
1 Page Countmi 1

Agreement's Exhibit 2 consists of one or more data tables reflecting the concentrations of and other
information regarding the Property's regulated substances and contaminants.
Exhibit B to this Notice is a reduction, to 8 1/2" x 11", of the plat component of this Notice. The
plat shows areas designated by DENR, has been prepared and certified by a professional land surveyor, and
complies with NCGS § 130A-310.35(a)'s requirement that the Notice identify:
(1) The location and dimensions of the areas of potential environmental concern with respect to permanently
surveyed benchmarks.
(2) The type, location and quantity of regulated substances and contaminants known to exist on the
Brownfields Property.
Attached hereto as Exhibit C is a legal description of the Brownfields Property that would be sufficient as a
description of the property in an instrument of conveyance.
LAND USE RESTRICTIONS
NCGS 130A-310.35(a) also requires that the Notice identify any restrictions on the current and future use of
the Brownfields Property that are necessary or useful to maintain the level of protection appropriate for the
designated current or future use of the Brownfields Property and that are designated in the Brownfields Agreement.
The restrictions shall remain in force in perpetuity unless canceled by the Secretary of DENR (or its successor
in function), or his/her designee, after the hazards have been eliminated, pursuant to NCGS § 130A-310.35(e).
All references to DENR shall be understood to include any successor in function. The restrictions are hereby
imposed on the Brownfields Property, and are as follows:
1. No use may be made of the Property other than for retail, office, and restaurant purposes, parking incident
to such permitted uses, and other commercial purposes if DENR issues prior written approval. Within the meaning
of this restriction, the following definitions apply:
a. "Retail" refers to the sale of goods directly to the consumer.
b. "Office" refers to the rendering of business or professional (including but not limited to medical)
services not encompassed in "retail" or "commercial" as defined herein.
c. "Restaurant" refers to a business that serves food.
d. "Commercial" refers to a business enterprise.
2. Surface water and groundwater at the Property may not be used for any purpose without the prior written
approval of DENR.
3. No use of the Property may occur unless and until it, or the portion containing coal combustion by-
products (as delineated in advance to DENR's written satisfaction), is covered with a minimum of 12 inches of
compacted soil, plus an additional six (6) inches of soil to support vegetative cover; by concrete or asphalt; or by
Oil

another hard surface or cover material pre -approved in writing by DENR. The covered area shall be maintained to
DENR's reasonable satisfaction.
4. Removal of any coal combustion by-products from the Property must be done in a manner that complies
with all applicable rules, statutes and permits.
5. None of the contaminants known to be present in the environmental media at the Property, including
those appearing in Exhibit 2 to the Brownfields Agreement, may be used or stored at the Property without the prior
written approval of DENR, except in de minimis amounts for cleaning and other routine housekeeping activities, or
as incidental components in prepackaged materials used or sold in connection with uses permitted under the
Brownfields Agreement.
6. The Property may not be used as an outdoor park or for outdoor sports of any kind without the prior
written approval of DENR, except that indoor play centers incidental to restaurants are allowed.
7. The Property may not be used as a playground, or for child care centers or schools without the prior
written approval of DENR.
8. The owner of any portion of the Property where any existing, or subsequently installed, DENR-approved
monitoring well is damaged shall be responsible for repair of any such wells to DENR's written satisfaction and
within a time period acceptable to DENR.
9. Neither DENR, nor any party conducting environmental assessment or remediation at the Property at the
direction of, or pursuant to a permit, order or agreement issued or entered into by DENR, may be denied access to
the Property for purposes of conducting such assessment or remediation, which is to be conducted using reasonable
efforts to minimize interference with authorized uses of the Property.
10. During January of each year after the year in which this Notice is recorded, the owner of any part of the
Property as of January 1st of that year shall submit a notarized Land Use Restrictions Update ("LURU") to DENR,
and to the chief public health and environmental officials of Iredell County, certifying that, as of said January 1 st, the
Notice of Brownfields Property containing these land use restrictions remains recorded at the Iredell County Register
of Deeds office and the land use restrictions are being complied with, and stating:
a. the name, mailing address, telephone and facsimile numbers, and contact person's e-mail address
of the owner submitting the LURU if said owner acquired any part of the Property in fee during the previous
calendar year; and
b. the transferee's name, mailing address, telephone and facsimile numbers, and contact person's e-
mail address, if said owner transferred any part of the Property in fee during the previous calendar year.
For purposes of the land use restrictions set forth above, the DENR point of contact shall be the DENR official
referenced in paragraph 34.a. of Exhibit A hereto, at the address stated therein.

