24012_Hanover Center II_PCPkg_22Nov2023

NOTICE OF INTENT TO REDEVELOP A BR0WNFIELDS PROPERTY
Brownfields Property Name: Hanover Center II
Brownfields Project Number: 24012-20-065
North Carolina's Brownfields Property Reuse Act (the "Act"), North Carolina General Statutes ("NCGS")
§ 130A-310.30 through 130A-310.40, provides for the safe redevelopment of abandoned, idled, or underused
properties at which expansion or redevelopment is hindered by actual or potential environmental contamination.
One of the Act's requirements is the submittal of this Notice of Intent to Redevelop a Brownfields Property ("NI")
that has been approved by the North Carolina Department of Environmental Quality ("DEQ") for public notification
purposes as per NCGS § 130A-310.34(a). The NI shall provide, to the extent known, a legal description of the location
of the Brownfields Property, a map showing the location of the Brownfields Property, a description of the
contaminants involved and their concentrations in the media of the Brownfields Property, a description of the
intended future use of the Brownfields Property, any proposed investigation and remediation, and a proposed Notice
of Brownfields Property ("NBP") prepared in accordance with NCGS § 130A-310.35. The proposed NBP for a
particular brownfelds project is attached hereto. The proposed NBP includes the proposed Brownfields Agreement,
which is attached as Exhibit A, and the other required elements of this NI. A Summary of this Notice of Intent
("SNI") shall include a statement as to the public availability of the full NI. The party ("Prospective Developer")
who desires to enter into a Brownfields Agreement with DEQ must provide a full copy of this NI to all local
governments having jurisdiction over the Brownfields Property.
The Act requires a public comment period of at least 30 days. The first day of public comment is defined as
the day after which all of the following public notice tasks have occurred: the date the required SNI is: (1) published
in a newspaper of general circulation serving the area in which the Brownfields Property is located; (2) conspicuously
posted at the Brownfields Property; and (3) mailed or delivered to each owner of property contiguous to the
Brownfields Property. Written public comments may be submitted to DEQ within 30 days after the public comment
period begins. Written requests for a public meeting may be submitted to DEQ within 21 days after the public
comment period begins. These periods will start no sooner than November 24, 2023, and will end no sooner than the
later of: 1) 30 and 21 days, respectively, after that; or 2) 30 and 21 days, respectively, after completion of the latest
of the three (3) above -referenced tasks, if such completion occurs later than the date stated herein. All comments
and meeting requests should be addressed as follows:
Hanover Center II/24012-20-065/22Nov2023
Mr. Bruce Nicholson
Brownfields Redevelopment Section Chief
Division of Waste Management
NC Department of Environmental Quality
1646 Mail Service Center
Raleigh, North Carolina 27699-1646
I

SUMMARY OF NOTICE OF
INTENT TO REDEVELOP A BROWNFIELDS PROPERTY
Brownfields Property Name: Hanover Center II
Brownfields Project Number: 24012-20-065
Pursuant to the North Carolina Brownfields Property Reuse Act (the "Act") authorized by North Carolina
General Statutes (NCGS) § 130A-310.30 through 130A-310.40, and specifically pursuant to NCGS § 130A-
310.34, New Market -Hanover, L.P., as Prospective Developer, has filed with the North Carolina Department of
Environmental Quality ("DEQ") a Notice of Intent to Redevelop a Brownfields Property ("Brownfields
Property") located at 1303 Independence Boulevard, 1420 Floral Parkway, and 3520 Park Avenue, Wilmington,
New Hanover County, North Carolina. The Brownfields Property is in a mixed commercial and residential area,
and currently is occupied by a shopping center with outparcels and new residential apartments. It consists of
approximately 39.26 acres. Environmental contamination exists on the Brownfields Property in groundwater, soil,
exterior soil gas, and sub -slab vapor. New Market -Hanover, L.P., has committed itself to redevelop the
Brownfields Property for no uses other than high -density rental residential, retail, restaurant, food hall, office,
healthcare facilities, health -related professional office, drop -in childcare, recreation, veterinary clinics, parking,
and subject to DEQ's prior written approval, other commercial uses, including assisted living facility, senior care
facility, childcare facility, and educational space. The Notice of Intent to Redevelop a Brownfields Property
includes: (1) a proposed Brownfields Agreement between DEQ and New Market -Hanover, L.P., which in turn
includes (a) a map showing the location of the Property, (b) a description of the contaminants involved and their
concentrations in the media of the Property, (c) the above -stated description of the intended future use of the
Brownfields Property, and (d) proposed investigation and remediation; and (2) a proposed Notice of Brownfields
Property prepared in accordance with NCGS § 130A-310.35.
The full Notice of Intent to Redevelop a Brownfields Property may be reviewed at the New Hanover County
Public Library, Main Branch, 201 Chestnut Street, Wilmington, NC 28401 by contacting Jimi Rider at (910) 798-
6300; or at the offices of the N.C. Brownfields Program, 217 West Jones Street, Raleigh, NC or by contacting
Shirley Liggins at that address, at shirley.ligginsgncdenr.gov, or at [phone]. The full Notice of Intent to
Redevelop a Brownfields Property may be reviewed online at the DEQ public record database, Laserfiche, by
entering the project number 24012-20-065 into the search bar at the following web
address:https://edocs.deq.nc.gov/WasteMana eg ment/
The Act requires a public comment period of at least 30 days. The first day of public comment is defined
as the day after which all of the following public notice tasks have occurred: the date this Notice is: (1) published
in a newspaper of general circulation serving the area in which the Brownfields Property is located; (2)
conspicuously posted at the Brownfields Property; and (3) mailed or delivered to each owner of property
contiguous to the Brownfields Property. Written public comments may be submitted to DEQ within 30 days after
the public comment period begins. Written requests for a public meeting may be submitted to DEQ within 21
days after the public comment period begins. These periods will start no sooner than November 24, 2023, and
will end no sooner than the later of. 1) 30 and 21 days, respectively, after that; or 2) 30 and 21 days, respectively,
after completion of the latest of the three (3) above -referenced tasks, if such completion occurs later than the date
stated herein. All public comments and public meeting requests should be addressed as follows:
Mr. Bruce Nicholson, Chief
Brownfields Redevelopment Section
Division of Waste Management
NC Department of Environmental Quality
1646 Mail Service Center
Raleigh, North Carolina 27699-1646
Hanover Center II/24012-20-065/22Nov2023

Property Owner: New Market -Hanover, L.P. and PAC Hanover Apartments LP
Recorded in Book , Page
Associated plat recorded in Plat Book , Page
NOTICE OF BROWNFIELDS PROPERTY
Brownfields Property Name: Hanover Center II
Brownfields Project Number: 24012-20-065
This documentary component of a Notice of Brownfields Property ("Notice"), as
well as the plat component, have been filed this day of , 20_
by New Market- Hanover, L.P. ("Prospective Developer").
This Notice concerns contaminated property.
A copy of this Notice certified by the North Carolina Department of Environmental
Quality ("DEQ") 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
("NCGS"), § 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 ("Brownfields Property") being addressed under the Brownfields Property Reuse
Act of 1997, NCGS § 130A, Article 9, Part 5 ("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 DEQ's approval of
the Notice or Prospective Developer's entry into the Brownfields Agreement required by
the Act, whichever is later. The copy of the Notice certified by DEQ 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 the Prospective Developer's name.
The Brownfields Property comprises 39.26 acres and is situated at 1303 Independence
Boulevard, 1420 Floral Parkway, and 3520 Park Avenue in Wilmington, New Hanover County
as a result of a recent recombination of parcels. Former addresses for these parcels as represented
in the Brownfields Property Application were 1303 Independence Boulevard, 3709 & 3727
Hanover Center 11/24012-20-065/22Nov2023

Oleander Drive, and 3709 Floral Parkway.
Historically, the Brownfields Property was undeveloped until 1956 when the Hanover
Center Shopping and Azalea Plaza Shopping Centers were added by 1960, which was followed
by subsequent outparcel construction along Oleander Drive and Independence Boulevard.
Contamination from former dry cleaner and automotive services conducted on the Brownfields
Property is present in groundwater, soil, exterior soil gas, sub -slab vapor, and indoor air. The
Prospective Developer (PD) intends to redevelop the property for no uses other than high -density
rental residential, retail, restaurant, food hall, office, health care facilities, health -related
professional office, drop -in childcare, recreation, veterinary clinics, parking, and subject to
DEQ's prior written approval, other commercial uses including assisted living facility, senior
care facility, childcare facility, and educational space.
The Brownfields Agreement between Prospective Developer and DEQ is attached
hereto as Exhibit A. It is required by NCGS § 130A-310.32 and 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. The Brownfields Agreement's Exhibit 2 consists of one or more data
tables reflecting the concentrations of and other information regarding the Brownfields
Property's regulated substances and contaminants. Exhibit 3 consists of the Notice of
Residual Petroleum for the Former Hanover Center Crown Service Center and the Former
Sears Automotive recorded in the New Hanover County Register of Deeds (Book
6223/Pages 2360-2363) on May 22, 2019, and in the Notice of Residual Petroleum for the
former Azalea Place Shell recorded in the New Hanover County Register of Deeds (Book
6248, Pages 447-450) on August 8, 2019.
Attached as Exhibit B to this Notice is a reduction, to 8.5 inches x 11 inches, of the
survey plat component of this Notice. This plat shows areas designated by DEQ, has been
prepared and certified by a professional land surveyor, meets the requirements of NCGS § 47-30,
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 DEQ (or its successor in
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2

function), or his/her designee, after the hazards have been eliminated, pursuant to NCGS §
130A-310.35(e). All references to DEQ shall be understood to include any successor in
function.
The land use restrictions below have been excerpted verbatim from paragraph 12 of
the Brownfields Agreement, and all subparagraph letters/numbers are the same as those
used in the Brownfields Agreement. The following land use restrictions are hereby imposed
on the Brownfields Property:
12. By way of the Notice of Brownfields Property referenced below in paragraph 16,
Prospective Developer shall impose the following land use restrictions under the Act, running
with the land, to make the Brownfields Property suitable for the uses specified in this Agreement
while fully protecting public health and the environment instead of remediation to unrestricted
use standards. All references to DEQ shall be understood to include any successor in function.
Additionally, all land use restrictions contained in the deed notification entitled Notice of
Residual Petroleum, Former Hanover Center Crown Service Center and Former Sears
Automotive (UST Incident Numbers 43101 and 43102) recorded by The Oleander Company,
Inc., on the deed to the Brownfields Property on May 22, 2019 in Book 6223, Pages 2360-2363
and in the deed notification entitled Notice of Residual Petroleum, Former Azalea Place Shell
(UST Incident Number 3535) recorded by Azalea Plaza Associates, on the deed to the
Brownfields Property on August 8, 2019 in Book 6248, Pages 447-450 at the New Hanover
County Register of Deeds office and as attached hereto as Exhibit 3 remain in force.
Land Uses
a. No use may be made of the Brownfields Property other than for high -density
rental residential, retail, restaurant, food hall, office, health care facilities, health -related
professional office, drop -in childcare, recreation, veterinary clinics, parking, and subject to
DEQ's prior written approval, other commercial uses including assisted living facility, senior
care facility, childcare facility, and educational space. These land uses and their definitions
below apply solely for purposes of this agreement, and do not waive any local zoning, rule,
regulation, or permit requirements:
i. "High -Density Rental Residential" is defined as for -rent -only
permanent dwellings where residential units are attached to each other with common walls, such
as apartments, group homes, dormitories or boarding houses, and any property outside the
dwelling structures is usable by all residents and not privately owned as part of a particular unit
(e.g., privately -owned courtyards are prohibited), and may include related amenities, such as
pools, clubhouses, courtyards, common areas, recreation areas and parking garages. Single
family homes, townhomes, duplexes or other units with yards are prohibited.
ii. "Retail" is defined as the sale of goods or services, products, or
merchandise directly to the consumer or businesses and includes showrooms, personal service,
banks, fitness centers, health clubs, gymnasiums, post -secondary education tutoring services,
open air markets, festivals, and the sales of food and beverage products, including from mobile
establishments such as food trucks or other mobile venues that offer goods and services.
iii. "Restaurant" is defined as a commercial business establishment that
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prepares and serves food and beverages, including alcoholic beverages under all applicable local,
state, and federal regulations, to patrons.
iv. "Food Hall" is defined as an enclosed space that is used to transform
ingredients into food or beverages for consumption, including the manufacture, sale and
distribution of food and beverage products, and includes shared or co -working space.
v. "Office" is defined as a place where business or professional services
are provided.
vi. "Health Care Facilities" is defined as a hospital, urgent care clinic,
medical clinic (excluding veterinary), rehabilitation center, health maintenance organization
(excluding a group home), which routinely provides for the diagnostics, care, treatment of, and
testing for physical or psychological injury or illness, or disability, and/or for the short-term
boarding of patients.
vii. "Health -Related Professional Office" is defined as the location where
medical or other health -related trained professional personnel provide medical, dental, or other
health -related services to patients.
viii. "Drop -in childcare" is defined as short-term care for children that is
excluded from the definition of childcare in subparagraph 12.xiv. below, and is provided while
parents participate in activities that are not employment related and where the parents are on the
premises or otherwise easily accessible, or is that provided by an employer for its part-time
employees under the conditions specified in NCGS § 110-86(2)d and § 110-86(2)dl I.
ix. "Recreation" is defined as indoor and outdoor exercise -related,
physically focused, or leisure -related activities, whether active or passive, and the facilities for
same, including, but not limited to, studios, swimming or wading pools, splash pads, clubhouses,
sports -related courts and fields, open space, greenways, parks, playgrounds, walking paths,
picnic and public gathering areas, campgrounds, boat docks, and marinas.
x. "Parking" is defined as the temporary accommodation of motor vehicles
in an area designed for same.
xi. "Commercial" is defined as an enterprise carried on for profit or
nonprofit by the owner, lessee or licensee, with the exception of assisted living facility, senior
car facility, childcare facility, and educational space.
xii. "Assisted Living Facility" is defined in NCGS §131D-2.1 as "any
group housing and services program for two or more unrelated adults, by whatever name it is
called, that makes available, at a minimum, one meal a day and housekeeping services and
provides personal care services directly or through a formal written agreement with one or more
licensed home care or hospice agencies." The definition in NCGS § 131 D-2.1 also allows for
nursing service exceptions on a case -by -case basis. Settings in which services are delivered may
include self-contained apartment units or single or shared room units with private or area baths.
For purposes of this Agreement, townhomes, duplexes, or other units with private ownership of
yards are prohibited.
xiii. "Senior Care Facility" is defined as assisted care, memory care, or
skilled nursing facilities that house the elderly and which routinely provide for the diagnostics,
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care, treatment, and testing for physical or psychological injury or illness, or disability, and for
the overnight boarding of patients, either on a for -profit or not -for -profit status.
xiv. "Childcare" is defined as the care and supervision of children by
adults in a non-profit or profit -based setting as defined in NCGS § 110-86(2).
xv. "Educational space" is defined as interior space operated by a privately
or publicly -owned institution, facility, or enterprise that provides education to pre-school,
elementary, and older students, including tutoring services and session camps designed for
school -age children.
xvi. "Veterinary Clinic" is defined as a facility which routinely provides
for the diagnostics, training, medical care and treatment of animals, including the provision for
their overnight accommodation or boarding, and may include kennels, outdoor pens, runs or
enclosures.
Specific Prohibitions
b. The Brownfields Property may not be used for childcare facilities, adult care
facilities such as assisted living and senior care facilities, or educational space without the prior
written approval of DEQ. Such approval shall be based on a vapor intrusion assessment of the
then -current risk at the proposed location on the Brownfields Property. Such assessment shall be
conducted in accordance with a DEQ Brownfields approved work plan that is prepared in
accordance with the documents listed in paragraph 9 above.
c. The Brownfields Property may not be used for dry cleaning or other operations
using chlorinated or petroleum solvents.
d. No residential use of the Brownfields Property outside of the designated
"Residential Development Area" as noted on the plat component of the Notice referenced in
paragraph 16 below shall occur until the then owner of the Brownfields Property conducts
representative assessment to fill any DEQ-identified data gaps to the written satisfaction of DEQ
in other areas of the Brownfields Property, pursuant to a plan(s) approved in writing by DEQ. If
DEQ believes the results of said assessment indicates site contaminants are present such that the
resulting environmental risk such contamination poses is unacceptable, the then owner of the
Brownfields Property shall then mitigate such risk pursuant to a plan approved in writing by
DEQ and to DEQ's satisfaction.
Environmental Management Plan
e. Physical redevelopment of the Brownfields Property may not occur other than
in accordance, as determined by DEQ, with an Environmental Management Plan ("BMP")
approved in writing by DEQ in advance (and revised to DEQ's written satisfaction prior to each
subsequent redevelopment phase) that is consistent with all the other land use restrictions and
describes redevelopment activities at the Brownfields Property, the timing of redevelopment
phases, and addresses health, safety and environmental issues that may arise from use of the
Brownfields Property during construction or redevelopment in any other form, including without
limitation:
i. demolition of existing buildings, if applicable;
ii. issues related to known or potential sources of contamination, including
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without limitation those resulting from contamination identified in paragraph 3 above;
iii. contingency plans for addressing, including without limitation the
testing of soil and groundwater, newly discovered potential sources of environmental
contamination (e.g., USTs, tanks, drums, septic drain fields, oil -water separators, soil
contamination); and
iv. plans for the proper characterization and DEQ approval of both fill soil
before import to the Brownfields Property and the disposition of all soil excavated from the
Brownfields Property during redevelopment.
Redevelopment Summary Report
f. Within 90 days after each one-year anniversary of the effective date of this
Agreement for as long as physical redevelopment of the Brownfields Property continues (except
that the final deadline shall fall 90 days after the conclusion of physical redevelopment), the then
owner of the Brownfields Property shall provide DEQ a report subject to written DEQ approval
on environment -related activities since the last report, with a summary and drawings, that
describes:
i. actions taken on the Brownfields Property in accordance with Section
VI: Work to be Performed above;
ii. soil grading and cut and fill actions;
iii. methodology(ies) employed for field screening, sampling and
laboratory analysis of environmental media;
iv. stockpiling, containerizing, decontaminating, treating, handling,
laboratory analysis and ultimate disposition of any soil, groundwater, or other materials
suspected or confirmed to be contaminated with regulated substances; and
v. removal of any contaminated soil, water, or other contaminated
materials (for example, concrete, demolition debris) from the Brownfields Property (copies of all
legally required manifests shall be included).
Demolition Activities
g. Unless compliance with this Land Use Restriction is waived in writing in
advance by DEQ in relation to particular buildings, demolition and/or renovation of any or all
buildings on the Brownfields Property depicted on the plat component of the Notice referenced
in paragraph 16 below shall be in accordance with applicable legal requirements, including
without limitation those related to lead and asbestos abatement that are administered by the
Health Hazards Control Unit within the Division of Public Health of the North Carolina
Department of Health and Human Services.
Remediation Issues/Other Program Involvement
h. If any remedial obligations under DEQ's oversight are discontinued prior to
completion to the satisfaction of DEQ, DEQ may require the then owner of the Brownfields
Property to assess the risk remaining to public health and the environment at or from the
Brownfields Property. DEQ may also impose upon the then owner of the Brownfields Property
additional land use restrictions or require the Brownfields Property owner to conduct additional
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actions as necessary to prevent or mitigate unacceptable risks imposed by said discontinued
remedial obligations in order to achieve the goals of this brownfields agreement as set forth in
NCGS § 130A-310.32(2) to the written satisfaction of DEQ.
Groundwater
i. Groundwater at the Brownfields Property may not be used for any purpose
without the prior written approval of DEQ along with any measures DEQ deems necessary to
ensure that the Brownfields Property will be suitable for the uses specified in subparagraph 12.a.
above while fully protecting public health and the environment. Should groundwater be
encountered or exposed during any activity on the Brownfields Property, it shall be managed in
accordance with the DEQ-approved EMP outlined in subparagraph 12.e. above, or a plan
approved in writing in advance by DEQ.
Soil
j. No activity that disturbs soil on the Brownfields Property may occur unless and
until DEQ states in writing, in advance of the proposed activity, that said activity may occur if
carried out along with any measures DEQ deems necessary to ensure the Brownfields Property
will be suitable for the uses specified in subparagraph 12.a. above while fully protecting public
health and the environment, except:
exceeding 24 inches;
i. in connection with landscape planting to depths not
ii. mowing and pruning of above -ground vegetation;
iii. for repair of underground infrastructure, provided that DEQ shall be
given written notice at least seven days in advance of a scheduled repair (if only by email) of any
such repair, or in emergency circumstances no later than the next business day, and that any
related assessment and remedial measures required by DEQ shall be taken; and
iv. in connection to work conducted in accordance with a DEQ-approved
Environmental Management Plan (EMP) as outlined in subparagraph 12.e. above.
k. No residential use of the Brownfields Property may occur until the then owner
of the Brownfields Property conducts representative final grade soil sampling, pursuant to a plan
approved in writing by DEQ, of any area within the Brownfields Property, as said area is
depicted on the plat component of the Notice of Brownfields Property described in paragraph 16
below, that is not covered by building foundations, sidewalks, or asphaltic or concrete parking
areas and driveways. The provisions of this subparagraph shall not be applicable in areas of the
Brownfields Property that have not been, or will not be, disturbed or altered during
redevelopment activities.
1. Soil may not be removed from, or brought onto, the Brownfields Property
without prior sampling and analysis to DEQ's satisfaction and the written approval of DEQ,
unless conducted in accordance with an approved EMP as outlined in subparagraph 12.e. above.
Vapor Intrusion
m. No enclosed building may be constructed on the Brownfields Property and no
existing building, defined as those depicted on the plat component of the Notice of Brownfields
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Property referenced in paragraph 16 below, may be occupied until DEQ determines in writing
that:
i. the building is or would be protective of the building's users and public
health from the risk of vapor intrusion based on site assessment data, or a site -specific risk
assessment approved in writing by DEQ; or
ii. a vapor intrusion mitigation system (VIMS) has been:
1. designed to mitigate the intrusion of subsurface vapors into
building features in accordance with the most recent and applicable DWM Vapor Intrusion
Guidance, Interstate Technology & Regulatory Council (ITRC) guidance, and American
National Standards Institute (ANSI)/American Association of Radon Scientists and
Technologists (AARST) standards, and that a professional engineer licensed in North Carolina,
as evidenced by said engineer's professional seal, is satisfied that the design is fully protective of
public health, and shall include a performance monitoring plan detailing methodologies and
schedule, both of which are subject to prior written DEQ approval; and
2. installed and an installation report is submitted for written DEQ
approval that includes as -built diagrams, photographs, and a description of the installation, with
said engineer's professional seal confirming that the engineer is satisfied that the system was
installed per the DEQ approved design. If any deviations from the system design were necessary
during installation, then the report shall include details on said deviations, as well as the
engineer's seal certifying the VIMS, as installed, was installed in such a manner so as to be fully
protective of public health.
Property Access
n. Neither DEQ, nor any party conducting environmental assessment or
remediation at the Brownfields Property at the direction of, or pursuant to a permit, order or
agreement issued or entered into by DEQ, may be denied access to the Brownfields 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 Brownfields Property.
Abandonment of Monitoring Wells
o. Within 60 days after the effective date of this Agreement or prior to land
disturbance activities, whichever occurs first, Prospective Developer shall abandon all
monitoring wells, injection wells, recovery wells, piezometers and other man-made points of
groundwater access at the Brownfields Property, except those wells required by Dry -Cleaning
Solvent Cleanup Act (DSCA) Program (identified as monitoring wells MW6, MW-7, MW-9,
MW-8, MW-9, MW-10, and MW-11), in accordance with Subchapter 2C of Title 15A of the
North Carolina Administrative Code, unless an alternate schedule is approved by DEQ. Within
30 days after doing so, the Prospective Developer shall provide DEQ a report, setting forth the
procedures and results.
Damage to Wells
p. Except for the work related to subparagraph 12.o. above, the owner of any
portion of the Brownfields Property where any existing, or subsequently installed, DEQ-
approved monitoring well is damaged by the owner, its contractors, or its tenants, shall be
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responsible for repair of any such wells to DEQ's written satisfaction and within a time period
acceptable to DEQ, unless compliance with this Land Use Restriction is waived in writing by
DEQ in advance.
Notifications upon Transfer
q. Any deed or other instrument conveying an interest in the Brownfields Property
shall contain the following notice: "This property is subject to the Brownfields Agreement
attached as Exhibit A to the Notice of Brownfields Property recorded in the New Hanover
County land records, Book , Page " A copy of any such instrument shall be sent
to the persons listed in Section XVII (Notices and Submissions), though financial figures and
other confidential information related to the conveyance may be redacted to the extent said
redactions comply with the confidentiality and trade secret provisions of the North Carolina
Public Records Law. The owner conveying a leasehold interest may use the following
mechanisms to comply with the obligations of this paragraph: (i) If every lease or rider is
identical in form, the owner conveying an interest may provide DEQ with a copy of a form lease
or rider evidencing compliance with this subparagraph, in lieu of sending copies of actual,
executed leases, to the persons listed in Section XVII (Notices and Submissions); or (ii) The
owner conveying an interest may provide abstracts of leases, rather than full copies of said
leases, to the persons listed in Section XVII.
Separating Old from New Contamination
r. None of the contaminants known to be present in the environmental media at
the Brownfields Property, as described in Exhibit 2 of this Agreement, and as modified by DEQ
in writing if additional contaminants in excess of applicable standards are discovered at the
Brownfields Property, may be used or stored at the Brownfields Property without the prior
written approval of DEQ, except:
in de minimis quantities for cleaning and other routine housekeeping and
maintenance activities;
ii. as constituents of fuels, lubricants and oils in emergency generators,
machinery, equipment and vehicles in on -board tanks integral to said equipment or in flammable
liquid storage containers totaling no more than 25 gallons;
iii. as constituents in products and materials customarily used and stored in
high -density rental residential, retail, restaurant, food hall, office, health care facilities, health -
related professional office, drop -in childcare, recreation, veterinary clinics, parking, and subject
to DEQ's prior written approval, other commercial uses including assisted living facility, senior
care facility, childcare facility, and educational space provided such products and materials are
stored in original retail packaging and used and disposed of in accordance with applicable laws.
Land Use Restriction Update
s. During January of each year after the year in which the Notice referenced
below in paragraph 16 is recorded, the owner of any part of the Brownfields Property as of
January 1 st of that year shall submit a notarized Land Use Restrictions Update ("LURU") to
DEQ, and to the chief public health and environmental officials of New Hanover County,
certifying that, as of said January 1 st, the Notice of Brownfields Property containing these land
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use restrictions remains recorded at the New Hanover County Register of Deeds office and that
the land use restrictions are being complied with. If the property is transferred, the grantor shall
submit a LURU (as outlined above) which covers the period of time they owned the property.
The submitted LURU shall state the following:
i. the Brownfields Property address, and the name, mailing address,
telephone number, and contact person's e-mail address of the owner, or board, association or
approved entity, submitting the LURU if said owner, or each of the owners on whose behalf a
joint LURU is submitted, acquired any part of the Brownfields Property during the previous
calendar year;
ii. the transferee's name, mailing address, telephone number, and contact
person's e-mail address, if said owner, or each of the owners on whose behalf a joint LURU is
submitted, transferred any part of the Brownfields Property during the previous calendar year;
iii. whether any vapor intrusion mitigation systems installed pursuant to
subparagraph 12.m. above are performing as designed, and whether the uses of the ground floors,
including any tenant renovations, of any buildings containing such vapor intrusion mitigation
systems have changed, and, if so, how, and under which precautions so as not to interfere with
the operation of said system.
t. A LURU submitted for rental units shall include enough of each lease entered
into during the previous calendar year to demonstrate compliance with lessee notification
requirements in paragraphs 17 and 18 of this agreement provided that if standard form leases are
used in every instance, a copy of such standard form lease may be sent in lieu of copies of actual
leases.
For purposes of the land use restrictions set forth above, the DEQ point of contact shall be
the DEQ Brownfields Property Management Branch referenced in subparagraph 31.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 DEQ 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 DEQ (or its successor in function), or his/her delegate, shall be subject to enforcement
by DEQ 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.
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10

