20190044 Ver 2_Signed MBI_20191118

AGREEMENT TO ESTABLISH THE THOROUGHFARE SWAMP MITIGATION BANKING INSTRUMENT IN
THE NEUSE RIVER BASIN FOR RIPARIAN BUFFER AND NUTRIENT OFFSET MITIGATION CREDITS
PURSUANT TO THE NEUSE NUTRIENT MANAGEMENT STRATEGY
TABLE OF CONTENTS
I. PREAMBLE.......................................................................................................
II. LOCATION AND GEOGRAPHIC SERVICE AREA .......................................................
III. AUTHORITIES....................................................................................................
IV. ESTABLISHMENT OF BANK PARCEL.....................................................................
V. BANK PARCEL DEVELOPMENT PACKAGE.............................................................
VI. POST CONSTRUCTION DOCUMENTATION...........................................................
VII. CALCULATION OF MITIGATION CREDITS..............................................................
Vill. CREDIT RELEASE SCHEDULE................................................................................
IX. PROCEDURE FOR DEBITING AND CREDITING MITIGATION CREDITS ......................
X. BANK PARCEL CLOSURE.....................................................................................
XI. GENERAL PROVISIONS.......................................................................................
ATTACHMENTS
A - Division of Water Resources Authority Document
B - Rule Text 15A NCAC 02B .0240
C - Rule Text 15A NCAC 02B .0295 (Effective November 1, 2015)
D - Buffer Ledger Template
E - Nutrient Offset Ledger Template
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I. PREAMBLE
This Mitigation Banking Instrument ("Instrument") regarding the establishment, use, operation, and
maintenance of the Thoroughfare Swamp Nutrient Offset and Buffer Mitigation Bank Parcel ('Bank
Parcel") to provide Neuse Riparian Buffer mitigation credits ("Riparian Buffer Credits") and Neuse
Nutrient Strategy nutrient load reduction credit ("Nutrient Offset Credits") is made and entered into
by and among Wildlands Holdings III, LLC acting as the Bank Sponsor ("Sponsor") and the North
Carolina Department of Environmental Quality — Division of Water Resources ("DWR"). This
Instrument is in accordance with 15A NCAC 02B .0240 and the Consolidated Mitigation Rule 15A NCAC
026 .0295, which became effective on November 1, 2015 (Attachment D and E).
The purpose of the Bank is:
A. To restore, enhance and preserve riparian vegetation adjacent to streams and/or agricultural
ditches with the intent to improve water quality within the Neuse River Basin (8-digit HUC
03020201), excluding the Falls Lake Watershed.
B. To convert agricultural land uses within riparian areas adjacent to streams and/or agricultural
ditches into a dense, hardwood vegetated state with the intent to significantly reduce nutrient
loadings associated with agricultural practices into streams and ditches.
C. To provide mitigation and sell any resulting Riparian Buffer Credits and/or Nutrient Offset Credits
to third parties in the Neuse River Basin for development (both existing and proposed), or to
offset NPDES—permitted wastewater nutrient sources requiring such mitigation or offset.
II. LOCATION AND GEOGRAPHIC SERVICE AREA
A. The Geographic Service Area ("GSA") is the designated area wherein a Bank can reasonably be
expected to sell Riparian Buffer Credits and/or Nutrient Offset Credits for impacts due to
development activities.
The Bank Parcel is located within the Neuse River Basin in the State of North Carolina, United
States Geological Survey ("USGS") 8-digit Hydrologic Unit Code ("HUC') 03020201.
C. Sale or transfer of Riparian Buffer Credits shall be limited to the 8-digit HUC 03020201 in the
Neuse River Basin, excluding the Falls Lake Watershed, unless otherwise authorized by the DWR
or delegated local government in accordance with 15A NCAC 026 .0295.
D. Sale or transfer of Nutrient Offset Credits shall be limited to the 8-digit HUC 03020201 in the
Neuse River Basin, excluding the Falls Lake Watershed in accordance with 15A NCAC 02B .0240,
unless otherwise authorized by the DWR in accordance with Session Law 2019-86.