ENFORCEMENT
The above land use restrictions shall be enforceable without regard to lack of privity of estate or contract,
lack of benefit to particular land, or lack of any property interest in particular land. The land use restrictions shall be
enforced by any owner of the Brownfields Property. The land use restrictions may also be enforced by DENR
through the remedies provided in NCGS 130A, Article 1, Part 2 or by means of a civil action; by any unit of local
government having jurisdiction over any part of the Brownfields Property; and by any person eligible for liability
protection under the Brownfields Property Reuse Act who will lose liability protection if the restrictions are violated.
Any attempt to cancel any or all of this Notice without the approval of the Secretary of DENR (or its successor in
function), or his/her delegate, shall be subject to enforcement by DENR to the full extent of the law. Failure by any
party required or authorized to enforce any of the above restrictions shall in no event be deemed a waiver of the right
to do so thereafter as to the same violation or as to one occurring prior or subsequent thereto.
FUTURE SALES, LEASES, CONVEYANCES AND TRANSFERS
When any portion of the Brownfields Property is sold, leased, conveyed or transferred, pursuant to NCGS §
130A-310.35(d) the deed or other instrument of transfer shall contain in the description section, in no smaller type
than that used in the body of the deed or instrument, a statement that the Brownfields Property has been classified
and, if appropriate, cleaned up as a brownfields property under the Brownfields Property Reuse Act.
IN WITNES S WHEREOF, Prospective Developer has caused this instrument to be duly executed this
kl—
day of ),` , 2012.
MPG Mooresville, LLC
Myl . Wilkinson
Manager
STATE: Ear j"
COUNTY:'-? r " _g,
I certify that the following person(s) personally appeared before me this day, each acknowledging to me that
he or she voluntarily Signed the foregoing document for the purpose stated therein and in the capacity indicated:
Date: l ,_ s !,r`),-
Of ciall Sign tune of Notary
Notary's printed or typed name, Notary Public
(Official Seal) My commission expires: ? �.
Fk JENNIFER L DOWELL
MY COMMISSION 8 EE 021823
EXPIRES: September 5, 2014
Bonded thru Notary Pubric UnderAters
4

APPROVAL AND CERTIFICATION OF NORTH CAROLINA DEPARTMENT OF ENVIRONMENT
AND NATURAL RESOURCES
The foregoing Notice of Brownfields Property is hereby approved and certified.
North Carolina Department of Environment and Natural Resources
By: �A- �wl!, 0 s� ao ra
Linda . Culpepper Date
Deputy Director, Division of Waste Management
CERTIFICATION OF REGISTER OF DEEDS
The foregoing documentary component of the Notice of Brownfields Property, and the associated plat, are
certified to be duly recorded at the date and time, and in the Books and Pages, shown on the first page hereof.
Register of Deeds for
Name typed or printed:
Deputy/Assistant Register of Deeds
County
Date
5

EXHIBIT - A
NORTH CAROLINA DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES
IN THE MATTER OF: MPG Mooresville, LLC
UNDER THE AUTHORITY OF THE ) BROWNFIELDS AGREEMENT re:
BROWNFIELDS PROPERTY REUSE ACT ) Mooresville Crossroads Site
OF 1997, N.C.G.S. § 130A-310.30, et seq. ) 465, 479, 481 and 485 River Highway
Brownfields Project # 15041-11- 49 ) Mooresville, Iredell
I. INTRODUCTION
This Brownfields Agreement ("Agreement") is entered into by the North Carolina
Department of Environment and Natural Resources ("DENR") and MPG Mooresville, LLC
(collectively the "Parties") pursuant to the Brownfields Property Reuse Act of 1997, N.C.G.S. §
130A-310.30, et seq. (the "Act").
MPG Mooresville, LLC is a South Carolina manager -managed limited liability company
registered to do business in North Carolina. Its manager is Myles H. Wilkinson, whose address
is 7332 Office Park Place, Ste. 101, Melbourne, Florida 32940. This Agreement concerns land
subdivided from 509 River Highway, Mooresville, Iredell County, North Carolina. MPG
Mooresville, LLC proposes to use the property for retail, office, restaurant and possibly other
commercial purposes. A map showing the location of the property which is the subject of this
Agreement is attached hereto as Exhibit 1.
The Parties agree to undertake all actions required by the terms and conditions of this
Agreement. The purpose of this Agreement is to settle and resolve, subject to reservations and
limitations contained in Section VIII (Certification), Section IX (DENR's Covenant Not to Sue
and Reservation of Rights) and Section X (Prospective Developer's Covenant Not to Sue), the
potential liability of MPG Mooresville, LLC for contaminants at the property which is the
subject of this Agreement.