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 WITNESS WHEREOF, Prospective Developer has caused this instrument to be duly
executed this day of , 20
Lo
NORTH CAROLINA
COUNTY
New Market — Hanover, L.P.
Peter Maggio
Authorized Representative
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:
Official Signature of Notary
(Official Seal) Notary's printed or typed name, Notary Public
My commission expires:
Hanover Center II/24012-20-065/22Nov2023
11

************************************
ACKNOWLEDGMENT OF PROPERTY OWNER
As the current owner, or representative of said owner, of at least part of the Brownfields
Property, I hereby acknowledge recordation of this Notice of Brownfields Property and the land
use restrictions contained herein.
PAC Hanover Apartments LP
By:
Richard Reyes Date
NORTH CAROLINA
COUNTY
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:
Official Signature of Notary
Notary's printed or typed name, Notary Public
(Official Seal) My commission expires:
Hanover Center II/24012-20-065/22Nov2023
12

APPROVAL AND CERTIFICATION OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENTAL QUALITY
The foregoing Notice of Brownfields Property is hereby approved and certified.
North Carolina Department of Environmental Quality
Bruce Nicholson, Chief Date
Brownfields Redevelopment Section
Division of Waste Management
Hanover Center II/24012-20-065/22Nov2023
13

EXHIBIT A
NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY
IN THE MATTER OF: New Market -Hanover, L.P.
UNDER THE AUTHORITY OF THE
BROWNFIELDS PROPERTY REUSE ACT
OF 1997, NCGS § 130A-310.30, et seq.
Brownfields Project No. 24012-20-065
INTRODUCTION
BROWNFIELDS AGREEMENT re:
Hanover Center II
1303 Independence Boulevard
1420 Floral Parkway
3520 Park Avenue
Wilmington, New Hanover County
This Brownfields Agreement ("Agreement") is entered into by the North Carolina
Department of Environmental Quality ("DEQ") and New Market -Hanover, L.P (collectively the
"Parties") pursuant to the Brownfields Property Reuse Act of 1997, NCGS § 130A-310.30, et
SeMc . (the "Act") for the property located at 1303 Independence Boulevard, 1420 Floral Parkway
and 3520 Park Avenue, Wilmington, New Hanover County (the `Brownfields Property"). A map
showing the location of the Brownfields Property that is the subject of this Agreement is attached
hereto as Exhibit 1.
The Prospective Developer is New Market — Hanover, L.P. a limited partnership,
headquartered at 3284 Northside Parkway, Suite 515, Atlanta GA. Its authorized representative
is Peter Maggio, whose mailing address is Two Liberty Place, 50 S. 16th Street, Suite 3325,
Philadelphia, PA 19102.
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 X (Certification), Section XI (DEQ's Covenant Not to Sue and
Hanover Center II/24012-20-065/22Nov2023

Reservation of Rights) and Section XII (Prospective Developer's Covenant Not to Sue), the
potential liability of New Market — Hanover, L.P for contaminants at the Brownfields Property.
The Parties agree that New Market — Hanover, L.P `s entry into this Agreement, and the
actions undertaken by New Market — Hanover, L.P in accordance with the Agreement, do not
constitute an admission of any liability by New Market — Hanover, L.P for contaminants at the
Brownfields Property. The resolution of this potential liability, in exchange for the benefit New
Market — Hanover, L.P shall provide to DEQ, 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 NCGS § 130A, Article 9 shall have the meaning assigned to
them in those statutory provisions, including any amendments thereto.
1. `Brownfields Property" shall mean the property which is the subject of this
Agreement, and which is depicted in Exhibit 1 to the Agreement.
2. "Prospective Developer" shall mean New Market — Hanover, L.P.
III. BROWNFIELDS PROPERTY INFORMATION SUMMARY
3. Relevant information about the history, ownership, and uses of the Brownfields
Property is provided in the following summary table. Refer to the Exhibit 2 to this Agreement
that presents data table(s) of the contaminants present at the Brownfields Property at
concentrations above their applicable standards or screening levels for each media sampled.
BROWNFIELDS PROPERTY INFORMATION SUMMARY
1303 Independence Boulevard; 1420 Floral Parkway and
Parcel Address(es) & Parcel
3520 Park Avenue, Wilmington, New Hanover County
IDs
These parcels were recombined and were assigned the
2
Hanover Center II/24012-20-065/22Nov2023

BROWNFIELDS PROPERTY INFORMATION SUMMARY
addresses of 1303 Independence Boulevard, 3709 & 3727
Oleander Drive, and 3709 Floral Parkway at the time of the
Brownfields Property Application.
Tax IDs: R05517-001-001-000, R05517-001-003-000, ,
R05517-001-010-000
Acreage
39.26 acres
New Market — Hanover, L.P (R05517-00 1 -00 1 -000 and
Current Property Owner
R05517-001-010-000); PAC Hanover Apartments LP
R05517-003-000 .
Commercial, including a retail shopping center, restaurants,
Current Land Use(s)
offices, and surface parking. Apartments have recently been
constructed on the Brownfields Property.
Site Vicinity Land Uses
Commercial and residential
High -density rental residential, retail, restaurant, food hall,
office, health care facilities, health -related professional office,
Proposed Reuse(s)
drop -in childcare, recreation, parking, veterinary clinics, and
subject to DEQ s prior written approval, other commercial
uses including assisted living facility, senior care facility,
childcare facility, and educational space.
Job creation, tax base increases, revitalization of blighted
Public Benefits of Reuse
areas, expanded uses of public transportation, and
affordable/workforce housing.
Groundwater use as water supply is prohibited on the parcels
formerly addressed as 3607 & 3305 Oleander Drive as per a
May 22, 2019 Notice of Residual Petroleum (NRP) recorded
at the New Hanover County Register of Deeds (Book 6223,
Page 2360-2363) for UST Incident Numbers 43101 and
43102, identified as Former Hanover Center Crown Service
Center and Former Sears Automotive, respectively.
Existing Land Use
Restrictions Prior to
A NRP was filed at the New Hanover County Register of
Brownfields Agreement
Deeds for UST Incident Number 3535, Former Azalea Place
Shell, formerly addressed as 3709 Oleander Drive, on August
8, 2019 (Book 6248, Page 447-450). Land use for this parcel
is restricted to industrial and commercial uses only and
groundwater is also prohibited for use as a water supply.
A Notice of Dry -Cleaning Solvent Remediation (NDSCR)
was recorded on October 23, 2018 (Book 6174, Page 2313)
for an off -site DSCA incident DSCA DC650001, Modern
Hanover Center II/24012-20-065/22Nov2023

BROWNFIELDS PROPERTY INFORMATION SUMMARY
Dry Cleaners and Laundry Independence Mall) and restricts
groundwater use for the parcel formerly addressed as 3711
Oleander Drive on the Brownfields Property.
These existing land use restrictions do not conflict with the
land use restrictions of this Agreement and will remain in
effect for the portions of the Brownfields Property for which
they apply.
ENVIRONMENTAL INFORMATION SUMMARY
The Brownfields Property was undeveloped vacant land until
1956 when the Hanover Center Shopping site was constructed
on a portion of the Brownfields Property. The Azalea Plaza
Shopping Center was constructed on the eastern portion of the
Brownfields Property in 1960. Consequently, additional
Historical Operations &
outparcel buildings were then constructed along Oleander
Contaminant Sources
Drive and Independence Boulevard. Most recently, the
shopping center underwent renovations in 2011.
The outparcels have been occupied by the Azalea Place Shell
gas station, a Crown Service Center, Modern Dry Cleaners,
and a former Sears Auto Service Center.
The Brownfields Property is currently developed for
commercial uses. These consist of the shopping mall and
various stand-alone commercial buildings, retail stores,
Current Operations/Activities
banks, and restaurants with associated parking. The
previously undeveloped northern portion of the Brownfields
Property has been recently redeveloped with multi -unit rental
apartments.
Soil: Soil collected in the Residential Development Area
indicated that hexavalent chromium was detected above its
residential Preliminary Soil Remedial Goal (PSRG) in
numerous samples with a maximum concentration of 22.5
Contaminated Media
milligrams per kilogram (mg/kg). One detection of arsenic
exceeded its residential PSRG at 2.5 mg/kg. Several
polynuclear aromatic hydrocarbons (PAHs) were also
detected in excess of their respective residential PSRGs.
Hanover Center II/24012-20-065/22Nov2023

ENVIRONMENTAL INFORMATION SUMMARY
Groundwater: Groundwater samples collected within the
parking lot and commercial areas of the Brownfields Property
had detections of certain metals, polynuclear aromatic
hydrocarbons (PAHs), volatile organic compounds (VOCs),
and semi -volatile organic compounds (SVOCs) in excess of
their respective NC 2L Groundwater Standards (2L). Of these
compounds, detected concentrations of benzene, 1,2-
dibromoethane, ethylbenzene, naphthalene, tetrachloroethene,
toluene, cis-1,2 dichloroethene, trichloroethylene, vinyl
chloride, and xylenes also exceeded their respective Non -
Residential Vapor Intrusion Screening Levels (VISLs) in
groundwater. For constituents that were analyzed in
groundwater multiple times from the same well or from wells
installed in the proximate area where prior samples were
collected within the southern commercial area of the
Brownfields Property, concentrations have generally
decreased over time.
Recent groundwater data collected within the Residential
Development Area confirmed that there were no VOC
groundwater impacts in this portion of the Brownfields
Property.
Exterior Soil Gas: The results from the exterior soil gas
samples collected within the southern commercial area of the
Brownfields Property, where residential use is not proposed,
indicated detections of ethylbenzene in excess of its Non -
Residential VISL and benzene was found to exceed its
respective Residential VISL; however, exterior soil gas near
the Residential Development Area did not exceed Residential
VISLs.
Sub -Slab Soil Vapor: Four sub -slab vapor samples were
collected in November 2017 as a part of DSCA's ongoing
monitoring of the building formerly occupied by Modern
Laundry and Dry Cleaners, now occupied by Talbots.
Analytical results for two sub -slab gas samples indicated
exceedances for Residential VISLs, with PCE detections of
2,400 micrograms per cubic meter /m3 and 1,900 /m3
5
Hanover Center II/24012-20-065/22Nov2023