E. The Thoroughfare Swamp Bank Parcel is comprised of land in Wayne County, NC and is currently
used for row crops and forest land. The project is located at 35.23298° N and 78.24523° W.
III. AUTHORITIES
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A. The Bank will be used to provide Riparian Buffer Credit and/or Nutrient Offset Credit in
accordance with the requirements in the DWR Authority document referenced herein as
"Attachment A" and attached to this Instrument.
Projects eligible for utilization of the credits are those requiring authorization under the
requirements of Attachment A and any new approved North Carolina ("State") statutes and rules
for the Neuse Nutrient Sensitive Waters Management Strategy.
C. The selling of mitigation credits shall be consistent with approved State statutes and rules for the
Neuse Nutrient Sensitive Waters Management Strategy.
D. Mitigation activities proposed under this Instrument and corresponding Bank Parcel Development
Package (BPDP) to generate Riparian Buffer Credits and Nutrient Offset Credits shall be consistent
with State statutes and rules for the Neuse Nutrient Sensitive Waters Management Strategy that
are in place at the time a complete BPDP is submitted to DWR.
IV. ESTABLISHMENT OF BANK PARCEL
A. In accordance with 15A NCAC 02B .0295 and 15A NCAC 02B .0240, DWR has provided a "Site
Viability Letter" for the Bank Parcel proposed under this Instrument. The Site Viability Letter is
not an approval of the site to generate mitigation credits, but is a preliminary review of the Bank
Parcel that details and confirms existing land use conditions, defines the riparian sites
(Enhancement, Preservation, or Restoration), and identifies features (streams, ditches, ponds,
etc.) that meet general criteria to be suitable to generate mitigation credits. Table 1.0 below
outlines when a Site Viability Letter was issued by DWR for the mitigation site proposed under
this Instrument:
Table 1.0 — Site Viability Letter Details
Bank Parcel
NC DWR Site
Viability Letter Received
Viability Letter
Evaluation
Expiration Date
Thoroughfare
Swamp
February 12, 2019
April 3, 2019
April 3, 2021
B. A valid Site Viability Letter is required prior to submittal of each BPDP. Site Viability Letters will
either expire on the dates listed in the table above or upon submittal of an individual As -Built
Report to the DWR, whichever comes first. If a Site Viability Letter expires prior to submittal of a
complete BPDP as described in Section V to DWR, then the Sponsor must submit a formal request
to DWR for a new Site Viability Letter for that Bank Parcel.
C. The Bank Parcels proposed for inclusion under this Instrument shall require a BPDP be submitted
to, and approved, by the DWR prior to use of the individual Bank Parcel for mitigation purposes
or the sale or transfer of any associated credits. The contents of BPDP are provided in Section V.
D. The BPDP submitted under this instrument will be placed on public notice and made available for
public commenting for 15 calendar days.
E. The Bank Parcel is intended to provided Neuse Riparian Buffer Mitigation as follows:

1. Planting hardwood trees and shrubs on a Restoration Site as defined in 15A NCAC 02B
.0295 (b) adjacent to streams.
2. Planting hardwood trees and shrubs on a Restoration Site as defined in 15A NCAC 02B
0295 (b) adjacent to ephemeral channels.
3. Maintaining a Preservation Site as defined in 15A NCAC 02B .0295(b) by placing a
conservation easement around riparian areas adjacent to streams.
F. Nutrient Offset Credit may be achieved on the Bank Parcel through restoration of the riparian
areas where agriculture was determined by DWR to be the predominant land use. The width of
the restoration area begins at the most landward limit of the top of bank or the rooted herbaceous
vegetation and extends landward a minimum of 50 feet and a maximum of 200 feet on all sides
of the surface waters.
G. The Bank Parcel is expected to provide Nutrient Offset Credits in accordance with 15A NCAC 02B
.0240 and are expected to provide Nutrient Offset Credit as follows:
1. Converting agricultural land uses within riparian areas to non-agricultural land uses.
2. Planting hardwood trees and shrubs on a Restoration Site as defined in 15A NCAC 02B
.0295 (b) adjacent to streams where agriculture has been determined by DWR to be the
predominant land use.