The Parties agree that MPG Mooresville, LLC's entry into this Agreement, and the
actions undertaken by MPG Mooresville, LLC in accordance with the Agreement, do not
constitute an admission of any liability by MPG Mooresville, LLC.
The resolution of this potential liability, in exchange for the benefit MPG Mooresville,
LLC shall provide to DENR, is in the public interest.
II. DEFINITIONS
Unless otherwise expressly provided herein, terms used in this Agreement which are
defined in the Act or elsewhere in N.C.G.S. 130A, Article 9 shall have the meaning assigned to
them in those statutory provisions, including any amendments thereto.
1. "Property" shall mean the Brownfields Property which is the subject of this
Agreement, and which is depicted in Exhibit 1 to the Agreement.
2. "Prospective Developer" shall mean MPG Mooresville, LLC.
III. STATEMENT OF FACTS
3. The Property comprises approximately 6.943 acres subdivided from 509 River
Highway in Mooresville, North Carolina and is a portion of an approximately 24.675-acre tract
with tax parcel number 4647556900. Street addresses assigned to the new parcels are 465, 479,
481 and 485 River Highway. Prospective Developer has committed itself to redevelopment of it
for no uses other than retail, office and restaurant purposes, parking incident to uses permitted
under this Agreement and other commercial purposes if DENR issues prior written approval.
4. The Property is bordered to the north, west and south by property in commercial,
industrial or retail use, and to the east by Rolling Hills Road, beyond which lies property in
commercial or retail use.
2

5. Prospective Developer obtained or commissioned the following reports, referred to
hereinafter as the `Environmental Reports," regarding the Property:
Title
Prepared by
Date of Report
Phase I Environmental Site
Blue Ridge Engineering PLLC
December 7, 2011
Assessment
Letter Report concerning Coal
Blue Ridge Engineering PLLC
December 15, 2011
Ash Structural Fill
Receptor Survey for
Blue Ridge Engineering PLLC
February 22, 2012
Brownfields Project
Additional Site Assessment
Blue Ridge Engineering PLLC
March 13, 2012
Activities
6. For purposes of this Agreement, DENR relies on the following representations by
Prospective Developer as to use and ownership of the Property:
a. Mr. and Mrs. B.V. Belk and Conbraco Industries Inc. purchased 25.118 acres
of timberland that includes the Property from R.J. Atwell in December 1986. B.V. Belk, et al.
contracted with Duke Power Company to install a coal combustion by-products structural fill in
1997 on the 25.118-acre tract.
b. Lowe's Home Centers, Inc. purchased the Property from Mr. and Mrs. B.V.
Belk and Conbraco Industries, Inc. in January 1998.
c. MPG Mooresville, LLC purchased the property from Lowes's Home Center on
May 1, 2012.
d. The Property remains undeveloped, with coal combustion by-products as
structural fill.
7. Pertinent environmental information regarding the Property includes the following:
a. The Property is located on a coal combustion by-products structural fill. The
coal combustion by-products at this location are known to contain arsenic that exceeds
3

applicable screening levels.
b. One or more data tables reflecting the concentrations of and other information
regarding the Property's regulated substances and contaminants appear in Exhibit 2 to this
Agreement.
8. For purposes of this Agreement DENR relies on Prospective Developer's
representations that Prospective Developer's involvement with the Property has been limited to
obtaining or commissioning the Environmental Reports, preparing and submitting to DENR a
Brownfields Property Application dated December 21, 2011, on September 28, 2011, contracting
to purchase the Property, and on May 1, 2012, purchasing the property.
9. Prospective Developer has provided DENR with information, or sworn certifications
regarding that information on which DENR relies for purposes of this Agreement, sufficient to
demonstrate that:
a. Prospective Developer and any parent, subsidiary, or other affiliate has
substantially complied with federal and state laws, regulations and rules for protection of the
environment, and with the other agreements and requirements cited at N.C.G.S. § 130A-
310.32(a)(1);
b. as a result of the implementation of this Agreement, the Property will be
suitable for the uses specified in the Agreement while fully protecting public health and the
environment;
c. Prospective Developer's reuse of the Property will produce a public benefit
commensurate with the liability protection provided Prospective Developer hereunder;
d. Prospective Developer has or can obtain the financial, managerial and
LI

technical means to fully implement this Agreement and assure the safe use of the Property; and
e. Prospective Developer has complied with all applicable procedural
requirements.
10 The Parties agree that a $30,000 "Redevelopment Now" fee Prospective Developer
has paid suffices as the $2,000 fee to seek a brownfields agreement required by N.C.G.S. §
130A-310.39(a)(1), and, within the meaning of N.C.G.S. § 130A-310.39(a)(2), the full cost to
DENR and the North Carolina Department of Justice of all activities related to this Agreement.
IV. BENEFIT TO COMMUNITY
11. The redevelopment of the Property proposed herein would provide the following
public benefits:
a. an increase in the Property's productivity;
b. a spur to additional community redevelopment, through improved
neighborhood appearance and otherwise;
c. the creation of approximately 100 temporary construction jobs and 100
permanent jobs;
d. increased tax revenue for affected jurisdictions from increased property values
and economic activity;
e. additional retail, office, commercial and restaurant space for the area; and
f. "smart growth" through use of land in an already developed area, which avoids
development of land beyond the urban fringe ("greenfields").
V. WORK TO BE PERFORMED
12. Based on the information in the Environmental Reports, and subject to imposition of
M