ENVIRONMENTAL INFORMATION SUMMARY
for samples SGMP-1 and SGMP-2, respectively; however,
residential use is not proposed in this area of the Brownfields
Property.
Indoor Air: The results from indoor air samples collected
within the building formerly occupied by Modern Laundry
and Dry Cleaners (the Talbots parcel) during DSCA
investigations in November 2017 indicated PCE and TCE in
concentrations above their respective residential VISLs, but
not above their respective non-residential VISLs. No
residential use is proposed in this area of the Brownfields
Property.
UST Incident No. 43102 — Sears Automotive
UST Incident No. 43101 — Hanover Center Crown Service
Center
ID Numbers/Permits
UST Incident No 3535- Azalea Place Shell
DSCA DC650016 - Modern Laundry and Dry Cleaners
DSCA DC650001 — Modern Dry Cleaners and Laundry
Independence Mall off -site
Onsite Receptors Considered
Residential inhabitants, construction workers, on -site
workers, visitors, and trespassers
i. Water supply wells: There are no water supply wells in the
vicinity of the Brownfields Property. Water supply wells are
prohibited by prior land use restrictions filed with New
Hanover County within the former Sears Automotive area
(former address 3607 Oleander Drive), former Hanover
Center Crown Service area (former address 3305 Oleander
Drive), and within the former Azalea Place Shell area (former
Potential Offsite Receptors
address 3709 Oleander Drive).
Considered
ii. Residential structures, churches, or childcare centers:
Single and multi -family residential units are located to the
north, west, and east of the Brownfields Property. St. John's
Episcopal Church and preschool can be found northwest of
the Brownfields Property.
iii. Surface water: There are no known surface water concerns
stemming from the Brownfields Property.
Potential offsite migration
Groundwater: The southern portion of the Brownfields
pathways
Property has known chlorinated solvent impacts to
Hanover Center II/24012-20-065/22Nov2023

ENVIRONMENTAL INFORMATION SUMMARY
groundwater and is presently monitored by the DSCA
Program under Program ID DC650016, Modern Laundry and
Dry Cleaners.
Soil Vapor: The southern portion of the Brownfields Property
has known chlorinated solvent impacts to soil vapor and is
presently monitored by the DSCA Program under Program ID
DC650016, Modern Laundry and Dry Cleaners.
4. Environmental reports regarding the Brownfields Property referred to hereinafter as
the `Environmental Reports," include:
a. Those that the Prospective Developer obtained or commissioned regarding the
Brownfields Property:
Title
Prepared by
Date of Report
Environmental Services Report
ECS Southeast, LLP
June 30, 2017
Report of Environmental Assessment
ECS Southeast, LLP
August 20, 2019
Groundwater Resampling Letter Report
ECS Southeast, LLP
February 11, 2019
Environmental Status Report
ECS Southeast, LLP
September 9 ,2019
Phase I Environmental Site Assessment
Terracon Consultants of
October 28, 2019
NC, PC
Phase II Environmental Site Assessment
Geosyntec Consultants
November 12, 2019
of NC, PC
Brownfields Site Assessment Report
Geosyntec Consultants
November 19, 2020
of NC, PC
b. Other available reports:
Title
Prepared by
Date of Report
Groundwater Sampling Report
URS Corporation North
Caolina
September 12, 2013
Phase I Environmental Site Assessment
Partner Engineering
North Carolina, PLLC
April 3, 2014
Source Investigation Report
ATC Associates of
North Carolina, P.0
May 15, 2017
7
Hanover Center II/24012-20-065/22Nov2023

Title
Prepared by
Date of Report
Groundwater Sampling Report
URS Corporation North
September 12, 2013
Caolina
Phase I Environmental Site Assessment
Partner Engineering
North Carolina, PLLC
April 3, 2014
Phase I Environmental Site Assessment
ECS Southeast, LLP
August 20, 2018
Assessment Report- Modern Laundry and
ATC of North Carolina,
January 4, 2019
Dry Cleaners
PC
Phase I Environmental Site Assessment
Terracon Consultants of
December 10, 2019
NC, PC
IV. PROSPECTIVE DEVELOPER'S INVOLVEMENT
5. For purposes of this Agreement DEQ relies on Prospective Developer's
representations that Prospective Developer's involvement with the Brownfields Property has
been limited to obtaining or commissioning the Environmental Reports, preparing and
submitting to DEQ a Brownfields Property Application (BPA) dated February 14, 2020, and the
following:
Property; and
a. On December 19, 2020, Prospective Developer purchased the Brownfields
b. On March 7, 2022, redevelopment activities were initiated under an approved
Environmental Management Plan, dated January 10, 2022 and amended March 7, 2022, for the
construction of two four-story mid -rise apartment buildings and one single -story building in the
northern portion of the Brownfields Property (Residential Development Area). Residential
occupancy commenced in August 2023.
6. Prospective Developer has provided DEQ with information, or sworn certifications
regarding that information on which DEQ relies for purposes of this Agreement, sufficient to
N.
Hanover Center II/24012-20-065/22Nov2023

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 NCGS § 130A-
310.32(a)(1);
b. As a result of the implementation of this Agreement, the Brownfields 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 Brownfields 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
technical means to fully implement this Agreement and assure the safe use of the Brownfields
Property; and
e. Prospective Developer has complied with all applicable procedural
requirements.
7. 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 NCGS § 130A-
310.39(a)(1), and, within the meaning of NCGS § 130A-310.39(a)(2), the full cost to DEQ and
the North Carolina Department of Justice of all activities related to this Agreement, unless a
change is sought to a Brownfields document after it is in effect, in which case there shall be an
x
Hanover Center II/24012-20-065/22Nov2023

additional fee of at least $1,000.
V. BENEFIT TO COMMUNITY
8. The redevelopment of the Brownfields Property proposed herein would provide the
following public benefits:
a. an increase in the Brownfields Property's productivity;
b. a spur to additional community investment and redevelopment, through
improved neighborhood appearance and otherwise;
c. the creation of over 100 construction jobs and 6 permanent jobs;
d. an increase in tax revenue for affected jurisdictions;
e. additional high -density rental residential, retail, restaurant, food hall, office,
health care facilities, health -related professional office, drop -in childcare, recreation, parking,
veterinary clinics, and subject to DEQ's prior written approval, other commercial uses including
assisted living facility, senior care facility, childcare facility, and educational space.
f. "smart growth" through use of land in an already developed area, which avoids
development of land beyond the urban fringe ("greenfields").
VI. WORK TO BE PERFORMED
9. The guidelines within which the desired results under this Agreement are to be
accomplished, including parameters, principles, and policies as to: field procedures, laboratory
testing, Brownfields Redevelopment Section requirements, and remedial or mitigation measures
are (each as embodied in its most current version):
a. the Guidelines of the Inactive Hazardous Sites Branch of DEQ's Superfund
10
Hanover Center II/24012-20-065/22Nov2023

Section;
b. the Division of Waste Management Vapor Intrusion Guidance;
c. the Brownfields Redevelopment Section Assessment Work Plan Checklist; and
d. the Brownfields Survey Plat Checklist.
10. In redeveloping the Brownfields Property, Prospective Developer shall make
reasonable efforts to evaluate applying sustainability principles at the Brownfields Property,
using the nine (9) credit categories incorporated into the U.S. Green Building Council
Leadership in Energy and Environmental Design (LEED) certification program (Integrative
Process, Location and Transportation, Sustainable Sites, Water Efficiency, Energy &
Atmosphere, Materials & Resources, Indoor Environmental Quality, Innovation, and Regional
Priority), or a similar program.
11. Based on the information in the Environmental Reports, other available information,
and subject to imposition of and compliance with the land use restrictions set forth below, and
subject to Section XI of this Agreement (DEQ's Covenant Not to Sue and Reservation of
Rights), DEQ is not requiring Prospective Developer to perform any active remediation at the
Brownfields Property other than remediation that may be required pursuant to a DEQ-approved
Environmental Management Plan (EMP) as specified in subparagraph 12.e. below.
VIL LAND USE RESTRICTIONS
12. By way of the Notice of Brownfields Property referenced below in paragraph 16,
Prospective Developer shall impose the following land use restrictions under the Act, running
with the land, to make the Brownfields Property suitable for the uses specified in this Agreement
11
Hanover Center II/24012-20-065/22Nov2023

while fully protecting public health and the environment instead of remediation to unrestricted
use standards. All references to DEQ shall be understood to include any successor in function.
Additionally, all land use restrictions contained in the deed notification entitled Notice of
Residual Petroleum, Former Hanover Center Crown Service Center and Former Sears
Automotive (UST Incident Numbers 43101 and 43102) recorded by The Oleander Company,
Inc., on the deed to the Brownfields Property on May 22, 2019 in Book 6223, Pages 2360-2363
and in the deed notification entitled Notice of Residual Petroleum, Former Azalea Place Shell
(UST Incident Number 3535) recorded by Azalea Plaza Associates, on the deed to the
Brownfields Property on August 8, 2019 in Book 6248, Pages 447-450 at the New Hanover
County Register of Deeds office and as attached hereto as Exhibit 3 remain in force.
Land Uses
a. No use may be made of the Brownfields Property other than for high -density
rental residential, retail, restaurant, food hall, office, health care facilities, health -related
professional office, drop -in childcare, recreation, veterinary clinics, parking, and subject to
DEQ's prior written approval, other commercial uses including assisted living facility, senior
care facility, childcare facility, and educational space. These land uses and their definitions
below apply solely for purposes of this agreement, and do not waive any local zoning, rule,
regulation, or permit requirements:
i. "High -Density Rental Residential" is defined as for -rent -only
permanent dwellings where residential units are attached to each other with common walls, such
as apartments, group homes, dormitories or boarding houses, and any property outside the
12
Hanover Center II/24012-20-065/22Nov2023

dwelling structures is usable by all residents and not privately owned as part of a particular unit
(e.g., privately -owned courtyards are prohibited), and may include related amenities, such as
pools, clubhouses, courtyards, common areas, recreation areas and parking garages. Single
family homes, townhomes, duplexes or other units with yards are prohibited.
ii. "Retail" is defined as the sale of goods or services, products, or
merchandise directly to the consumer or businesses and includes showrooms, personal service,
banks, fitness centers, health clubs, gymnasiums, post -secondary education tutoring services,
open air markets, festivals, and the sales of food and beverage products, including from mobile
establishments such as food trucks or other mobile venues that offer goods and services.
iii. "Restaurant" is defined as a commercial business establishment that
prepares and serves food and beverages, including alcoholic beverages under all applicable local,
state, and federal regulations, to patrons.
iv. "Food Hall" is defined as an enclosed space that is used to transform
ingredients into food or beverages for consumption, including the manufacture, sale and
distribution of food and beverage products, and includes shared or co -working space.
are provided.
v. "Office" is defined as a place where business or professional services
vi. "Health Care Facilities" is defined as a hospital, urgent care clinic,
medical clinic (excluding veterinary), rehabilitation center, health maintenance organization
(excluding a group home), which routinely provides for the diagnostics, care, treatment of, and
testing for physical or psychological injury or illness, or disability, and/or for the short-term
13
Hanover Center II/24012-20-065/22Nov2023

boarding of patients.
vii. "Health -Related Professional Office" is defined as the location where
medical or other health -related trained professional personnel provide medical, dental, or other
health -related services to patients.
viii. "Drop -in childcare" is defined as short-term care for children that is
excluded from the definition of childcare in subparagraph 12.xiv. below, and is provided while
parents participate in activities that are not employment related and where the parents are on the
premises or otherwise easily accessible, or is that provided by an employer for its part-time
employees under the conditions specified in NCGS § 110-86(2)d and § 110-86(2)dl.
ix. "Recreation" is defined as indoor and outdoor exercise -related,
physically focused, or leisure -related activities, whether active or passive, and the facilities for
same, including, but not limited to, studios, swimming or wading pools, splash pads, clubhouses,
sports -related courts and fields, open space, greenways, parks, playgrounds, walking paths, picnic
and public gathering areas, campgrounds, boat docks, and marinas.
x. "Parking" is defined as the temporary accommodation of motor vehicles
in an area designed for same.
xi. "Commercial" is defined as an enterprise carried on for profit or
nonprofit by the owner, lessee or licensee, with the exception of assisted living facility, senior car
facility, childcare facility, and educational space.
xii. "Assisted Living Facility" is defined in NCGS § 131 D-2.1 as "any group
housing and services program for two or more unrelated adults, by whatever name it is called, that
14
Hanover Center II/24012-20-065/22Nov2023