3. Planting hardwood trees and shrubs on a Restoration Site as defined in 15A NCAC 02B
0295 (b) adjacent to ephemeral channels where agriculture has been determined by
DWR to be the predominant land use.
V. BANK PARCEL DEVELOPMENT PACKAGE
A. The Bank Parcel Development Package (BPDP) submitted under this Instrument shall be
submitted to DWR for review and must be approved by DWR prior to any construction on the
Bank Parcel. The BPDP must describe any changes that have occurred to the site between the
date of the Site Viability Letter and the date the BPDP is submitted to DWR. The BPDP shall include
detailed information consistent with the sections below concerning; 1) site location (8-digit HUC
is required); 2) existing conditions with current photos; 3) proposed buffer mitigation and nutrient
offset activities including a detailed vegetation plan; 4) monitoring and maintenance plans; 5)
financial assurances; 6) associated buffer mitigation/nutrient credit calculations, which shall
include credit generation, service area, and accounting as appropriate for each regulatory
authority; 7) stream buffer determination letter from DWR; 8) Site Viability Letter from DWR; and
9) service area figure for each mitigation type.
B. The Sponsor will obtain all applicable federal, state and local documentation, permits, or
authorizations needed to construct and maintain the Bank Parcel. This Instrument does not
qualify as, or substitute for, such documentation, permit, or authorization.
C. Any restoration and/or enhancement activities or proposed construction within the riparian
buffers and other riparian areas on the Bank Parcel to produce Riparian Buffer Credit and/or
Nutrient Offset Credit must be approved by DWR in writing prior to implementation. The failure
of the Sponsor to comply with this requirement may result in a revised or reduced credit release
schedule for that specific Bank Parcels.
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D. Requests for deviation from the approved BPDP must be submitted to DWR in writing. Written
approval from the DWR must be received prior to implementing any deviation from the approved
BPDP.
Property Disposition & Long -Term Management
E. Prior to the release of any credits, the Sponsor shall record permanent conservation easements
at the Wayne County Register of Deed's office that is sufficient to ensure protection, operation,
and maintenance of restored riparian buffers and other riparian areas for the duration specified
in the approved BPDP.
F. The form of the conservation easement shall be consistent with the standards employed by the
State of North Carolina in the protection of restored riparian buffers and riparian areas and shall
be approved by the DWR prior to the release of any credits.
G. The Sponsor shall not grant additional easements, right of ways, or any other property interest in
or to the project areas, without prior approval from the DWR.
H. The Sponsor agrees to transfer or assign the conservation easement and its interests in perpetuity
to a qualified holder under NC General Statute ("GS") 121-34 et seq. and 170(h) of the Internal
Revenue Code prior to the submittal of the Year 4 Monitoring Report. The holder shall be a land
trust or stewardship program that will hold and enforce the conservation easement and the
interests in perpetuity. The Sponsor shall choose a land trust or stewardship program that is
accredited by the Land Trust Accreditation Commission and/or has been approved by DWR prior
to the end of the fourth year monitoring period. A land trust must be certified under 501(c)(3) of
the Internal Revenue Code.
I. In the event the Sponsor is also the owner of the underlying fee interest in the property the
conveyance of the conservation easement to a land trust or stewardship fund must be arranged
at the outset of the approved BPDP.
Financial Assurances
Following approval of the BPDP, the Sponsor shall provide Performance/Maintenance Bonds from
a surety company that is rated no less than an "A-" as rated by A.M. Best, to construct the sites
according to the approved BPDP. It is the Sponsors responsibility to confirm that the surety
company is rated no less than an "A-" with each annual bond renewal.
K. The amount of the Performance Bond shall be 100% of the estimated cost for implementation of
the mitigation activities of the Bank Parcel as described in the approved BPDP. No bond shall be
less than $150,000.00 to cover construction costs.
L. Alternatively, in lieu of posting a Performance Bond, the Sponsor may elect to construct the
project prior to the first credit release.