and compliance with the land use restrictions set forth below, and subject to Section IX of this
Agreement (DENR's Covenant Not to Sue and Reservation of Rights), DENR is not requiring
Prospective Developer to perform any active remediation at the Property.
13. By way of the Notice of Brownfields Property referenced below in paragraph 20,
Prospective Developer shall impose the following land use restrictions under the Act, running
with the land, to make the Property suitable for the uses specified in this Agreement while fully
protecting public health and the environment. All references to DENR shall be understood to
include any successor in function.
a. No use may be made of the Property other than for retail, office and restaurant
purposes, parking incident to such permitted uses, and other commercial purposes if DENR
issues prior written approval. Within the meaning of this restriction, the following definitions
apply:
i. "Retail" refers to the sale of goods directly to the consumer.
ii. "Office" refers to the rendering of business or professional (including
but not limited to medical) services not encompassed in "retail" or "commercial" as defined
herein.
iii. "Restaurant" refers to a business that serves food.
iv. "Commercial" refers to a business enterprise.
b. Surface water and groundwater at the Property may not be used for any
purpose without the prior written approval of DENR.
c. No use of the Property may occur unless and until it, or the portion containing
coal combustion by-products (as delineated in advance to DENR's written satisfaction), is
Ce

covered with a minimum of 12 inches of compacted soil, plus an additional six (6) inches of soil
to support vegetative cover; by concrete or asphalt; or by another hard surface or cover material
pre -approved in writing by DENR. The covered area shall be maintained to DENR's reasonable
satisfaction.
d. Removal of any coal combustion by-products from the Property must be done
in a manner that complies with all applicable rules, statutes and permits.
e. None of the contaminants known to be present in the environmental media at
the Property, including those appearing in Exhibit 2 to this Agreement, may be used or stored at
the Property without the prior written approval of DENR, except in de minimis amounts for
cleaning and other routine housekeeping activities, or as incidental components in prepackaged
materials used or sold in connection with uses permitted under this Agreement.
f. The Property may not be used as an outdoor park or for outdoor sports of any
kind without the prior written approval of DENR, except that indoor play centers incidental to
restaurants are allowed.
g. The Property may not be used as a playground, or for child care centers or
schools without the prior written approval of DENR.
h. The owner of any portion of the Property where any existing, or subsequently
installed, DENR-approved monitoring well is damaged shall be responsible for repair of any
such wells to DENR's written satisfaction and within a time period acceptable to DENR.
i. Neither DENR, nor any party conducting environmental assessment or
remediation at the Property at the direction of, or pursuant to a permit, order or agreement issued
or entered into by DENR, may be denied access to the Property for purposes of conducting such
7

assessment or remediation, which is to be conducted using reasonable efforts to minimize
interference with authorized uses of the Property.
j. During January of each year after the year in which the Notice referenced
below in paragraph 20 is recorded, the owner of any part of the Property as of January 1st of that
year shall submit a notarized Land Use Restrictions Update ("LURU") to DENR, and to the chief
public health and environmental officials of Iredell County, certifying that, as of said January I'%
the Notice of Brownfields Property containing these land use restrictions remains recorded at the
Iredell County Register of Deeds office and the land use restrictions are being complied with,
and stating:
i. the name, mailing address, telephone and facsimile numbers, and
contact person's e-mail address of the owner submitting the LURU if said owner acquired any
part of the Property in fee during the previous calendar year; and
ii. the transferee's name, mailing address, telephone and facsimile
numbers, and contact person's e-mail address, if said owner transferred any part of the Property
in fee during the previous calendar year.
16. The desired result of the above -referenced land use restrictions is to make the
Property suitable for the uses specified in the Agreement while fully protecting public health and
the environment.
17. The guidelines, including parameters, principles and policies within which the
desired results are to be accomplished are, as to field procedures and laboratory testing, the
Guidelines of the Inactive Hazardous Sites Branch of DENR's Superfund Section, as embodied
in their most current version.

