Loading...
HomeMy WebLinkAboutNCGNE0449_COMPLETE FILE - HISTORICAL_20150805STORMWATER DIVISION CODING SHEET NCG PERMITS PERMIT NO. NCGNE Nq �j 1 DOC TYPE ❑HISTORICAL FILE DOC DATE YYYVMMDD NCDENR North Carolina Department of Environment and Natural Resources Pat McCrory Governor Mr. Michael Szteliga Suddekor, LLC 240 Bowles Road Agawam, MA 01001 Dear Mr. Szteliga: Donald R. van der Vaart Secretary January 28, 2015 Subject: Name/Ownership Change -Request - -: -- No Exposure Certification NCGNE0449 Suddekor, LLC Formerly Biscoe Paper, 'LLC Montgomery County , AUG 2015 The Division has reviewed your submittal of the permit name/ownership change form for the subject No -Exposure Certification, which we received on December 19, 2014. Division personnel have reviewed and approved your request to transfer the exclusion from NPDES stormwater permitting requirements. Please note that by our original acceptance of the No -Exposure Certification and by our approval of your request to transfer it, you are obligated to maintain no -exposure -conditions at your facility. If conditions change such that your facility can no longer qualify for the no - exposure exclusion, you are obligated to immediately obtain NPDES permit coverage for your stormwater discharge. Otherwise, the discharge becomes subject to enforcement as an un- permitted discharge. ' Annual re -certification is required, and we have enclosed one blank Annual No Exposure Exclusion Self Re -Certification form for your use. Your certification of no exposure does not affect your facility's legal requirements to obtain environmental permits that may be required under other federal, state, or local regulations or ordinances. Division of Energy, Mineral, and Land Resources Energy Section • Geological Survey Section • Land Quality Section 1612 Mail Service Center, Raleigh, North Carolina 27699-1612.919-707-9200 I FAX: 919-715-8801 512 North Salisbury Street, Raleigh, North Carolina 27604 • Internet: flap:/lportal.ncdenr.x_g1webllrl An Equal Opportunity l Affirmative Action Employer — 50% Recycled 110% Post Consumer Paper If you have any questions or need further information, please contact the Stormwater Permitting Program at (919) 807-6300. Sincerely, for Tracy E. Davis, P.E., CPM, Director Division of Energy, Mineral and Land Resources cc: Fayetteville Regional Office Stormwater Permitting Program Files blv-7:2 � TO 11 Ap h rf S ��� NCDENR North Carolina Department of Environment and Natural Resources Pat McCrory Governor January 28, 2015 Mr. Michael Szteliga Suddekor, LLC 240 Bowles Road Agawam, MA 01001 Donald R. van der Vaart Secretary Subject: Name/Ownership Change Request No Exposure Certification NCGNE0449 Suddekor, LLC Formerly Biscoe Paper, LLC Montgomery County Dear Mr. Szteliga: The Division has reviewed your submittal of the permit name/ownership change form for the subject No -Exposure Certification, which we received on December 19, 2014. Division personnel have reviewed and approved your request to transfer the exclusion from NPDES stormwater permitting requirements. Please,note that by our original. acceptance -of the No -Exposure Certification and by our _ approval of your request to transfer it, you are obligated to maintain no -exposure conditions at your facility. If conditions change such that your facility can no longer qualify for the no - exposure exclusion, you are obligated to immediately obtain NPDES permit coverage for your stormwater discharge. Otherwise, the discharge becomes subject to enforcement as an un- permitted discharge. Annual re -certification is required, and we have enclosed one blank Annual No Exposure Exclusion Self Re -Certification form for your use. Your certification of no exposure does not affect your facility's legal requirements to obtain environmental permits that may be required under other federal, state, or local regulations or ordinances. Division of Energy, Mineral, and Land Resources Energy Section • Geological Survey Section • Land Quality Section 1612 Mail Service Center, Raleigh, North Carolina 27699-1612.919-707-9200 / FAX: 919-715-8801 512 North Salisbury Street, Raleigh, North Carolina 27604 • Internet: htto://portal.ncdenr.org/web/Ir/ An Equal Opportunity 1 Affirmative Action Employer — 50% Recycled 110% Post Consumer Paper a If you have any questions or need further information, please contact the Stormwater Permitting Program at (919) 807-6300. cc: Fayetteville Regional Office Stormwater Permitting Program Files Sincerely, ORIGINAL SIGNED M KFN P1CKIE for Tracy E. Davis, KE., CPM, Director Division of Energy, Mineral and Land Resources Alexander, Laura From: Lawyer, Mike Sent: Monday, January 26, 2015 10:13 AM To: Alexander, Laura Subject: FW: Change of ownership form Attachments: NPDES-Name-Owner-Change-20120423-DWQ-SPU.pdf Hey Laura. Hope you had a nice weekend. Please see e-mail below regarding an ownership change. I checked BIMS, which doesn't show anything. Could you tell me if your office received the attached ownership change form? Looks like they used an outdated form and sent it to DWQ at 1617 MSC instead of DEMLR/Stormwater Permitting Program at 1612 MSC. Is there any way to track this down? Appreciate your assistance. Michael Lawyer, CPSWQ Environmental Specialist NCDENR — Division of Energy, Mineral and land Resources Land Quality Section Fayetteville Regional Office P: (910) 433-3394 F: (910) 486-0707 e-mail: mike.lawyer@ncdenr-gov E-mail correspondence to and from this address is subject to the North Carolina Public Records Law and may be disclosed to third parties unless the content is exempt by statute or other regulation: From: Michael Szteliga[mailto:MSzteliga@suddekorllc.com] Sent: Friday, January 23, 2015 6:46 PM To: Lawyer, Mike Cc: Michel Ross Subject: Change of. ownership form Mike, I am looking for confirmation that you received our notification of ownership change (copy attached) that was mailed to: Division of Water Quality Surface Water Protection Section 1617 Mail Service Center Raleigh, North Carolina 27699-1617 on January 15`h . This relates to the change of ownership from "Biscoe Papers" to Suddekor as mentioned in Robert Akers email below. l appreciate your response. Thanks and regards, Mike Szteliga Quality Assurance and EHS Manager SVDDEKQR 240 Bowles Road Agawam, MA 01001 Tel: 413 821-9000 Cell: 413 271-0373 www.suddekorllc.com From: Lawyer, Mike[mailto:mike. lawyer(@ncdenr.govl Sent: Friday, November 07, 2014 5:05 PM To: Robert Akers Subject: RE: no exposure certification Robert, Sorry for the delay in responding to your question below. I've attached a copy of the Warne/Ownership Change form that you can complete and submit to our Stormwater Permitting Program staff in Raleigh. If you have any questions or concerns about the form, please contact me. Mike Michael Lawyer, CPSWQ Environmental Specialist NCDENR — Division of Energy, Mineral and Land Resources Land Quality Section Fayetteville Regional Office - - P: (910) 433-3394 F: (910) 486-0707 e-mail: mike.lawyer@ncdenr.gov E-mail correspondence to and from this address is subject to the North Carolina Public Records Law and may be disclosed to third parties unless the content is exempt by statute or other regulation. From: Robert Akers [ma iIto: RAkers(-Osuddekorllc.com) Sent: Friday, November 07, 2014 2:06 PM To: Lawyer, Mike Subject: RE: no exposure certification Mike, Thank you for the clarification and email. One other question, we are no longer Biscoe Papers The company was purchased and is now Suddekor LLC. Our storm water process has remained the same from the owner change. Does anything need to updated from that perspective. Regards, Robert Akers Manufacturing Manager 2 157 ATC Drive Biscoe, NC Tel: 910 428 3080 Cell: 910 690 4358 www.suddekorlic.com From: Lawyer, Mike [maiIto: mike. lawyer@ncdenr.nov] Sent: Friday, November 07, 2014 1:57 PM To: Robert Akers Subject: no exposure certification Robert, As discussed, the No Exposure Certification program was changed in 2010 whereby instead of re -applying every five years a facility must now self re -certify annually that the no exposure condition is being maintained. I've attached a copy of the self re -certification form for your use, which does not need to be submitted unless requested by Division staff. The No Exposure Certification issued to Biscoe Papers, LLC (NCGNE0499) is still valid and will remain valid provided that the facility continues to maintain no exposure conditions and the self re -certification form is completed each year. Below is a link to the section of our website that contains information about the No Exposure program. Once the webpage opens, you may need to click on the tab labeled No Exposure. http://porta I.ncdenr.org/web/I r/nodes-stormwater If you have any questions or I can be of any further assistance, please contact me. You may also contact staff with our Stormwater Permitting Program at our Central Office in Raleigh. Their contact information is provided on the website as well. Michael Lawyer, CPSWQ Environmental Specialist NCDENR — Division of Energy, Mineral and Land Resources Land Quality Section Fayetteville Regional Office P: (910) 433-3394 F: (910) 486-0707 e-mail: mike.lawyerC(Dncdenr.gov E-mail correspondence to and from this address is subject to the North Carolina Public Records Law and may be disclosed to third parties unless the content is exempt by statute or other regulation. E-mail Disclaimer - This e-mail message including any attachments is for the sole use of the intended recipient(s) and may contain privileged or confidential information. Any unauthorized review, use, disclosure or distribution is prohibited. If you are not the intended recipient, please immediately contact the sender by reply e-mail and delete the original message and destroy all copies thereof. 3 Division of Water Quality / Surface Water Protection NCDENRNational Pollutant Discharge Elimination System PERMIT NAME/OWNERSHIP CHANGE FORM E"VIR°"MENT �+° NRLaL RED ROES FOR AGENCY USE ONLY Date Received Year Month Day 1. Please enter the permit number for which the change is requested. NPDES Permit (or) Certificate of Coverage N G S 0 N G G N I E 1 0 1 4 14 19 11. Permit status t t.iot. to requested change. a. Permit issued to (company name): Biscoe Paper LLC b. Person legally responsible for permit: Ricardo Hillman c��ad�D rj4N 2 6 2015 First M1 Last Plant Manager Title 157 ATC Drive Permit Holder Mailing Address Biscoe NC 27209 City State Zip (910) 428-3080 (910) 428-3083 Phone Fax C. 1ibt�uF" , �� Biscoe Paper LLC d. Facility address: 157 ATC Drive Address Biscoe NC 27209 City State Zip c. Facility contact person: Ricardo Hillman (910) 428-3080 First / MI / Last Phone _ HL.- Please provide the following for the requested change (revised permit) a. Request for change is a result of: N Change in ownership of the facility ❑ Name change of the lacility or owner If other please er jktin: b. Permit issued to (company name): c. Person legally responsible for permit d. Facility name (discharge): e. Facility address: f Facility contact person: Suddekor LLC Michael W Szteliga First M 1 Last EHS / Quality Manager Title 240 Bowles Road Permit Holder Mailing Address Agawam MA 01001 Citv State Zip (413) 821-9000 iyiszteli.c,,a@SLiddekorllc.com suddekorllc.com Phone E-mail Address Suddekor LLC 157 ATC Drive Address Biscoe NC 27209 City State Zip Robert Akers First M1 Last (910) 428-3080 RAkers a suddekorllc.com Phone E-mail Address Revised 2012Apr23 • NPDES PERMIT NAME/OWNERSHIP CHANGE FORM Page 2 of 2 IV. Permit contact information (if different from the person legally responsible for the permit) Permit contact: First M1 Last "title Mailing Address City State Zip ( ) Phone E-mail Address V. Will the permitted facility continue to conduct the same industrial activities conducted prior to this ownership or name change? ❑X Yes ❑ No (please explain) V1. Required Items: THIS APPLICATION WILL 13E RETURNED UNPROCESSED IF ITEMS ARE INCOMPLETE OR MISSING: ❑ This completed application is required for both name change and/or ownership change requests. ❑ I-elal documentation of the transfer of ownership (such as relevant pages of a contract deed, or a bill of sale) is required for an ownership change request. Articles of incorporation are not sufficient for an ownership change. The certifications below must be completed and signed by both the permit holder prior to the change, and the new applicant in the case of an ownership change request. For a name change request, the signed Applicant's Certification is sufficient. PERMITTEE CERTIFICATION (Permit holder prior to ownership change): 1, attest that this application fora tin n0ownership change has been reviewed and is accurate and -- complete to the best of my knowledge. 1 understand that if all required parts of this application are not completed and that if all required supporting information is not included, this application package will be returned as incomplete. Could not locate Signature Date APPLICANT CERTIFICATION 1, Michael W. Szteliga, attest that this application for a name/ownership change has been reviewed and is accurate and complete to the best of my knowledge. 1 understand that if all required parts of this application are not completed and that if all required supporting information is not included. this application package will be reluyd.� irjcoyiplete. PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO: Division of Water Quality Surface Water Protection Section 1617 Mail Service Center Raleigh, North Carolina 27699-1617 Revised 7/2008 MEMBERSHIP INTEREST PURCHASE AGREEMENT This Membership Interest Purchase Agreement (this "Agreement") is made and entered into as of December 2$, 2007, by and among Suddekor LLC, a Massachusetts limited liability company ("Buyer"), and ATC Panels, Inc., a Delaware corporation ("ATC"), and North America Holding Inc., a Delaware corporation ("NAH"). WHEREAS, each of ATC and NAH (each a "Seller" and collectively the "Sellers") is a member of and ovens 50% of the outstanding limited liability company interests (each Seller's ownership interest referred to as "Interest" and collectively the "Interests") of Biscoe Papers, LLC. a Delaware limited liability company (the "Company"); and WHEREAS, Buyer desires to purchase the Interests from the Sellers, and each Seller desires to sell to Buyer, such Seller's Interest pursuant to the terms and conditions contained herein; and WHEREAS, simultaneously with the Closing (as defined below) of this Agreement, each of ATC and Clarion (as defined below) shall enter into a Supply Agreement (substantially in the form attached here as Exhibit A) with the Buyer (each a "Supply Agreement" and together the "Supply Agreements") pursuant to which the Buyer will supply certain Products (as defined in the respective Supply Agreements) to each of ATC and Clarion; NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows. 1. Sale and Purchase of Interests. Upon the terms and subject to the conditions contained herein at the -Closing (as defined below), each Setter shalt sett, assign, transfer, convey - - and deliver to Purchaser free and clear of all Liens, such Seller's Interest and Purchaser shall purchase from each Seller, such Seller's Interest. 2. Purchase Price. The aggregate purchase price (the "Purchase Price") for the Interests shall be four million eight hundred thousand and 00/100 dollars ($4,$00,000.00). Upon the terms and subject to the conditions set forth in this Agreement, the Purchase Price shall be paid one-half to ATC and one-half to NAH as follows: a. Purchaser shalt pay to each of ATC and NAH the sum of one million two hundred thousand and 00/100 dollars ($1,200,000.00) at the Closing; and Purchaser shall pay to each of ATC and NAH the additional sutra of one million two hundred thousand and 00/100 dollars ($1,200,000.00) upon the earlier of (i) within ten (10) days following the end of the first calendar month in which ATC and Clarion Laminates L.LC ("Clarion") notify the Buyer by written Notice that the aggregate quantity of Paper (as defined below) purchased by ATC and Clarion from Buyer and its Affiliates under their respective Supply Agreements is at least equal to 50% (measured by surface area) of the aggregate total of Paper purchased by ATC and Clarion from all sources (measured by surface area) during such month, 1776322-512244 9 and (ii) December 31, 2008, The Sellers shall procure that each of ATC and Clarion provide the Buyer such documersts as are necessary for the Buyer to confirm the aggregate volume of Paper purchased by ATC and Clarion from persons other than the Buyer and its Affiliates. For the purpose of this Agreement. "Paper" with respect to Clarion means (w) treated overlay (x) treated Backer; and (y) impregnated paper and with respect to ATC means (x) impregnated paper. As used in this Agreement "Affiliate" of any person means another person that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such first person and "Person" means any individual. firm, corporation, partnership, limited liability company, trust, joint venture, Governmental Entity or other entity. Closing, a. The closing of the sale and purchase of the Interests provided for in Section 1 (the "Closing") shall take place on January 15, 2008 (the "Closing Date") at the offices of the Company or at such other place or time upon which the parties may mutually agree in writing. b. At the Closing the Sellers shall deliver or cause to be delivered to Buyer: The Supply Agreements duly executed by each of ATC and Clarion. _ 11. Evidence satisfactory to Buyer that the supply agreements dated December 5, 2006 bet«,eeu the Company on the one land and ATC and Clarion respectively on the other hand have been terminated. Ill. Evidence satisfactory to Buyer that the services agreement dated December 5, 2006 between the Company on the one hand and ATC on the other hand have been terminated. IV. The written consent of each Seller to the disposal by the other Seller of its interest to the Buyer. V. A release from each Seiler in favor of the Company from any and all claims arising out of events occurring prior to the Closing Date (other than the debts and liabilities described in Section 8(c) hereinafter) that such Seller may have against the Company. V1. Duly executed resignations, effective at Closing, of all directors of the Company. C. At the Closing, Buyer shall deliver to the Sellers: 17763.22-312244 9 1. The Purchase Price in accordance with Section 2 hereof to an account designated by the Sellers to Buyer in writing at least ten (10) Business Days prior to the Closing Date. ll. A release front the Company in favor of each Seller from any and all claims arising out of events occurring prior to the Closing Date (other than the obligations of the Sellers under Sections 7, S(a) and S(b) hereinafter) that the Company may have against such Seller. Ill. Evidence that Sellers and Aconcagua Holdings, Inc. (`Aconcagua Holdings") have been released from any liability under or with respect to that certain irrevocable direct pay letter of credit issued by Wachovia Bank, National Association to J.P. Morgan Trust Co., N.A. as paying agent and tender agent with respect to the issuance by The North Carolina Industrial Facilities Pollution Control Financing Authority; a political subdivision and body corporate and politic of the State of North Carolina (tile "Authority") of Qualified Small Issue Industrial Revenue Bonds (GVK Arnerica, Inc. Project), Series 1990 (the `Bonds"), (the "Letter of Credit") and the guaranties executed by any of there in connection therewith. d. It shall be a condition to each party's respective obligations under this Agreement that the representations and warranties contained in Sections 4, 5, 6 and 9, below, be true and correct in all material respeets on and as of the Closing Date. e. This Agreement may be terminated by either party if the Closing does not occur on or before January 15, 2007 unless otherwise agreed in writing by the parties. 