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M. Once DWR has released all credits for completion of all the items listed below, then the Bank
Sponsor will be released from its performance obligations under the performance bond required
in Item J and K of this section:
1. Instrument and BPDP Approved by DWR, Conservation Easement Recorded, Financial
Assurance Posted;
2. Mitigation Site Earthwork and Planting and Installation of Monitoring Devices Completed;
3. As -Built Report as described in Section VI has been received by DWR; and
4. DWR has submitted a written approval of the As -Built Report
N. To comply with this section, DWR must be the Obligee on all performance bonds.
VI. POST CONSTRUCTION DOCUMENTATION
As -Built Report
A. The Sponsor agrees to perform all necessary work, in accordance with the provisions of this
Instrument and corresponding BPDPs, to establish, maintain, and monitor Neuse Riparian Buffers
or other riparian areas until Items B (1) and (2) of Section X have been satisfied.
B. The Sponsor will submit an as -built plan and report for the Bank Parcel within 30 calendar days
after completing the establishment of the buffer mitigation and nutrient offset areas . Each As -
Built report will describe any deviation from the approved BPDP and will document the following:
1. Buffer restoration and enhancement planting details, confirmation of fence installation
(where applicable), invasive species control, monitoring device locations, vegetation plot
locations, and photo point locations.
2. Boundary Survey of the conservation easement area, signed and sealed by a licensed
surveyor, including an inventory of the final mitigation areas for Riparian Buffer Credits
and Nutrient Offset Credits in both square feet and acres.
3. As -built map of the mitigation area showing where riparian restoration, enhancement
and preservation were performed and any deviations to the Bank Parcel from what was
approved in the BPDP.
4. Aerial map of the mitigation that was included in the approved BPDP.
Financial Assurance
C. After completion of the restoration/construction on the Bank Parcel, a separate Performance/
Maintenance Bond will be secured for 100% of the estimated cost to implement the monitoring
and maintenance plan as described in the approved BPDP and As -Built Report. The Bond must be
from a surety company that is rated no less than an "A-' as rated by A.M. Best, and it is the
Sponsor's responsibility to confirm the surety company is still rated no less than an "A-" with each
annual bond renewals.
N.

D. A Performance/Maintenance Bond shall be secured each year for a minimum of five years, and
until DWR has released all mitigation credits to the Bank Sponsor. Upon DWR approval, the bond
may be lowered each year based on the adjusted cost to complete the monitoring. No bond shall
be less than $100,000 to cover monitoring and maintenance costs.
E. Once DWR has released 100% of all credits for completion of all Bank Parcel milestones described
in Table 2 of Sbction VIII and in the corresponding BPDP, the Bank Sponsor will be released from
its performance obligations under the performance bond required in C and D in this section.
F. To comply with this section, DWR must be the Obligee on all performance bonds.
Monitoring and Maintenance Reports
G. The Sponsor shall monitor the Bank Parcel as described in the BPDP until such time as DWR
determines that the performance standards described below have been met. The monitoring
period shall be a minimum of five consecutive years.
H. Performance Standards for Vegetation: Native hardwood trees or native hardwood tree and shrub
species should be planted at a density sufficient to provide 260 stems per acre after five years. A
minimum of four (4) native hardwood trees or four (4) native hardwood tree and shrub species
must be planted. No one species shall be greater than 50% of the planted stems. A list of species
for planting will be detailed in the BPDP for approval. Native hardwood tree volunteer species
may be included to meet performance standards as determined by the DWR.
I. A "stem" means a woody seedling, sapling, shrub or tree, no less than 10 centimeters in height.
J. If the performance standards of the vegetation are not met, supplemental plantings may be
required. Supplemental plantings will be utilized until the required densities have been achieved
and maintained for five years. Bank Parcel maintenance, such as ensuring diffused flow, managing
invasive species, and pest control will be included in the BPDP.