18. The consequence of achieving the desired results will be that the Property will be
suitable for the uses specified in the Agreement while fully protecting public health and the
environment. The consequence of not achieving the desired results will be that modifications to
land use restrictions and/or remediation in some form -may be necessary to fully protect public
health and/or the environment.
VI. ACCESS/NOTICE TO SUCCESSORS IN INTEREST
19. In addition to providing access to the Property pursuant to subparagraph 13.i. above,
Prospective Developer shall provide DENR, its authorized officers, employees, representatives,
and all other persons performing response actions under DENR oversight, access at all
reasonable times to other property controlled by Prospective Developer in connection with the
performance or oversight of any response actions at the Property under applicable law. While
Prospective Developer owns the Property, DENR shall provide reasonable notice to Prospective
Developer of the timing of any response actions to be undertaken by or under the oversight of
DENR at the Property. Notwithstanding any provision of this Agreement, DENR retains all of
its authorities and rights, including enforcement authorities related thereto, under the Act and any.
other applicable statute or regulation, including any amendments thereto.
20. DENR has approved, pursuant to N.C.G.S. § 130A-310.35, a Notice of Brownfields
Property for the Property containing, inter alia, the land use restrictions set forth in Section V
(Work to Be Performed) of this Agreement and a survey plat of the Property. Pursuant to
N.C.G.S. § 130A-310.35(b), within 15 days of the effective date of this Agreement Prospective
Developer shall file the Notice of Brownfields Property in the Iredell County, North Carolina
register of deeds' office. Within three (3) days thereafter, Prospective Developer shall furnish

DENR a copy of the documentary component of the Notice containing a certification by the
register of deeds as to the Book and Page numbers where both the documentary and plat
components of the Notice are recorded, and a copy of the plat with notations indicating its
recordation.
21. This Agreement shall be attached as Exhibit A to the Notice of Brownfields
Property. Subsequent to recordation of said Notice, any deed or other instrument conveying an
interest in the Property shall contain the following notice: "The property which is the subject of
this instrument is subject to the Brownfields Agreement attached as Exhibit A to the Notice of
Brownfields Property recorded in the Iredell County land records, Book , Page " A
copy of those pages showing the parties to and the required notice in any such instrument shall
be sent with the annual LURU required by subparagraph 15.j. above to the persons listed in
Section XV (Notices and Submissions), though financial figures related to the conveyance may
be redacted.
22. The Prospective Developer shall ensure that a copy of this Agreement is provided to
any current lessee or sublessee on the Property as of the effective date of this Agreement and
shall ensure that any subsequent leases, subleases, assignments or transfers of the Property or an
interest in the Property are consistent with this Section (Access/Notice To Successors In
Interest), Section V (Work to be Performed) and Section XI (Parties Bound &
Transfer/Assignment Notice) of this Agreement.
VII. DUE CARE/COOPERATION
23. The Prospective Developer shall exercise due care at the Property with respect to
regulated substances and shall comply with all applicable local, State, and federal laws and
10

regulations. The Prospective Developer agrees to cooperate fully with any remediation of the
Property by DENR and further agrees not to interfere with any such remediation. In the event
the Prospective Developer becomes aware of any action or occurrence which causes or threatens
a release of contaminants at or from the Property in violation of law, the Prospective Developer
shall immediately take all appropriate action to prevent, abate, or minimize such release or threat
of release, and shall, in addition to complying with any applicable notification requirements
under N.C.G.S. 130A-310.1 and 143-215.85, and Section 103 of CERCLA, 42 U.S.C. § 9603, or
any other law, immediately notify DENR of such release or threatened release.
VIII. CERTIFICATION
24. By entering into this agreement, the Prospective Developer certifies that, without
DENR approval, it will make no use of the Property other than that permitted by this Agreement.
Prospective Developer also certifies that to the best of its knowledge and belief it has fully and
accurately disclosed to DENR all information known to Prospective Developer and all
information in the possession or control of its officers, directors, employees, contractors and
agents which relates in any way to any regulated substances at the Property and to its
qualification for this Agreement, including the requirement that it not have caused or contributed
to the contamination at the Property.
IX. DENR'S COVENANT NOT TO SUE AND RESERVATION OF RIGHTS
25. Unless any of the following apply, Prospective Developer shall not be liable to
DENR, and DENR covenants not to sue Prospective Developer, for remediation of the Property
except as specified in this Agreement:
a. The Prospective Developer fails to comply with this Agreement.
11

b. The activities conducted on the Property by or under the control or direction
of the Prospective Developer increase the risk of harm to public health or the environment, in
which case Prospective Developer shall be liable for remediation of the areas of the Property,
remediation of which is required by this Agreement, to the extent necessary to eliminate such
risk of harm to public health or the environment.
c. A land use restriction set out in the Notice of Brownfields Property required
under N.C.G.S. 130A-310.35 is violated while the Prospective Developer owns the Property, in
which case the Prospective Developer shall be responsible for remediation of the Property to
unrestricted use standards.
d. The Prospective Developer knowingly or recklessly provided false information
that formed a basis for this Agreement or knowingly or recklessly offers false information to
demonstrate compliance with this Agreement or fails to disclose relevant information about
contamination at the Property.
e. New information indicates the existence of previously unreported
contaminants or an area of previously unreported contamination on or associated with the
Property that has not been remediated to unrestricted use standards, unless this Agreement is
amended to include any previously unreported contaminants and any additional areas of
contamination. If this Agreement sets maximum concentrations for contaminants, and new
information indicates the existence of previously unreported areas of these contaminants, further
remediation shall be required only if the areas of previously unreported contaminants raise the
risk of the contamination to public health or the environment to a level less protective of public
health and the environment than that required by this Agreement.
12