4. Representations and Warranties of Sellers. Each Seller, severally and not jointly, --�_ -represents-an&warrants to -Buyer -as -of the-date-ofth'is-Agreement as follows.— — — - — — a. Organization. Such Seller is a corporation validly existing under the laws of Deiaware. Such Sel ter has the corporate power and authority to carry on its business as it is now being conducted and to own all of its properties and assets. b. Authority. Such Seller has full corporate power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement by such Seller and the consummation by such Seller of the transactions contemplated hereby have been duly and validly approved by all requisite corporate action on the part of such Seller. This Agreement has been duly and validly executed and delivered by such Seller; and (assuming the due authorization, execution and delivery of this Agreement by the other parties to this Agreement) constitutes a legal, valid and binding obligation of such Seller, enforceable against such Seller in accordance -,vith its terms, except as enforcement may be limited by general principles of equity and by bankruptcy, insolvency, moratorium and similar laws affecting creditors' rights and remedies generally, regardless of whether asserted in a proceeding in equity or at law. C. No Violation; Consents. Neither the execution and delivery of this Agreement by such Seller nor the consummation by such Seller of the transactions contemplated hereby will (a) violate any provision of such Seller's certificate of incorporation or bylaws, each 17763.22-512244 9 as amended to date, (b) violate any law applicable to such Seller, except where such violation is not reasonably likely to have a material adverse effect on such Seller's ability to consummate the transactions contemplated by this Agreement, or (c) except as set forth on Schedule 4(c), conflict with, result in a breach of, or constitute a default under, the terms, conditions or provisions of any note, bond, mortgage; indenture, deed of trust; or any material license, lease agreement or other instrument or obligation to which such Seller is a party, except for such conflicts, breaches or defaults that are not reasonably likely to have a material adverse affect on the ability of such Seller to consummate the transactions contemplated by this Agreement. Except as set forth on Schedule-4(c) no consents, approvals, filings or registrations with any Governmental Authority or any third party are necessary in connection with the execution and delivery by such Seller of this Agreement and the consummation by such Seller of the transactions contemplated hereby. d. Ownership of the Interest. Such Seller is the legal and sole beneficial owner of its interest and had good and valid title to such Seller's Interest, free and clear of all Liens and the delivery to Buyer of such Seller's Interest pursuant to this Agreement will transfer to Buyer valid title thereto, free and clear of and, Liens. Except as set forth in the Company's Limited Liability Company Agreement dated as of December 5, 2006 (the "LLC Agreement"), such Seller's Interest is not subject to any voting trust agreement or other contract, including any contract restricting or otherwise relating to the voting, dividend rights or disposition of such Seller's Interest. C. Legal Proceedings. There are no legal, administrative, arbitral or other proceedings, claims, suits, actions or governmental or regulatory investigations or examinations of any nature that are pending or, to such Seller's knowledge, have been threatened against such Seller that challenge the validity of the transactions contemplated by this Agreement. 5._ Representations and Warranties of Sellers regarding the Company. The Sellers, jointly and severally, hereby represent and warrant to Buyer, as of the date of this Agreement as follo%vs. a. Organization. The Company is a limited liability company, duly organized, validly existing and in good standing under the laws of Delaware. The Company has the power and authority to carryon its business as it is now being conducted (the "Business") and to own, lease and operate all of its properties and assets. The Company is duly licensed or qualified to do business in each jurisdiction where the character of its assets or the nature or conduct of its Business requires it to be so qualified or licensed, except where the failure to be so licensed or qualified has not had and is not reasonably likely to have a material adverse effect on the Company's Business, assets and liabilities, financial condition or results of operation (a "Material Adverse Effect") or the consummation of the transactions contemplated by this Agreement. b. No Violation. Neither the execution and delivery of this Agreement nor the consummation of tine transactions contemplated hereby will (a) violate any provision of the LLC Agreement, (b) violate any judgment or law applicable to the Company or (c) conflict with; result in a breach of, or constitute a default under, the terms, conditions or provisions of any note, bond, mortgage, indenture, deed of trust, or any material license, lease agreement or other instrument or obligation to which the Company is a party. 17763.22-512244 9 c. Capitalization. All of the outstanding membership interests of the Company are held of record and beneficially by the Sellers. There are no preemptive rights or any outstanding subscriptions, options, warrants or agreements of any kind to which any of the Sellers or the Company is a party or by which it is bound obligating it to issue, deliver or sell additional membership interests or any securities convertible or exchangeable into membership interests, or obligating the Company to grant, extend or enter into any such subscription, option, warrant or agreement. The Company does not have any subsidiaries or any direct or indirect stock or other equity or ownership interest (whether controlling or not), or any agreement to acquire any such interest in any corporation; association, partnership, joint venture or other entity. d. Material Agreements. Except as set forth in Schedule 5(d) the Company is not a party or bound by: 1. any lease (whether of real or personal property) providing for annual rentals of $100,000 or more; 11. any contract for the purchase by the Company of materials, supplies; goods, services, equipment or other assets providing for annual payments of $100,000 or more; 11I, any sales, distribution or similar contract (but specifically excluding any purchase order) providing for the sale by the Company of materials, supplies, goods, services, equipment or other assets providing for annual payments of $100,000 or more; IV. any loan agreement, guaranty, letter ofcredit, band -or instrument - - relating to indebtedness; V. any license, franchise or similar contract relating to an), intellectual property that is used in the Business, except "off the shelf' software licenses acquired in the ordinary course of business; V1. any agency, dealer, sales representative; marketing or other similar contract, providing for annual payments of $100,000 or more; V11. any customer purchase order for products of the Company with a value in excess of $250,000; VIII. any contract that limits the freedom of the Company to compete in any line of business or with any Person or which involves any restriction of a geographical area in which it may carry on its Business or that would so limit its freedom after the Closing; IX. any contract of the Company with any trade union, employee (other than any at -will employee), officer, consultant or independent contractor of the Company, not disclosed under Ill or VI above; 17763.33-513244 9 X. any other contract which involves one-time or annual payments by the Company in excess of $250,000. e. Leaal Proceedings. There are no legal. administrative, arbitral or other proceedings, claims, suits, actions or governmental or regulatory investigations or examinations of any nature that are pending against the Company or, to the knowledge of the Sellers, have been threatened in writing against the Company or any of its properties or assets or that challenge the validity or propriety of the transactions contemplated by this Agreement. f. Insurance. All insurance policies are in full force and effect and the Cornpany has not received written notice from any insurer or agent of any proposed cancellation of any such insurance policy or any material change or increase in premiums or decrease in benefits. g. Taxes. The Company does not have any liability for unpaid taxes, other than for taxes that are not yet due and payable. The Company has filed or caused to be filed in a tirnely manner (within any applicable extension periods) all material Tax Returns (as defined below) required to be filed, (ii) all such material Tax Returns are true, correct and complete in all material respects, (iii) all Taxes with respect to taxable periods covered by such Tax Returns, and all other Taxes for which the Company is or might otherwise be liable, have been paid in full, and (iv) there are no Liens for Taxes with respect to any of the assets or properties of the Company other than Liens for Taxes that are not due and payable or that may hereafter be paid without penalty. No Tax Return of the Company is under audit or examination by any Taxing Authority, and no written notice of such an audit or examination has been received by the Company (or the Sellers on behalf of the Company). The Company does not have any liability for the Taxes of any other Person as a transferee or successor or under Treasury Regulations Section 1.1502-6 (or sirnilar provision of state, local or non -US tax laws), or by witness or otherwise. All Taxes which the Company is required by Law to withhold, deduct or collect (including, without limitation, sales Taxes, withholding or deduction of Taxes from the wages, salaries or bonuses of employees and withholding or deduction of Taxes on any distributions, or payments of interest or royalties; made by or to non-U.S. entities) have been duly withheld, collected, deducted and paid over, in each case, to the proper Taxing Authorities to the extent due and payable. For the purpose of this Agreement (1) "Tax" or `'Taxes" shall mean all Federal, state, county, local, municipal, non -US and other taxes, assessments, dirties or similar charges of any kind whatsoever, including all corporate franchise, income, sales, use, ad valorem, receipts, value added, profits, license, withholding, payroll, employment, excise, premium, property, customs, net worth, capital gains, transfer, starr►p, documentary, social security, environmental, alternative minimum, occupation, recapture and other taxes, and including all interest, penalties and additions imposed with respect to such amounts, and all amounts payable pursuant to any agreement or arrangement with respect to Taxes; (2) "Tam Authority" shall mean any domestic; non -US, Federal, national; state, county or municipal or other local government, any subdivision, agency, commission or authority thereof, or any quasi - governmental body exercising tax regulatory authority; (3) "Tax Return" or "Tax Returns" shall mean all returns. declarations of estimated tax payments, reports,, estimates, information returns and statements, including any related or supporting information with respect to any of the foregoing; filed or to be filed with any Taxing Authority in connection with the determination; assessment, collection or administration of any Taxes. 17763.22-512244 9 h. Property; Title. The Company owns all of the real property set forth in Schedule 5(h), free and clear of any conditional sale agreement, default of title, encroachment, hypothecation, infringement, mortgage, reservation, title retention or other security arrangement, or any adverse right or interest, lien, pledge, security interest, claim, charge, easement, limitation, commitment, encroachment, restriction or encumbrance of any kind or nature (collectively "Liens") of, on, or with respect to any property or property interest other than (a) liens for taxes or governmental charges or claims not yet due and payable, (b) statutory liens of landlords, liens of carriers, warchouse persons, mechanics and material persons and other liens imposed by law incurred in the ordinary course of business, (c) liens incurred or deposits made in connection with workers' compensation, unemployment insurance and other types of social security programs or to secure the performance of tenders, statutory obligations, surety and appeal bonds, bids, leases, government contracts; performance and return of money bonds and similar obligations, in each case in the ordinary course of business, (d) purchase money liens incurred in the ordinary course of business, (e) other imperfections of title, licenses, easements, rights -of -way, restrictions and other similar charges or encumbrances, in each case, which do not interfere with the ordinary conduct of the Business and do not materially detract from the value of the property upon which such encumbrance exists (the "Permitted Encumbrances"). To the Sellers' knowledge, (i) any and all rights and easements for public vehicular ingress thereto and egress therefrom necessary for the Business are available to the real property, (ii) zoning or similar land use restrictions are not currently in effect or proposed by any regulatory authority that would impair the operation of the Business, and the real property is in compliance with all applicable zoning or land development or use restrictions of all regulatory authorities having jurisdiction thereof. (iii) except as set forth on Schedule S(h), neither the Company nor the Sellers have received any written notice from any regulatory authority with regard to encroachments on or off the. Company's real property, violations of building codes, zoning, subdivision or other similar law applicable to the Company or other material defects in the good and valid title of the real property, (iv) except as set -forth Schedule 5(h), as of and after the Closing; there Nvill be no Persons in possession of the Company's real property or any part thereof other than the Company, (v) no claim or right of adverse possession by any other Person has been claimed in writing or, to the Company's knowledge, threatened in writing with respect to the real property and, to the Company's knowledge; none of such real property is subject to any order for its sale; condemnation, expropriation or taking (by eminent domain or otherwise) by any regulatory authority nor has any such sale, condemnation, expropriation or taping been proposed or threatened in writing. The Company has title to all tangible assets owned by it and used in the conduct of the Business, free and clear of all Liens other than the Permitted Encumbrances. Each material tangible asset owned by the Company and used in the Business is in good operating condition and repair (subject to normal wear and tear), usable in the ordinary course of business and is suitable for the purposes for which it presently is used. i. Compliance with Applicable Laws, The Company is in compliance with all material laws applicable to the Company including, without limitation, the Occupational Safety and Health Act of 1970, as amended and the Foreign Corrupt Practices Act. The Company has not received any written notice or other written communication from any Governmental Authority (i) asserting that it is not in compliance with any laws applicable to the Company which such Governmental Authority enforces, or (ii) requiring the Company to enter into or consent to the issuance of a cease and desist order, formal agreement, directive, 17763.73•512244 9 commitment, or memorandurn of understanding, or to adopt any board resolution or similar undertaking. j. Permits. Schedule 5 ' sets forth a complete list of all material licenses, franchises, permits, approvals. registrations and authorizations of any Governmental Authority (excluding Environmental Permits) (collectively, the "Permits") used or held by the Company under laws applicable to the Company to conduct the Business. Each Permit listed in Schedule LI is valid and in full force and effect. The Company has all material Permits required under any law applicable to the Company and owns or possesses such Permits free and clear of all Liens other than Permitted Encumbrances. The Company is not in material default, nor has the Company received any written notice of any claim of default or written notice of threat to revoke, with respect to any material Permit. k. bowers of Attorney. There are no outstanding powers of attorney executed on behalf of the Company. 