Monitoring Reports for Riparian Buffer Credit or Nutrient Offset Credit
K. Reporting criteria of the vegetation shall be based on the Carolina Vegetation Survey (CVS) - EEP
Protocol for Recording Vegetation Level 2 Plot Sampling only version 4.0 or any updated versions
of this protocol in place at the date of acceptance of the BPDP. The Sponsor shall submit to the
DWR an annual monitoring report no later than December 31 of each year for a minimum of five
consecutive years after the first full growing season. This report will describe the conditions of the
Bank Parcel, including an evaluation of the performance standards of the vegetation contained
within the approved BPDP. Reports shall contain the following:
1. A U.S. Geological Survey map showing location of the Bank Parcel;
2. A detailed narrative with supporting photos summarizing the condition of the Bank Parcel
along with any maintenance or remediation performed that year; and
3. A map, survey, or other figures showing locations of sampling plots, permanent photo
points, and location of transects, Etc.; and
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4. Monitoring data, including specific vegetation counts showing that the trees or tree and
shrub species planted are meeting performance standards and updated photographs; and
S. A copy of the most recent Bank credit/debit lodgers; and
6. Corresponding verification letters from designated local governments upon request; and
7. Corresponding Mitigation Transfer Certificates upon request; and
8. Proof of performance bond renewal to cover the next monitoring year (when applicable).
Contingency Plans/Remedial Actions
L. In the event a Bank Parcel fails to achieve the performance criteria described in this Instrument
and in the approved BPDP, the Bank Sponsor shall develop necessary contingency plans in
coordination with the DWR and implement appropriate remedial actions for the Bank Parcels and
the Bank. Depending on the degree of remedial actions required, the DWR may modify the
monitoring period.
VII. CALCULATION OF MITIGATION CREDITS
Riparian Buffer Credits
A. All Riparian Buffer Credits shall be determined based on the ratios and percentages provided in
15A NCAC 026 .0295 (m) and (n).
B. Riparian buffer restoration on the Bank Parcel, as described in 15A NCAC 02B .0295(n) and (o),
and defined n 15A NCAC 02B .0295 (b) that is performed on agriculture lands within the Bank
Parcel, may be used for either Riparian Buffer Credit or Nutrient Offset Credit, but not both.
C. Riparian buffer preservation on the Bank Parcel, as described in 15A NCAC 02B .0295(o) and
defined in 15A NCAC 02B .0295(b) can only be used for Riparian Buffer Credit.
D. Riparian Buffer Credit is defined as one (1) buffer credit per one square foot or 43,560 buffer
credits per one acre.
Nutrient Offset Credits
E. The acreage of Nutrient Offset Credits on the Bank Parcel is determined by applying the applicable
ratio as provide in 15A NCAC 02B .0295(m) for a Restoration Site. All riparian areas proposed for
Nutrient Offset Credits must be a minimum of 50 feet from the top of the stream or ditch banks
on land noted in a Site Viability Letter as agriculture.
F. Nutrient Offset Credits cannot be achieved through the preservation activities performed on this
Bank Parcel.
G. Nutrient Abatement of Restored Riparian Area/Buffers on agricultural land: The Sponsor and
DWR agree:
1. The pounds of nitrogen offset per acre of restored riparian areas/buffers shall be 2,273.02
pounds per acre.
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H. The Sponsor and DWR agree that methodology and calculations for determining nitrogen
reduction, associated with restoration of riparian areas as described in Section IV of this
Instrument, shall be fixed as part of the approval of this Instrument, with the fixed amount not
changing during the Bank Parcel Development or credit release schedule for the Bank Parcel
unless the viability letter for that Bank Parcel has expired.
This space left blank intentionally, do not add text to this space.