makes available, at a minimum, one meal a day and housekeeping services and provides personal
care services directly or through a formal written agreement with one or more licensed home care
or hospice agencies." The definition in NCGS §131D-2.1 also allows for nursing service
exceptions on a case -by -case basis. Settings in which services are delivered may include self-
contained apartment units or single or shared room units with private or area baths. For purposes
of this Agreement, townhomes, duplexes, or other units with private ownership of yards are
prohibited.
xiii. "Senior Care Facility" is defined as assisted care, memory care, or
skilled nursing facilities that house the elderly and which routinely provide for the diagnostics,
care, treatment, and testing for physical or psychological injury or illness, or disability, and for
the overnight boarding of patients, either on a for -profit or not -for -profit status.
xiv. "Childcare" is defined as the care and supervision of children by
adults in a non-profit or profit -based setting as defined in NCGS § 110-86(2).
xv. "Educational space" is defined as interior space operated by a privately
or publicly -owned institution, facility, or enterprise that provides education to pre-school,
elementary, and older students, including tutoring services and session camps designed for
school -age children.
xvi. "Veterinary Clinic' is defined as a facility which routinely provides
for the diagnostics, training, medical care and treatment of animals, including the provision for
their overnight accommodation or boarding, and may include kennels, outdoor pens, runs or
enclosures.
15
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Specific Prohibitions
b. The Brownfields Property may not be used for childcare facilities, adult care
facilities such as assisted living and senior care facilities, or educational space without the prior
written approval of DEQ. Such approval shall be based on a vapor intrusion assessment of the
then -current risk at the proposed location on the Brownfields Property. Such assessment shall be
conducted in accordance with a DEQ Brownfields approved work plan that is prepared in
accordance with the documents listed in paragraph 9 above.
c. The Brownfields Property may not be used for dry cleaning or other operations
using chlorinated or petroleum solvents.
d. No residential use of the Brownfields Property outside of the designated
"Residential Development Area" as noted on the plat component of the Notice referenced in
paragraph 16 below shall occur until the then owner of the Brownfields Property conducts
representative assessment to fill any DEQ-identified data gaps to the written satisfaction of DEQ
in other areas of the Brownfields Property, pursuant to a plan(s) approved in writing by DEQ. If
DEQ believes the results of said assessment indicates site contaminants are present such that the
resulting environmental risk such contamination poses is unacceptable, the then owner of the
Brownfields Property shall then mitigate such risk pursuant to a plan approved in writing by
DEQ and to DEQ's satisfaction.
Environmental Management Plan
e. Physical redevelopment of the Brownfields Property may not occur other than
in accordance, as determined by DEQ, with an Environmental Management Plan ("EMP")
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approved in writing by DEQ in advance (and revised to DEQ's written satisfaction prior to each
subsequent redevelopment phase) that is consistent with all the other land use restrictions and
describes redevelopment activities at the Brownfields Property, the timing of redevelopment
phases, and addresses health, safety and environmental issues that may arise from use of the
Brownfields Property during construction or redevelopment in any other form, including without
limitation:
i. demolition of existing buildings, if applicable;
ii. issues related to known or potential sources of contamination, including
without limitation those resulting from contamination identified in paragraph 3 above;
iii. contingency plans for addressing, including without limitation the
testing of soil and groundwater, newly discovered potential sources of environmental
contamination (e.g., USTs, tanks, drums, septic drain fields, oil -water separators, soil
contamination); and
iv. plans for the proper characterization and DEQ approval of both fill soil
before import to the Brownfields Property and the disposition of all soil excavated from the
Brownfields Property during redevelopment.
Redevelopment Summary Report
f. Within 90 days after each one-year anniversary of the effective date of this
Agreement for as long as physical redevelopment of the Brownfields Property continues (except
that the final deadline shall fall 90 days after the conclusion of physical redevelopment), the then
owner of the Brownfields Property shall provide DEQ a report subject to written DEQ approval
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on environment -related activities since the last report, with a summary and drawings, that
describes:
i. actions taken on the Brownfields Property in accordance with Section
VI: Work to be Performed above;
ii. soil grading and cut and fill actions;
iii. methodology(ies) employed for field screening, sampling and
laboratory analysis of environmental media;
iv. stockpiling, containerizing, decontaminating, treating, handling,
laboratory analysis and ultimate disposition of any soil, groundwater, or other materials
suspected or confirmed to be contaminated with regulated substances; and
v. removal of any contaminated soil, water, or other contaminated
materials (for example, concrete, demolition debris) from the Brownfields Property (copies of all
legally required manifests shall be included).
Demolition Activities
g. Unless compliance with this Land Use Restriction is waived in writing in
advance by DEQ in relation to particular buildings, demolition and/or renovation of any or all
buildings on the Brownfields Property depicted on the plat component of the Notice referenced
in paragraph 16 below shall be in accordance with applicable legal requirements, including
without limitation those related to lead and asbestos abatement that are administered by the
Health Hazards Control Unit within the Division of Public Health of the North Carolina
Department of Health and Human Services.
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Remediation Issues/Other Program Involvement
h. If any remedial obligations under DEQ's oversight are discontinued prior to
completion to the satisfaction of DEQ, DEQ may require the then owner of the Brownfields
Property to assess the risk remaining to public health and the environment at or from the
Brownfields Property. DEQ may also impose upon the then owner of the Brownfields Property
additional land use restrictions or require the Brownfields Property owner to conduct additional
actions as necessary to prevent or mitigate unacceptable risks imposed by said discontinued
remedial obligations in order to achieve the goals of this brownfields agreement as set forth in
NCGS §130A-310.32(2) to the written satisfaction of DEQ.
Groundwater
i. Groundwater at the Brownfields Property may not be used for any purpose
without the prior written approval of DEQ along with any measures DEQ deems necessary to
ensure that the Brownfields Property will be suitable for the uses specified in subparagraph 12.a.
above while fully protecting public health and the environment. Should groundwater be
encountered or exposed during any activity on the Brownfields Property, it shall be managed in
accordance with the DEQ-approved EMP outlined in subparagraph 12.e. above, or a plan
approved in writing in advance by DEQ.
Soil
j. No activity that disturbs soil on the Brownfields Property may occur unless and
until DEQ states in writing, in advance of the proposed activity, that said activity may occur if
carried out along with any measures DEQ deems necessary to ensure the Brownfields Property
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will be suitable for the uses specified in subparagraph 12.a. above while fully protecting public
health and the environment, except:
exceeding 24 inches;
i. in connection with landscape planting to depths not
ii. mowing and pruning of above -ground vegetation;
iii. for repair of underground infrastructure, provided that DEQ shall be
given written notice at least seven days in advance of a scheduled repair (if only by email) of any
such repair, or in emergency circumstances no later than the next business day, and that any
related assessment and remedial measures required by DEQ shall be taken; and
iv. in connection to work conducted in accordance with a DEQ-approved
Environmental Management Plan (EMP) as outlined in subparagraph 12.e. above.
k. No residential use of the Brownfields Property may occur until the then owner
of the Brownfields Property conducts representative final grade soil sampling, pursuant to a plan
approved in writing by DEQ, of any area within the Brownfields Property, as said area is
depicted on the plat component of the Notice of Brownfields Property described in paragraph 16
below, that is not covered by building foundations, sidewalks, or asphaltic or concrete parking
areas and driveways. The provisions of this subparagraph shall not be applicable in areas of the
Brownfields Property that have not been, or will not be, disturbed or altered during
redevelopment activities.
1. Soil may not be removed from, or brought onto, the Brownfields Property without
prior sampling and analysis to DEQ's satisfaction and the written approval of DEQ, unless
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conducted in accordance with an approved EMP as outlined in subparagraph 12.e. above.
Vapor Intrusion
in. No enclosed building may be constructed on the Brownfields Property and no
existing building, defined as those depicted on the plat component of the Notice of Brownfields
Property referenced in paragraph 16 below, may be occupied until DEQ determines in writing
that:
i. the building is or would be protective of the building's users and public
health from the risk of vapor intrusion based on site assessment data, or a site -specific risk
assessment approved in writing by DEQ; or
ii. a vapor intrusion mitigation system (VIMS) has been:
1. designed to mitigate the intrusion of subsurface vapors into
building features in accordance with the most recent and applicable DWM Vapor Intrusion
Guidance, Interstate Technology & Regulatory Council (ITRC) guidance, and American
National Standards Institute (ANSI)/American Association of Radon Scientists and
Technologists (AARST) standards, and that a professional engineer licensed in North Carolina,
as evidenced by said engineer's professional seal, is satisfied that the design is fully protective of
public health, and shall include a performance monitoring plan detailing methodologies and
schedule, both of which are subject to prior written DEQ approval; and
2. installed and an installation report is submitted for written DEQ
approval that includes as -built diagrams, photographs, and a description of the installation, with
said engineer's professional seal confirming that the engineer is satisfied that the system was
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installed per the DEQ approved design. If any deviations from the system design were necessary
during installation, then the report shall include details on said deviations, as well as the
engineer's seal certifying the VIMS, as installed, was installed in such a manner so as to be fully
protective of public health.
Property Access
n. Neither DEQ, nor any party conducting environmental assessment or
remediation at the Brownfields Property at the direction of, or pursuant to a permit, order or
agreement issued or entered into by DEQ, may be denied access to the Brownfields 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 Brownfields Property.
Abandonment of MonitorinI4 Wells
o. Within 60 days after the effective date of this Agreement or prior to land
disturbance activities, whichever occurs first, Prospective Developer shall abandon all
monitoring wells, injection wells, recovery wells, piezometers and other man-made points of
groundwater access at the Brownfields Property, except those wells required by Dry -Cleaning
Solvent Cleanup Act (DSCA) Program (identified as monitoring wells MW6, MW-7, MW-9,
MW-8, MW-9, MW-10, and MW-11), in accordance with Subchapter 2C of Title 15A of the
North Carolina Administrative Code, unless an alternate schedule is approved by DEQ. Within
30 days after doing so, the Prospective Developer shall provide DEQ a report, setting forth the
procedures and results.
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Damal4e to Wells
p. Except for the work related to subparagraph 12.o. above, the owner of any
portion of the Brownfields Property where any existing, or subsequently installed, DEQ-
approved monitoring well is damaged by the owner, its contractors, or its tenants, shall be
responsible for repair of any such wells to DEQ's written satisfaction and within a time period
acceptable to DEQ, unless compliance with this Land Use Restriction is waived in writing by
DEQ in advance.
Notifications upon Transfer
q. Any deed or other instrument conveying an interest in the Brownfields Property
shall contain the following notice: "This property is subject to the Brownfields Agreement
attached as Exhibit A to the Notice of Brownfields Property recorded in the New Hanover
County land records, Book , Page .51A copy of any such instrument shall be sent
to the persons listed in Section XVII (Notices and Submissions), though financial figures and
other confidential information related to the conveyance may be redacted to the extent said
redactions comply with the confidentiality and trade secret provisions of the North Carolina
Public Records Law. The owner conveying a leasehold interest may use the following
mechanisms to comply with the obligations of this paragraph: (i) If every lease or rider is
identical in form, the owner conveying an interest may provide DEQ with a copy of a form lease
or rider evidencing compliance with this subparagraph, in lieu of sending copies of actual,
executed leases, to the persons listed in Section XVII (Notices and Submissions); or (ii) The
owner conveying an interest may provide abstracts of leases, rather than full copies of said
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leases, to the persons listed in Section XVII.
SeparatinI4 Old from New Contamination
r. None of the contaminants known to be present in the environmental media at
the Brownfields Property, as described in Exhibit 2 of this Agreement, and as modified by DEQ
in writing if additional contaminants in excess of applicable standards are discovered at the
Brownfields Property, may be used or stored at the Brownfields Property without the prior
written approval of DEQ, except:
i. in de minimis quantities for cleaning and other routine
housekeeping and maintenance activities;
ii. as constituents of fuels, lubricants and oils in emergency
generators, machinery, equipment and vehicles in on -board tanks integral to said equipment or in
flammable liquid storage containers totaling no more than 25 gallons;
iii. as constituents in products and materials customarily used and
stored in high -density rental residential, retail, restaurant, food hall, office, health care facilities,
health -related professional office, drop -in childcare, recreation, veterinary clinics, parking, and
subject to DEQ's prior written approval, other commercial uses including assisted living facility,
senior care facility, childcare facility, and educational space provided such products and
materials are stored in original retail packaging and used and disposed of in accordance with
applicable laws.
Land Use Restriction Update
s. During January of each year after the year in which the Notice referenced
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below in paragraph 16 is recorded, the owner of any part of the Brownfields Property as of
January 1 st of that year shall submit a notarized Land Use Restrictions Update ("LURU") to
DEQ, and to the chief public health and environmental officials of New Hanover County,
certifying that, as of said January 1 st, the Notice of Brownfields Property containing these land
use restrictions remains recorded at the New Hanover County Register of Deeds office and that
the land use restrictions are being complied with. If the property is transferred, the grantor shall
submit a LURU (as outlined above) which covers the period of time they owned the property.
The submitted LURU shall state the following:
i. the Brownfields Property address, and the name, mailing address,
telephone number, and contact person's e-mail address of the owner, or board, association or
approved entity, submitting the LURU if said owner, or each of the owners on whose behalf a joint
LURU is submitted, acquired any part of the Brownfields Property during the previous calendar
year;
ii. the transferee's name, mailing address, telephone number, and contact
person's e-mail address, if said owner, or each of the owners on whose behalf a joint LURU is
submitted, transferred any part of the Brownfields Property during the previous calendar year;
iii. whether any vapor intrusion mitigation systems installed pursuant to
subparagraph 12.m. above are performing as designed, and whether the uses of the ground floors,
including any tenant renovations, of any buildings containing such vapor intrusion mitigation
systems have changed, and, if so, how, and under which precautions so as not to interfere with the
operation of said system.
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t. A LURU submitted for rental units shall include enough of each lease entered
into during the previous calendar year to demonstrate compliance with lessee notification
requirements in paragraphs 17 and 18 of this agreement provided that if standard form leases are
used in every instance, a copy of such standard form lease may be sent in lieu of copies of actual
leases.
13. The desired result of the above -referenced land use restrictions is to make the
Brownfields Property suitable for the uses specified in this Agreement while fully protecting
public health and the environment.
14. The consequence of achieving the desired results will be that the Brownfields
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.
VIII. ACCESS/NOTICE TO SUCCESSORS IN INTEREST
15. In addition to providing access to the Brownfields Property pursuant to subparagraph
12.n. above, while the Prospective Developer owns the Brownfields Property, Prospective
Developer shall provide DEQ, its authorized officers, employees, representatives, and all other
persons performing response actions under DEQ 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 Brownfields Property under applicable law. Such access is to occur
after prior notice and using reasonable efforts to minimize interference with authorized uses of
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such other property except in response to emergencies and/or imminent threats to public health
and the environment. While Prospective Developer owns the Brownfields Property, DEQ shall
provide reasonable notice to Prospective Developer of the timing of any response actions to be
undertaken by or under the oversight of DEQ at the Brownfields Property. Except as may be set
forth in the Agreement, DEQ 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.
16. DEQ has approved, pursuant to NCGS § 130A-310.35, a Notice of Brownfields
Property ("Notice") for the Brownfields Property containing, inter alia, the land use restrictions
set forth in Section VII (Land Use Restrictions) of this Agreement and a survey plat of the
Brownfields Property. Pursuant to NCGS § 130A-310.35(b), within 15 days of the effective date
of this Agreement, Prospective Developer shall file the Notice in the New Hanover County,
North Carolina, Register of Deeds' Office. Within three (3) days thereafter, Prospective
Developer shall furnish DEQ 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.
17. This Agreement shall be attached as Exhibit A to the Notice. Subsequent to
recordation of said Notice, any deed or other instrument conveying an interest in the Brownfields
Property shall contain the following notice: "This property is subject to the Brownfields
Agreement attached as Exhibit A to the Notice of Brownfields Property recorded in the New
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Hanover County land records, Book , Page .95A copy of any such
instrument shall be sent to the persons listed in Section XVII (Notices and Submissions), though
financial figures and other confidential information related to the conveyance may be redacted to
the extent said redactions comply with the confidentiality and trade secret provisions of the
North Carolina Public Records Law. Prospective Developer may use the following mechanisms
to comply with the obligations of this paragraph as to leasehold interests: (i) If every lease or
rider is identical in form, Prospective Developer may provide DEQ with a copy of a form lease
or rider evidencing compliance with this paragraph, in lieu of sending copies of actual, executed
leases, to the persons listed in Section XVII (Notices and Submissions); or (ii) Prospective
Developer may provide abstracts of leases, rather than full copies of said leases, to the persons
listed in Section XVII.
18. The Prospective Developer shall ensure that a copy of this Agreement is provided to
any current lessee or sublessee on the Brownfields Property within seven days of the effective
date of this Agreement. The Prospective Developer may comply with this requirement by
notifying each such lessee or sublessee by electronic mail that a copy of this Agreement is
available for inspection in the on -site property management office within seven (7) days of
recording this Agreement.
IX. DUE CARE/COOPERATION
19. The Prospective Developer shall exercise due care at the Brownfields Property with
respect to the manner in which regulated substances are handled at the Brownfields Property and
shall comply with all applicable local, State, and federal laws and regulations. The Prospective
►:
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Developer agrees to cooperate fully with any assessment or remediation of the Brownfields
Property by DEQ and further agrees not to interfere with any such assessment or 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 Brownfields Property while the Prospective
Developer owns the Brownfields Property, the Prospective Developer shall immediately take all
appropriate action to prevent, abate, or minimize such release or threat of release, shall comply
with any applicable notification requirements under NCGS § 130A-310.1 and 143-215.85,
Section 103 of CERCLA, 42 USC § 9603, and/or any other law, and shall immediately notify the
DEQ Official referenced in subparagraph 3 La. below of any such required notification.
X. CERTIFICATION
20. By entering into this Agreement, the Prospective Developer certifies that, without
DEQ approval, it will make no use of the Brownfields Property other than that committed to in
subparagraph 12.a. of this Agreement. Prospective Developer also certifies that to the best of its
knowledge and belief it has fully and accurately disclosed to DEQ 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 past use of regulated
substances or known contaminants at the Brownfields Property and to its qualification for this
Agreement, including the requirement that it not have caused or contributed to the contamination
at the Brownfields Property.
XI. DEQ'S COVENANT NOT TO SUE AND RESERVATION OF RIGHTS
21. Unless any of the following apply, Prospective Developer shall not be liable to DEQ,
►o
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and DEQ covenants not to sue Prospective Developer, for remediation of the Brownfields
Property except as specified in this Agreement:
a. The Prospective Developer fails to comply with this Agreement.
b. The activities conducted on the Brownfields 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 Brownfields 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 NCGS § 130A-310.35 is violated while the Prospective Developer owns the Brownfields
Property, in which case the Prospective Developer shall be responsible for remediation of the
Brownfields 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 Brownfields Property.
e. New information indicates the existence of previously unreported
contaminants or an area of previously unreported contamination on or associated with the
Brownfields 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
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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.
f. The level of risk to public health or the environment from contaminants is
unacceptable at or in the vicinity of the Brownfields 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 Brownfields Property or (ii) the failure of remediation to
mitigate risks to the extent required to make the Brownfields Property fully protective of public
health and the environment as planned in this Agreement.
g. DEQ obtains new information about a contaminant associated with the
Brownfields Property or exposures at or around the Brownfields Property that raises the risk to
public health or the environment associated with the Brownfields 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 NCGS § 130A-310.35.
22. Except as may be provided herein, DEQ reserves its rights against Prospective
Developer as to liabilities beyond the scope of the Act.
23. 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, NCGS § 113A-1, et SeMc .
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24. Consistent with NCGS § 130A-310.33, the liability protections provided herein, and
any statutory limitations in paragraphs 21 through 23 above apply to all of the persons listed in
NCGS § 130A-310.33, including future owners of the Brownfields Property, to the same extent
as Prospective Developer, so long as these persons are not otherwise potentially responsible
parties or parents, subsidiaries, or affiliates of potentially responsible parties.
XII. PROSPECTIVE DEVELOPER'S COVENANT NOT TO SUE
25. In consideration of DEQ's Covenant Not To Sue in Section XI of this Agreement
and in recognition of the absolute State immunity provided in NCGS § 130A-310.37(b), the
Prospective Developer hereby covenants not to sue and not to assert any claims or causes of
action against DEQ, 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.
XIIL PARTIES BOUND
26. This Agreement shall apply to and be binding upon DEQ, 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.
XIV. DISCLAIMER
27. Prospective Developer and DEQ agree that this Agreement meets the requirements of
the Act, including but not limited to the requirements set forth in NCGS § 130A-310.32(a)(2).
However, this Agreement in no way constitutes a finding by DEQ as to the risks to public health
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and the environment which may be posed by regulated substances at the Brownfields Property, a
representation by DEQ that the Brownfields Property is fit for any particular purpose, nor a
waiver of Prospective Developer's duty to seek applicable permits or of the provisions of NCGS
§ 130A-310.37.
28. Except for the land use restrictions set forth in paragraph 12 above and NCGS §
130A-310.33(a)(l)-(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.
XV. DOCUMENT RETENTION
29. The Prospective Developer agrees to retain and make available to DEQ all business
and operating records, contracts, site studies and investigations, remediation reports, and
documents generated by and/or in the control of the Prospective Developer, its affiliates or
subsidiaries relating to storage, generation, use, disposal and management of regulated
substances at the Brownfields Property, including without limitation all Material Safety Data
Sheets or Safety Data Sheets, for six (6) years following the effective date of this Agreement,
unless otherwise agreed to in writing by the Parties. Said records may be retained electronically
such that they can be retrieved and submitted to DEQ upon request. At the end of six (6) years,
the Prospective Developer shall notify DEQ of the location of such documents and shall provide
DEQ with an opportunity to copy any documents at the expense of DEQ. By entering into this
Agreement, Prospective Developer waives no rights of confidentiality or privilege provided by
the North Carolina Public Records Act or otherwise and, at the time DEQ requests to copy or
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inspect said documents, Prospective Developer shall provide DEQ with a log of documents
withheld from DEQ, including a specific description of the document(s) and the alleged legal
basis upon which they are being withheld. To the extent DEQ retains any copies of such
documents, Prospective Developer retains all rights it then may have to seek protection from
disclosure of such documents as confidential business information.
XVI. PAYMENT OF ENFORCEMENT COSTS
30. If the Prospective Developer fails to comply with the terms of this Agreement,
including, but not limited to, the provisions of Section VI (Work to be Performed) and Section
VII (Land Use Restrictions), it shall be liable for all litigation and other enforcement costs
incurred by DEQ to enforce this Agreement or otherwise obtain compliance.
XVII. NOTICES AND SUBMISSIONS
31. Unless otherwise required by DEQ or a Party notifies the other Party in writing of a
change in contact information or delivery method, all notices and submissions pursuant to this
Agreement shall be sent by prepaid first-class U.S. Mail or courier service, as follows:
a. for DEQ:
Brownfields Property Management Branch (or successor in function)
N.C. Division of Waste Management
Brownfields Redevelopment Section
Mail Service Center 1646
Raleigh, NC 27699-1646
b. for Prospective Developer:
Peter Maggio, Authorized Representative New Market — Hanover, L.P
Two Liberty Place
50 S. 16th Street, Suite 3325
Philadelphia, PA 19102
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Notices and submissions sent by prepaid first-class U.S. Mail shall be effective on the third day
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.
XVIII. EFFECTIVE DATE
32. This Agreement shall become effective on the date the Prospective Developer signs
it, after receiving the signed, conditionally approved Agreement from DEQ. DEQ's approval of
this Agreement is conditioned upon the complete and timely execution and filing of this
Agreement in the manner set forth herein. Prospective Developer shall expeditiously sign the
Agreement in order to effect the recordation of the full Notice of Brownfields Property within
the statutory deadline set forth in NCGS § 130A-310.35(b). If the Agreement is not signed by
Prospective Developer within 45 days after such receipt, DEQ has the right to revoke its
approval and certification of this Agreement, and to invalidate its signature on this Agreement.
XIX. TERMINATION OF CERTAIN PROVISIONS
33. If any Party believes that any or all of the obligations under Section VIII
(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).
XX. CONTRIBUTION PROTECTION
34. With regard to claims for contribution against Prospective Developer in relation to
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the subject matter of this Agreement, Prospective Developer is entitled to protection from such
claims to the extent provided by NCGS § 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 DEQ or any other person in relation to the Brownfields Property.
35. 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 DEQ
in writing no later than 60 days prior to the initiation of such suit or claim.
36. 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
DEQ in writing within 10 days of receiving said suit or claim.
XXI. PUBLIC COMMENT
37. This Agreement shall be subject to a public comment period of at least 30 days
starting the day after the last of the following public notice tasks occurs: publication of the
approved summary of the Notice of Intent to Redevelop a Brownfields Property required by
NCGS § 130A-310.34 in a newspaper of general circulation serving the area in which the
Brownfields Property is located; conspicuous posting of a copy of said summary at the
Brownfields Property; and mailing or delivery of a copy of the summary to each owner of
property contiguous to the Brownfields Property. After expiration of that period, or following a
public meeting if DEQ holds one pursuant to NCGS § 130A-310.34(c), DEQ 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.
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IT IS SO AGREED:
NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY
By:
Bruce Nicholson Date
Chief, Brownfields Redevelopment Section
IT IS SO AGREED:
New Market — Hanover, L.P., a Delaware limited partnership
By: New Market Hanover GP, LLC, a Delaware limited liability company, its General Partner
Peter Maggio
Authorized Representative
37
Date
Hanover Center II/24012-20-065/22Nov2023

t IN
i y;