1. Inventory. The inventory of the Business as of the Closing will be of a quality and quantity usable and saleable (subject, in the case of raw materials and work -in - progress, to the completion of the production process) in the ordinary course of'business for the purpose for which it is intended without discount or reduction and are not obsolete. All inventory of the Business is located at the Biscoe Facility. There is no pending or, to Sellers' knowledge, threatened clairn against the Company seeking the return of, credit for, or reimbursement for merchandise by reason of alleged over shipments, defective merchandise, or otherwise. m. Related Party Transactions. As of the Closing and except for the Supply Agreements, the Company will not be (i) a party to any contract with any Affiliate of the Sellers including any director or officer of the Sellers and any of their respective relatives, or (ii) indebted to, or otherwise owes monies to, any Affiliate of the Sellers including any director or officer of the Company and any of their respective relatives. n. Indebtedness. Schedule 5(n) lists all indebtedness of the Company for money borrowed, setting forth the lender, principal amounts outstanding. per annurn interest rates and maturity dates for all such indebtedness. With respect to such indebtedness for money borrowed, the Company is not in default in any material respects under any of the terms or conditions set forth in the loan documents or any other document or instrument related thereto. As used herein "indebtedness" means indebtedness for money borrowed, under ally note, bond or credit agreement, the debt portion of any capitalized lease and any guarantee or make -whole or similar indebtedness to another person. o. Business. As of the Closing, the only business conducted by the Company will be the Business, and the only assets and liabilities of the Company shall be related to the Business. The Business has not been conducted at any location other than the Biscoe Facility. P. Financial Statements. Attached hereto as Exhibit B are the unaudited balance sheets and statements of income and cash flow of the Company as of and for the ten- nionth period ended Novernher 10, 2007 (the "Financial Statements"). The Financial Statements present fairly the assets and liabilities, the financial condition, results of operations 17763.22-512244 9 and cash flows of the Company as of November 30, 2007 and for the period indicated; provided, however, that the financial Statements are subject to normal year-end adjustments and lack footnotes and other presentation items. The Company does not have any material liabilities or obligations of any nature (whether off -balance sheet, accrued, absolute; contingent, unasserted or otherwise), except (i) as disclosed; reflected or reserved against in the Financial Statements, (ii) for liabilities and obligations incurred in the ordinary course of business consistent with past practice since the date of the financial Statements. There has been no material change in the assets and liabilities, the financial condition, results of operations and cash flows of the Company from November 30, 2007 to the date hereof. q. Employee Benefits_ Plans. Each "employee benefit plan" (as such term is defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")), each deferred compensation, incentive compensation, stock purchase, stock option and other equity compensation plan, program, agreement or arrangement, severance or employment plan or program and each other material employee benefit plan, fund, program, agreement or arrangement, in each case, that the Company maintains or contributes to for the benefit of its employees (each. an "Employee Benefit Plan") has been maintained, funded and administered in all material respects in accordance with the terms of such Employee Benefit Plan and complies in form and in operation in all material respects with the applicable requirements of applicable law, including ERISA and the Internal Revenue Code of 1986, as amended (tile "Code") except where the failure to comply would not have a material adverse effect on the Company. All premiums, contributions (including all employer contributions and employee salary reduction contributions), and other payments that are due have been made to each such Employee Benefit Plan, No Employee Benefit Plan is a pension plan (as such term is defined in Section 3(2) of ERISA) that is subject to Title IV of ERISA (a "Title W flan") and neither the Company nor any trade or business; whether or not incorporated, that together with the Seller would be deemed a "single employerl'-within the meaning of Section 4001(b) of ERISA has -in the past six years maintained or contributed to any Title IV Plan. The consummation of the transactions contemplated by this Agreement will not, either alone or in combination with another event, (i) entitle any current or former employee or officer of the Company or any IIRISA Affiliate to severance pay, unemployment compensation or any other payment, except as expressly provided in this Agreement, or (ii) accelerate the time of payment or vesting, or increase the amount of compensation due any such employee or officer. No amounts payable under the Employee Benefit flans will fail to be deductible for federal income tax purposes by virtue of section 280G of the Code. r. Brokers fees. No broker, finder or similar intermediary has acted for or on behalf of, or is entitled to any material broker's, finder's or similar fee or other commission from either Seller or any of their respective Affiliates in connection with this Agreement or the transactions contemplated hereby. 6. Representations and Warranties of Buyer. Buyer hereby represents and warrants to Sellers as follows. a. Organization. Buyer is a limited liability company validly existing under the laws of Massachusetts. Buyer has the power and authority to carry on its business as it is now being conducted and to own all of its properties and assets. 17763,2Z-512244 9 9 b. Authority- Buyer has full power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement by Buyer and the consummation by Buyer of the transactions contemplated hereby have been duly and validly approved by all requisite action on the part of Buyer. This Agreement has been duly and validly executed and delivered by Buyer, and (assuming the due authorization, execution and delivery of this Agreement by the other parties to this Agreement) constitutes a legal, valid and binding obligation of Buyer, enforceable against Buyer in accordance with its terms, except as enforcement may be limited by general principles Of equity and by bankruptcy, insolvency, moratorium and similar laws affecting creditors' rights and remedies generally, regardless of whether asserted in a proceeding in equity or at law. C. No Violation. Neither the execution and delivery of this Agreement by Buyer nor tite consummation by Buyer of the transactions contemplated hereby will (a) violate any provision of Buyer's certificate of formation; operating agreement or other governing documents, each as amended to date, (b) violate any law applicable to Buyer, except where such violation is not reasonably likely to have a material adverse effect on Buyers ability to consummate the transactions contemplated by this Agreement, or (c) conflict with, result in a breach of, or constitute a default under, the terms, conditions or provisions of any note, bond. mortgage, indenture, deed of trust, or any material license, lease agreement or other instrument or obligation to which Buyer is a party, except for such violations, breaches or defaults that are not reasonably likely to have a material adverse effect on Buyers ability to consummate the transactions contemplated by this Agreement. d. Legal Proceedings. There are no legal, administrative, arbitral or other proceedings; claims, suits, actions or governmental or regulatory investigations or examinations of any nature that are pending or, to Buyers knowledge, have been threatened against Buyer that challenge the validity of the transactions contemplated by this Agreement_. e.. Brokers Fees. No broker, finder or similar intermediary has acted for or on behalf of, or is entitled to any material broker's, finder's or similar fee or other commission from Buyer or any of its Affiliates in connection with this Agreement or the transactions contemplated hereby. f. Financing. Buyer has sufficient funds in hand or readily available to pay the full Purchase Price and consummate the transactions contemplated in this Agreement, g. Investment. Buyer is acquiring the Interests for its own account for investment purposes and not with a view to, or for sale in connection with, any distribution thereof within the meaning of the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the "Securities Act"). Buyer has such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of its investment in the Interests. Buyer is an "accredited investor" as defined in Rule 501 of Regulation D promulgated under the Securities Act. Buyer acknowledges that the Interests constitute `'restricted securities", as such term is defined under the Securities Act, and Buyer will not, directly or indirectly, dispose of the Interests except in compliance with the Securities Act and other applicable federal; state and international securities laws. 17763.22-512244 9 10 Indemnification. a. indemnification by Sellers. Subject to the limitations and conditions set forth herein, Sellers shall jointly and severally indemnify and hold harmless, to the fullest extent permitted by applicable law, Buyer and its Affiliates (including the Company) and each of their respective successors and assigns (collectively, the `Buyer Indernnitees") from and against any and all out-of-pocket losses and damages (including; without limitation, consequential damages and lost profits) incurred by Buyer or the Company (collectively, "Losses"), to the extent resulting directly or indirectly from: (i) any non -fulfillment, non-performance, nonobservance or other breach or violation, or default in performance, by Seller of any covenant or agreement of Seller contained in this Agreement; (ii) any inaccuracy in any representation or breach of warranty made by Seller in this Agreement; (iii) any Environmental Law Violations (as defined below) prior to the date of Closing; (iv) any Employment Law Violations (as defined below) occurring prior to the date of Closine; and (v) any amounts paid by the Company after the Closing as severance for terminations prior to the date of Closing without cause under any employment agreements entered into prior to the date hereof by and between the Company and any of its employees (collectively, "Severance Obligations"). b. Definitions. For purposes of this Section 7, the following definitions shall have the following meanings: i. "Environmental Law Violations" shall mean a violation or noncompliance with any applicable federal, state, local or foreign statute, law, regulation, order, decree, permit, or authorization, relating to (A) pollution, protection of human health, or the protection, investigation or restoration of the environment, (B) the generation, handling, use, treatment, storage, transport; disposal, release or threatened release. of any hazardous Substance (as such term is defined in the Comprehensive Environmental Response; Compensation and Liability Act of 1980, as amended, or any analogous state law; hereinafter, "Hazardous Substances"), (C) contamination of the environment by Hazardous Substances in concentrations above levels permitted by applicable law, (D) wetlands, or (E) noise or odor in the environment (collectively, the "Environmental Laws"), in each case relating to the Business and the Company's facility in Biscoe, North Carolina. ii. "Employment Law Violation" shall mean a violation by the Company of any law relating to employment including the following statutes: (a) the United States Age Discrimination in Employment Act, Americans with Disabilities Act, Family and Medical Leave Act; health insurance continuation provisions of the 17763,22-512244 9 1 1 Consolidated Omnibus Budget Reform Act; Equal Pay Act, Pair Labor Standards Act; Immieration Reform and Control Act. National Labor Relations Act, Older Worker Benefit Protection Act, Polygraph Protection Act, Title Vll of the Civil Rights Act of 1964, Civil Rights Act of 1991, Uniformed Services Employment and Reemployment Rights Act.. and Worker Adjustment and Retraining Notification Act, or (b) the North Carolina Waee and Hour Act, North Carolina Workers' Compensation Act. North Carolina Retaliatory Employment Discrimination .Act, North Carolina Controlled Substance Examination Regulation. iii. Monetary Limitation. Sellers' obligations under this Section 7 shall be subject to the following limitations: iv. The aggregate amount of Losses that may be recovered from Sellers under Section 7a(iii) for Environmental Law Violations shall not exceed one million five hundred thousand and 00/100 dollars ($1.500,000). v. The aggregate amount of Losses that may be recovered from Sellers under Section 7a(iv) and 7a(v) for Employment Law Violations and Severance Obligations shall not exceed five hundred thousand and 00/100 dollars ($500,000). vi. The aggregate amount of Losses that may be recovered from Sellers under Section 7a(i) shall not exceed two hundred thousand and 00/100 dollars ($200,000). vii, Sellers shall have no liability to indemnify any Buyer Indemnitee cinder Section 7a(i) unless and until claims for indemnification made by all Buyer lndcmnitees under Section 7a(i) exceed fifty -thousand dollars ($50,000) in the aggregate. viii. The aggregate amount of all Losses that may be recovered from Sellers under Section 7a shall not exceed one million five hundred thousand and 00/100 dollars ($1,500,000) in the aggregate: provided.. however, that (i) Losses for a breach of the representations and warranties set forth in Section 4(d) or 5(c) may be recovered from Sellers up to an amount that equals any payments actually made to Sellers under Section 2. C. Time Limits. In order to seek indemnification for Losses pursuant to Section 7(a)(i), 7(a)(ii) or 7(a)(iii), a Buyer Indemnitee shall have made a valid claim for indemnification on or before the date of the first anniversary after the date of Closing. In addition. in order to seek recovery for Losses arising out of any Employment Law Violation or Severance Obligation pursuant to Section 7(a)(iv) or (v), respectively, a Buyer Indemnitee shall have made a valid claim for indemnification on or before the ninetieth (90`h) day following the date of Closing. No claims for indemnification may be brought after the time periods set forth in this Section 7(d), and Sellers shall have no liability or obligation for any claim for indemnification not brought within such time periods. I7763.22-5122444 9 12 Limitation on Remedies. i. After the Closing, the remedies provided in this Section 7 (subject to the limitations set forth in this Agreement) shall be the exclusive remedies available to Buyer for any and all Losses, except for fraud, arising out of the transactions contemplated by this Agreement or the ownership, operation or use of the Company or its business or assets- ii. Except as specifically set forth in this Section 7, Beyer shall not seep or be entitled to, or accept payment of any award or judgment for, punitive or special damages from Sellers. iii. The amount of losses otherwise payable hereunder by Sellers shall be reduced by the amount of any insurance proceeds or other recovery received by Buyer or the Company or their respective Affiliates (not including, for the avoidance of doubt, Sellers or their Affiliates) with respect to the matter giving rise to [lie indemnification claim. For the avoidance of doubt, Sellers shall have no obligation to indemnify any Buyer Indemnitee with respect to any matter to the extent that Buyer Indemnitee or the Company receives payment or indemnification from any person or entity in respect of such matter. Indemnification against Third Party Claims. i. Notice of Third Party Claims. If Buyer is seeking indemnification for any Loss arising from a claim asserted by a third party against Buyer or the Company (a "Third -Part), Claim"), Buyer shall give written notice to Sellers specifying in reasonable detail the source of the Loss and accompanied by reasonable supporting documentation including any relevant documentsorpleadings delivered by such third party to Buyer or the Company. Written notice to Sellers of the existence of a Third - Party Claim shall be given by the Buyer as promptly as practicable after notice of the potential claim; provided that the failure to so notify Sellers shall not relieve Sellers of their obligations hereunder except to the extent that the Sellers are prejudiced by such failure to notify. ii. Defense. Sellers may elect to compromise or defend, at Sellers' own expense, any Third -Party Claim. Notwithstanding the foregoing, Sellers [nay not settle or compromise any claim without the prior approval of Buyer, unless such settlement or compromise is solely for monetary damages. If Sellers elect to compromise or defend such Third -Party Claim, they shall, within thirty (30) days after receiving notice of the Third -Party Claim notify Buyer of their intent to do so, and Buyer and the Company shall fully cooperate in the compromise of, or defense against, such Third - Party Claim. If Sellers elect not to compromise or defend against the Third -Party Claim, or fail to notify the Buyer of their election to do so as herein provided, or otherwise abandons the defense of such Third -Party Claim, (i) Buyer may pay (without prejudice of any of its rights as against the Indemnifying Party), compromise or defend such Third - Party Claim and (ii) the costs and expenses of the Buyer incurred in connection therewith shall be indemnified by the Sellers pursuant to the terms of this Agreement, 17763.22-512244 9 13 Notwithstanding the foregoing, Buyer may not settle or compromise any claim without the prior approval of Sellers, such consent not to be unreasonably withheld or delayed. In any event, Buyer and Sellers may each participate, at its own expense, in the defense of such Third -Party Claim. If Sellers choose to defend any Third Party Claire, Buyer, the Company and each of their respective Affiliates shall cooperate with Sellers in contesting any Third -Party Claim, which cooperation shall include retaining and making available to Sellers and their representatives any books, records and other documents and information which are reasonably relevant to such Third -Party Claim, and snaking employees of Buyer, the Company and each of their respective Affiliates reasonably available to Sellers and their representatives in order to provide additional information or explanation of any material provided hereunder or to testify at proceedings relating to such Third - Party Claim. iii. Settlement. If a settlement offer solely for money damages is made by a third part), claimant, and Sellers notify Buyer in writing of Sellers' willingness to accept the settlement offer and pay the amount called for by such offer, and Buyer elects to contest such claim, Buyer shall have the right to contest such claim free of ally participation by Sellers, and the amount of any ultimate liability with respect to such claim that Sellers have an obligation to pay hereunder shall be limited to the lesser of (x) the amount of the settlement offer that Buyer declined to accept and (y) the aggregate Losses of Buyer with respect to such claim. f. Notice of Non -Third -Party, Claims. If Buyer seeks indemnification for any Loss that is not a Third Party Claim (a "Nan -Third -Party Claim"), Buyer shall give written notice to Sellers specifying in detail the source of the Loss, the circumstances giving rise thereto, all relevant information necessary to determine the amount of the Loss and any other relevant information requested by Sellers. Written notice to Sellers of the eNistence of a Non -Third -Party - Claim shall be given -by Buyer as promptly as practicable after Buyer becomes aware of the potential claim, provided that the failure to so notify Sellers shall not relieve Sellers of their obligations hereunder except to the extent that the Sellers are prejudiced by such failure to notify. Other A areements. a. Collection of Certain Accounts. Following the Closing, in the event the Company is not successful in collecting the outstanding balances as of the Closing on the accounts set forth on Exhibit C, then ATC shall be responsible for, and will pay to the Company the balance on. the accounts as set forth on Exhibit C. b. Paper Inventory. The Company's in stock inventory of paper (including any impregnated paper and decorated paper) is as set forth on Exhibit D (the "Paper Inventory'). In the event the Company has made a good faith effort to sell such Paper Inventory but is unable to do so within the twelve (12) months following the Closing, ATC agrees to purchase from the Company, within 10 business days of the Company notifying ATC; all such unsold Paper Inventory at the Company's original, direct cost of procurement or production of such unsold Paper Inventory; provided, however, that ATC's obligation to purchase such unsold Paper Inventory shall terminate to the extent the Company purchases or procures any new paper for use or sale that could be met or satisfied out of the unsold Paper Inventory. 