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Vill. CREDIT RELEASE SCHEDULE
A. Upon submittal of all appropriate documentation by the Sponsor, and subsequent approval by
DWR, it is agreed that the mitigation credits associated with each individual Bank Parcel will
become available for sale to a third party in accordance with Credit Release Schedule below in
Table 2.0
Table 2.0 - Credit Release Schedule for Riparian Buffer and Nutrient Offset Credits
% Credit
Available for
Task
Project Milestone
Sale
1
Instrument and BPDP Approved by DWR, Conservation Easement
Recorded* and Financial Assurance Posted
20
Mitigation Site Earthwork, Planting and Installation of Monitoring Devices
2
Completed
20
3
Monitoring Financial Assurance Posted and Approval of As -Built Report
10
Monitoring Report #1: Approved by the DWR** & financial assurance
4
renewed
10
Monitoring Report #2: Approved by the DWR** & financial assurance
5
renewed
10
6
Monitoring Report #3: Approved by the DWR** & financial assurance
renewed
10
Item B(1) of Section X in this Instrument has been completed and
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approved by DWR
5
No remaining credits will be released until the conservation easement has
been assigned to an approved land trust or stewardship
Monitoring Report #4: Approved by the DWR** & financial assurance
8
renewed
5
Monitoring Report #5: Approved by the DWR** and final site visit by DWR
9
has been conducted
10
Total
100%
* For specification, please see Section V in this Instrument
** DWR Approval provided upon a determination that the site is meeting success criteria
contained within the approved BPDP
DWR may modify Credit Release Schedules based on the information submitted or the order in
which required information is received. DWR will notify the Sponsor of any modification to the
credit release schedule.
C. DWR may consider a Credit Release Schedule for a Bank Parcel based on the extent of change
between current onsite conditions and proposed post construction conditions.
IX. PROCEDURE FOR DEBITING AND CREDITING MITIGATION CREDITS
Credit Ledeers
A. The Bank Sponsor shall maintain one credit ledger for each mitigation type for each Bank Parcel
under this Instrument: Credit ledgers shall provide the accounting for Riparian Buffer Credits in
square feet and acres and Nutrient Offset Credits in pounds and acres.
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B. Each credit ledger shall be submitted on a separate 8 Y2 in. x 11in. spreadsheet with legible font
style and font size. All ledgers shall be submitted using the templates provided in Attachment D
and E of this Instrument or any updated versions to these templates as provided by DWR.
Credit Processing
C. Riparian Buffer Credits generated on this Bank Parcel will be used to mitigate for authorized
riparian buffer impacts within the 03020201 HUC of the Neuse River Basin, except the Falls Lake
Watershed, according to 15A NCAC 02B .0295 (g).
D. Nutrient Offset Credits generated on this Bank Parcel will be used to offset nitrogen nutrient loads
within the 03020201 HUC of the Neuse River Basin, excluding the Falls Lake Watershed, in
accordance with 15A NCAC 02B .0240.
E. Available Riparian Buffer Credits(credits that have been released by DWR but not sold by the
Sponsor) that meet criteria for nutrient offset credits as outlined in Section VII of this Instrument,
the Site Viability Letter and the corresponding BPDP can be converted and transferred from
Riparian Buffer Credits to Nutrient Offset Credits upon written approval from DWR. Once a credit
has been converted to another credit type, the transaction is permanent and the credit cannot be
converted again.
Available Nutrient Offset Credits (credits that have been released by DWR but not sold by the
Sponsor) that are generated within 0-100' from top of banks and meet criteria for riparian buffer
credits as outlined in Section VII of this Instrument, the Site Viability Letter, 15A NCAC 02B .0295
and the corresponding BPDP can be converted from Nutrient Offset Credits to Riparian Buffer
Credits upon written approval from DWR. Once a credit has been converted to another credit
type, the transaction is permanent and the credit cannot be converted again.
G. The Bank Sponsor shall obtain verification of nutrient offset need from a designated local
government in the 03020201 HUC of the Neuse River Basin outside of the Falls Watershed, or
from DWR through an approved NPDES permit for wastewater nutrient sources, prior to
debiting Nutrient Offset Credits from the Bank Parcel.
H. The Bank Sponsor shall obtain verification of buffer mitigation required from the delegated local
government in the 03020201 HUC of the Neuse River Basin outside of the Falls Watershed or DWR
prior to debiting Riparian Buffer Credits from the Bank Parcel.
All credit and debit transactions for each Bank Parcel under this Instrument shall be accurately
depicted in the credit ledgers. The Sponsor shall submit accurate and up-to-date credit ledgers
for each Bank Parcel by the loth of each month. At a minimum and only upon request, DWR shall
receive a hard copy of updated credit ledgers along with corresponding Mitigation Credit Transfer
Certificates and all corresponding letters from the designated local governments or DWR where
applicable once a year. Notification of all credit sales shall be provided to DWR until all credits
that have been released have been sold.