f. The level of risk to public health or the environment from contaminants is
unacceptable at or in the vicinity of the Property due to changes in exposure conditions,
including (i) a change in land use that increases the probability of exposure to contaminants at or
in the vicinity of the Property or (ii) the failure of remediation to mitigate risks to the extent
required to make the Property fully protective of public health and the environment as planned in
this Agreement.
g. The Department obtains new information about a contaminant associated with
the Property or exposures at or around the Property that raises the risk to public health or the
environment associated with the Property beyond an acceptable range and in a manner or to a
degree not anticipated in this Agreement.
h. The Prospective Developer fails to file a timely and proper Notice of
Brownfields Property under N.C.G.S. 130A-310.35.
26. Except as may be provided herein, DENR reserves its rights against Prospective
Developer as to liabilities beyond the scope of the Act, including those regarding petroleum
underground storage tanks pursuant to Part 2A, Article 21A of Chapter 143 of the General
Statutes.
27. This Agreement does not waive any applicable requirement to obtain a permit,
license or certification, or to comply with any and all other applicable law, including the North
Carolina Environmental Policy Act, N.C.G.S. § 113A-1, et seq.
X. PROSPECTIVE DEVELOPER'S COVENANT NOT TO SUE
28. In consideration of DENR's Covenant Not To Sue in Section IX of this Agreement
and in recognition of the absolute State immunity provided in N.C.G.S. § 130A-310.37(b), the
13

Prospective Developer hereby covenants not to sue and not to assert any claims or causes of
action against DENR, its authorized officers, employees, or representatives with respect to any
action implementing the Act, including negotiating, entering, monitoring or enforcing this
Agreement or the above -referenced Notice of Brownfields Property.
XI. PARTIES BOUND
29. This Agreement shall apply to and be binding upon DENR, and on the Prospective
Developer, its officers, directors, employees, and agents. Each Party's signatory to this
Agreement represents that she or he is fully authorized to enter into the terms and conditions of
this Agreement and to legally bind the Party for whom she or he signs.
XII. DISCLAIMER
30. This Agreement in no way constitutes a finding by DENR as to the risks to public
health and the environment which may be posed by regulated substances at the Property, a
representation by DENR that the Property is fit for any particular purpose, nor a waiver of
Prospective Developer's duty to seek applicable permits or of the provisions of N.C.G.S. §
130A-310.37.
31. Except for the Land Use Restrictions set forth in paragraph 13 above and N.C.G.S. §
130A-310.33(a)(1)-(5)'s provision of the Act's liability protection to certain persons to the same
extent as to a prospective developer, no rights, benefits or obligations conferred or imposed upon
Prospective Developer under this Agreement are conferred or imposed upon any other person.
XIII. DOCUMENT RETENTION
32. The Prospective Developer agrees to retain and make available to DENR all business
and operating records, contracts, site studies and investigations, and documents relating to
14

operations at the Property, for ten years following the effective date of this Agreement, unless
otherwise agreed to in writing by the Parties. At the end of ten years, the Prospective Developer
shall, by mail or email, provide DENR at least ten days to copy covered materials at DENR's
expense prior to destroying such materials.
XIV. PAYMENT OF ENFORCEMENT COSTS
33. If the Prospective Developer fails to comply with the terms of this Agreement,
including, but not limited to, the provisions of Section V (Work to be Performed), it shall be
liable for all litigation and other enforcement costs incurred by DENR to enforce this Agreement
or otherwise obtain compliance.
XV. NOTICES AND SUBMISSIONS
34. Unless otherwise required by DENR or a Party notifies the other Party in writing of a
change in contact information, all notices and submissions pursuant to this Agreement shall be
sent by prepaid first class U.S. mail, as follows:
a. for DENR:
Brad Atkinson
N.C. Division of Waste Management
Brownfields Program
Mail Service Center 1646
Raleigh, NC 27699-1646
b. for Prospective Developer:
Myles H. Wilkinson
MPG Mooresville, LLC
7332 Office Park Place, Suite 101
Melbourne FL, 32940
Notices and submissions sent by prepaid first class U.S. mail shall be effective on the third day
15