17763.22-512244 9 14 C. Repayment of Liabilities. 'Within ninety (90) days following the Closing, Buyer will cause the Company to pay to the Sellers all amounts due by the Company to the Sellers or their Affiliates as of the Closing up to the amount set forth in Exhibit E. Conduct of Business between Signing and Closing a. From the date hereof through the Closing, except as contemplated hereunder or with the prior approval of Buyer, Sellers shall exercise their member control over the Company in the sarne manner as in the past; in particular, without such approval of Buyer, Sellers shall not, and shall cause the Company not to, do or commit to do anything of the following or adopt or permit the adoption of any shareholders' resolution of the Company regarding: Company; the liquidation of the Company; any change of charter, articles of association or by-laws of the iii. any change of legal form of the Company; iv. any redemption of the Interests; V. the declaration and/or payment of dividends or other distributions in cash or in kind, in particular to any of the Sellers or their affiliated companies; or the making of any other payment to any Seller or any of their affiliated companies; vi. the issue or authorization to issue new membership interests or other securities in the Company, including without. limitation, convertible bonds, - dividend bonds or participation rights, or; vii. the sale, transfer, creation of any encumbrances on or other disposal of the Interests or other securities in the Company or parts thereof, or grant any options, warrants, pre -eruptive rights, rights of first refusal or other purchase rights with respect to the Interests or other securities in the Company or parts thereof. b. From the date hereof through the Closing, except as contemplated hereunder or with the prior approval of Buyer, Sellers shall procure that the Company operates the Business in the ordinary and usual course of business and consistent with past practice and that the Business complies, in all material respects, with all applicable laws and maintains all material licenses, consents and authorizations of any nature whatsoever (public or private) which are necessary to carry on the Business; in particular, the Sellers shall procure that the Company does not without such consent of Buyer; i. incur any interest bearing debt or otherwise enter into, extend or amend any financing arrangements or agreement or draw any additional amounts under existing finance agreements, other than financing provided to the Company by Clarion Boards; 17763.22-512234 9 15 ii. enter into, extend or renew any guarantee, indemnity or other agreement to secure or incur financial or other obligations with respect to a third party's obligation; iiL make, change or rescind any material tax election, change any accounting period or settle or compromise any tax liability; or iv. make any hidden distributions to any of the Sellers or any of their affiliates. 10. miscellaneous. a. Entire Agreement; Amendments and Waivers. This Agreement represents the entire understanding and agreement between the parties hereto with respect to the subject rnatter hereof and al! prior or contemporaneous written or oral agreements with respect to the subject matter hereof are merged herein. This Agreement may be amended, supplemented or changed, and any provision hereof may be waived, only by written instrument making specific reference to this Agreement signed by the party against whom enforcement of any such amendment, supplement, modification or waiver is sought. The waiver by any party hereto of a breach of any provision of this Agreement shall not operate or be construed as a further or continuing Nvaiver of such breach or as a waiver of any other or subsequent breach. No failure on the part of any party to exercise, and no delay in exercising, any right, power or remedy hereunder shall operate as a waiver thereof. b. Headines. The section headings of this Agreement are for reference purposes only and are to be given no effect in the construction or interpretation hereof or thereof. c. Notices. All notices and other communications -under this Agreement shall be in writing and shall be deemed given when delivered personally or mailed by certified mail, return receipt requested, to the parties (and shall also be transmitted by facsimile to the Persons receiving copies thereof) at the respective addresses for each of Seller and Buyer on the books and records of the Company (or to such other address as a party may have specified by notice given to the other party pursuant to this provision). d. Costs. Whether or not the Closing takes place, all costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby and thereby shall be paid by the party incurring such expense. All transfer, sales, use, value added, starrip, recording, registration, excise, and other similar taxes (excluding any income taxes on any gain resulting from the sale of the Interests by the Sellers, which shall be borne by the Seller recognizing such income), together with any interest, additions or penalties with respect thereto and any interest in respect of such additions or penalties, arising out of, in connection with or attributable to the transactions contemplated by this Agreement, and any notarial fees incurred in connection with the delivery of this Agreement and the consummation of any of the transactions contemplated by this Agreement, if any, shall be borne one-half by the Sellers (in equal proportions) and one-half by Buyer. 1776322-5r2244 9 16 e. Governing Law. This Agreement shall be governed by and construed in accordance with the internal laws of the State of Delaware, without regard to the conflict of laws principles thereof, f. Binding Effect; Assiann3ent. This Agreement and the rights and obligations hereunder shall not be assigned or delegated by either party without the prior written consent of the other party, which may be granted or withheld in such party's sole discretion. Any attempted assignment or delegation not made in compliance with this Section shall be void and of no effect. This Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns. g. Severability. 1f any part of this Agreement is declared invalid by any legally governing authority having jurisdiction over either party, then such declaration shall not affect the remainder of the Agreement and the parties shall revise the invalidated part in a manner that will render such provision valid without impairing the parties' original intent. h. Counterparts: Facsimile Signature. This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be an original, brit all such counterparts shall together constitute one and the same instrument, and may he executed by means of signatures transmitted by facsimile. [Signature page follows on next page.] € 776333-5 €?3d4 9 17 IN WITNESS WI-iEREOF, the parties Hereto have duly executed this Membership Interest Purchase Agreement as of the date first above written, SELLERS: ATC PANELS, INC. By: Name: - o t-- L c. 1 Title: C- By: Name: -0-�i r-r-J Title: C9t a 0"SC __(✓t . NORTI3 A.MERICA HOLDING INC. By: — Name: Title: BUYER: SUDDEKOR LLC By: — Name: Title: 1770.22-51?744 9 18 IN WIT -MESS WHEREOF, the parties hereto have duly executed this Membership Interest Purchase Agreement as aithe date first above «�itten. SELLERS: BUYER: ATC PANELS, INC. By- _ Name: Title: By: Name: Title: NORTH AM ERICA HOLDING INC. Name: u,_ 4." t/ Title: SUDDEKOR LLC By: Name: Title: J- — 17763 2-512344 7 17 IN WITNESS WHEREOF, the parties hereto have duly executed this Membership Interest Purchase Agreement as of the date first above written. SELLERS: A ATC PANELS, INC. By: Name: Title: By: Name: Title: NORTH AMERICA HOLDING INC. By: Nance: Title: SUPn1WTCnta 1.11 0 By: Nan Title 17763.22-512244 9 18 o�oF w A rF9p� J � Michael F. Easley, Governor William G. Ross Jr., Secretary North Carolina Department of Environment and Natural Resources January 4, 2008 Mr. Ricardo Hillman DENR—FRO Biscoe Papers, LLC G�1 157 ATC Drive JAN 10 2008 Biscoe, NC 27209 Subject: No Exposure Certification NCGNE0449 Biscoe Papers, LLC 157 ATC Drive, Biscoe, NC Montgomery County Dear Mr. Hillman: Coleen H. Sullins, Director Division of Water Quality The Division has reviewed your submittal of the No -Exposure Certification for Exclusion from NPDES Stormwater Permitting form, which we received on August 31, 2007. Based on your submittal and signed certification of no exposure at the above referenced facility, the Division is granting your certification as provided for under 40 CFR 126.22(g), which is incorporated by reference in North Carolina regulations. Please note that by our acceptance of your no exposure certification, you are obligated to maintain no exposure conditions.at your -facility. If conditions change -such that your facility can no longer qualify for a no - exposure exclusion, you are obligated to immediately obtain NPDES permit coverage for your stormwater discharge. Otherwise, the discharge becomes subject to enforcement as an un-permitted discharge. Your conditional no -exposure exclusion expires in five years (December 31, 2012). At that time you must re -certify with the Division, or obtain NPDES permit coverage for any stormwater discharges from your facility. Your certification of no exposure does not affect your facility's legal requirements to obtain environmental permits that may be required under other federal, state, or local regulations or ordinances. If you have any questions or need further information, please contact Sarah Young at (919) 733-5083, ext. 502, or at sarah.young@ncmail.net. Sincerely, te�l /. dl&_ for Coleen H. Sullins cc: Fayetteville Regional Office -Mike Lawyer Central Files — wlattachments Stormwater Permitting Unit Files N. C. Division of Water Quality 1617 Mail Service Center Raleigh, North Carolina 27699-1617 (919) 733-7015 �A NCDENR Customer Service 1-877-623-6748 o�oF w A rE9QG co o � Mr. Ricardo Hillman Biscoe Papers, LLC 157 ATC Drive Biscoe, NC 27209 Dear Mr. Hillman: Michael F. Easley, Governor William G. Ross Jr., Secretary Norih Carolina Department of Environment and Natural Resources January 4, 2008 Subject: No Exposure Certification NCGNE0449 Biscoe Papers, LLC 157 ATC Drive, Biscoe, NC MontgomeryCounty Coleen H. Sullins, Director Division of Water Quality The Division has reviewed your submittal of the No -Exposure Certification for Exclusion from NPDES Stormwater Permitting form, which we received on August 31, 2007. Based on your submittal and signed certification of no exposure at the above referenced facility, the Division is granting your certification as provided for under 40 CFR 126.22(g), which is incorporated by reference in North Carolina regulations. Please note that by our acceptance of your no exposure certification, you are obligated to maintain no -- exposure conditions at your facility. -If conditions change such that your facility can- no longer qualify fora no - exposure exclusion, you are obligated to immediately obtain NPDES permit coverage for your stormwater discharge. Otherwise, the discharge becomes subject to enforcement as an un-permitted discharge. Your conditional no -exposure exclusion expires in five years (December 31, 2012). At that time you must re -certify with the Division, or obtain NPDES permit coverage for any stormwater discharges from your facility. Your certification of no exposure does not affect your facility's legal requirements to obtain environmental permits that may be required under other federal, state, or local regulations or ordinances. If you have any questions or need further information, please contact Sarah Young at (919) 733-5083, ext. 502, or at sarah.young@ncmail.net. Sincerely, for Coleen H. Sullins cc: Fayetteville Regional Office -Mike Lawyer Central Files — wlattachments Stormwater Permitting Unit Files N. C. Division of Water Quality 1617 Mail Service Center Raleigh, North Carolina 27699-1617 (919) 733-7015 NCDENR Customer Service 1-877-623-6748 RE:, FW: Waste water holding tanks movement Subject: RE: FW: Waste water holding tanks movement From: "Carolyn Underwood"<carolyn.underwood@atcpanels.com> Date: Wed, 19 Dec 2007 12:40:42 -0500 To: "'Mike Lawyer"' <Mike.Lawyer a ncmail.net> No the tanks will not be moved outside the building, washwater will be pumped into them right where they sit. The pump truck will be able to access the tanks where they sit (inside the building) and pump the water out of them to take for disposal. The tanks will not be moved outside at any time except when they are being loaded into a dumpster to be taken to the landfill for final disposal when the solids build up. This will happen only once in about every 5 years. Personnel at the plant understand that the tanks must remain inside at all times. They also understand that nothing else can be stored outside the building at any time. Regards, Carolyn Underwood -----Original Message ----- From: Mike Lawyer [mailto:Mike.Lawyer@ncmail.net] Sent: Wednesday, December 19, 2007 11:51 AM To: Carolyn Underwood Subject: Re: FW: Waste water holding tanks movement Will the tanks have to be moved outside for the wash water to be pumped into them? If so, that should be fine as long as they are moved back inside once the pumping is completed. Make sure that all facility personnel understand and comply with keeping those tanks inside. Mike Carolyn Underwood wrote: The wash water will continue to be pumped into the tanks and this allows the solids to settle out. As the water level increases, they will continue as they have in the past and bring a pump truck on site and pump and haul the wastewater for disposal. The solids settle out and harden in the tanks. once the solids fill the tank to a point that it is no longer economically to use the tanks (no working space left to hold liquid), they take the tanks and solids to the landfill for proper disposal. They buy new, replacement tanks to continue this same operation. They replace these tanks about once every 5 years. I am sorry that I did not respond sooner, I was traveling and did not pick up your email until I returned today. 1 hope this is the information that you need. Please email if not. Thank• you, Carolyn Underwood -----original Message ----- From: Mike Lawyer [mailto:Mike.Lawyer@ncmail.net] Sent: Monday, December 17, 2007 9:04 AM To: Carolyn Underwood Cc: Ricardo Hillmann (E-mail); Raju Nandipati (E-mail); Varma Penmetsa (E-mail) Subject: Re: FW: Waste water holding tanks movement Now that the tanks have been relocated inside, what is the facility's 1 of 4 12/ 19/2007 12:48 PM RE:; FW: Waste water holding tanks movement plan in regards to pumping waste water into them and removing the solids when necessary? Mike Carolyn Underwood wrote: Mr. Lawyer, please see the attached email from Raju at Biscoe. Rather than constructing containment around these tanks that would have to be rebuild each time we clean the solids from the tanks, we decided to move the tanks inside the building. This has been done thereby eliminating the exposure to stormwater from these tanks. if you need additional pictures, please let us know. We hope you would recommend issuance of the "No exposure Certification" for stormwater to this facility. If you have any questions concerning this, please contact me. Regards, Carolyn Underwood, Environmental Manager, ATC Panels, Inc. ----Original Message ----- *From:* Raju Nandipati[mailto:raju.nandipati@atcpanels.com] *Sent:* Wednesday, December OS, 2007 11:13 AM *To:* Carolyn.Underwood@ATCPanels.com *Cc:* 'Varma Penmetsa'; Lorrie.blackwell@atcpanels.com *Subject:* Waste water holding tanks movement Good Morning Carolyn, We moved the waste water collecting tanks into the Chemical tanks area(Air Compressors Room)._ Please find attached pictures for the same. Thanking you, Raju NM. -----Original Message ----- From: Mike Lawyer [mailto:Mike.Lawyer@ncmail.net] Sent: Thursday, September 20, 2007 9:04 AM To: Sarah Young 2 of4 12/19/2007 12:48 PM RE; FW: Waste water holding tanks movement Cc: carolyn.underwood@atcpanels.com Subject: Re: no exposures for Fayetteville Sarah, Did a site visit to Biscoe Papers yesterday for their No Exposure application. Met with Varma Penmetsa and Carolyn Underwood. There is indeed no materials or products stored outside the facility, however there are two 2500 gallon waste tanks that are kept outside, but currently without secondary containment. Ms. Underwood expressed that she would provide secondary containment as soon as possible and so I told her that we would put their NEC application on hold until that work is completed. Carolyn, Please respond back to me -with an expected --time frame -for completion as__ _. T well as when the work is completed with pictures if possible (or I can do another site visit for confirmation) so that we can proceed with processing the No Exposure Certification application. If you have any questions, please contact me. Thanks, Mike Sarah