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Mitigation Credit Transfer Certificates
J. All credit sales will include a Mitigation Credit Transfer Certificate ("Certificate") that is required
to be provided to the buyer of Riparian Buffer and/or Nutrient Offset Credits, that will include, at
a minimum, the following information;
1. Bank Details: (1) Sponsor Name, (2) Bank Parcel name as it appears in this Instrument and,
(3) DWR project number for the BPDP.
2. Credit Details: (1) date of receipt, (2) identify if full or partial payment, and (3- when
applicable) amount of nitrogen credits purchased in pounds and confirmation from the
designated local governments of the amount required, and (4-when applicable) the
amount of Riparian Buffer Credits purchased in square feet and the confirmation from
DWR or the local government of the amount required.
3. Permitted Project Details: (1) project name as it appears on DWR or local government
permits and/or certifications, (2) 8-digit HUC, (3) river basin, (4) nutrient strategy
applicable to the project with impacts, (5 —when applicable) designated local government
requiring Nutrient Offset Credits, and/or (6) DWR authorization number or delegated
local government requiring Riparian Butter Credits for this project.
K. If the DWR determines the Bank is operating at a deficit (e.g. the Sponsor is closing on sales and/or
transferring credit that is not available), or the Bank is selling credits out of compliance with
statutes, rules or this Agreement, the sale/transfer of credits will immediately cease, and the
DWR, in consultation with the Sponsor, will determine what remedial actions are necessary.
X. BANK PARCEL CLOSURE
A. Bank Parcel Closure shall be identified as the event when the Sponsor is relieved of all its
responsibilities to the Bank Parcel and there are no Riparian Buffer Credits or Nutrient Offset
Credits left to sell.
B. Bank Parcel Closure shall commence only after all the following events have occurred;
1. Transfer or assign the conservation easement and all its interests, in perpetuity, to a land
trust or stewardship program as described in Section V of this instrument.
2. All five years of monitoring completed and all monitoring reports submitted and approved
by DWR.
3. All credits have been released and debited and updated ledgers showing zero credit
balances have been submitted and approved by DWR.
XI. GENERAL PROVISIONS
A. Upon the presentation of proper credentials, and during normal business hours, the Sponsor and
the landowner shall grant permission to the Director of DWR, or an authorized representative of
the Director of DWR to enter the property containing the Bank Parcel(s).
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B. Amendments: This Banking Instrument may be amended or modified only with written approval
of all signatory parties, including the USACE if it is applicable to the amendment.
C. Any transfer of the Sponsor's rights or obligations outlined in this Instrument or any other
agreement referenced in this Instrument to a third party must be approved by DWR prior to the
transfer.
D. Force Majeure: After 100% of all the credits have been released in accordance with the credit
release schedule in Section VIII and confirmation has been received by the DWR that the
Conservation Easement has been successfully assigned in compliance with Item H of Section V,
the Sponsor will not be responsible for Bank failure that is attributed to natural catastrophes
including but not limited to flood, drought, disease, regional pest infestation, etc. that are beyond
the control of the Sponsor.
E. However, if an event occurs before 100% of all the credits have been released in accordance with
the credit release schedule in Section Vlll, the Sponsor shall take remedial action to restore the
property to its condition prior to the event, in a manner sufficient to provide adequate mitigation
to cover credits that were sold prior to the occurrence of the event. Such remedial action shall be
taken by the Sponsor only to the extent necessary and appropriate, as determined by DWR and
the Sponsor.
DWR must concur in writing that a force majeure event has occurred for this provision to apply.
Oversight: Actions taken by DWR may include, but are not limited to, the following:
1. Site visits,
2. Issuance of Site Viability Letters,
3. BPDP review and approval of items listed in Section V of this Instrument,
4. As -Built report review and approval of items listed in Section VI of this Instrument,
5. Monitoring Report review and approval of items listen in Section VI of this Instrument,
6. Credit Ledger review and approval of items listen in Section IX of this Instrument,
7. Certificate review of items listed in Section IX of this Instrument and cross analysis to
credit ledgers and,
8. Information requests, file reviews and audits.
Reports, ledgers, files and other information shall be made available to DWR upon request, unless
otherwise specified in this or any other document.