following postmarking. Notices and submissions sent by hand or by other means affording
written evidence of date of receipt shall be effective on such date.
XVI. EFFECTIVE DATE
35. This Agreement shall become effective on the date the Prospective Developer signs
it, after receiving it, signed, from DENR. Prospective Developer shall sign the Agreement
within seven (7) days following such receipt.
XVII. TERMINATION OF CERTAIN PROVISIONS
36. If any Party believes that any or all of the obligations under Section VI
(Access/Notice to Successors in Interest) are no longer necessary to ensure compliance with the
requirements of the Agreement, that Party may request in writing that the other Party agree to
terminate the provision(s) establishing such obligations; provided, however, that the provision(s)
in question shall continue in force unless and until the Party requesting such termination receives
written agreement from the other Party to terminate such provision(s).
XVIII. CONTRIBUTION PROTECTION
37. With regard to claims for contribution against Prospective Developer in relation to
the subject matter of this Agreement, Prospective Developer is entitled to protection from such
claims to the extent provided by N.C.G.S. § 130A-310.37(a)(5)-(6). The subject matter of this
Agreement is all remediation taken or to be taken and response costs incurred or to be incurred
by DENR or any other person in relation to the Property.
38. The Prospective Developer agrees that, with respect to any suit or claim for
contribution brought by it in relation to the subject matter of this Agreement, it will notify DENR
in writing no later than 60 days prior to the initiation of such suit or claim.
16

39. The Prospective Developer also agrees that, with respect to any suit or claim for
contribution brought against it in relation to the subject matter of this Agreement, it will notify
DENR in writing within 10 days of service of the complaint on it.
XIX. PUBLIC COMMENT
40. This Agreement shall be subject to a public comment period of at least 30 days
starting the day after the last to occur of the following: publication of the approved summary of
the Notice of Intent to Redevelop a Brownfields Property required by N.C.G.S. § 130A-310.34
in a newspaper of general circulation serving the area in which the Property is located,
conspicuous posting of a copy of said summary at the Property, and mailing or delivery of a copy
of the summary to each owner of property contiguous to the Property. After expiration of that
period, or following a public meeting if DENR holds one pursuant to N.C.G.S. § 130A-
310.34(c), DENR may modify or withdraw its consent to this Agreement if comments received
disclose facts or considerations which indicate that this Agreement is inappropriate, improper or
inadequate.
IT IS SO AGREED:
NORTH CAROLINA
By: 4 \ f\
TMENT OF ENVIRONMENT AND NATURAL RESOURCES
Linda M-Culpepper
Deputy Director, Division of Waste Management
IT IS SO AGREED:
MPG MOORESVILLE, LLC
By:
MylS5., I. Wjl son
Manager, Mooresville, LLC
17
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Date
Date

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T SURVEY PLAT - EXHIBIT 8 TO THE NOTICE IF 31—HELPS PROPERTY 0—ER 4NO PROSPECTIVE DEIELOIEI: 1REV BI—dg, Engin
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MPG MOORESVILLE, LLCS get
PORT VILLAGE BUSINESS PARK 4TIT.. MAFTIH FROM -NO zIINV' 115 E.
WASH'HOTON STREET, SUITE 202 SC g6ol &I
L65, 09, L81 & "5 RIVER HIGHWAY, MOCRES-LE, ME 2BI17 GPEEIVILLE
TOWN OF MDCRESVILLE. DAY -ON TOWNSHIP, IREDELL COUNTY, NC (86Q 208-9191 ZEN