Young wrote: Mike - You only have one no exposure within this batch, and you're lucky 3 of 12/19/2007 12.48 PM RE:, FW: Waste water holding tanks movement because there were around 35-40. Please let me know within 30 days. Thanks, Sarah -----Original Message ----- *From:* Raju Nandipati[mailto:raju.nandipati@atcpanels.com] *Sent:* Wednesday, December 05, 2007 11:13 AM *To:* Carolyn.Underwood@ATCPanels.com *Cc:* 'Varna Penmetsa'; Lorrie.blackwell@atcpanels,com *Subject:* Waste water holding tanks movement Good Morning Carolyn, We moved the waste water collecting tanks into the Chemical tanks area(Air Compressors Room). Please find attached pictures for the same. Thanking you, Raju NM. Michael Lawyer Environmental Specialist NCDENR-Division of Water Quality Surface Water Protection Section Fayetteville Regional Office Direct: (910)433-3329 Main: (910)433-3300 Fax: (910)486-0707 Michael Lawyer Environmental Specialist NCDENR-Division of Water Quality Surface Water Protection Section Fayetteville Regional Office Direct: (910)433-3329 Main: (910)433-3300 Fax: (910)486-0707 4 of 4 12/19/2007 12:48 PM [Fwd: FW: Waste water holding tanks movement] Subject: [Fwd: FW: Waste water holding tanks movement] From: Mike Lawyer <Mike.Lawyer@ncmail.net> Date: Fri, 07 Dec 2007 08:40:42 -0500 To: Sarah Young <Sarah.Young@ncmail.net> CC: "Carolyn Underwood"<carolyn.underwood@atcpanels.com> Sarah, I received the attached e-mail with pictures regarding the Siscoe Papers facility that had applied for No Exposure Certification several weeks ago. If you recall, they had a couple of large, portable, above -ground tanks that did not have secondary containment around them, which was the only thing holding the processing of their NEC application.' They have apparently decided to relocate those tanks to be inside their facility. Since this has been done, they now fully qualify for the NEC and I recommend that it be issued. f Thanks, Mike Michael Lawyer Environmental Specialist NCDENR-Division of Water Ouality Surface water Protection Section Fayetteville Regional Office Direct: {910y433-3329 Main: (910)433-3300 Fax: (910)486-0707 Subject: FW: Waste water holding tanks movement From: "Carol}m Underwood"<carnlyn.undenvood@atcpanels.com> Date: Thu, 6 Dec 2007 1 1:15:18 -0500 To: <Mike.Lawyer@ncmail.net> CC: "Ricardo Hiilmann 1(E-main)" <Ricardo,Hillmann@ATCPanels.com>, "Raju Nandipati \(E-main)" <Raju.Nandipati@ATCPanels.com>, "Varma Penmetsa \(E-mail\)" <Varma.Penmetsa@ATCPanels.com> Mr. Lawyer, please see the attached email from Raju at Biscoe. Rather than constructing containment around these tanks that would have to be rebuild each time we clean the solids from the tanks, we decided to move the tanks inside the building. This has been done thereby eliminating the exposure to stormwater from these tanks. If you need additional pictures, please let us know. We hope you would recommend issuance of the "No exposure Certification" for stormwater to this facility. If you have any questions concerning this, -please contact me. Regards, - - Carolyn Underwood, Environmental Manager, ATC Panels, Inc. ---Original Message ----- From: Raju Nandipati [mailto:raju.nandipati@atcpanels.com] Sent: Wednesday, December 05, 2007 11:13 AM To: Carolyn.Underwood@ATCPanels.com Cc: 'Varma Penmetsa'; Lorrie.blackwell@atcpanels.com Subject: Waste water holding tanks movement Good Morning Carolyn, We moved the waste water collecting tanks into the Chemical tanks area(Air Compressors Room). Please fired attached pictures for the same. Thanking you, Raju NM. » ----- Original Message ----- -From: Mike Lawyer [mailto:Mike.Lawyer@ncmail.net] —Sent: Thursday, September 20, 2007 9:04 AM —To: Sarah Young -Cc: Carelyn.undenuood@atcpanels.com 1 of 5 12/7/2007 9:54 AM [Fwd: FW: Waste water holding tanks movement] >>Subject: Re: no exposures for Fayetteville —Sarah, >>Did a site visit to Biscoe Papers yesterday for their No Exposure >>application. Met with Varma Penmetsa and Carolyn Underwood. There is —indeed no materials or products stored outside the facility, however —there are two 2500 gallon waste tanks that are kept outside, but >>currently without secondary containment. Ms. Underwood expressed that —she would provide secondary containment as soon as possible and so I >>told her that we would put their NEC application on hold until that work —is completed. —Carolyn, —Please respond back to me with an expected time frame for completion as —well as when the work is completed with pictures if possible (or I can —do another site visit for confirmation) so that we can proceed with —processing the No Exposure Certification application. If you have any >>questions, please contact me. >>Thanks, >>Mike >>Sarah Young wrote: » » >>>Mike- >>>You only have one no exposure within this batch, and you're lucky —because there were around 35-40. Please let me know within 30 days. —Thanks, Sarah -----Original Message ----- From: Raju Nandipatt [manta:raju.nandipati@atcpanels.com] Sent: Wednesday, December 05, 2007 11:13 AM To: Carolyn,Underwood@ATCPanels.com Cc: Varma Penmetsa'; Lorrie.blackweil@atcpanels.com Subject: Waste water holding tanks movement Good Morning Carolyn, We moved the waste water collecting tanks into the Chemical tanks area(Air Compressors Room). Please find attached pictures for the same. Thanking you, Raju NM. 2 of 5 12/7/2007 9:54 AM f-, Jnt F-P 2t 4k _71. 0 W. 4, n -n ". 2, -7, +,4�, C4' � i' '��i L « t',l �S f.�,s• ti ��_i �hi S- k 1!%s � .{ � `fit � it' � -•C s' ''M - Ft, }: �='yz� --+.-"�r s�-�,e''�wti. t-' � nv. .a... t'3 , . :' - a: -, w '..4 n v c� - �• .-e- 'f�. • r� �� � �'� ^`` �.�' +'. .a i � >- i., ri �i t� a c, t ,� F'< � .''' r ^r`"�' �4 zy:: er^�iy< `t't� y� �A, to - _ - c, :tit - n -iti r Pi ,�'. •}'Y3 'f 5' '�`'+« `.i ..r.sV' 1. 3 f- i -� I _-G-cam_ �` y�4+" :7.� yr � �{; :S� ���i • �' s ��' .•r - i ,A _ S r�'�� 7 1Y ,j=,y� �},`- h +I el .-2 �. "P � I,, ''+• ., ni'3 '; .rix dam= li 4 ` -r.j cw Lrt- s`� f Fi. rj *; ti`' . �' �el i€ •r 37y -a + '^.� �_.LY � f ... �. •--�-+�" �=[ it ry'T� Y r"t ,�J� fri/+"-r�''`�f,,.-�h aI ..F� ,'; Ye �['`i [ '�.�_ _..,,, .w,,.- _-i+--•1..... ,ey ..rs t r n..•fr,t,-, • .++-. ✓ 6 d -. - N 'o''' .. [ •' �, s_i Sti°L e+ «�. ,�+' <� ,tea •'ird•� t r � � �.�-, - ,,n •-� +'�,.3 'r .er '' � �'�', 17 For -'[•— I '� ; `" - R '' rN. .r 5�.'t"-.f ��^� a •' Fa w .i+y y= e."%' .�',,,�� i •+"� y '�>�. ''� ' FeL� -t '�✓�' ' � � 'n "c } Y ts. P jz may,}4T��« �} ✓�'b :f� y ' d� ' fit£ '�-Y�-�- 4�y�r,� �s.�+ .> _> .: ,.3 nw � c�`. _ � �'�.. _f � 7 �` r� ��, �. _ j f i Y �•(� 1 L.F i� h.•fC .X�, �} 3r"z':'.-�"'.�.y .-.'t`�r� �_fST - f. �- v � � , � •' . r'wr ,{ 5 rsS� w. � f ° r7 .?, �; �Y�r•y� d' '. r11py. ,..# �«' >`t- .� s it + _ rt •'y a f7 � - + .. � y � qv `-�•]. r:.: ' 1 e. '� .Y:4i - � : y,� -� '^ ��.4'[' t� {r% '1? k , y _ _�Y _ � � i1 rL.s.. ' •� rs ry y , fix• _ ,,r."'. ,c.s r .pr �' � �,�-,• 5 ' �-•^ - C � }�. �,.}� r fit, �.l � r x1• iri.' �%��. �..ri'�;� - �l�'` • P c �. _ F�V r�l'�1 •, F i +i I' l ..� IMF' MI ZA y ,'T _ i f, t •E s ', • 6 Re: no exposures for Fayetteville Subject: Re: no exposures for Fayetteville From: Mike Lawyer <Mike. Lawyer@ncmail. net> Date: Fri, 19 Oct 2007 09:20:17 -0400 To: Carolyn Underwood<carolyn.underwood@atcpanels.com> CC: 'Sarah Young' <sarah.young@ncmail.net>, "Var-na Penmetsa (E-mail)" <Varma. Penmetsa@ATC Pane Is. c om>, "Ricardo Hillmann (E-mail)" <Ricardo.Hillmann@ATCPanels. com>, "Jerry Satterfield (E-mail)" <Jerry. S atterfi eld@ATCPanels. com> Carolyn, Just wanted to get an update on the secondary containment work. Please respond. Thanks, Mi ke Carolyn Underwood wrote: Thank you for your time related to this work. The engineering manager you met on site yesterday plans to contact a contractor who will be able to help us with the installation of a containment structure around these tanks. I also have spoke to a project superintendent with ATC Panels this morning who is willing to help us find a solution as well. They are in the process of making these contacts and we will install as soon as we can. Once complete, I will notify you and send pictures of the installation. If you need another site visit, please let me know and 1 will meet you at the site. Just to be exact, the tanks are 2300 gallons each rather than 2500 gallons. Thanks again and we will be in touch. Carolyn Underwood -----Original Message ------ From: Mike Lawyer[mailto:Mike.Lawyer@ricmail.netl - Sent: Thursday, September 20, 2007 9:04 AM To: Sarah Young Cc: car_olyn.underwood@atcpanels.com Subject: Re: no exposures for Fayetteville Sarah, Did a site visit to Biscoe Papers yesterday for their No Exposure application. Met with Varma Penmetsa and Carolyn Underwood. There is indeed no materials or products stored outside the facility, however there are two 2500 gallon waste tanks that are kept outside, but currently without secondary containment. Ms. Underwood expressed that she would provide secondary containment as soon as possible and so I told her that we would put their NEC application on hold until that work is completed. Carolyn, Please respond back to me with an expected time frame for completion as well as when the work is completed with pictures if possible (or I can do another site visit for confirmation) so that we can proceed with processing the No Exposure Certification application. If you have any questions, please contact me. Thanks, Mike Sarah Young wrote: 1 of 2 12/7/2007 9:55 AM [Fxvd: FW:,NVaste water holding tanks movement] Subject: [Fwd: FW: Waste water holding tanks movement) From: Mike Lawyer <ivlike.Lawyerr�ncmail.net> Date: Fri, 07 Dec 2007 08:40:42 -0500 To: Sarah Young <Sarah. Young@ncmaiLnet> CC: "Carolyn Underwood" <carolyn.undenvood@atcpanels.com> Sarah, I received the attached e-mail with pictures regarding the Biscoe Papers facility that certification several weeks ago, if you recall, they had a couple of large, portable, secondary containment around them, which was the only thing holding the processing of apparently decided to relocate those tanks to be inside their facility. Since this has for the NEC and I recommend that it be issued. Thanks, Mike Michael Lawyer Environmental Specialist NCDENR-Division of Water Quality Surface Water Protection Section Fayetteville Regional office Direct: (9101433-3329 Main: (910)433-330D Fax: (910)486-0707 had applied for No Exposure above -ground tanks that did not have their NEC application. They have been done, they now fully qualify Subject: FW: Waste water holding tanks movement From: "Carolyn Underwood"<carolyn.underwood@atcpanels.com> Date: Thu, 6 Dec 2007 1 1:15:18 -0500 To: <Mikc.LaHyera ncmail.net> CC: "Ricardo Hilltnann \(E-mail\)" <Ricardo.HiIImann@ATCPanels.com>, "Raju Nandipati \(E-mail\)" <Raju.Nandi pati@ATCPanels. corn>, "Vanna Penmetsa \(E-mail\)" <Vanna.Penmctsa@ATCPanels. com> Mr. Lawyer, please see the attached email from Raju at Biscoe. Rather than constructing containment around these tanks that would have to be rebuild each time we clean the solids from the tanks, we decided to move the tanks inside the building. This has been done thereby eliminating the exposure to stormwater from these tanks. If you need additional pictures, please let us know. We hope you would recommend issuance of the "No exposure Certification" for stormwater to this facility. If you have any questions concerning this, please contact me. Regards, Carolyn Underwood, Environmental Manager, ATC Panels, Inc. ---Original Message ----- From: Raju Nandipati [mailto:raju.nandipati@atcpanels.com] Sent: Wednesday, December 05, 2007 11:13 AM To: Carolyn.Underwood@ATCPanels.com Cc: 'Varma Penmetsa; Lorrie.blackwell@atcpanels.com Subject: Waste water holding tanks movement Good Morning Carolyn, We moved the waste water collecting tanks into the Chemical tanks area(Air Compressors Room). Please find attached pictures for the same. Thanking you, Raju NM. >>----Original Message- -From: Mike lawyer [mailto:Mike.Lawyer@ncmail.net] >>Sent: Thursday, September 20, 2007 9:04 AM —To: Sarah Young >>Cc: Carolyn, underwood@atcpanels.com I of 5 12/7/2007 8:41 AM [Fwd: FW: Waste water holding tanks movement] >>Subject: Re: no exposures for Fayetteville >>Sarah, —Did a site visit to Biscoe Papers yesterday for their No Exposure >>application. Met with Varma Penmetsa and Carolyn Underwood. There is —indeed no materials or products stored outside the facility, however —there are two 2500 gallon waste tanks that are kept outside, but —currently without secondary containment. Ms. Underwood expressed that >>she would provide secondary containment as soon as possible and so I —told her that we would put their NEC application on hold until that work »is completed. —Carolyn, >>Please respond back to me with an expected time frame for completion as >>well as when the work is completed with pictures if possible (or I can —do another site visit for confirmation) so that we can proceed with >>processing the No Exposure Certification application. If you have any —questions, please contact me. >>Thanks, >>Mike >>Sarah Young wrote: >>>Mike - >>>You only have one no exposure within this batch, and you're lucky >>>because there were around 35-40. Please let me know within 30 days >>>Thanks, Sarah -----Original Message ----- From: Raju Nandipad[ma ilto:raju.nand ipati@atcpanels.cum] Sent: Wednesday, December 05, 2007 11:13 AM To: Carolyn. Underwood @ATCPanels.corn Cc: Varma Penmetsa; Lorrie.blackwell@atcpanels.com Subject: Waste water holding tanks movement Good Morning Carolyn, We moved the waste water collecting tanks into the Chemical tanks area(Air Compressors Room). Please find attached pictures for the same. Thanking you, Raju NM. 2 of 5 12/7/2007 8:41 AM [Fwd: FW: ,Waste water holding tanks movement] of 5 12/7/2007 8:41 AM [Fwd: FW: .Waste water holding tanks movement] FW: Waste water bolding tanks movement Content Type: message/rfc822 Content -Encoding: 7bit Content -Type: image/jpeg outside after the tanks rnmed.MG Content -Encoding- base64 inside with tank. instalied..IPG Content -Type: image/jpeg Content -Encoding- base64 4 of 5 12/7/2007 8:41 AM RE: no exposures for Fayetteville Subject: RE: no exposures for Fayetteville From: "Carolyn Underwood"<carolyn.underwood@atcpanels.com> Date: Thu, 20 Sep 2007 09:44:42 -0400 To: "'Mike Lawyer"' <Mike.Lawyer@ncmail.net> CC: "'Sarah Young"' <sarah.young@ncmail.net>, "Varma Penmetsa \(E-mail\)" <Varma.Penmetsa@ATCPanels.com>, "Ricardo Hillmann \(E-mail\)" <Ricardo.Hillmann@ATCPanels.com>, "Jerry Satterfield \(E-mail\)" <Jerry. Satterfield@ATCPanels.com> Thank you for your time related to this work. The engineering manager you met on site yesterday plans to contact a contractor who will be able to help us with the installation of a containment structure around these tanks. I also have spoke to a project superintendent with ATC Panels this morning who is willing to help us find a solution as well. They are in the process of making these contacts and we will install as soon as we can. Once complete, I will notify you and send pictures of the installation. If you need another site visit, please let me know and I will meet you at the site. Just to be exact, the tanks are 2300 gallons each rather than 2500 gallons. Thanks again and we will be in touch. Carolyn Underwood -----Original Message ------ From: Mike Lawyer[mailto:P•9ike.Lawyer@ncmail.net] Sent: Thursday, September 20, 2007 9:04 AM To: Sarah Young Cc: carolyn.underwood@atcpanels.com Subject: Re: no exposures for Fayetteville Sarah, Did a site visit to Biscoe Papers yesterday for their No Exposure application. Met with Varma Penmetsa and Carolyn Underwood. There is indeed no materials or -products stored outside the facility, however there are two 2500- gallon waste tanks that are kept outside, but -- currently without secondary containment. Ms. Underwood expressed that she would provide secondary containment as soon as possible and so I told her that we would put their NEC application on hold until that work is completed. Carolyn, Please respond back to me with an expected time frame for completion as well as when the work is completed with pictures if possible (or I can do another site visit for confirmation) so that we can proceed with processing the No Exposure Certification application. If you have any questions, please contact me. Thanks, Mi ke Sarah Young wrote: Mike - You only have one no exposure within this batch, and you're lucky because there were around 35-40. Please let me know within 30 days. Thanks, Sarah Michael Lawyer Environmental Specialist 1 of 12/11/2007 1:51 PM Re: no exposures for Fayetteville Subject: Re: no exposures for Fayetteville From: Mike Lawyer <Mike. Lawyer@ncmai 1. net> Date: Thu, 20 Sep 2007 09:04:29 -0400 To: Sarah Young <sarah.young@ncmail.net> CC: carolyn.underwood@atcpanels.com Sarah, Did a site visit to Biscoe Papers yesterday for their No Exposure application. Met with Varma Penmetsa and Carolyn Underwood. There is indeed no materials or products stored outside the facility, however there are two 2500 gallon waste tanks that are kept outside, but currently without secondary containment. Ms. Underwood expressed that she would provide secondary containment as soon as possible and so I told her that we would put their NEC application on hold until that work is completed. Carolyn, Please respond back to me with an expected time frame for completion as well as when the work is completed with pictures if possible (or I can do another site visit for confirmation) so that we can proceed with processing the No Exposure Certification application. If you have any questions, please contact me. Thanks, Mike Sarah Young wrote: Mike - You only have one no exposure within this batch, and you're lucky because there were around 35-40. Please let me know within 30 days. Thanks, Sarah Michael Lawyer Environmental Specialist NCDENR-Division of Water Quality Surface Water Protection Section Fayetteville Regional Office Direct: (910)433-3329 Main: (910)433-3300 Fax: (910)486-0707 of 1 12/11/2007 1:50 PM Re: no exposures for Fayetteville Mike - You only have one no exposure within this batch, and you're lucky because there were around 35-40. Please let me know within 30 days. Thanks, Sarah Michael Lawyer Environmental Specialist NCDENR-Division of Water Quality Surface Water Protection Section Fayetteville Regional Office Direct: (910)433-3329 Main: (910)433-3300 Fax: (910)486-0707 Michael Lawyer Environmental Specialist NCDENR-Division of Water Quality Surface Water Protection Section Fayetteville Regional Office Direct: (910)433-3329 Main: (910)433-3300 Fax: (910)486-0707 2 of 2 12/7/2007 9:55 AM RE: no exposures for Fayetteville Subject: RE: no exposures for Fayetteville From: "Carolyn Underwood"<carolyn.underwood@atcpaneIs. corn> Date: Thu, 20 Sep 2007 09:44:42 -0400 To: "'Mike Lawyer"' <Mike.Lawyer@ncmail.net> CC: "'Sarah Young"' <sarah.young@ncmail.net>, "Varma Penmetsa \(E-mail\)" <Varma.Penmetsa@ATCPanels.coni>, "Ricardo Hillmann \(E-mail\)" <Ricardo.Hillmann@ATCPanels.com>, "Jerry Satterfield \(E-mail\)" <Jerry.Satterfield@ATCPanels.com> Thank you for your time related to this work. The engineering manager you met on site yesterday plans to contact a contractor who will be able to help us with the installation of a containment structure around these tanks. I also have spoke to a project superintendent with ATC Panels this morning who is willing to help us find a solution as well. They are in the process of making these contacts and we will install as soon as we can. Once complete, I will notify you and send pictures of the installation. If you need another site visit, please let me know and I will meet you at the site. Just to be exact, the tanks are 2300 gallons each rather than 2500 gallons. Thanks again and we will be in touch. Carolyn Underwood -----Original message ----- From: Mike Lawyer[mailto:Mike.Laiayer@ncmail.net] Sent: Thursday, September 20, 2007 9:04 AM To: Sarah Young Cc: carolyn.underwood@atcpanels.com Subject: Re: no exposures for Fayetteville Sarah, Did a site visit to Biscoe Papers yesterday for their No Exposure application. Met with_Varma Penm_etsa and Carolyn Underwood. There is indeed no materials or products stored outside -the -facility, -however_ there are two 2500 gallon waste tanks that are kept outside, but currently without secondary containment. Ms. Underwood expressed that she would provide secondary containment as soon as possible and so I told her that we would put their NEC application on hold until that work is completed. Carolyn, Please respond back to me with an expected time frame for completion as well as when the work is completed with pictures if possible (or i can do another site visit for confirmation) so that we can proceed with processing the No Exposure Certification application. If you have any questions, please contact me. Thanks, Mike Sarah Young wrote: Mike - You only have one no exposure within this batch, and you're lucky because there were around 35-40. Please let me know within 30 days. Thanks, Sarah Michael Lawyer Environmental Specialist 1 of 2 1 1/1/2007 8:46 AM RE: no exposures for Fayetteville NCDENR-Division of Water Quality Surface Water Protection Section Fayetteville Regional Office Direct: (910)433-3329 Main: (910)433-3300 Fax: (910)486-0707 2 of 2 1 1/1/2007 3:46 AM NC®ENR N . C ­ L­ E e_ — r+._� Rn n N to CrAl E Division of Water Quality / Surface Water Protection National Pollutant Discharge Elimination System NO EXPOSURE CERTIFICATION for Exclusion NCGNE0000 NO EXPOSURE CERTIFICATION FRo National Pollutant Discharge Elimination System application for exclusion from a Stormwater Permit based on NO EXPOSURE: Submission of this No Exposure Certification constitutes notice that your facility does not require permit authorization for its stormwater discharges associated with industrial activity in the State of North Carolina because it qualifies for a no exposure exclusion. A condition of no exposure at an industrial facility means all industrial materials and activities are protected by a storm resistant shelter (with some exceptions) to prevent exposure to rain, snow, snowmelt, and/or runoff. Industrial materials or activities include, but are not limited to: material handling equipment or activities, industrial machinery, raw materials, intermediate products, by-products, final products, or waste products. Material handling activities include the storage, loading and unloading, transportation, or conveyance of any raw material, intermediate product, final product or waste product. A storm resistant shelter is not required for the following industrial materials and activities: drums, barrels, tanks, and similar containers that are tightly sealed, provided those containers are not deteriorated and do not leak. "Sealed" means banded or otherwise secured and with locked or non -operational taps or valves; adequately maintained vehicles used in material handling; and final products, other than products that would be mobilized in stormwater discharges (e.g., rock salt). A No Exposure Certification must be provided for each facility qualifying for the no exposure exclusion. In addition, the exclusion from NPOES permitting is available on a facility -wide basis only —not for individual outfalls. If any industrial activities or materials are, or will be, exposed to precipitation, the facility is not eligible for the no exposure exclusion. By signing and submitting this No Exposure Certification form,you certify that a condition of no exposure exists at this facility or site and are okc obligated to comply with the terms and conditions of 40 CFR 422.26(g). You are reauired to reaDDIV for the No �a For questions, please contact the DWQ Regional Office for your area. (Se aged) V (Please print or type) 1) Mailing address of ownerloperator Name b j' C �cc. S LL. C Street Address 15 Z A-TG City biscee. State: (:- Telephone No. 10 +4 2$ - 3 Q B b Fax: q L 0 2) Location of facility producing discharge: Facility dame $i k oC P LL.0 Facility Contact Street Address C ity County Telephone No. ZIP Code 1+16 4 ya$- 3os3 bl5c,oe State _—EC ZIP Code 211-Z0 µe-&4-a1>gMr4 tito ;f24� 3c58o _ Fax: ems_ 2$- 3D Page 1 of 5 SWU-NE-060607 Last revised 06/06/07 r k?�, ' a �: f' , �� �t4 � ��� . i� -� �; � ��.+ r ._!. _ ..� •f • �+-o •. + 4 'k � ", K NCGNE0000 No Exposure Certification 3) Physical location information Please provide a narrative description of how to get to the facility (use stregt names, state road numbers, distance and direction from a roadway intersection). TOE UD +� (A copy of a map with the facility clearly located on it should be included with the certification application.) 4) Is the facility located on Native American Lands? ❑ Yes ❑(No 5) Is this a Federal facility? ❑ Yes St No 6) Latitude 35. 32 JG l ► I Longitude — 0+1• 4(0 ZM$ (deg, min, sec) 7) This NPDES Permit Application applies to which of the following: ❑ New or Proposed Facility Date operation is to begin LL� Existing Date operation began r3_J Igj 2 00 4 on3n ��MCW 411c6e PeWl ".3 OWtr 8) Was this facility or site ever covered under an NPDES Stormwater Permit? ❑ Yes KNo If yes, what is the NPDES Permit Number? 9) Standard Industrial Classification: Provide the 4 digit Standard Industrial Classification Code (SIC Code) that describes the primary industrial activity at this facility SIC Code: ? Ce 10) Provide a brief description of the types of industrial activities and products produced at this facility: 11) Does this facility have any Non -Discharge permits (ex: recycle permits)? ANo ❑ Yes If yes, list the permit numbers for all current Non -Discharge permits for this facility: Exposure Checklists (12. - 14.) 12) Are any of the following materials or activities exposed to precipitation, now or in the foreseeable future? (Please check either "Yes" or "No.") If you answer "Yes" to any of these items, you are not eligible for the no exposure exclusion. a. Using, storing, or cleaning industrial machinery or equipment, and areas where ❑ Yes OR No residuals from using, storing or cleaning industrial machinery or equipment remain and are exposed to stormwater b. Materials or residuals on the ground or in stormwater inlets from spills/leaks ❑ Yes f(No c. Materials or products from past industrial activity ❑ Yes k No d. Material handling equipment (except adequately maintained vehicles) ❑ Yes )�No e. Materials or products during loading/unloading or transporting activities ❑ Yes kNo f. Materials or products stored outdoors (except final products intended for outside ❑ Yes RLNo use [e.g., new cars] where exposure to stormwater does not result in the discharge of pollutants) Page 2 of 5 5WU-NE-060607 Last revised 06/06/07 Z k �•2 .. � � -�, 1. _ , } JJ .�, � •;3 r .... `r •t NCGNE0000 No Exposure Certification g. Materials contained in open, deteriorated or leaking storage drums, barrels, tanks, and similar containers h. Materials or products handled/stored on roads or railways owned or maintained by the discharger i. Waste material (except waste in covered, non -leaking containers [e.g., dumpsters]) j. Application or disposal of process wastewater (unless otherwise permitted) k. Particulate matter or visible deposits of residuals from roof stacks and/or vents not otherwise regulated (i.e., under an air quality control permit) and evident in the stormwater outflow I. Empty containers that previously contained materials that are not properly stored (i.e., not closed and stored upside down to prevent precipitation accumulation) m. For any exterior ASTs, as well as drums, barrels, tanks, and similar containers stored outside, has the facility had any releases in the past three (3) years? ❑ Yes U�No ❑ Yes "o ❑ Yes No ❑ Yes kNo ❑ Yes Vo ❑ Yes �No ❑ Yes PLNo 13) Above Ground Storage Tanks (ASTs): If you answer "No" to any of the following items, you are not eligible for the no exposure exclusion. a. Are exterior ASTs or piping free of rust, damaged or weathered coating, pits, or K Yes ❑ No deterioration, or evidence of leaks? b. Is secondary containment provided for all exterior ASTs? If so, is it free of any P Yes ❑ No cracks, holes, or evidence of leaks, and are drain valves maintained locked shut? 14) Secondary Containment: If you answer "No" to any of the following items, you are not eligible for the no exposure exclusion. a. Is secondary containment provided for single above ground storage containers IR Yes ❑ No (including drums, barrels, etc.) with a capacity of more than 660-gallons? b. Is secondary containment provided for above ground storage containers stored in close proximity to each other with a combined capacity of more than 1,320- gallons? c. Are release valves on all secondary containment structures locked? Ip� Yes ❑ No * Yes ❑ No Page 3 of 5 SWU-NE-060607 Last revised 06/06/07 NCGNE0000 No Exposure Certification 15) Hazardous Waste: a. Is this facility a Hazardous Waste Treatment, Storage, or Disposal Facility? 0 Yes C/No b. Is this facility a Small Quantity Generator (less than 1000 kg, of hazardous waste ❑ Yes J� No generated per month) of hazardous waste? c. Is this facility a Large Quantity Generator (1000 kg. or more of hazardous waste ❑ Yes i/No generated per month) of hazardous waste? If you answered yes to questions b. or c., please provide the following information: Type(s) of waste: How is material stored: Where is material stored: How many disposal shipments per year: Name of transport / disposal vendor: Vendor address: 16) Certification: certify under penalty of law that I have read and understand the eligibility requirements for claiming a condition of "no exposure" and obtaining an exclusion from NPDES stormwater permitting. I certify under penalty of law that there are no discharges of stormwater contaminated by exposure to industrial activities or materials from the industrial facility or site identified in this document (except as allowed under 40 CFR 122.26(g)(2)). understand that I am obligated to submit a no exposure certification form once every five (s) years to the North Carolina Division of Water Quality and, if requested, to the operator of the local municipal separate storm sewer system (MS4) into which the facility discharges (where applicable). I understand that I must allow the North Carolina Division of Water Quality, or MS4 operator where the discharge is into the local MS4, to perform inspections to confirm the condition of no exposure and to make such inspection reports publicly available upon request. In the event that the site no longer qualifies for a No Exposure Exclusion, I understand that I must obtain coverage under an NPDES permit prior to any point source discharge of stormwater from the facility. Additionally, I certify under penalty of law that this document and all attachments were prepared under my direction or supervision in accordance with a system designed to assure that qualified personnel properly gathered and evaluated the information submitted. Based on my inquiry of the person or persons who manage the system, or those persons directly responsible for gathering the information, the information submitted is to the best of my knowledge and belief true, accurate and complete. I am aware that there are significant penalties for submitting false information, including the possibility of fine and imprisonment for knowing violations. I certify that I am familiar with the information contained in this application and that to the best of my knowledge and belief such information is true, complete, and accurate. Printed Nape of Person Signing: cA1 � _ ElR tL'Yh1 *4 in yt Title:. Vlk.+ar f 9.4�d, bo&., . Ow-ra,Rdv.o of Applicant) (Date Signed) Please note: This application for the No Exposure Exclusion is subject to approval by the NCDENR Regional Office prior to issuance. The Regional Office may inspect your facility for compliance with no exposure conditions prior to that approval. The Regional Office may also inspect your facility at any time in the future for compliance with the No Exposure Exclusion. Page 4 of 5 SWU-NE-060607 Last revised 06/06/07 NCGNEQ000 No Exposure Certification North Carolina General Statute 143-215.6 B(i) provides that: Any person who knowingly makes any false statement, representation, or certification in any application, record, report, plan, or other document filed or required to be maintained under this Article or a rule implementing this Article; or who knowingly makes a false statement of a material fact in a rulemaking proceeding or contested case under this Article; or who falsifies, tampers with, or knowingly renders inaccurate any recording or monitoring device or method required to be operated or maintained under this Article or rules of the [Environmental Management] Commission implementing this Article shall be guilty of a Class 2 misdemeanor which may include a fine not to exceed ten thousand dollars ($10,000), There is currently no fee for a No Exposure Exclusion. Final Checklist This application should include the following items: iRf This completed application and all supporting documentation. IV A map with the location of the facility clearly marked. Mail the entire package to: Stormwater Permitting Unit Division of Water Quality 1617 Mail Service Center Raleigh, [North Carolina 27699-1617 Note The submission of this document does not guarantee the issuance of a No.Exposure Exclusion. For questions, please contact the DWQ Regional Office for your area. DWQ Regional Office Contact Information: Asheville Office....., (828) 296-4500 Fayetteville Office ... (910) 433-3300 Mooresville Office ... (704) 663-1699 Raleigh Office ........ (919) 791-4200 Washington Office... (252) 946-6481 Wilmington Office... (910) 796-7215 Winston-Salem ...... (336) 771-5000 Central Office ......... (919) 733-5083 Page 5 of 5 SWU-NE-060607 Last revised 06/06/07 CDENR Ni . G� 0� CF EN11RGy1 . Hn1w1. Fk-- - Division of Water Quality f Surface Water Protection National Pollutant Discharge Elimination System NO EXPOSURE CERTIFICATION for Exclusion NCGNE0000 NO EXPOSURE CERTIFICATION National Pollutant Discharge Elimination System application for exclusion from a Stormwater Permit based on NO EXPOSURE: Submission of this No Exposure Certification constitutes notice that your facility does not require permit authorization for its stormwater discharges associated with industrial activity in the State of North Carolina because it qualifies for a no exposure exclusion. A condition of no exposure at an industrial facility means all industrial materials and activities are protected by a storm resistant shelter (with some exceptions) to prevent exposure to rain, snow, snowmelt, and/or runoff. industrial materials or activities include, but are not limited to: material handling equipment or activities, industrial machinery, raw materials, intermediate products, by-products, final products, or waste products. Material handling activities include the storage, loading and unloading, transportation, or conveyance of any raw material, intermediate product, final product or waste product A storm resistant shelter is not required for the following industrial materials and activities: drums, barrels, tanks, and similar containers that are tightly sealed, provided those containers are not deteriorated and do not leak. "Sealed" means banded or otherwise secured and with locked or non -operational taps or valves; adequately maintained vehicles used in material handling; and final products, other than products that would be mobilized in stormwater discharges (e.g., rock salt). A No Exposure Certification must be provided for each facility qualifying for the no exposure exclusion. In addition, the exclusion from NPDES permitting is available on a facility -wide basis only ---not for individual outfa►ls. if any industrial activities or materials are, or will be, exposed to precipitation, the facility is not eligible for the no exposure exclusion. By signing and submitting this No Exposure Certification form, you certify that a condition of no exposure exists at this facility or site and are/ obligated to comply with the terms and conditions of 40 CFR 122.26(g). You are required to reapply for the No Exposure Exclusion once every five 5 A, s. For questions, please contact the DWQ Regional Office for your area. (Se ` age ) 'v .` (Please print or type) f,u 9 j Mailing address of owner/operator address to which all certification corres ondence will b Name � c ?11_Lt. C Street Address A --CC. City hi scoe- State Iq L _ ZIP Code 27- 20 4 Telephone No. 410 -4 2 is- _3 4 8 D Fax: 41 t 0 L j 'L $ .- 50$ 5 2) Location of facility producing discharge: Facility Name Bi 5eye Ph:!�!s LL.0 Facility Contact VCtrMCL PCA M VhpS � Street Address City 5C,oe. Stale NC. _ZIP code 2-#-Z P County i�•L owfl++�t- — - - - Telephone No. kt o _T" 2S 308O Fax tO _q Z 8 - 01,3 S Page 1 of 5 SWU-NE-060607 Last revised 06106107 a P NCGNED000 No Exposure Certification 3) Physical location information: Please provide a narrative description of how to get to the facility (use distance and direction from'a roadway intersection). T-o "& names, state road numbers, and �S Cif i C.BPi � A, (A copy of a map with the facility clearly located on it should be included with the certification application.) 4) Is the facility located on Native American Lands? ❑ Yes LYNo 5) Is this a Federal facility? ❑ Yes flit No 6) Latitude 35. 32 jtGI l Longitude �1. �(.�'}8 (deg, min, sec) 7) This NPDES Permit Application applies to which of the following: ❑ New or Proposed Facility Date operation is to begin X Existing Date operation began b 114 x 00 or1 pnoi a*4s 64e0er) 8) Was this facility or site ever covered under an NPDES Stormwater Permit? ❑ Yes KNo If yes, what is the NPDES Permit Number?. 