Exhibit 2
Brownfields Property Name: Hanover Center II
Brownfields Project Number: 24012-20-065
The following tables sets forth, for contaminants present at the Brownfields Property
above unrestricted use standards or screening levels as reported in the Environmental Reports in
paragraph 4 of the Brownfields Agreement to which this is an exhibit, the most recent
concentration in excess of the standard found at each sample location, and the applicable
standard or screening level. Screening levels and standards are shown for reference only and are
not set forth as cleanup or mitigation levels for purposes of this Agreement.
GROUNDWATER
Groundwater contaminants in micrograms per liter (the equivalent of parts per billion),
the standards for which are contained in Title 15A of the North Carolina Administrative Code,
Subchapter 2L (2L), Rule .0202, (April 1, 2022 version):
Groundwater
Contaminant
Sample
Location',2°3
Date of
Sampling
Concentration
Exceeding
Standard 4
(gg/L)
Standard
(µg/L)
Arsenic
BRS MW-4
10/16/2020
14
10
Z1-A
10/25/2019
10.9
Z4-D
10/25/2019
104
Z5-A
10/24/2019
30.2
Benzene
B-1
10/9/1991
1,900
1
B-2
10/9/1991
230
B-3
1/6/1992
85
B-4
1 /6/ 1992
3.3
MW-7
11/8/2017
46
MW-9S
4/21/2013
82.8
DSCA GW-5
3/30/2017
5.7
Talbots TW-4
4/10/2017
7,080
Chromium, total
Z 1-A
10/25/2019
57.1
10
Z4-D
10/25/2019
137
Z5-A
10/24/2019
84.3
Z5-B
10/24/2019
38.3
Z6-D
10/24/2019
25.6
Z7-A
10/25/2019
45.7
Chloromethane
MW-11
11/8/2017
4.1
3
1,2 — Dibromoethane
B-1
10/9/1991
1,340
0.02
B-2
10/9/1991
25
Hanover Center II/24012-20-066/22Nov2023

Groundwater
Contaminant
Sample
Location
Date of
Sampling
Concentration
Exceeding
Standard a
( /L
Standard
(µg/L)
Cis-1,2 —
Dichloroethylene
B-2
10/9/1992
970
70
B-4
1/6/1992
237
MWAR
1/29/2019
72.5
MW-9D
7/2/2013
160
MW-8D
7/2/2013
430
DSCA MW-1
4/29/1993
1,780
DSCA MW-2
4/23/1993
118
Ethylbenzene
B-1
10/9/1991
4,200
600
Talbots TW-4
4/10/2017
2,770
-Iso ropyltoluene
BRS MW-3
10/16/2020
0.23J
NSE
Lead
Z1-A
10/25/2019
22.9
15
Z4-D
10/25/2019
56.4
Z5-A
10/24/2019
77.1
Z5-B
10/24/2019
21.3
Methyl tert-butyl
ether (MTBE
B-1
10/9/1991
38
20
Naphthalene
Hardees GW-1
4/25/2017
7.0
6
MW-9S
4/21/2013
350
Sears TW-2
4/25/2017
6.9
Sears TW-3
4/25/2017
30.7
n-Pro lbenzene
MW-9S
7/2/2013
150
70
Tetrachloroethene
B-2
10/9/1991
1,410
0.7
DSCA GW-1
3/30/2017
3.2
DSCA GW-2
3/30/2017
34
DSCA GW-3
3/30/2017
4.3
DSCA GW-4
3/30/2017
4.3 J
Hardees GW-2
4/25/2017
25.4
DSCA MW-1
4/23/1993
44
MWAR
1/29/2019
14.5
DSCA MW-2
4/23/1993
196
MW-5
11/8/2017
1.5
MW-6
11/8/2017
200
MW-7
11/8/2017
28
MW-8
11/8/2017
4.8
MW-8S
7/2/2013
0.71 J
MW-8D
7/2/2013
111
MW-9S
1/26/2011
2.3
MW-9D
10/27/2010
0.98
MW-10S
7/2/2013
7.1
Hanover Center 11/24012-20-066/22Nov2023

Groundwater
Contaminant
Sample
Location ',2,3
Date of
Sampling
Concentration
Exceeding
Standard 4
(gg/L)
Standard
(µg/L)
Trichloroethylene
B-2
10/9/1991
233
3
B-4
1/6/1992
28.1
DSCA GW-1
3/30/2017
5.9
DSCA GW-2
3/30/2017
3.5
Hardees GW-2
4/25/2017
8.6
DSCA MW-1
4/23/1993
231
MW-1 R
1 /29/2019
163
DSCA MW-2
4/23/1993
41
MW-6
11/8/2017
16
MW-7
11/8/2017
8.6
MW-8
11/8/2017
3.8
MW-8D
7/2/2013
1,100
Talbots TW-2
4/10/2017
19.3
Toluene
B-1
10/9/1991
79,000
70
Talbots TW-4
4/10/2017
43,000
Vinyl Chloride
B-4
1/6/1992
20.1
0.03
DSCA GW-5
3/30/2017
5.4
DSCA MW-1
4/23/1993
206
MW-1R
1/29/2019
3.7
MW-7
11/8/2017
0.42 J
Total Xylenes
B-1
10/9/1991
132,000
500
Talbots TW-4
4/10/2017
16,100
1 Groundwater sample locations TW-1 through TW-4 share identical Sample IDs on both the Talbots and
Former Sears Auto Center parcels within the Brownfields Property. To distinguish between the sample
locations, they are identified as Talbots TW-series and Sears TW-series.
Z Groundwater sample locations GW-1 & GW-2 share identical Sample IDs from a DSCA investigation at
the Former Modern Laundry Dry Cleaning parcel and the Hardees parcel within the Brownfields
Property. To distinguish between the sample locations, they are identified as DSCA GW-series and
Hardees GW-series.
3 Groundwater sample locations MW-1 through MW-4 share identical Sample IDs from a DSCA
investigation at the Former Modern Laundry Dry Cleaning parcel and the Residential Redevelopment
within the Brownfields Property. To distinguish between the sample locations, they are identified as
DSCA MW-1 through MW-4 and BRS MW-1 through MW-4.
4Data from the 1990s and April 2017 were gathered from summary tables in the Environmental Status
Report (ECS, September 9, 2019); analytical laboratory data packages were not readily available to
confirm these data. Therefore, these data are provided for documentation purposes.
J — estimated value between the method detection limit and the laboratory reporting limit.
NSE — No established screening level.
Hanover Center II/24012-20-066/22Nov2023

GROUNDWATER VAPOR INTRUSION RISK
Groundwater contaminants with potential for vapor intrusion (VI) in micrograms per liter
(the equivalent of parts per billion), the vapor intrusion screening levels for which are derived
from the Residential Vapor Intrusion Screening Levels of the Division of Waste Management
July 2023 version):
Groundwater
Contaminant with
Potential for Vapor
Intrusion
Sample
Location 2s,4
Date of
Sampling
Concentration
Exceeding
Screenings
Level (µg/L)
Residential VI
Screening
Level'
(µg/L)
Benzene
B-1
10/9/1991
1,900
1.6
B-2
10/9/1991
230
B-3
1 /6/ 1992
85
B-4
1 /6/ 1992
3.3
DSCA GW-5
3/30/2017
5.7
MW-7
11/8/2017
46
MW-9S
4/21/2013
82.8
Talbots TW-4
4/10/2017
7,080
1,2-Dibromoethane
B-1
10/9/1991
1,340
0.18
B-2
10/9/1991
25
Cis
Dichlorloroethene
B-2
10/9/1991
970
50
B-4
1/6/1992
237
DSCA MW-1
4/23/1993
1,780
DSCA MW-2
4/23/1993
118
MW-1R
1/29/2019
72.5
Ethylbenzene
B-1
10/9/1991
4,200
3.5
Talbots TW-4
4/10/2017
2,770
Naphthalene
Hardees GW-1
4/25/2017
7.0
4.6
MW-9S
4/21/2013
350
Sears TW-2
4/25/2017
6.9
Sears TW-3
4/25/2017
30.7
Tetrachloroethene
B-2
10/9/1991
1,410
12
DSCA GW-2
3/30/2017
34
Hardees GW-2
4/25/2017
25.4
DSCA MW-1
4/23/1993
44
MW-1R
1/29/2019
14.5
DSCA MW-2
4/23/1993
196
DSCA MW-4
6/28/1999
16
MW-6
11/18/2017
200
MW-7
11/8/2017
28
Toluene
B-1
10/9/1991
79,000
3,800
Talbots TW-4
4/10/2017
43,000
Hanover Center II/24012-20-066/22Nov2023
4

Groundwater
Contaminant with
Potential for Vapor
Intrusion
Sample
Location z,s,a
Date of
Sampling
Concentration
Exceeding
Screening 5
Level (µg/L)
Residential VI
Screening
Level'
(µg/L)
Trichloroethylene
DSCA GW-1
3/30/2017
5.9
1.0
DSCA GW-2
3/30/2017
3.5
DSCA GW-3
3/30/2017
1.6
B-2
10/9/1991
233
B-4
1/6/1992
28
Hardees GW-2
4/25/2017
8.6
DSCA MW-1
4/23/1993
231
MW-1R
1/29/2019
163
DSCA MW-2
4/23/1993
41
MW-6
11/8/2017
16
MW-7
11/8/2017
8.6
MW-8
11/8/2017
3.8
MW-8S
7/3/2013
1.8
MW-8D
7/2/2013
1,100
MW-9D
7/2/2013
3.6
Talbots TW-2
4/10/2017
19.3
Vinyl Chloride
B-4
1 /6/ 1992
20.1
0.15
DSCA GW-5
3/30/2017
5.4
DSCA MW-1
4/23/1993
206
MW-1R
1/29/2019
3.7
Xylenes
B-1
10/9/ 1991
132,000
77
Talbots TW-4
4/10/2017
16,100
1 Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-5 lifetime incremental cancer risk.
Z Groundwater sample locations TW-1 through TW-4 share identical Sample IDs on both the Talbots and
Former Sears Auto Center parcels within the Brownfields Property. To distinguish between the sample
locations, they are identified as Talbots TW-series and Sears TW-series.
'Groundwater sample locations GW-1 & GW-2 share identical Sample IDs from a DSCA investigation at
the Former Modern Laundry Dry Cleaning parcel and the Hardees parcel within the Brownfields
Property. To distinguish between the sample locations, they are identified as DSCA GW-series and
Hardees GW-series.
4 Groundwater sample locations MW-1 through MW-4 share identical Sample IDs from a DSCA
investigation at the Former Modern Laundry Dry Cleaning parcel and the Residential Redevelopment
within the Brownfields property. To distinguish between the sample locations, they are identified as
DSCA MW-1 through MW-4 and BRS MW-1 through MW-4.
5 Data from the 1990s and April 2017 were gathered from summary tables in the Environmental Status
Report (ECS, September 9, 2019); analytical laboratory data packages were not readily available to
confirm these data. Therefore, these data are provided for documentation purposes.
Hanover Center II/24012-20-066/22Nov2023

SOIL
Soil contaminants in milligrams per kilogram (the equivalent of parts per million), the
screening levels for which are derived from the Preliminary Residential Health -Based Soil
Remediation Goals of the Inactive Hazardous Sites Branch of DEQ's Superfund Section (July
2023 version):
Soil
Contaminant
Sample
Location 2
Depth (ft)
Date of
Sampling
Concentration
Exceeding
Screening
Level
(mg/kg)
Residential
Screening
Level '
(mg/kg)
Arsenic
DSB-10-2-4
2-4
10/15/2020
2.5
0.68
Benzo(a)pyrene
Z2-C/Z2-Comp2
10/24/2019
0.118J
0.11
Benzo(g' h'py i) rene
Z2-C/Z2-Comp2
10/24/2019
0.114J
NSE
Z3-E/Z3-Comp2
10/24/2019
0.0648J
Chromium,
Hexavalent
DSB-01-4-6
4-6
10/15/2020
0.44J
0.31
DSB-02-2-4
2-4
10/15/2020
0.4J
DSB-02-4-6
4-6
10/15/2020
0.85
DUP-SB-01
4-6
10/15/2020
0.82
DSB-03-2-4
2-4
10/15/2020
0.59
DSB-03-4-6
4-6
10/15/2020
0.91
DSB-04-4-6
4-6
10/15/2020
0.72
DSB-05-2-4
2-4
10/15/2020
1.34
DSB-05-4-6
4-6
10/15/2020
1.07
DSB-06-2-4
2-4
10/15/2020
0.44J
DSB-06-4-6
4-6
10/15/2020
0.62
DSB-07-2-4
2-4
10/15/2020
0.77
DSB-07-4-6
4-6
10/15/2020
0.86
DSB-08-2-4
2-4
10/15/2020
0.58
DSB-08-4-6
4-6
10/15/2020
0.76
DSB-09-2-4
2-4
10/15/2020
0.94
DSB-09-4-6
4-6
10/15/2020
0.94
DSB-10-2-4
2-4
10/15/2020
0.55
DSB 10-4-6
4-6
10/15/2020
1.06
DSB-11-2-4
2-4
10/15/2020
0.79
DSB-11-4-6
4-6
10/15/2020
1.27
Z6-COMP-
201016
0-2
10/15/2020
0.77
Z 1-A/Z 1-Com
2
10/24/2019
2.6
Z2-C/Z2-Comp2
10/24/2019
1.5
Z3-E/Z3-Comp2
10/24/2019
1.3
Z4-D/Z4-Comp2
10/24/2019
0.81
Z5-B/Z5-Comp
2
10/24/2019
1.7
Hanover Center 11/24012-20-066/22Nov2023

Concentration
Residential
Soil
Sample
Date of
Exceeding
Screening
Contaminant
Location 2
Depth (ft)
Sampling
Screening
Level '
Level
(mg/kg)
m /k
Chromium,
Z6-D/Z6-Comp2
10/24/2019
22.5
Hexavalent
0.31
Z7-A/Z7-Comp2
10/24/2019
1.0
-Iso ro ltoluene
Z7-A/Z7-Comp2
10/25/2019
7.55
NSE
Z2-C/Z2- omp
2
10/24/2019
0.0647 J
Z3-E/Z3-Comp2
10/24/2019
0.652 J
Phenanthrene
NSE
Z7-A/Z7-Comp2
10/25/2019
0.258
1 Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
2 Samples labeled "Comp", "COMP", or "Composite" were collected as composite samples comprised of
multiple aliquots for semi -volatile organic compound (SVOC) and metals analyses. The corresponding
discrete sample location (sampled for VOCs) is depicted on the plat map.
J — Estimated value between the laboratory reporting limit and the method detection limit
NSE — No established screening level
Hanover Center II/24012-20-066/22Nov2023

EXTERIOR SOIL GAS
Exterior soil gas contaminants in micrograms per cubic meter, the screening levels for
which are derived from Residential Vapor Intrusion Screening Levels of the Division of Waste
Management (July 2023 version):
Exterior Soil Gas
Contaminant'
Sample
Location 2
Date of
Sampling
Concentration
Exceeding
Screening
Level /m'
Residential
Screening
Level'
( /m)
Benzene
Hardees SG-1
4/10/2017
25
12
Hardees SG-3
4/10/2017
67
SG-2
11/14/2018
36.7
SG-3
11/14/2018
17.5
Talbots SG-2
4/10/2016
14
Eth lbenzene
Hardees SG-3
4/10/2017
810
37
4-Ethyltoluene
SG-3
11/14/2018
26.4
NSE
SG-2
11/14/2018
25.6
Tetrachloroeth lene
Talbots SG-1
4/10/2016
570
280
Trichloroeth lene
Talbots SG-1
4/10/2016
19
14
Vinyl Chloride
Hardees SG-3
4/10/2017
8.1
5.6
1 Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
2 Exterior soil gas sample locations SG-1 & SG-2, collected on 4/10/2016 on the Talbots parcel, are
identified as Talbots SG -series to differentiate from Sample IDs SG-1 through SG-6 collected during an
11/14/2018 soil gas sampling event for The Shops at Hanover Center.
'Acetone was detected in every sub -slab sample collected; however, because acetone is a common
analytical laboratory introduced compound, the Soil Gas Screening Level (SGSL) for acetone is no longer
being published. The most recent Residential SGSL for acetone was 220,000 µg/m' and none of the
detected concentrations exceeded this level. Therefore, acetone data are not summarized on this table, but
remain available in the reports related to this property.
NSE — No screening level established
Hanover Center II/24012-20-066/22Nov2023

UB-SLAB VAPOR
Sub -slab vapor contaminants in micrograms per cubic meter, the screening levels for
which are derived from Residential Vapor Intrusion Screening Levels of the Division of Waste
Management (July 2023 version):
Concentration
Residential
Sub -Slab Vapor
Sample
Date of
Exceeding
Screening
Contaminant
Location
Sampling
Screening
Level'
Level /m3
/m3
Tetrachloroethylene
SGMP-1
11/9/2017
2,400
280
SGMP-2
11/9/2017
1,900
Trichloroeth lene
SGMP-2
11/9/2017
19
14
1 Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
INDOOR AIR
Indoor air contaminants in micrograms per cubic meter, the screening limits for which are
derived from Residential Vapor Intrusion Screening Levels of the Division of Waste
Management (July 2023 version):
Concentration
Residential
Indoor
Sample
Date of
Exceeding
Level ,
Air Contaminant2
Location
Sampling
p g
ScreeningScreening
Level m3
(µg/m3)
Benzene
IA- I
11/8/2017
0.744
0.36
IA-2
11/8/2017
0.983
Tetrachloroeth lene
IA-2
11/8/2017
26.7
8.2
Trichloroeth lene
I IA-2
1 11/8/2017
1 0.563
1 0.42
1 Screening limits displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
Z Indoor air samples have only been collected from the former Modern Cleaners building.
Hanover Center II/24012-20-066/22Nov2023