G. Validity of this Instrument: This Instrument will become valid on the date of the last party's
signature.
H. Specific Language of this Instrument Shall Be Controlling: To the extent that specific language in
this document changes, modifies, or deletes terms and conditions contained in those documents
that are incorporated into the Instrument by reference, and that are not legally binding, the
specific language within the Instrument shall be controlling.
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Any disputes over decisions regarding this Instrument, shall be referred to the Director of DWR
for a decision. The Director's decision is subject to review as provided in Articles 3 and 4 of G.S.
150B.
J. This Agreement shall be binding upon the parties and is entered into knowingly, intelligently and
voluntarily.
K. Notices: All Notices and other communication which may be or are required to be given or made
by any party to the other shall be in writing and shall be deemed to have been properly given and
received on the date delivered in person, received via email with a delivery receipt requested, or
deposited in the United States mail, registered or certified, return receipt requested, to the
addresses set out below or at such other addresses as specified by written notice delivered in
accordance herewith.
If to Bank Sponsor: 1430 South Mint Street, Suite 104
Charlotte, NC 28203
Attn: Shawn Wilkerson
If to DWR: NC Division of Water Resources — 401 & Buffer Permitting Branch
Attn: Nutrient Offset Banking Coordinator
1617 Mail Service Center
Raleigh, NC 27699-1617
L. Applicable Law: This Agreement shall be construed under the laws of the State of North Carolina.
Wildlands Holdings III, LLC
By: awn Wilkerson (Print)
(Signature)
Title: 1 ' t f1NV" e✓
Date: 10 0
NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY -DIVISION OF WATER RESOURCES
By: Lihd�. C��nt,T r (Print)
(Signature)
Title: i y�e { �o,•
Date:
14

Updated
Nutrient Offset Program & Buffer Mitigation Program 10/28/2019
Authorities for MBI
ATTACHMENT A
Authorities pertaining to the Thoroughfare Mitigation Banking Instrument
All Basins
General Statutes:
G.S. §143-214.11 Ecosystem Enhancement Program
G.S. §143-214.26 Nutrient Offset Credits
G.S. § 143-214.20-24 Riparian Buffer Protection Program
G.S. § 143-214.7 Stormwater runoff rules and programs
G.S. §143-215.8B Basinwide Water Quality Management Plans
Session Laws
S.L. 2015-246
S.L. 2015-149
S.L.2014-90
S.L.2014-120
S.L.2013-413
S.L.2013-121
S.L.2013-265
S.L. 2012-200 (Amendment to G.S. §143-214.23 and G.S. §143-215.1)
S.L. 2011-343 (Amendment to G.S. §143-214.11)
S.L. 2009- 337 (Amendment to G.S. §143-214.11)
Administrative Rules:
15A NCAC 02B .0202 Definitions
15A NCAC 02B .0223 Nutrient Sensitive Waters
15A NCAC 02B .0237 Best Management Practice Cost -Effectiveness Rate
15A NCAC 02B .0240 Nutrient Offset Payments
15A NCAC 02B .0295 Mitigation Program Requirements for Protection and Maintenance of Riparian Buffers
Neuse River Basin Buffer and Neuse Nutrient Strategy
Session Laws
S.L. 2019-86
S.L. 2011-394
S.L. 1998-221 (Part I)
S.L. 1995-572
Administrative Rules:
15A NCAC 02B .0232 Basin Nutrient Reduction Goal
15A NCAC 02B .0233 Protection and Maintenance of Existing Riparian Buffers
15A NCAC 02B .0235 Basinwide Stormwater Requirements
15A NCAC 02B .0236 Agricultural Nitrogen Loading Reduction
15A NCAC 02B .0238 Agricultural Nitrogen Reduction Strategy
15A NCAC 02B .0239 Nutrient Management
15A NCAC 02B .0241 Delegation of Authority for the Protection and Maintenance of Existing Riparian Buffers