EXHIBIT - C
Being a portion of the Lowe's Home Centers, Inc. property described in DB 1058 PG 951,
located in the Town of Mooresville, Davidson Township, Iredell County, North Carolina, south
of Hwy 150 and west of Interstate 77, bounded on the north, east and west by Lowe's Home
Centers, Inc., and on the south by Lakeside Park, surveyed by C. Neil Shepherd, PLS of Blue
Ridge Engineering PLLC, Project #10053, March 1, 2012, tied to NC Grid, NAD 83, and as
shown on that plat of Port Village Business Park recorded in Plat Book 59, Page110 in the
Iredell County Public Registry. A metes and bounds description taken from said survey is as
follows:
BEGINNING at a 1/2 inch rebar found in the western margin of the right-of-way
of Rolling Hills Road, said rebar being the northeast corner of Hybrid
Technologies, Inc. DB 1746 PG 686, Plat Book 19 Page 19, said rebar being
located S 39°04'47" W a distance of 1,154.60 feet from NCGS "Linkmore";
thence from the POINT OF BEGINNING with the northern line of DB 1746 PG
686 N 77°11'21" W a distance of 200.35 feet to a 1/2 inch pipe found, the
northeast corner of Lot 1 shown in PB 19 PG 19; thence with the northern
boundary of Realty, Inc. DB 970 PG 1549, N 77°14'04" W a distance of 200.14
feet to a 5/8 inch rebar found; thence with the line of RF Holdco, LLC the
following two courses: (1) N 12°57'20" E a distance of 75.14 feet to a 5/8 inch
rebar found; (2) N 77° 10' 17" W a distance of 200.25 feet to a 5/8" rebar found;
thence with the northern boundary of Red Bull Racing, Inc. DB 1997 PG 2303, N
77°08'04" W a distance of 185.32 feet to a 5/8 inch rebar set with blue cap, said
rebar being located S 77°08'04" E as distance of 164.61 feet from a 5/8 inch rebar
found; thence a new line N 11'50'53" E a distance of 471.42 feet to a magnetic
nail set in a paved driveway in the southern margin of an access easement DB
1058 PG 912; said nail being located S 78°52' 13" W a distance of 145.78 feet
from a 5/8 inch rebar found at the southeast corner of One Stop Association DB
808 PG 949; thence a new line with the southern margin of said access easement
the following six courses: (1) S 79°33'50" E a distance of 181.85 feet to a
magnetic nail set; (2) 13.41 feet along a curve to the right with a radius of 200.00
feet and chord bearing and distance of S 81°35'48" E 13.41 feet to a magnetic
nail set; (3) 17.65 feet along a curve to the right with a radius of 25.00 feet and
chord bearing and distance of S 63 ° 17' 14" E 17.29 feet to a 5/8 inch rebar set
with blue cap near a sewer manhole; (4) N 86°01'02" E a distance of 144.83 feet
to a 5/8 inch rebar set with blue cap; (5) 278.48 feet along a curve to the right
with a radius of 444.50 feet and chord bearing and distance of S 76°02'04" E
273.95 feet to a 5/8 inch rebar set with blue cap; (6) 33.40 feet along a curve to
the left with a radius of 120.50 feet and chord bearing and distance of S
63058' 10" E 33.29 feet to a 5/8 inch rebar set with blue cap, the northeast corner
of this tract; thence a new line S 01°55'14" W a distance of 122.33 feet to a 5/8
3109299v4 17165.00027

inch rebar set with blue cap; thence N 78°06'30" W a distance of 123.35 feet to a
5/8 inch rebar set with blue cap; thence 78.54 feet along a curve to the left with a
radius of 50.00 feet and chord bearing and distance of S 56°53'30" W 70.71 feet
to a 5/8 inch rebar set with blue cap; thence S 11'53'30" W a distance of 292.00
feet to a 5/8 inch rebar set with blue cap; thence 77.75 feet along a curve to the
left with a radius of 50.00 feet and chord bearing and distance of S 32°39'24" E
70.15 feet to a 5/8 inch rebar set with blue cap; thence S 77° 12' 19" E a distance
of 219.07 feet to a 5/8 inch rebar set with blue cap in the western margin of
Rolling Hills Road, PB 19 PG 19; thence with the western margin of Rolling Hills
Road S 01°55'14" W a distance of 66.91 feet to a 1/2 inch rebar found which is
the point of beginning, having an area of 6.943 acres by coordinate computation.
TOGETHER WITH those rights and easements set forth in that Reciprocal Easement
Agreement with Restrictions recorded in Book 1058, Page 912, as amended by that First
Amendment to Reciprocal Easement Agreement with Restrictions recorded in Book 1094, Page
1866, as amended by that Second Amendment to Reciprocal Easement Agreement with
Restrictions recorded in Book 1176, Page 1622, and as amended by that Third Amendment to
Reciprocal Easement Agreement with Restrictions recorded in Book 2163, Page 764, all in the
Iredell County Public Registry.
31092990 17165.00027

Exhibit - 1
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1 0.14 *1 14 .4 V If►a
SOIL
Soil contaminants in milligrams per kilogram (the equivalent of parts per million), the
screening limits for which are derived from the Preliminary Industrial Health -Based Soil
Remediation Goals of the Inactive Hazardous Sites Branch of DENR's Superfand Section
(January, 2012 versions):
Table A - Soil
Concentration Above Industrial Screening Level
Results in mg/kg
Corn posite
Sample
A
B
C
D
E
F
Collection
Area
Industrial
Screening
Soil Constituent
Level 0) -
SampleDepth5.6
ft.
1.8 ft.
7.7 ft
3.5 ft.
6.3 ft.
1.7 ft.
mg/kg
Date of
sampling
311112
3/1112
311/12
311112
3/1112
311112
Arsenic
40.7
56.4
71.1
75.2
65.2
57.6
1.6
1. Screening limits shown for non -carcinogens are for a hazard quotient equal to 0.2. Screening limits shown for carcinogens are for a 1.0 E-6
lifetime incremental cancer risk.