LEGEND
0
• IRS #3
• IRF #3
• DHS
• MGS
® MGF
® IPF
® IRF
❑❑ CMF
AC
SF
DB
PG
MB
ROW
X
MW Q
0
BRANDON M. REEVES
1302 INDEPENDENCE BLVD.
PID: R05513-012-003-000
DB 6341 PG 586
JAMES D. HARDISON, JR. &
PATRICIA M. HARDISON
1306 INDEPENDENCE BLVD.
PID: R05513-012-003-001
DB 5079 PG 2275
ORIE 0. LINN & SUSAN G. LINN
1306 INDEPENDENCE BLVD.
PID: R05513-012-003-002
DB 5926 PG 1556
ADAM W. DAWD
1308 INDEPENDENCE BLVD.
PID: R05513-012-003-003
DB 5407 PG 737
i
MIDTOWN DEVELOPMENT I
PARTNERS, LLC
1320 INDEPENDENCE BLVD.
PID: R05513-012-001-000
DB 6648 PG 2192
S63' 23' 36 "E
GRID:1294.97'
GROUND.1295.02' /
NCGS PARKWAY
N. 172564.38'
E.• 2329315.77'
EL: 40.00'
CF. 1.000OJ703
NC GEODETIC SURVEY MONUMENT
#3 IRON ROD SET
#3 IRON ROD FOUND
DRILL HOLE SET
MAG NAIL SET
MAG NAIL FOUND
IRON PIPE FOUND
IRON ROD FOUND
CONCRETE MONUMENT FOUND
ACRE
SQUARE FEET
DEED BOOK
PAGE
MAP BOOK
RIGHT OF WAY
PROPERTY LINE (SURVEYED)
PROPERTY LINE FROM NEW HANOVER COUNTY GIS
(NOT SURVEYED)
EASEMENT LINE
CO —LOCATED SOIL BORING AND GROUNDWATER SAMPLE
CO —LOCATED TEMPORARY MONITORING WELL AND SOIL GAS PROBE
INDOOR AIR SAMPLE
MONITORING WELL
SOIL BORING
SOIL GAS PROBE
SUBSLAB PROBE
TEMPORARY MONITORING WELL
L
IRF #3
IRF #3
0
W
0
N
n
W
Q
IRF #3
W
o
O
00
U 3
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uj x
W�
zm
CITY OF WILMINGTON I PARK PLACE HOA, INC.
3405 PARK AVE 3601 PARK AVE
PID: R05513-002-011-000 PID: R05513-002-012-000
DB 1810 PG 816 DB 1239 PG 574
CITY OF WILMINGTON
3403 PARK AVE
PID: R05513-002-010-000
DB 5471 PG 1547
PARK AVENUE
(PUBLIC RIGHT OF WAY - WIDTH VARIES)
15'xl5' PUBLIC UTILITY EASEMENT
(MB 71, PG 47 - SEE NOTE 7)
IRF #3 IRF 5/8 S6120'34'E 489.19' IRS #3 S6120'42"E 1111.52' Z6-D, Z6-D/Z6-Comp, and Z6-COMP-201016 IRS #3
200.00' 145.47' 30' UTILITY EASMENT
IRF 5/8 IRF 5/8 I DB 1647 PG 534 30' UTILITY EASEMENT Z5-A and Z5-A/Z5-Comp DSB-08-2-4 and DSB-08-4-6
DB 1647 PG 534
MI MB 71 PG 47
MGF GF BRS MW-3 ® \ N
MULTI -USE PATH I I ®__Z1-A and Zl-A/Z1-Comp Z3-E/Z3-Comp Q BRS MW-4 N
MULTI -USE PATH EASEMENT \ DSB-05-2-4 and DSB-05-4-6 3
EASEMENT DB 5976 PG 575 I S2839'06"W 33339' \\\ �,
DB 6315 PG 584 I IZI
PAC HANOVER APARTMENTS LP ROCKFORD REAL ESTATE INC
3520 PARK AVE \ \ \ \ DSB-06-2-4 and DSB-06-4-6 j� 0 1306 FLORAL PKWY
PID: R05517-001-003-000 j� DSB-09-2-4 and DSB-09-4-6 �, PID. DB 6364 PG R05517-001-088-000
20' PRIVATE UTILITY EASEMENT DB 6544 PG 2895 30' UTILITY EASEMENT MB 71 PG 47
(MB 71, PG 47 - SEE NOTE 7) MB 71 PG 47 j� DSB-04-4-6\ \ DB 1647 PG 534
PARCEL THREE-R MB 71 PG 47
/I
320,680t S.
it DSB-10-2-4 and DSB-10-4-6 Z5-B and Z5-B/Z5-Comp _
F. � L 10 S61 '10'17"E 288.03' 56120'44'E IPF 1.5
20' PUBLIC UTILITY EASEMENT 7.362f AC. DSB-03-2-4 and DSB-03-4-6 \ IRS #3 IRS 3 IRS 3
MB 71, PG 47 -SEE NOTE 7 I I L9 _ fRL # IPF 1 99.86'
( ) Z2-C/Z2-Comp
® ,, EDS1-07-2-4 and DSB-07-4-6
DSB-01-4-6 MGS \ h 00
DSB-11-2-4 and DSB-11-4-6 I � � Z D L4 \ rn
4- and Z4-D/Z4-Comp IRF 3
# L2 �5 L6
S6124'55 E 462.33' IRF 0L3 IRF #3 MGF MGF S6120'40"E
G
/ \ \ Mr 11985,
® Z7—A and Z7—A/Z7—Comp DHS
IRF #3 7 7
�_DSB-02-2-4,
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DSB-02-4-6, and DUP—SB-01
20' PUBLIC UTILITY EASEMENT
DB 2231 PG 650
MB 45 PG 240 I
I
�PHS
NEW MARKET—HANOVER LP
��
1303 INDEPENDENCE BLVD
P10: R05517-001-001-000
I
MGS
OB 6273 PG 391
MB 71 PG 47
I
PARCEL ONE—R
DSears TW-3
TEMPORARY CONSTRUCTION EASEMENT
EFFECTIVE UNTIL 30 MONTHS AFTER
D Sears TW-2 JULY 5TH 2O22
DB 6585 PG 2679 PUBLIC SIDEWALK EASEMENT
DB 4329 PG 843
IRF ROW DISC
IRF ROW DISC
rGRAHAM—CAMERON LAND,
LLC
FAMILY FUTURES, INC.
3506 OLEANDER DR
3506 OLEANDER DR
PID: R05517-008-008-000
PID: R05517-008-010-000
DB 6526 PG 158
DB 9838 PG 4432
LINE TABLE
LINE
BEARING
DISTANCE
L2
S62'09'13"E
60.60'
L3
S7439'04'E
44.58'
L4
S60 07'51 E
10.94'
L5
S4574 25 E
31.84'
L6
S563857'E
31.66'
L8
N29 57'10"E
47,19'
L9
N73'27'50"W
26.21'
L 10
S61 *11'35'E
83.12'
L11
N6179'08"W
46341'
L12
N175957"W
44.08'
L 13
N73'05'04 E
63 92'
L 14
S0030'45"W
56.21 '
L15
S7329'19"W
25.31'
CURVE TABLE
CURVE
LENGTH
RADIUS
DELTA
TANGENT
CHORD
BEARING
C1
45,23'
40.34'
64'14'42"
25.33'
42.90'
N86 40'18'E
C2
57.05'
35.00'
932325"
37.13'
50.94'
N7639'06'E
1,050,019t S.F.
24.1050t AC.
SG-2
SG-3 S28'39'46"W 391.63'
Q MW-11 0 MW-7
DSCA MW-1--,\
Q MW-6
DSCA GW--S--"B-4�
Talbots SG-2 ,,
G 2,, DQ /
B-1�
D IA-2�
DSCA MW-4 Q
SGMP-2,-6
B-31 D
DSCA GW-2� Q
N61'19'08"W 1381.69' DSCA GW-1 IPF 1
OLEANDER DRIVE
(PUBLIC RIGHT OF WAY - WIDTH VARIES)
LIGHTHOUSE PROPERTY RSE INDEPENDENCE, LLC
DEVELOPMENT, LLC 3524 OLEANDER DR
3512 OLEANDER DR PID: R05517-008-009-000
PID: R05517-008-007-000 DB 6070 PG 2140
DB 6535 PG 1257
WILMINGTON 3512, LLC
3520 OLEANDER DR
PID: R05517-008-011-000
- - _F_
BOB & ANNA MARIE EAKINS
LIVING TRUST
3608 OLEANDER DR
PID: R05517-008-005-000
DB 6133 PG 2216
LEGAL DESCRIPTION REFERENCES. NOTES.•
4�-MW­
1R
i i Talbots TW-4
#3
WARREN CALDWELL TUCKER, JR.
& WIFE ANTOINETTE M. TUCKER
1305 FLORAL PKWY
F
R05517-003-001-000
DB 1170 PG 523
1
I
CHAR LES WEISS
1313 FLORAL PKWY
PID. R05517-003-001-001
DB 1184 PG 1103
MK FLORAL, LLC
1325 FLORAL PKWY
PID: R05517-003-002-000
DB 6552 PG 1344
IPF 1.5
NEW MARKET-HANOVER, LP
1420 FLORAL PARKWAY
PID: R05517-001-010-000
DB 6273 PG 393, 395 & 398
PARCELS 2, 3, & 4
MB 56 PG 241
PARCEL TWO-R
MB 71 PG 47
-1
IMP-1
Talbots TW-2 and Talbots SG-1
DSCA MW-2 EASEMENT TO REMEDY
ENCROACHMENT
DB 2212 PG 753
DSCA GW-4
-DSCA GW-3
RSE INDEPENDENCE, LLC
3500 OLEANDER DR
PID: R05517-008-009-004
DB 6074 PG 1250
MW-8S and MW-8D
Hardees SG-3 C
MW-9S and MW-9DJ
L11 CITY OF WILMINGTON
PERMANENT UTILITY
ESMT. 19-PUE-1
DB 6585 PG 2761
0
� O
PEACHTREE AVENUE
J U
0 m �
a
SIMMCO, LLC
1411 FLORAL PKWY
PID: R05517-004-001-000
DB 2I29 PG 494
0
0
3
e,-
i
2
BENNETT COMMERCIAL PROP, LLC
3801 OLEANDER DR
PID: R05517-004-002-000
-Hardees SG-1 OB 6585 �G 918
CMF ROW
�1
CMF ROW
RPI 3750, LLC
3750 OLEANDER DR
PID: R05517-008-009-003
DB 6070 PG 2154 I
CERTIFICATE OF SURVEY AND ACCURACY
PAC HANOVER APARTMENTS LP
1.
AREA COMPUTED BY THE COORDINATE METHOD
1, DAWD M. EDWARDS, CERTIFY THAT THIS PLAT WAS DRAWN UNDER MY SUPERVISION FROM AN ACTUAL SURVEY
3520 PARK AVE
MADE UNDER MY SUPERVISION (DEED AND MAP BOOK DESCRIPTION SHOWN HEREON), THAT THE BOUNDARIES NOT
PID: R05517-001-003-000
2.
CONTACT NC 811 REGARDING UNDERGROUND UTILITIES PRIOR TO ANY EXCAVATION OR CONSTRUCTION.
SURVEYED ARE CLEARLY INDICATED AS DRAWN FROM INFORMATION SHOWN HEREON; THAT RATIO OF PRECISION OR
POSITIONAL ACCURACY AS CALCULATED IS 1:10,000; THAT THIS PLAT WAS PREPARED IN ACCORDANCE WITH G.S.
DB 6544 PG 2895
J.
NO DETERMINATION HAS BEEN MADE BY THE SURVEYOR AS TO THE FOLLOWING. UNDERGROUND STORAGE
47-30 AS AMENDED.
MB 71 PG 47
FACILITIES, • GRAVES, CEMETERIES, OR BURIAL GROUNDS; HAZARDOUS WASTE DEPOSITS OR MATERIALS.
PARCEL THREE-R
THIS SURVEY IS OF AN EXISTING PARCEL OR PARCELS OF LAND OR ONE OR MORE EXISTING EASEMENTS AND DOES
4.
ALL DISTANCES ARE HORIZONTAL GRID DISTANCES IN U.S SURVEY FEET UNLESS OTHERWISE NOTED.
NOT CREATE A NEW STREET OR CHANGE AN EXISTING STREET. FOR THE PURPOSES OF THIS SUBSECTION, AN 'EXISTING
320,680t S.F.
PARCEL" OR 'EXISTING EASEMENT" IS AN AREA OF LAND DESCRIBED IN A SINGLE, LEGAL DESCRIPTION OR LEGALLY
7.362t AC.
5.
THE HORIZONTAL DATUM IS N.C. GRID NAD 83/2011.
RECORDED SUBDIVISION THAT HAS BEEN OR MAY BE LEGALLY CONVEYED TO A NEW OWNER BY DEED IN ITS EXISTING
------------------------------------------
CONFIGURATION.
NEW MARKET-HANOVER LP
6.
THE VERTICAL DATUM IS NAVD 88 IN U.S. SURVEY FEET.
1303 INDEPENDENCE BLVD
THE GLOBAL POSITIONING SYSTEM (GPS) SURVEY AND THE FOLLOWING INFORMATION WAS USED TO PERFORM THE
PID: R05517-001-001-000
7.
EASEMENT SHOWN ON MAP RECORDED IN MAP BOOK 71, PAGE 47, BUT NO DEED REFERENCE GIVEN FOR THE
GNSS SURVEY.•
EASEMENT. NOT SURE IF EASEMENT IS SUPPOSED TO BE EXISTING OR PROPOSED AS SHOWN ON SAID MAP.
DB 391
71 PPG
MB 71 PG 47
8.
DA 1E OF SURI/EY.• 07/10/23 THRU 08/08/23
HORIZONTAL POSITIONAL ACCURACY: 0.10 FEET
PARCEL ONE-R
TYPE OF GPS: R7K/VRS
9.
THIS SURVEY IS IN ZONE X" ACCORDING TO FEMA FLOOD MAP NUMBER 3720313700K REVISED 812812018.
HORIZONTAL DATUM/EPOCH: NAD83(2011)
1,050,019t S.F.
VERTICAL DATUM: NAV9 88
24.1050t AC. ------------------------
10.
THE AREAS AND TYPES OF CONTAMINATION DEPICTED HEREON ARE APPROXIMATIONS DERIVED FROM THE BEST
PUBLISHED/FIXED-CONTROL: NGS 'PARKWAY"
AVAILABLE INFORMATION AT THE TIME OF FILING. A LIS77NG OF THE TECHNICAL REPORTS USED TO PREPARE THIS
NEW MARKET-HANOVER, LP
PLAT ARE AVAILABLE IN THE BROWNSFIELDS AGREEMENT FOR THIS PROPERTY.
GEOID MODEL: GEOIDI8
1420 FLORAL PARKWAY
COMBINED FACTOR: 1.00003703
PID: R05517-001-010-000
11.
SEE SHEET 2 OF 3 FOR LAND USE RESTRICTIONS.
US SURVEY FEET
DB 6273 PG 393, 395 & 398
12.
SEE SHEET 3 OF 3 FOR DATA TABLES.
WITNESS MY ORIGINAL SIGNATURE AND SEAL THIS THE DAY OF A.D.,
PARCELS 2, 3, & 4
MB 56 PG 241
PARCEL TWO-R
MB 71 PG 47
340, 930f S.F.
7.629f AC.
STATE OF NORTH CAROLINA
COUNTY OF NEW HANOVER
I, , REVIEW OFFICER OF THE CITY OF WILMINGTON, CERTIFY
THAT THE MAP OR PLAT TO WHICH THIS CER71FICATION IS AFFIXED MEETS ALL
STATUTORY REQUIREMENTS FOR RECORDING.
DATE REVIEW OFFICER
DAVID M. EDWARDS, NC PLS # L-3901
GRAPHIC SCALE
100 0 50 100 200 400
( IN FEET )
1 inch = 100 ft.
A
AW
s
STEWART
2018 EASTWOOD RD, STE 207 / 208 FIRM LICENSE #: C-1051
WILMINGTON, NC 28403 www.stewartinc.com
T 910-796-0145 Project #: G23080
Vicinity Map:
NORTH RANDALL PKWY
NAD83(2011) �
m
WRIG �
HTSV/LLE AVE. a
m
Ci
olF9��FQy �Q SITE
cn y ���LF •
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0
0
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W �
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W �
W
W
Z U
SITE DATA TABLE.•
CURRENT OWNER(S) & ADDRESS(ES)
PAC HANOVER APARTMENTS LP
3520 PARK AVE
PID: R05517-001-003-000
DB 6544 PG 2895
MB 71 PG 47
PARCEL THREE-R
320, 680t SF
7.362t AC.
------------------------------------------
NEW MARKET-HANOVER LP
1303 INDEPENDENCE BLVD
PID: R05517-001-001-000
DB 6273 PG 391
MB 71 PG 47
PARCEL ONE-R
1, 050, 019t SF
24.1050t AC.
------------------------------------------
NEW MARKET-HANOVER, LP
1420 FLORAL PARKWAY
PID: R05517-001-010-000
DB 6273 PG 393, 395 & 398
PARCELS 2, 3, & 4
MB 56 PG 241
PARCEL TWO-R
MB 71 PG 47
340, 930t SF
7.629t AC.
Title: EXHIBIT B
TO THE NOTICE OF
BROWNFIELDS PROPERTY -
SURVEY PLAT
BROWNFIELDS PROJECT NAME:
HANOVER CENTER II
BROWNFIELDS PROJECT #:
24012-20-065
PROSPECTIVE DEVELOPER / OWNER:
XXXXXXXX
XXXXXXXXX
CITY & TOWNSHIP OF WILMINGTON
NEW HANOVER COUNTY, NC
DATE: 11 /22/2023
PREPARED FOR:
GEOSYNTEC CONSULTANTS OF NC, P.C.
314 WALNUT ST., STE. 200 - WILMINGTON, NC
Revisions:
No. Date Description
Seal: P
Q Q�
Go oe-
�J
C,i
Project number: G23080 Sheet:
Date: 11 /22/2023
Drawn by: KLL/DSL 1 O F 3
Approved by: DME
F

LAND USE RESTRICTIONS
NCGS 13OA-310.35(a) requires recordation of a Notice of Brownfields Property ("Notice') that identifies any restrictions on the current and future use of a Brownfields Property that are necessary or useful to maintain the
level of protection appropriate for the designated current or future use of the property and that are designated in a Brownfields Agreement pertaining to the property. This survey plat constitutes one of three exhibits to the
Notice pertaining to the Brownfields Property depicted on this plat and recorded at the New Hanover County Register of Deeds' office. The exhibits to the Notice are: the Brownfields Agreement for the subject property, which
is attached as Exhibit A to the Notice; a reduced version of this survey plat, which is attached as Exhibit B to the Notice; and a legal description for the subject property, which is attached as Exhibit C to the Notice. The
land use restrictions below have been excerpted verbatim from paragraph 12 of the Brownfields Agreement, and all paragraph letters/numbers are the same as those used in the Brownfields Agreement. The following Land Use
Restrictions are hereby imposed on the Brownfields Property and shall remain in force in perpetuity unless canceled by the Secretary of the North Carolina Department of Environmental Quality (or its successor in function), or
his/her designee, after the hazards have been eliminated, pursuant to NCGS § 13OA-310.35(e):
Land Uses
a. No use may be made of the Brownfields Property other than for high —density rental residential, retail, restaurant, food hall, office, health care facilities, health —related professional office, drop —in
childcare, recreation, veterinary clinics, parking, and subject to DEQ's prior written approval, other commercial uses including assisted living facility, senior care facility, childcare facility, and educational space. These land uses
and their definitions below apply solely for purposes of this agreement, and do not waive any local zoning, rule, regulation, or permit requirements:
i. "High —Density Rental Residential" is defined as for —rent —only permanent dwellings where residential units are attached to each other with common walls, such as apartments, group homes, dormitories
or boarding houses, and any property outside the dwelling structures is usable by all residents and not privately owned as part of a particular unit (e.g., privately —owned courtyards are prohibited), and may include related
amenities, such as pools, clubhouses, courtyards, common areas, recreation areas and parking garages. Single family homes, townhomes, duplexes or other units with yards are prohibited.
ii. `Retail" is defined as the sale of goods or services, products, or merchandise directly to the consumer or businesses and includes showrooms, personal service, banks, fitness centers, health clubs,
gymnasiums, post —secondary education tutoring services, open air markets, festivals, and the sales of food and beverage products, including from mobile establishments such as food trucks or other mobile venues that offer
goods and services.
iii. "Restaurant" is defined as a commercial business establishment that prepares and serves food and beverages, including alcoholic beverages under all applicable local, state, and federal regulations, to
patrons.
iv. `food Hall" is defined as an enclosed space that is used to transform ingredients into food or beverages for consumption, including the manufacture, sale and distribution of food and beverage products,
and includes shared or co —working space.
V. 'Office" is defined as a place where business or professional services are provided.
vi. `Health Care Facilities" is defined as a hospital, urgent care clinic, medical clinic (excluding veterinary), rehabilitation center, health maintenance organization (excluding a group home), which routinely
provides for the diagnostics, care, treatment of, and testing for physical or psychological injury or illness, or disability, and/or for the short—term boarding of patients.
vii. `Health —Related Professional Office" is defined as the location where medical or other health —related trained professional personnel provide medical, dental, or other health —related services to patients.
viii. `Drop —in childcare" is defined as short—term care for children that is excluded from the definition of childcare in subparagraph 12.xiv. below, and is provided while parents participate in activities that are
not employment related and where the parents are on the premises or otherwise easily accessible, or is that provided by an employer for its part—time employees under the conditions specified in NCGS §110-86(2)d and
§110-86(2)dl.
ix. `Recreation" is defined as indoor and outdoor exercise —related, physically focused, or leisure —related activities, whether active or passive, and the facilities for same, including, but not limited to, studios,
swimming or wading pools, splash pads, clubhouses, sports —related courts and fields, open space, greenways, parks, playgrounds, walking paths, picnic and public gathering areas, campgrounds, boat docks, and marinas.
X. `Parking" is defined as the temporary accommodation of motor vehicles in an area designed for same.
xi. "Commercial" is defined as an enterprise carried on for profit or nonprofit by the owner, lessee or licensee, with the exception of assisted living facility, senior car facility, childcare facility, and
educational space.
xii. "Assisted Living Facility" is defined in NCGS §131D-2.1 as "any group housing and services program for two or more unrelated adults, by whatever name it is called, that makes available, at a minimum,
one meal a day and housekeeping services and provides personal care services directly or through a formal written agreement with one or more licensed home care or hospice agencies." The definition in NCGS §131D-2.1 also
allows for nursing service exceptions on a case —by —case basis. Settings in which services are delivered may include self—contained apartment units or single or shared room units with private or area baths. For purposes of
this Agreement, townhomes, duplexes, or other units with private ownership of yards are prohibited.
xiii. "Senior Care Facility" is defined as assisted care, memory care, or skilled nursing facilities that house the elderly and which routinely provide for the diagnostics, care, treatment, and testing for physical
or psychological injury or illness, or disability, and for the overnight boarding of patients, either on a for —profit or not —for —profit status.
xiv. "Childcare" is defined as the care and supervision of children by adults in a non—profit or profit —based setting as defined in NCGS § 110-86(2).
xv. `Educational space" is defined as interior space operated by a privately or publicly —owned institution, facility, or enterprise that provides education to pre—school, elementary, and older students, including
tutoring services and session camps designed for school —age children.
xvi. 'Veterinary Clinic" is defined as a facility which routinely provides for the diagnostics, training, medical care and treatment of animals, including the provision for their overnight accommodation or
boarding, and may include kennels, outdoor pens, runs or enclosures.
Specific Prohibitions
b. The Brownfields Property may not be used for childcare facilities, adult care facilities such as assisted living and senior care facilities, or educational space without the prior written approval of DEQ. Such
approval shall be based on a vapor intrusion assessment of the then —current risk at the proposed location on the Brownfields Property. Such assessment shall be conducted in accordance with a DEQ Brownfields approved
work plan that is prepared in accordance with the documents listed in paragraph 9 above.
C. The Brownfields Property may not be used for dry cleaning or other operations using chlorinated or petroleum solvents.
d. No residential use of the Brownfields Property outside of the designated `Residential Development Area" as noted on the plat component of the Notice referenced in paragraph 16 below shall occur until
the then owner of the Brownfields Property conducts representative assessment to fill any DEQ—identified data gaps to the written satisfaction of DEQ in other areas of the Brownfields Property, pursuant to a plan(s)
approved in writing by DEQ. If DEQ believes the results of said assessment indicates site contaminants are present such that the resulting environmental risk such contamination poses is unacceptable, the then owner of the
Brownfields Property shall then mitigate such risk pursuant to a plan approved in writing by DEQ and to DEQ's satisfaction.
Environmental Management Plan
e. Physical redevelopment of the Brownfields Property may not occur other than in accordance, as determined by DEQ, with an Environmental Management Plan (`EMP') approved in writing by DEQ in
advance (and revised to DEQ's written satisfaction prior to each subsequent redevelopment phase) that is consistent with all the other land use restrictions and describes redevelopment activities at the Brownfields Property,
the timing of redevelopment phases, and addresses health, safety and environmental issues that may arise from use of the Brownfields Property during construction or redevelopment in any other form, including without
limitation:
i. demolition of existing buildings, if applicable;
ii. issues related to known or potential sources of contamination, including without limitation those resulting from contamination identified in paragraph 3 above;
iii. contingency plans for addressing, including without limitation the testing of soil and groundwater, newly discovered potential sources of environmental contamination (e.g., USTs, tanks, drums, septic drain
fields, oil —water separators, soil contamination); and
redevelopment.
iv. plans for the proper characterization and DEQ approval of both fill soil before import to the Brownfields Property and the disposition of all soil excavated from the Brownfields Property during
Redevelopment Summary Report
f. Within 90 days after each one—year anniversary of the effective date of this Agreement for as long as physical redevelopment of the Brownfields Property continues (except that the final deadline shall
fall 90 days after the conclusion of physical redevelopment), the then owner of the Brownfields Property shall provide DEQ a report subject to written DEQ approval on environment —related activities since the last report, with
a summary and drawings, that describes:
I. actions taken on the Brownfields Property in accordance with Section VI: Work to be Performed above;
ii. soil grading and cut and fill actions;
iii. methodologXies) employed for field screening, sampling and laboratory analysis of environmental media;
iv. stockpiling, containerizing, decontaminating, treating, handling, laboratory analysis and ultimate disposition of any soil, groundwater, or other materials suspected or confirmed to be contaminated with
regulated substances; and
V. removal of any contaminated soil, water, or other contaminated materials (for example, concrete, demolition debris) from the Brownfields Property (copies of all legally required manifests shall be
included).
Demolition Activities
g. Unless compliance with this Land Use Restriction is waived in writing in advance by DEQ in relation to particular buildings, demolition and/or renovation of any or all buildings on the Brownfields Property
depicted on the plat component of the Notice referenced in paragraph 16 below shall be in accordance with applicable legal requirements, including without limitation those related to lead and asbestos abatement that are
administered by the Health Hazards Control Unit within the Division of Public Health of the North Carolina Department of Health and Human Services.
Remediation Issues/Other Proaram Involvement
h. If any remedial obligations under DEQ's oversight are discontinued prior to completion to the satisfaction of DEQ, DEQ may require the then owner of the Brownfields Property to assess the risk
remaining to public health and the environment at or from the Brownfields Property. DEQ may also impose upon the then owner of the Brownfields Property additional land use restrictions or require the Brownfields Property
owner to conduct additional actions as necessary to prevent or mitigate unacceptable risks imposed by said discontinued remedial obligations in order to achieve the goals of this brownfields agreement as set forth in NCGS
§130A-310.32(2) to the written satisfaction of DEQ.
Groundwater
i. Groundwater at the Brownfields Property may not be used for any purpose without the prior written approval of DEQ along with any measures DEQ deems necessary to ensure that the Brownfields
Property will be suitable for the uses specified in subparagraph 12.a. above while fully protecting public health and the environment. Should groundwater be encountered or exposed during any activity on the Brownfields
Property, it shall be managed in accordance with the DEQ—approved EMP outlined in subparagraph 12.e. above, or a plan approved in writing in advance by DEQ.
Soil
j. No activity that disturbs soil on the Brownfields Property may occur unless and until DEQ states in writing, in advance of the proposed activity, that said activity may occur if carried out along with any
measures DEQ deems necessary to ensure the Brownfields Property will be suitable for the uses specified in subparagraph 12.a. above while fully protecting public health and the environment, except:
i. in connection with landscape planting to depths not exceeding 24 inches;
ii. mowing and pruning of above —ground vegetation;
iii. for repair of underground infrastructure, provided that DEQ shall be given written notice at least seven days in advance of a scheduled repair (if only by email) of any such repair, or in emergency
circumstances no later than the next business day, and that any related assessment and remedial measures required by DEQ shall be taken; and
iv. in connection to work conducted in accordance with a DEQ—approved Environmental Management Plan (EMP) as outlined in subparagraph 12.e. above.
k. No residential use of the Brownfields Property may occur until the then owner of the Brownfields Property conducts representative final grade soil sampling, pursuant to a plan approved in writing by
DEQ, of any area within the Brownfields Property, as said area is depicted on the plat component of the Notice of Brownfields Property described in paragraph 16 below, that is not covered by building foundations, sidewalks,
or asphaltic or concrete parking areas and driveways. The provisions of this subparagraph shall not be applicable in areas of the Brownfields Property that have not been, or will not be, disturbed or altered during
redevelopment activities.
I. Soil may not be removed from, or brought onto, the Brownfields Property without prior sampling and analysis to DEQ's satisfaction and the written approval of DEQ, unless conducted in accordance with
an approved EMP as outlined in subparagraph 12.e. above.
Vapor Intrusion
m. No enclosed building may be constructed on the Brownfields Property and no existing building, defined as those depicted on the plat component of the Notice of Brownfields Property referenced in
paragraph 16 below, may be occupied until DEQ determines in writing that:
i. the building is or would be protective of the building's users and public health from the risk of vapor intrusion based on site assessment data, or a site —specific risk assessment approved in writing
by DEQ; or
ii. a vapor intrusion mitigation system (VIMS) has been:
1. designed to mitigate the intrusion of subsurface vapors into building features in accordance with the most recent and applicable DWM Vapor Intrusion Guidance, Interstate
Technology & Regulatory Council (ITRC) guidance, and American National Standards Institute (ANSI)/American Association of Radon Scientists and Technologists (AARST) standards, and that a professional engineer licensed
in North Carolina, as evidenced by said engineer's professional seal, is satisfied that the design is fully protective of public health, and shall include a performance monitoring plan detailing methodologies and schedule, both
of which are subject to prior written DEQ approval; and
2. installed and an installation report is submitted for written DEQ
approval that includes as —built diagrams, photographs, and a description of the installation, with said engineer's professional seal confirming that the engineer is satisfied that the system was installed per the DEQ approved
design. If any deviations from the system design were necessary during installation, then the report shall include details on said deviations, as well as the engineer's seal certifying the VIMS, as installed, was installed in
such a manner so as to be fully protective of public health.
Property Access
n. Neither DEQ, nor any party conducting environmental assessment or remediation at the Brownfields Property at the direction of, or pursuant to a permit, order or agreement issued or entered into by
DEQ, may be denied access to the Brownfields 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
Brownfields Property.
Abandonment of Monitorina Wells
o. Within 60 days after the effective date of this Agreement or prior to land disturbance activities, whichever occurs first, Prospective Developer shall abandon all monitoring wells, injection wells, recovery
wells, piezometers and other man—made points of groundwater access at the Brownfields Property, except those wells required by Dry —Cleaning Solvent Cleanup Act (DSCA) Program (identified as monitoring wells MW6,
MW-7, MW-9, MW-8, MW-9, MW-10, and MW-11), in accordance with Subchapter 2C of Title 15A of the North Carolina Administrative Code, unless an alternate schedule is approved by DEQ. Within 30 days after doing so,
the Prospective Developer shall provide DEQ a report, setting forth the procedures and results.
Damage to Wells
p. Except for the work related to subparagraph 12.o. above, the owner of any portion of the Brownfields Property where any existing, or subsequently installed, DEQ—approved monitoring well is damaged
by the owner, its contractors, or its tenants, shall be responsible for repair of any such wells to DEQ's written satisfaction and within a time period acceptable to DEQ, unless compliance with this Land Use Restriction is
waived in writing by DEQ in advance.
Notifications noon Transfer
q. Any deed or other instrument conveying an interest in the Brownfields Property shall contain the following notice: `This property is subject to the Brownfields Agreement attached as Exhibit A to the
Notice of Brownfields Property recorded in the New Hanover County land records, Book ------, Page ---------- A copy of any such instrument shall be sent to the persons listed in Section XVII (Notices and
Submissions), though financial figures and other confidential information related to the conveyance may be redacted to the extent said redactions comply with the confidentiality and trade secret provisions of the North
Carolina Public Records Law. The owner conveying a leasehold interest may use the following mechanisms to comply with the obligations of this paragraph: (i) If every lease or rider is identical in form, the owner
conveying an interest may provide DEQ with a copy of a form lease or rider evidencing compliance with this subparagraph, in lieu of sending copies of actual, executed leases, to the persons listed in Section XVII (Notices
and Submissions); or (ii) The owner conveying an interest may provide abstracts of leases, rather than full copies of said leases, to the persons listed in Section XVII.
Separating Old from New Contamination
r. None of the contaminants known to be present in the environmental media at the Brownfields Property, as described in Exhibit 2 of this Agreement, and as modified by DEQ in writing if additional
contaminants in excess of applicable standards are discovered at the Brownfields Property, may be used or stored at the Brownfields Property without the prior written approval of DEQ, except:
i. in de minimis quantities for cleaning and other routine housekeeping and maintenance activities;
ii. as constituents of fuels, lubricants and oils in emergency generators, machinery, equipment and vehicles in on —board tanks integral to said equipment or in flammable liquid storage containers
totaling no more than 25 gallons;
iii. as constituents in products and materials customarily used and stored in high —density rental residential, retail, restaurant, food hall, office, health care facilities, health —related professional office,
drop —in childcare, recreation, veterinary clinics, parking, and subject to DEQ's prior written approval, other commercial uses including assisted living facility, senior care facility, childcare facility, and educational space
provided such products and materials are stored in original retail packaging and used and disposed of in accordance with applicable laws.
Land Use Restriction Update
S. During January of each year after the year in which the Notice referenced below in paragraph 16 is recorded, the owner of any part of the Brownfields Property as of January 1st of that year shall
submit a notarized Land Use Restrictions Update (`LURU") to DEQ, and to the chief public health and environmental officials of New Hanover County, certifying that, as of said January 1st, the Notice of Brownfields
Property containing these land use restrictions remains recorded at the New Hanover County Register of Deeds office and that the land use restrictions are being complied with. If the property is transferred, the grantor
shall submit a LURU (as outlined above) which covers the period of time they owned the property. The submitted LURU shall state the following:
i. the Brownfields Property address, and the name, mailing address, telephone number, and contact person's e—mail address of the owner, or board, association or approved entity, submitting the LURU
if said owner, or each of the owners on whose behalf a joint LURU is submitted, acquired any part of the Brownfields Property during the previous calendar year;
ii, the transferee's name, mailing address, telephone number, and contact person's e—mail address, if said owner, or each of the owners on whose behalf a joint LURU is submitted, transferred any part
of the Brownfields Property during the previous calendar year;
iii. whether any vapor intrusion mitigation systems installed pursuant to subparagraph 12.m. above are performing as designed, and whether the uses of the ground floors, including any tenant renovations,
of any buildings containing such vapor intrusion mitigation systems have changed, and, if so, how, and under which precautions so as not to interfere with the operation of said system.
t. A LURU submitted for rental units shall include enough of each lease entered into during the previous calendar year to demonstrate compliance with lessee notification requirements in paragraphs 17
and 18 of this agreement provided that if standard form leases are used in every instance, a copy of such standard form lease may be sent in lieu of copies of actual leases.
FOR PURPOSES OF N. C. G. S. § 13OA-310. 35
BRUCE NICHOLSON, CHIEF DATE
BROWNFIELDS REDEVELOPMENT SECTION
DIVISION OF WASTE MANAGEMENT
STATE OF NORTH CAROLINA
COUNTY OF WAKE
A
AW
STEWART
2018 EASTWOOD RD, STE 207 / 208 FIRM LICENSE #: C-1051
WILMINGTON, NC 28403 www.stewartinc.com
T 910-796-0145 Project #: G23080
Vicinity Map:
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CURRENT OWNER(S) & ADDRESS(ES)
PAC HANOVER APARTMENTS LP
3520 PARK AVE
PID: R05517-001-003-000
DB 6544 PG 2895
MB 71 PG 47
PARCEL THREE—R
320, 680t S F.
7.362t AC.
NEW MARKET—HANOVER LP
1303 INDEPENDENCE BL VD
PID: R05517-001-001-000
DB 6273 PG 391
MB 71 PG 47
PARCEL ONE—R
1, 050, 019t S F.
24.1050t AC.
------------------------------------------
NEW MARKET—HANOVER, LP
1420 FLORAL PARKWAY
PID: R05517-001-010-000
DB 6273 PG 393, 395 & 398
PARCELS 2, 3, & 4
MB 56 PG 241
PARCEL TWO—R
MB 71 PG 47
340, 930t S F.
7.629t AC.
Title: EXHIBIT B
TO THE NOTICE OF
BROWNFIELDS PROPERTY -
SURVEY PLAT
BROWNFIELDS PROJECT NAME:
HANOVER CENTER II
BROWNFIELDS PROJECT #:
24012-20-065
PROSPECTIVE DEVELOPER / OWNER:
XXXXXXXX
XXXXXXXXX
CITY & TOWNSHIP OF WILMINGTON
NEW HANOVER COUNTY, NC
DATE: 11 /22/2023
PREPARED FOR:
GEOSYNTEC CONSULTANTS OF NC, P.C.
314 WALNUT ST., STE. 200 - WILMINGTON, INC
Revisions:
No. Date Description
Seal: P
Q A�
�J
CP
Project number: G23080 Sheet:
Date: 11 /22/2023
Drawn by: KLL/DSL 2 O F 3
Approved by: DME

DA TA TABLES
GROUND WA TER
GROUNDWATER CONTAMINANTS IN MICROGRAMS PER LITER (THE EQUIVALENT OF PARTS PER BILLION), THE STANDARDS FOR
WHICH ARE CONTAINED IN TITLE 15A OF THE NORTH CAROLINA ADMINISTRATIVE CODE, SUBCHAPTER 2L (2L), RULE .0202,
(APRIL 1, 2022 VERSION):
Groundwater
Contaminant
Sample
Location 1,2•'
Date of
Sampling
Concentration
Exceeding
Standard 4
L
Standard
(µg/L)
Arsenic
BRS MW-4
10/ 16/2020
14
10
Z1-A
10/25/2019
10.9
Z4-D
10/25/2019
104
Z5-A
10/24/2019
30.2
Benzene
B-1
10/9/1991
1,900
1
B-2
10/9/1991
230
B-3
1/6/1992
85
B-4
1/6/1992
3.3
M W-7
11/8/2017
46
MW-9S
4/21/2013
82.8
DSCA GW-5
3/30/2017
5.7
Talbots TW-4
4/10/2017
7,080
Chromium total
Z1-A
10/25/2019
57.1
10
Z4-D
10/25/2019
137
Z5-A
10/24/2019
84.3
Z5-13
10/24/2019
38.3
Z6-D
10/24/2019
25.6
Z7-A
10/25/2019
45.7
Chloromethane
MW-11
11/8/2017
4.1
3
1,2 - Dibromoethane
B-1
10/9/1991
1,340
0.02
B-2
10/9/1991
25
Cis-1,2 -
Dichloroethylene
B-2
10/9/1992
970
70
B-4
1/6/1992
237
MW-1R
1/29/2019
72.5
MW-9D
7/2/2013
160
MW-81)
7/2/2013
430
DSCA MW-1
4/29/1993
1,780
DSCA MW-2
4/23/1993
118
Ethylbenzene
B-1
10/9/1991
4,200
600
Talbots TW-4
4/10/2017
2,770
-Iso ro ltoluene
BRS MW-3
10/16/2020
0.23J
NSE
Lead
Z1-A
10/25/2019
22.9
15
Z4-D
10/25/2019
56.4
Z5-A
10/24/2019
77.1
Z.5-B
10/24/2019
21.3
Methyl tert-butyl
ether MTBE)
B- l
10/9/1991
38
20
Naphthalene
Hardees GW-1
4/25/2017
7.0
6
MW-9S
4/21/2013
350
Sears TW-2
4/25/2017
E9
Sears TW-3
4/25/2017
30.7
n-Pro Ibenzene
MW-9S
7/2/2013
150
70
Tetrachloroethene
B-2
10/9/1991
1,410
0.7
DSCA GW-1
3/30/2017
3.2
DSCA GW-2
3/30/2017
34
DSCA GW-3
3/30/2017
4.3
DSCA GW-4
3/30/2017
4.3 J
Hardees GW-2
4/25/2017
25.4
DSCA MW-1
4/23/1993
44
MW-1R
1/29/2019
14.5
DSCA MW-2
4/23/1993
196
M W-5
11/8/2017
1.5
MW-6
11/8/2017
200
MW-7
11/8/2017
28
MW-8
11/8/2017
4.8
MW-8S
7/2/2013
0.71 J
MW-8D
7/2/2013
11 J
MW-9S
1/26/2011
2.3
MW-9D
10/27/2010
0.98
MW-10S
7/2/2013
7.1
Trichloroethylene
B-2
10/9/1991
233
3
B-4
1/6/1992
28.1
DSCA GW-1
3/30/2017
5.9
DSCA GW-2
3/30/2017
3.5
Hardees GW-2
4/25/2017
8.6
DSCA MW-1
4/23/1993
231
MW-1R
1/29/2019
163
DSCA MW-2
4/23/1993
41
MW-6
11/8/2017
16
MW-7
11/8/2017
8.6
MW-8
11/8/2017
3.8
MW-813
7/2/2013
1,100
Talbots TW-2
4/10/2017
19.3
Toluene
B-1
10/9/1991
79,000
70
Talbots TW-4
4/10/2017
43,000
Vinyl Chloride
B-4
1/6/1992
20.1
0.03
DSCA GW-5
3/30/2017
5.4
DSCA MW-1
4/23/1993
206
MW-1R
1/29/2019
3.7
MW-7
11/8/2017
0.42 J
Total Xylenes
B-1
10/9/1991
132,000
500
Talbots TW-4
4/10/2017
16,100
' Groundwater sample locations TW-1 through TW-4 share identical Sample IDs on both the Talbots and
Former Sears Auto Center parcels within the Brownfields Property. To distinguish between the sample
locations, they are identified as Talbots TW-series and Sears TW-series.
'Groundwater sample locations GW-1 & GW-2 share identical Sample IDs from a DSCA investigation at
the Former Modern Laundry Dry Cleaning parcel and the Hardees parcel within the Brownfields
Property. To distinguish between the sample locations, they are identified as DSCA GW-series and
Hardees GW-series.
'Groundwater sample locations MW-1 through MW-4 share identical Sample IDs from a DSCA
investigation at the Former Modem Laundry Dry Cleaning parcel and the Residential Redevelopment
within the Brownfields Property. To distinguish between the sample locations, they are identified as
DSCA MW-1 through MW-4 and BRS MW-1 through MW-4.
`'Data from the 1990s and April 2017 were gathered from summary tables in the Environmental Status
Report (ECS, September 9, 2019); analytical laboratory data packages were not readily available to
confirm these data. Therefore, these data are provided for documentation purposes.
J - estimated value between the method detection limit and the laboratory reporting limit.
NSE - No established screening level.
GROUNDWATER VAPOR INTRUSION RISK
GROUNDWATER CONTAMINANTS WITH POTENTIAL FOR VAPOR INTRUSION (0) IN MICROGRAMS PER LITER (THE EQUIVALENT OF
PARTS PER BILLION), THE VAPOR INTRUSION SCREENING LEVELS FOR WHICH ARE DERIVED FROM THE RESIDENTIAL VAPOR
INTRUSION SCREENING LEVELS OF THE DIVISION OF WASTE MANAGEMENT JULY 202J VERSION):
Groundwater
Contaminant with
Potential for Vapor
Intrusion
Sample
Location 2,3,4
Date of
Sampling
Concentration
Exceeding
Screenings
Level (µg/L)
Residential VI
Screening
Level'
(µg/L)
Benzene
B-1
10/9/1991
1,900
1.6
B-2
10/9/1991
230
B-3
1/6/1992
85
B-4
1/6/1992
3.3
DSCA GW-5
3/30/2017
5.7
MW-7
11/8/2017
46
MW-9S
4/21/2013
82.8
Talbots TW-4
4/10/2017
7,080
1,2-Dibromoethane
B-1
10/9/1991
1,340
0.18
B-2
10/9/1991
25
Cis-1,2-
Dichloroethene
B-2
10/9/1991
970
50
B-4
1/6/1992
237
DSCA MW-1
4/23/1993
1,780
DSCA MW-2
4/23/1993
118
MW-1R
1/29/2019
72.5
Ethylbenzene
B-1
10/9/1991
4,200
3
Talbots TW-4
4/10/2017
2,770
Naphthalene
Hardees GW-1
4/25/2017
7.0
4.6
MW-9S
4/21/2013
350
Sears TW-2
4/25/2017
6.9
Sears TW-3
4/25/2017
30.7
Tetrachloroethene
B-2
10/9/1991
1,410
12
DSCA GW-2
3/30/2017
34
Hardees GW-2
4/25/2017
25.4
DSCA MW-1
4/23/1993
44
MW-1R
1/29/2019
14.5
DSCA MW-2
4/23/1993
196
DSCA MW-4
6/28/1999
16
MW-6
11/18/2017
200
MW-7
11/8/2017
28
Toluene
B- I
10/9/1991
79,000
3.800
Talbots TW-4
4/10/2017
43,000
Trichloroethylene
DSCA GW-1
3/30/2017
5.9
1.0
DSCA GW-2
3/30/2017
3.5
DSCA GW-3
3/30/2017
1.6
B-2
10/9/1991
233
B-4
1/6/1992
28
Hardees GW-2
4/25/2017
8.6
DSCA MW-1
4/23/1993
231
M W -1 R
1/29/2019
163
DSCA MW-2
4/23/1993
41
MW-6
11/8/2017
16
MW-7
11/8/2017
8.6
MW-8
11/8/2017
3.8
MW-8S
7/3/2013
1.8
MW-81)
7/2/2013
1,100
MW-91)
7/2/2013
3.6
Talbots TW-2
4/10/2017
19.3
Vinyl Chloride
B-4
1/6/1992
20.1
0.15
DSCA GW-5
3/30/2017
5.4
DSCA MW-1
4/23/1993
206
MW-1R
1/29/2019
3.7
Xylenes
B-1
10/9/1991
132,000
77
Talbots TW-4
4/10/2017
16,100
' Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-5 lifetime incremental cancer risk.
2 Groundwater sample locations TW-1 through TW-4 share identical Sample IDs on both the Talbots and
Former Sears Auto Center parcels within the Brownfields Property. To distinguish between the sample
locations, they are identified as Talbots TW-series and Sears TW-series.
'Groundwater sample locations GW-1 & GW-2 share identical Sample IDs from a DSCA investigation at
the Former Modern Laundry Dry Cleaning parcel and the Hardees parcel within the Brownfields
Property. To distinguish between the sample locations, they are identified as DSCA GW-series and
Hardees GW-series.
4 Groundwater sample locations MW-1 through MW-4 share identical Sample IDs from a DSCA
investigation at the Former Modem Laundry Dry Cleaning parcel and the Residential Redevelopment
within the Brownfields property. To distinguish between the sample locations, they are identified as
DSCA MW-1 through MW-4 and BRS MW-1 through MW-4.
5 Data from the 1990s and April 2017 were gathered from summary tables in the Environmental Status
Report (ECS, September 9, 2019); analytical laboratory data packages were not readily available to
confirm these data. Therefore, these data are provided for documentation purposes.
SOIL
SOIL CONTAMINANTS IN MILLIGRAMS PER KILOGRAM (THE EQUIVALENT OF PARTS PER MILLION), THE SCREENING LEVELS FOR
WHICH ARE DERIVED FROM THE PRELIMINARY RESIDENTIAL HEALTH -BASED SOIL REMEDIATION GOALS OF THE INACTIVE
HAZARDOUS SITES BRANCH OF DEQ S SUPERFUND SECTION (JULY 2023 VERSION):
Soil
Contaminant
Sample 2
Location
Depth (ft}
p
Date of
Sampling
Concentration
Screening Exceeding
Level
m /lc)
Residential
Screening
Level
(mpg)
Arsenic
DSB-10-2-4
2-4
10/15/2020
2.5
0.68
Benzo(a) ene
Z2-C/Z2-Comp2
10/24/2019
0.118J
0.11
Benzo hJ rene
(g' )py
Z2-C/Z2-Comp
2
10/24/2019
0.1141
NSE
Z3-E/Z3-Comp2
10/24/2019
0.0648J
Chromium,
Hexavalent
DSB-01-4-6
4-6
10/15/2020
0.44J
0.31
DSB-02-2-4
2-4
10/15/2020
0.4J
DSB-02-4-6
4-6
10/15/2020
0.85
DUP-SB-01
4-6
10/15/2020
0.82
DSB-03-2-4
2-4
10/15/2020
0.59
DSB-03-4-6
4-6
10/15/2020
0.91
DSB-04-4-6
4-6
10/15/2020
0.72
DSB-05-2-4
2-4
10/15/2020
1.34
DSB-05-4-6
4-6
10/15/2020
1.07
DSB-06-2-4
2-4
10/15/2020
0.44J
DSB-06-4-6
4-6
10/15/2020
0.62
DSB-07-2-4
2-4
10/15/2020
0.77
DSB-07-4-6
4-6
10/15/2020
0.86
DSB-08-2-4
2-4
10/15/2020
0.58
DSB-08-4-6
4-6
10/15/2020
0.76
DSB-09-2-4
2-4
10/15/2020
0.94
DSB-09-4-6
4-6
10/15/2020
0.94
DSB-10-2-4
2-4
10/15/2020
0.55
DSB 10-4-6
4-6
10/15/2020
1.06
DSB-11-2-4
2-4
10/15/2020
0.79
DSB-11-4-6
4-6
10/15/2020
1.27
Z6-COMP-
201016
0-2
10/15/2020
0.77
Z1-A/Z1-Comp2
10/24/2019
2.6
Z2-C/Z2-Comp2
10/24/2019
1.5
Z3-E/Z3-Comp2
10/24/2019
1.3
Z4-D/Z4-Comp2
10/24/2019
0.81
Z5-B/Z5-Comp2
10/24/2019
1.7
Chromium,
Hexavalent
Z6-D/Z6-Comp2
10/24/2019
22.5
0.31
Z7-A/Z7-Comp
2
10/24/2019
1.0
-Iso ro ltoluene
Z7-A/Z7-Comp2
10/25/2019
7.55
NSE
Phenanthrene
Z2-C/Z2-Comp2
10/24/2019
0.0647 J
NSE
Z3-E/Z3-Comp2
10/24/2019
0.652 J
Z7-A/Z7-Comp2
10/25/2019
0.258
'Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
2 Samples labeled "Comp", "COMP", or "Composite" were collected as composite samples comprised of
multiple aliquots for semi -volatile organic compound (SVOC) and metals analyses. The corresponding
discrete sample location (sampled for VOCs) is depicted on the plat map.
J - Estimated value between the laboratory reporting limit and the method detection limit
NSE - No established screening level
SUB -SLAB VAPOR
SUB -SLAB VAPOR CONTAMINANTS IN MICROGRAMS PER CUBIC METER, THE SCREENING LEVELS FOR WHICH ARE DERIVED
FROM RESIDENTIAL VAPOR INTRUSION SCREENING LEVELS OF THE DIVISION OF WASTE MANAGEMENT (JULY 202J VERSION):
Concentration
Residential
Sub -Slab Vapor
Sample
Date of
Exceeding
Screening
Contaminant
Location
Sampling
Screening
Level'
Level /m)
m3)
Tetrachloroethylene
SGMP-1
11/9/2017
2,400
280
SGMP-2
11/9/2017
1,900
Trichloroeth lene
SGMP-2
11/9/2017
19
14
'Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
EXTERIOR SOIL GAS
EXTERIOR SOIL GAS CONTAMINANTS IN MICROGRAMS PER CUBIC METER, THE SCREENING LEVELS FOR WHICH ARE DERIVED
FROM RESIDENTAL VAPOR INTRUSION SCREENING LEVELS OF THE DIVISION OF WASTE MANAGEMENT (JULY 202J VERSION):
Exterior Soil Gas
Contaminant'
Sample
Location 2
Date of
Sampling
Concentration
Exceeding
Screening
Level rn)
Residential
Screening
Level,
/rn
Benzene
Hardees SG-1
4/10/2017
25
12
Hardees SG-3
4/10/2017
67
SG-2
11/14/2018
36.7
SG-3
11/14/2018
17.5
Talbots SG-2
4/10/2016
14
Ethylbenzene
Hardees SG-3
4/10/2017
810
37
4-Ethyltoluene
SG-3
11/14/2018
26.4
NSE
SG-2
11/14/2018
25.6
Tetrachloroeth lene
Talbots SG-1
4/10/2016
570
280
Trichloroeth lene
Talbots SG-1
4/10/2016
19
14
Vinyl Chloride
Hardees SG-3
4/10/2017
8.1
5.6
' Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
2 Exterior soil gas sample locations SG-1 & SG-2, collected on 4/10/2016 on the Talbots parcel, are
identified as Talbots SG -series to differentiate from Sample IDs SG-1 through SG-6 collected during an
11/14/2018 soil gas sampling event for The Shops at Hanover Center.
' Acetone was detected in every sub -slab sample collected; however, because acetone is a common
analytical laboratory introduced compound, the Soil Gas Screening Level (SGSL) for acetone is no longer
being published. The most recent Residential SGSL for acetone was 220,000 µg/m' and none of the
detected concentrations exceeded this level. Therefore, acetone data are not summarized on this table, but
remain available in the reports related to this property.
NSE - No screening level established
INDOOR AIR
INDOOR AIR CONTAMINANTS IN MICROGRAMS PER CUBIC METER, 7HE SCREENING LIMITS FOR WHICH ARE DERIVED FROM
RESIDEN7AL VAPOR INTRUSION SCREENING LEVELS OF THE DIVISION OF WASTE MANAGEMENT (JULY 202J VERSION):
Concentration
Indoor
Sample
Date of
Exceeding
Residential
Screening Level '
Air Contaminant'
Location
Sampling
Screening
Level ( m3
(µg/m3)
Benzene
IA-1
11/8/2017
0.744
0.36
IA-2
11/8/2017
0.983
etrachloroeth lene
IA-2
11/8/2017
26.7
8.2
richloroeth lene
IA-2
1 11/8/2017
1 0.563
1 0.42
' Screening limits displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
2 Indoor air samples have only been collected from the former Modern Cleaners building
�= , \A/A R T
2018 EASTWOOD RD, STE 2071208 FIRM LICENSE #: C-1051
WILMINGTON, NC 28403 www.stewartine.com
T 910-796-0145 Project #: G23080
Vicinity Map:
NRANDALL PKWY
NAD83(2011) �
m
WR/GHTSI�/LLE D
AVE m
SITE
0
0
W �
U
W �
W
W
Z V
SITE DATA TABLE
CURRENT OWNER(S) & ADDRESS(ES)
PAC HANOVER APARTMENTS LP
3520 PARK AVE
PID: R05517-001-003-000
DB 6544 PG 2895
MB 71 PG 47
PARCEL THREE-R
320, 680f S.F.
7.362t AC.
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NEW MARKET-HANOVER LP
1303 INDEPENDENCE BLVD
PID: R05517-001-001-000
DB 6273 PG 391
MB 71 PG 47
PARCEL ONE-R
1,050,019f S.F.
24.1050f AC.
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NEW MARKET-HANOVER, LP
1420 FLORAL PARKWAY
PID: R05517-001-010-000
DB 6273 PG 393, J95 & 398
PARCELS 2, 3, & 4
MB 56 PG 241
PARCEL TWO-R
MB 71 PG 47
340,930f S.F.
7.629t AC.
Title: EXHIBIT B
TO THE NOTICE OF
BROWNFIELDS PROPERTY -
SURVEY PLAT
BROWNFIELDS PROJECT NAME:
HANOVER CENTER II
BROWNFIELDS PROJECT #:
24012-20-065
PROSPECTIVE DEVELOPER / OWNER:
XXXXXXXX
XXXXXXXXX
CITY & TOWNSHIP OF WILMINGTON
NEW HANOVER COUNTY, NC
DATE: 11 /22/2023
PREPARED FOR:
GEOSYNTEC CONSULTANTS OF NC, P.C.
314 WALNUT ST., STE. 200 - WILMINGTON, NC
Revisions:
No. Date Description
Seal:
GO
Droject number: G23080 Sheet:
Date: 11 /22/2023
Drawn by: KLL/DSL 3 O F 3
Approved by: DME

Exhibit C
Legal Description
Brownfields Project Name: Hanover Center II
Brownfields Project Number: 24012-20-065
Being all of Parcel One-R (containing 24.11 acres), Parcel Two-R (containing 7.83 acres) and
Parcel Three-R (containing 7.36 acres) as shown on a map entitled "Map of Recombination
Hanover Center Azalea Plaza") as recorded in map book 71, page 47, New Hanover Registry.
Said property being previously described as all of Parcel One (containing 29.99 acres), Parcel
Two (containing 8.16 acres), Parcel Three (containing 0.57 acres) and Parcel Four (containing
0.58 acres) as shown on a map entitled "Map of Hanover Center Azalea Plaza" as recorded in
map book 56, page 241, New Hanover Registry.
24012-20-065/Hanover Center II/22Nov2023