9) Standard Industrial Classification: Provide the 4 digit Standard Industrial Classification Code (SIC Code) that describes the primary industrial activity at this facility SIC Code: Z in 10) Provide a brief description of the types of industrial activities and products produced at this facility: .A . - -A- r �, r _ e r • _ � 11) Does this facility have any Non -Discharge permits (ex: recycle permits)? ANo ❑ Yes If yes, list the permit numbers for all current Non -Discharge permits for this facility. - Exposure Checklists (12. - 14) 12) Are any of the following materials or activities exposed to precipitation, now or in the foreseeable future? (Please check either "Yes" or "No.") If you answer "Yes" to any of these items, you are not eligible for the no exposure exclusion. a. Using, storing, or cleaning industrial machinery or equipment, and areas where 0 Yes 99 No residuals from using, storing or cleaning industrial machinery or equipment remain and are exposed to stormwater b_ Materials or residuals on the ground or in stormwater inlets from spills/leaks c. Materials or products from past industrial activity d. Material handling equipment (except adequately maintained vehicles) e_ Materials or products during load inglunloading or transporting activities f_ Materials or products stored outdoors (except final products intended for outside use [e.g_, new cars] where exposure to stormwater does not result in the discharge of pollutants) ❑ Yes RkNo ❑ Yes No ❑ Yes No ❑ Yes $No p Yes W No Page 2 of 5 SWU-NE-060607 Last revised 06106107 NCGNEOOOO No Exposure Certification g. Materials contained in open, deteriorated or leaking storage drums, barrels, tanks, © Yes 5�,No and similar containers h_ Materials or products handled/stored on roads or railways owned or maintained by © Yes IR-No the discharger i. Waste material (except waste in covered, non -leaking containers [e.g., dumpsters]) ❑ Yes KNo j. Application or disposal of process wastewater (unless otherwise permitted) ❑ Yes X1 No k. Particulate matter or visible deposits of residuals from roof stacks and/or vents not ❑ Yes Oi No otherwise regulated (i.e_, under an air quality control permit) and evident in the stormwater outflow I. Empty containers that previously contained materials that are not properly stored ❑ Yes KNo (i.e., not closed and stored upside down to prevent precipitation accumulation) m. For any exterior ASTs, as well as drums, barrels, tanks, and similar containers ❑ Yes ANo stored outside, has the facility had any releases in the past three (3) years? 13) Above Ground Storage Tanks (ASTs): If you answer "No" to any of the following items, you are not eligible for the no exposure exclusion. a. Are exterior ASTs or piping free of rust, damaged or weathered coating, pits, or §EYes ❑ No deterioration, or evidence of leaks? b. Is secondary containment provided for all exterior ASTs? If so, is it free of any id Yes © No cracks, holes, or evidence of leaks, and are drain valves maintained locked shut? 14) Secondary Containment: If you answer "No" to any of the following items, you are not eligible for the no exposure exclusion. a. Is secondary containment provided for single above ground storage containers Q Yes ❑ No (including drums, barrels, etc.) with a capacity of more than 660-gallons? b. Is secondary containment provided for above ground storage containers stored in close proximity to each other with a combined capacity of more than 1,320- gallons? c. Are release valves on all secondary containment structures locked? Ig Yes ❑ No * Yes ❑ No Page 3 of 5 SWU-NE-060607 Last revised 06/06/07 NCGNE0000 No Exposure Certification IS) Hazardous Waste: a. Is this facility a Hazardous Waste Treatment, Storage, or Disposal Facility? ❑ Yes LAO b. Is this facility a Small Quantity Generator (less than 1000 kg_ of hazardous waste ❑ Yes If No generated per month) of hazardous waste? c_ Is this facility a Large Quantity Generator (1000 kg. or more of hazardous waste © Yes fdNo generated per month) of hazardous waste? If you answered yes to questions b. or c., please provide the following information: Type(s) of waste: How is material stored: Where is material stored: How many disposal shipments per year: Name of transport 1 disposal vendor. Vendor address: 16) Certification: t certify under penalty of law that I have read and understand the eligibility requirements for claiming a condition of "no exposure" and obtaining an exclusion from NPDES stormwater permitting. I certify under penalty of law that there are no discharges of stormwater contaminated by exposure to industrial activities or materials from the industrial facility or site identified in this document (except as allowed under 40 CFR 122.26(g)(2)). I understand that I am obligated to submit a no_exposure certification form once every five (5) years to the North Carolina Division of Water Quality and, if requested, to the operator of the local municipal separate storm sewer system, (MS4) into which the facility discharges (where applicable). I understand that I must allow the North Carolina Division of Water Quality, or MS4 operator where the discharge is into the local MS4, to perform inspections to confirm the condition of no exposure and to make such inspection reports publicly available upon request. In the event that the site no longer qualifies for a No Exposure Exclusion, I understand that I must obtain coverage under an NPDES permit prior to any point source discharge of stormwater from the facility. Additionally, I certify under penalty of law that this document and all attachments were prepared under my direction or supervision in accordance with a system designed to assure that qualified personnel properly gathered and evaluated the information submitted. Based on my inquiry of the person or persons who manage the system, or those persons directly responsible for gathering the information, the information submitted is to the best of my knowledge and belief true, accurate and complete. I am aware that there are significant penal ies for submitting false information, including the possibility of fine and imprisonment for knowing violations. certify that I am familiar with the information contained in this application and that to the best of my knowledge and belief such information is true, complete, and accurate. 1 ►{ Printed Na a of Person Signing: _ �uy'A9 �� lq,'YkaUi t yi Title:. ka+" I Qow4i 4� 8oa.r& Db&ru. R ~ of Applicant) 741 161 (Date Signed) please note: This application for the No Exposure Exclusion is subject to approval by the NCDENR Regional Office prior to issuance. The Regional Office may inspect your facility for compliance with no exposure conditions prior to that approval. The Regional Office may also inspect your facility at any time in the future for compliance with the No Exposure Exclusion. Page 4 of 5 S1NU-NE-060607 Last revised 06/06/07 NCGNE0000 No Exposure Certification North Carolina General Statute 143-215.6 B(i) provides that: Any person who knowingly makes any false statement, representation, or certification in any application, record, report, plan, or other document filed or required to be maintained under this Article or a rule implementing this Article; or who knowingly makes a false statement of a material fact in a rutemaking proceeding or contested case under this Article, or who falsifies, tampers with, or knowingly renders inaccurate any recording or monitoring device or method required to be operated or maintained under this Article or rules of the (Environmental Management] Commission implementing this Article shall be guilty of a Class 2 misdemeanor which may include a fine not to exceed ten thousand dollars ($10,000). There is currently no fee for a No Exposure Exclusion - Final Checklist This application should include the following items: 9( This completed application and all supporting documentation. 5( A map with the location of the facility clearly marked. Mail the entire package to: Stormwater Permitting Unit Division of Water Quality 1617 Mail Service Center Raleigh, North Carolina 27699-1617 Note The submission of this document does not guarantee the issuance of a No Exposure Exclusion. For questions, please contact the ©WQ Regional rice for your area. DWQ Regional Office Contact Information: Asheville Office ... _. _ (828) 2964500 Fayetteville Office ... (910) 433-3300 Mooresville Office ._. (704) 663-1699 Raleigh Office --- (919) 791-4200 Washington Office ...(252) 946-6481 Wilmington Office _.. (910) 796-7215 Winston-Salem ...... (336) 771-5000 Central Office .-------- (919) 733-5083 Page 5 of 5 SWU-NE-060607 Last revised o6106107 MapQuest: Maps Noe 1 of 1 157 Atc Dr Biscoe NC 27209•-9669 US Notes: Only text visible within note field will print. 'u��hi�ryta.- %00 m 4$00 ft 2t 37t.SapG`vesti»z.. si4 02047NAVT90 plj ri.9h��f.Qs.�NECf_�US�_Suf}jeC� r9 �C_g��.e1��}�jL9ht This map is informational only. No representation is made or warranty given as to its content. User assumes all risk of use. MapQuest and its suppliers assume no responsibility for any loss or delay resulting from such use. httpJ/vvw-w.mapquest.coml inapsfprint.adp?mapdata=llcA%252forniQSEYQWaYaLs2 iX9T... 8/ 13/2007 �'JFJ Division of Water Quality / Surface Water Protection �1 RCDENRNational Pollutant Discharge Elimination System N ,. -C� Ewe NO EXPOSURE CERTIFICATION for Exclusion NC GNEOUOU NO EXPOSURE CERTIFICATION FOR AGENCY USE ONLY Date Receivcd Year Month day Certificate of Coeeraee NiCtGINIEL National Pollutant Discharge Elimination System application for exclusion from a Stormwater Permit based on NO EXPOSURE: Submission of this No Exposure Certification constitutes notice that your facility does not require permit authorization for its stormwater discharges associated with industrial activity in the State of North Carolina because it qualifies for a no exposure exclusion. A condition of no exposure at an industrial facility means all industrial materials and activities are protected by a storm resistant shelter (with some exceptions) to prevent exposure to rain, snow, snowmelt, and/or runoff. Industrial materials or activities include, but are not limited to: material handling equipment or activities, industrial machinery, raw materials, intermediate products, by-products, final products, or waste products-Material-handling-activities-include-the-storage,-ioading,and- unloading, -transportation, -or conveyance of any raw material, intermediate product, final product or waste product A storm resistant shelter is not required for the following industrial materials and activities: drums, barrels, tanks, and similar containers that are tightly sealed, provided those containers are not deteriorated and do not leak. "Sealed" means banded or otherwise secured and with locked or non -operational taps or valves; adequately maintained vehicles used in material handling; and final products, other than products that would be mobilized in stormwater discharges (e.g., rock salt). A No Exposure Certification must be provided for each facility qualifying for the no exposure exclusion. In addition, the exclusion from NPDES permitting is available on a facility -wide basis only —not for individual outfalls. If any industrial activities or materials are, or will be, exposed to precipitation, the facility is not eligible for the no exposure exclusion. By signing and submitting this No Exposure Certification form, you certify that a condition of no exposure exists at this facility or site and are - obligated to comply with the terms and conditions of 40 CFR 122.26(g). You are required to reapply for the No Exposure Exclusion once every five (5) years. For questions, please contact the DWQ Regional Office for your area. (See page 5) (Please print or type) 1) Mailing address of ownerloperator (address to which all certification correspondence will be mailed): Name 5 ' g e- Pa- s Street Address 151 A-rc De. City blSwe- State ZIP Code 2:;-2in 4 Telephone No. 910 3 Q g a _ . Fax: °l 10 y 2 $ - 308 3 2) Location of facility producing discharge: Facility !Name $i 5eve Bi- LL.0 Facility Contact Street Address City County Telephone No. b15CGoe State (C ZIP Code 21-7-0`1 4GLi o o 424- 3080 Fax: t� 0 42$- 5063 Page 1 of 5 5WU-NE-060607 Last revised 06/06/07 NCGNEOOOO No Exposure Certification 3) Physical location information: Please provide a narrative description of how to get to the facility (use 74V�rnes, state road nu distance and direction from a roadway intersection). � mc, Ua $ +Scow . (A copy of a map with the facility clearly located on it should be included with the certification application.) 4) Is the facility located on Native American Lands? o Yes 04No 5) Is this a Federal facility? ❑ Yes N1 No 6) Latitude 35. 32 RG I I Longitude — 0+1.4(6-411$ (deg, min, sec) 7) This NPDES Permit Application applies to which of the following: � uS ILI is New or Proposed Facility Date operation is to begin �_" i� Existing Date operation began l� (2 00 G �COr13rvKckA %"&V- Peeoi eu.s oLaKer 8) Was this facility or site ever covered under an NPDES Stormwater Permit? ❑ Yes KNo If yes, what is the NPDES Permit Number?. Stan dard-Industrial'Classification: Provide the 4 digit Standard industrial Classification Code (SIC Code) that describes the primary industrial activity at this facility SIC Code: Z 10) Provides brief description of the types of industrial activities and products produced at this facilit 11) Does this facility have any Non -Discharge permits (ex: recycle permits)? _ ANo - ❑ Yes If yes, list the permit numbers for all current Non -Discharge permits for this facility: Exposure Checklists (12. - 14.) 12) Are any of the following materials or activities exposed to precipitation, now or in the foreseeable future? (Please check either "Yes" or "No.") If you answer "Yes" to any of these items, you are not eligible for the no exposure exclusion. a. Using, storing, or cleaning industrial machinery or equipment, and areas where ❑ Yes 99 No residuals from using, storing or cleaning industrial machinery or equipment remain and are exposed to stormwater b. Materials or residuals on the ground or in stormwater inlets from spills/leaks ❑ Yese i No c. Materials or products from past industrial activity ❑ Yes ii� No d. Material handling equipment (except adequately maintained vehicles) ❑ Yes jikNo e. Materials or products during loading/unloading or transporting activities ❑ Yes JKNo f. Materials or products stored outdoors (except final products intended for outside ❑ Yes WLNo use [e.g., new cars} where exposure to stormwater does not result in the discharge of pollutants) Page 2 of 5 SWU-NE-060607 Last revised 06/06107 NCGNE0000 No Exposure Certification g. Materials contained in open, deteriorated or leaking storage drums, barrels, tanks, ❑ Yes XNo and similar containers h. Materials or products handled/stored on roads or railways owned or maintained by ❑ Yes 5RNo the discharger i. Waste material (except waste in covered, non -leaking containers [e.g., dumpsters]) ❑ Yes WNo j. Application or disposal of process wastewater (unless otherwise permitted) ❑ Yes kNo k. Particulate matter or visible deposits of residuals from roof stacks and/or vents not ❑ Yes Vo otherwise regulated (i.e., under an air quality control permit) and evident in the stormwater outflow I. Empty containers that previously contained materials that are not properly stored ❑ Yes KNo (i.e., not closed and stored upside down to prevent precipitation accumulation) m. For any exterior ASTs, as well as drums, barrels, tanks, and similar containers ❑ Yes PLNo stored outside, has the facility had any releases in the past three (3) years? 13) Above Ground Storage Tanks (ASTs): If you answer "No" to any of the following items, you are not eligible for the no exposure exclusion. a. Are exterior ASTs or piping free of rust, damaged or weathered coating, pits, or K Yes ❑ No deterioration, or evidence of leaks? b. Is secondary containment provided for all exterior ASTs? If so, is it free of any R Yes ❑ No cracks, holes, or evidence of leaks, and are drain valves maintained locked shut? 14) Secondary Containment: If you answer "No" to any of the following items, you are not eligible for the no exposure exclusion. a. Is secondary containment provided for single above ground storage containers R Yes ❑ No (including drums, barrels, etc.) with a capacity of more than 660-gallons? b_ Is secondary containment provided for above ground storage containers stored in close proximity to each other with a combined capacity of more than 1,320- gallons? c. Are release valves on all secondary containment structures locked? y51 Yes ❑ No *Yes ❑ No Page 3of5 SWU-NE-060607 Last revised 06/06/07 NCGNE0000 No Exposure Certification 15) Hazardous Waste: a. Is this facility a Hazardous Waste Treatment, Storage, or Disposal Facility? ❑ Yes l(No b. Is this facility a Small Quantity Generator (less than 1000 kg, of hazardous waste ❑ Yes lZ No generated per month) of hazardous waste? c. Is this facility a urge Quantity Generator (1000 kg. or more of hazardous waste Cl Yes 6/No generated per month) of hazardous waste? If you answered yes to questions b. or c., please provide the following information: Type(s) of waste: How is material stored: Where is material stored: How many disposal shipments per year: Name of transport / disposal vendor: _ Vendor address: 16) Certification: I cei tify under penalty of law that I have read and understand the eligibility requirements for claiming a condition of "no exposure" and obtaining an exclusion from NPDES stormwater permitting. I certify under penalty of law that there are no discharges of stormwater contaminated by exposure to industrial activities or materials from the industrial facility or site identified in this document (except as allowed under 40 CFR 122.26(g)(2)). understand that I am obligated to submit a no exposure certification form once every five (5) years to the North Carolina Division of Water Quality and, if requested, to the operator of the local municipal separate storm sewer system (MS4) into which the facility discharges (where applicable). I understand that I must allow the North Carolina Division of Water Quality, or MS4 operator where the discharge is into the local MS4, to perform inspections to confirm the condition of no exposure and to make such inspection reports publicly available upon request. In the event that the site no longer, qualifies for a No Exposure Exclusion, I understand that I must obtain coverage under an NPDES permit prior to any point source discharge of stormwater from the facility. Additionally, I certify under penalty of law that this document and all attachments were prepared under my direction or supervision in accordance with a system designed to assure that qualified personnel properly gathered and evaluated the information submitted. Based on my inquiry of the person or persons who manage the system, or those persons directly responsible for gathering the information, the information submitted is to the best of my knowledge and belief true, accurate and complete. I am aware that there are significant penalties for submitting false information, including the possibility of fine and imprisonment for knowing violations. I certify that I am familiar with the information contained in this application and that to the best of my knowledge and belief such information is true, complete, and accurate. Printed a of Perslon Signing: + N ��rf�IJ �L'1rka r, vt Title:. NaVA�� f 96Ar c&_ boam C O h_r oL 9 jv o _ ? _ of Applicant) (Date Signed) Please note: This application for the No Exposure Exclusion is subject to approval by the NCDENR Regional Office prior to issuance. The Regional Office may inspect your facility for compliance with no exposure conditions prior to that approval. The Regional Office may also inspect your facility at any time in the future for compliance with the No Exposure Exclusion. Page 4 of 5 SWU-NE-060607 Last revised 06/06107 NCGNE0000 No Exposure Certification North Carolina General Statute 143-215.6 B(i) provides that: Any person who knowingly makes any false statement, representation, or certification in any application, record, report, plan, or other document filed or required to be maintained under this Article or a rule implementing this Article; or who knowingly makes a false statement of a material fact in a rulemaking proceeding or contested case under this Article; or who falsifies, tampers with, or knowingly renders inaccurate any recording or monitoring device or method required to be operated or maintained under this Article or rules of the [Environmental Management] Commission implementing this Article shall be guilty of a Class 2 misdemeanor which may include a fine not to exceed ten thousand dollars ($10,000). There is currently no fee for a No Exposure Exclusion. Final Checklist This application should include the following items: 51 This completed application and all supporting documentation. V A map with the location of the facility clearly marked. Flail the entire package to: Stormwater Permitting Unit Division of Water Quality 1617 Mail Service Center Raleigh, North Carolina 27699-1617 Note The submission of this document does not guarantee the issuance of a No Exposure Exclusion. For questions, please contact the D WO Regional Office for your area. DWQ Regional Office Contact Information: Asheville Office ...... (828) 296-4500 Fayetteville Office ... (910) 433-3300 Mooresville Office ... (704) 663-1699 Raleigh Office ........ (919) 791-4200 Washington Office ...(252) 946-6481 Wilmington Office ... (910) 796-7215 Winston-Salem ...... (336) 771-5000 Central Office ......... (919) 733-5083 Page 5 of 5 SWU-NE-060607 Last revised 06/06/07 MapQuest: Maps Page 1 of l 157 Atc Dr Biscoe NC 27209-9669 US Notes: Only text visible within note field will print. i i I All rights reserved. Use Subject to License Copyright Get free admission wbcn you stay ' four.niglits at a Colonial Williamsburg haul. r Can_ditidns apply. LEARN NI ORE ► v � � 4 +• ZJtry,.) .��' __ • - iL �.. � � This map is informational only. No representation is made or warranty given as to its content. User assumes all risk of use. MapQuest and its suppliers assume no responsibility for any loss or delay resulting From such use. http:llwww.mapquest.coralmapslprint.adp?mapdata=lkA%252fomiQSEYQWaYaLs2iX9T... 8/13/2007 A 0 Division of Water Quality / Surface Water Protection �My 2 � NCDENRNational Pollutant Discharge Elimination System �C­ oc��_o� NO EXPOSURE CERTIFICATION for Exclusion F �Nme�—N�M. R�CE, NCGNE0000 NO EXPOSURE CERTIFICATION FOR AGENCY USE ONLY Date Receiscd Year Month Day Cenificate of Covcrage C National Pollutant Discharge Elimination System application for exclusion from a Stormwater Permit based on NO EXPOSURE: Submission of this No Exposure Certification constitutes notice that your facility does not require permit authorization for its stormwater discharges associated with industrial activity in the State of North Carolina because it qualifies for a no exposure exclusion. A condition of no exposure at an industrial facility means all industrial materials and activities are protected by a storm resistant shelter (with some exceptions) to prevent exposure to rain, snow, snowmelt, and/or runoff. Industrial materials or activities include, but are not limited to: material handling equipment or activities, industrial machinery, raw materials, intermediate products, by-products, final products, or waste products. Material handling activities include the storage, loading and unloading, transportation, or conveyance of any raw material, intermediate product, final product or waste product A storm resistant shelter is not required for the following industrial materials and activities: drums, barrels, tanks, and similar containers that are tightly sealed, provided those containers are not deteriorated and do not leak. "Sealed" means banded or otherwise secured and with locked or non -operational taps or valves; adequately maintained vehicles used in material handling; and final products, other than products that would be mobilized in stormwater discharges (e.g., rock salt). A No Exposure Certification must be provided for each facility qualifying for the no exposure exclusion. In addition, the exclusion from NPDES permitting is available on a facility -wide basis only —not for individual outfalls. if any industrial activities or materials are, or will be, exposed to precipitation, the facility is not eligible for the no exposure exclusion. By signing and submitting this No Exposure Certification form, you certify that a condition of no exposure exists at this facility or site and are obligated to comply with the terms and conditions of 40 CFR 122.26(g). You are required to reapply for the No Exposure Exclusion once everV five 5 ears. For questions, please contact the DWQ Regional Office for your area. (See page 5) (Please print or type) 1) Mailing address of owner/operator (address to which all certification correspondence will be mailedl: Name o G PL,. s ( LC Street Address I rC City l S4*e_ State PJ C ZIP Code 2 + 2-6 4 Telephone No. _ l i O_- r-4 28 - 3 D 8 D Fax: a t O Ll 2$- 30$ 3 2) Location of facility producing discharge: Facility Name b15Gee &"—" L1.0 Facility Contact Street Address C ity County Telephone No. 1515trve. _ _ State_ZIP Code 21-LD` 4frL�► µ E&k30&2M4 _ Flo _g2,4 -so So Fax: c�_0 28- -5Ov3 Page 1 of 5 SWU-NE-060607 Last revised 06/06/07 NCGNE0000 No Exposure Certification 3) Physical location information: Please provide a narrative description of how to get to the facility (use stye t names, state road numbers, and distance and direction from a roadway intersection). A.Y C. - 4 � h i Gam. UPS i Z Zn u�_ 2.U-4 rid4i.wr~)Z{0 4YG Gtrl Ye (A copy of a map with the facility clearly located on it should be included with the certification application.) 4) Is the facility located on Native American Lands? ❑ Yes LY.No 5) Is this a Federal facility? ❑ Yes 19 No 6) Latitude _ 35. Longitude - OEM-_+(OTM (deg, min, sec) 7) This NPDES Permit Application applies to which of the following: o New or Proposed Facility Date operation is to begin K Existing Date operation began_S (14 (z 00 G CCorl14'vuC�A %rl&v- pV'e ii &v4S ataseI, 8) Was this facility or site ever covered under an NPDES Stormwater Permit? ❑ Yes KNo If yes, what is the NPDES Permit Number? 9) Standard Industrial Classification: Provide the 4 digit Standard Industrial Classification Code (SIC Code) that describes the primary industrial activity at this facility SIC Code: Z & -4- 9- 10) Provide a brief description of the types of industrial activities and products produced at this facilit M olej%&4 ruL A&Z-4h_.a - 61, rre�CQ-4^ . �Ea.t,a�', a -+ &-". 11) Does this facility have any Non -Discharge permits (ex: recycle permits)? ANo ❑ Yes If yes, list the permit numbers for all current Non -Discharge permits for this facility: Exposure Checklists (12. - 14.) 12) Are any of the following materials or activities exposed to precipitation, now or in the foreseeable future? (Please check either "Yes" or "No.") If you answer "Yes" to any of these items, you are not eligible for the no exposure exclusion. a. Using, storing, or cleaning industrial machinery or equipment, and areas where ❑ Yes 1 No residuals from using, storing or cleaning industrial machinery or equipment remain and are exposed to stormwater b. Materials or residuals on the ground or in stormwater inlets from spills/leaks c. Materials or products from past industrial activity d. Material handling equipment (except adequately maintained vehicles) e. Materials or products during loading/unloading or transporting activities f. Materials or products stored outdoors (except final products intended for outside use [e.g., new cars] where exposure to stormwater does not result in the discharge of pollutants) ❑ Yes: *No ❑ Yes k No ❑ Yes )� No ❑ Yes JV No ❑ Yes W, No Page 2 of 5 S W U-N E-O60607 Last revised 06/06/07 NCGNE0000 No Exposure Certification g. Materials contained in open, deteriorated or leaking storage drums, barrels, tanks, ❑ Yes KNo and similar containers h. Materials or products handled/stored on roads or railways owned or maintained by ❑ Yes "0 the discharger i. Waste material (except waste in covered, non -leaking containers [e.g., dumpsters]) ❑ Yes W-No j. Application or disposal of process wastewater (unless otherwise permitted) ❑ Yes k1 No k. Particulate matter or visible deposits of residuals from roof stacks and/or vents not ❑ Yes Vo otherwise regulated (i.e., under an air quality control permit) and evident in the stormwater outflow I. Empty containers that previously contained materials that are not properly stored ❑ Yes KNo (i.e., not closed and stored upside down to prevent precipitation accumulation) m. For any exterior ASTs, as well as drums, barrels, tanks, and similar containers ❑ Yes KNo stored outside, has the facility had any releases in the past three (3) years? 13) Above Ground Storage Tanks (ASTs): If you answer "No" to any of the following items, you are not eligible for the no exposure exclusion. a. Are exterior ASTs or piping free of rust, damaged or weathered coating, pits, or K Yes 0 No deterioration, or evidence of leaks? b. Is secondary containment provided for all exterior ASTs? If so, is it free of any ja Yes ❑ No cracks, holes, or evidence of leaks, and are drain valves maintained locked shut? - 14) Secondary Containment: if you answer "No" to any of the following items, you are not eligible for the no exposure exclusion. a. Is secondary containment provided for single above ground storage containers (including drums, barrels, etc.) with a capacity of more than 660-gallons? b. Is secondary containment provided for above ground storage containers stored in close proximity to each other with a combined capacity of more than 1,320- gallons? c. Are release valves on all secondary containment structures locked? R Yes ❑ No la Yes ❑ No *Yes ❑ No Page 3of5 SWU-NE-060607 Last revised 06/06/07 NCGNE0000 No Exposure Certification 15) Hazardous Waste: a. Is this facility a Hazardous Waste Treatment, Storage, or Disposal Facility? ❑ Yes LAo b. Is this facility a Small Quantity Generator (less than 1000 kg. of hazardous waste ❑ Yes V No generated per month) of hazardous waste? c. Is this facility a Large Quantity Generator (1000 kg. or more of hazardous waste ❑ Yes t(No generated per month) of hazardous waste? If you answered yes to questions b. or c., please provide the following information: Type(s) of waste: How is material stored: Where is material stored: How many disposal shipments per year: Name of transport / disposal vendor: _ Vendor address: 16) Certification: I certify under penalty of law that I have read and understand the eligibility requirements for claiming a condition of "no exposure" and obtaining an exclusion from NPDES stormwater permitting. I certify under penalty of law that there are no discharges of stormwater contaminated by exposure to industrial activities or materials from the industrial facility or site identified in this document (except as allowed under 40 CFR 122.26(g)(2)), understand that I am obligated to submit a no exposure certification form once every five (5) years to the North Carolina Division of Water Quality and, if requested, to the operator of the local municipal separate storm sewer system (MS4) into which the facility discharges (where applicable). I understand that I must allow the North Carolina Division of Water Quality, or MS4 operator where the discharge is into the local MS4, to perform inspections to confirm the condition of no exposure and to make such inspection reports publicly available upon request. In the event that the site no longer qualifies for a No Exposure Exclusion, I understand that I must obtain coverage under an NPDES permit prior to any point source discharge of stormwater from the facility. Additionally, I certify under penalty of law that this document and all attachments were prepared under my direction or supervision in accordance with a system designed to assure that qualified personnel properly gathered and evaluated the information submitted. Based on my inquiry of the person or persons who manage the system, or those persons directly responsible for gathering the information, the information submitted is to the best of my knowledge and belief true, accurate and complete. I am aware that there are significant penalties for submitting false information, including the possibility of fine and imprisonment for knowing violations. certify that I am familiar with the information contained in this application and that to the best of my knowledge and belief such information is true, complete, and accurate. Printed ,.Na j1e of Person Signing: CL A/ Title:. Y4ii�6Taw I Qcw4: c,&_ boas& 01W ra.fti Jv.o of Applicant) (Date Signed) Please note: This application for the No Exposure Exclusion is subject to approval by the NCDENR Regional Office prior to issuance. The Regional Office may inspect your facility for compliance with no exposure conditions prior to that approval. The Regional Office may also inspect your facility at any time in the future for compliance with the No Exposure Exclusion. Page 4 of 5 SWU-NE-060607 Last revised 06/06/07 NCGNE0000 No Exposure Certification North Carolina General Statute 143-215.6 13(]) provides that: Any person who knowingly makes any false statement, representation, or certification in any application, record, report, plan, or other document filed or required to be maintained under this Article or a rule implementing this Article; or who knowingly makes a false statement of a material fact in a rulemaking proceeding or contested case under this Article; or who falsifies, tampers with, or knowingly renders inaccurate any recording or monitoring device or method required to be operated or maintained under this Article or rules of the [Environmental Management] Commission implementing this Article shall be guilty of a Class 2 misdemeanor which may include a fine not to exceed ten thousand dollars ($10,000). There is currently no fee for a No Exposure Exclusion. Final Checklist This application should include the following items: [� This completed application and all supporting documentation. A map with the location of the facility clearly marked. Mail the entire package to: Stormwater Permitting Unit Division of Water Quality 1617 Mail Service Center Raleigh, North Carolina 27699-1617 Note The submission of this document does not guarantee the issuance of a No Exposure Exclusion. For questions, please contact the DWQ Regional Office for your area. DWQ Regional Office Contact Information: Asheville Office ...... (828) 296-4500 Fayetteville Office .., (910) 433-3300 Mooresville Office_ (704) 663-1699 Raleigh Office ........ (919) 791-4200 Washington Office ...(252) 946-6481 Wilmington Office ... (910) 796-7215 Winston-Salem ...... (336) 771-5000 Central Office ......... (919) 733-6083 Page 5 of 5 SWU-NE-060607 Last revised 06/06/07 MapQuest: Maps Page 1 of 1 157 Atc Dr Biscoe NC 27209-9669 US Notes: Only text visible within note field will print. ' i i 3 MAPQUEST. 0 2007 MapQuest Inc. All rights reserved. Use Subject to License/Copyright Get free admission ivhcn you stay four, nights at a Colonial. Willkmsburg hotel. Canditians apply. l E'LRN NI O RE 10- r . This map is informational only. No representation is made or warranty given as to its content. User assumes all risk of use. MapQuest and its suppliers assume no responsibility for any loss or delay resulting from such use. http://www.mapquest.comlmapslprint.adp?mapdata=lkA%252fomiQSEYQWaYaLs2lX9T... 8/13/2007 MapQuest: Maps Page 1 of 1 157 Atc Dr Biscoe NC 27209-9669 US Notes: Only text visible within note field will print. ^ �T 3 24• I � . *IW �r- 4 Get free admission when you stay four nights at a Colonial Williamsburg hotel. Conditions apply. LEARNNI ORE ► Y, � 00 m 4 _s• ,� . � soo fr ALT 122 { f I '� •S' I k� o Candor { 4. ` Ir t* �„� - . -,- = •• y I - �. j 1 � � � 1. C 20Q7. MapQuest'Inc.. . i F 1 '' 02007NAVTEQ All rights reserved. Use Subject to License/Copyright This reap is informational only. No representation is made or warranty given as to its content. User assumes all risk of use. MapQuest and its suppliers assume no responsibility for any loss or delay resulting from such use. http:l/www.mapquest.com/maps/print.adp?mapdata=lkA%252fomiQSEYQWaYaLs2iX9T... 8/13/2007 Division of Water Quality / Surface Water Protection National Pollutant Discharge Elimination System NCDENR PERMIT NAME/OWNERSHIP CHANGE FORM EuVIRpNME"T �M Nan/n.w RESWAGE9 FOR AGENCY USE ONLY Date Received Year Month Day I. Please enter the permit number for which the change is requested. NPDES Permit (or) Certificate of Coverage N 10., 19. 1. Q 1 1 1 1 1 1 1 V. 10. 1 G 1 N I E 10 14 14 1 9 11. Permit status prior to requested change. a. Permit issued to (company name): Biscoe Paper LLC b. Person legally responsible for permit: Ricardo Hillman First M1 Last Plant Manager Title 157 ATC Drive Permit Holder Mailing Address Biscoe NC 27209 City State Zip (910) 428-3080 (910) 428-3083 Phone Fax c. Facility name (discharge): Biscoe Paper LLC d. Facility address: 157 ATC Drive Address Biscoe NC 27209 City State Zip e. Facility contact person: Ricardo Hillman (910) 428-3080 First / MI 1 Last Phone fill. Please provide the following for the requested change (revised permit). a. Request for change is a result of: ® Change in ownership of the facility ❑ Name change of the facility or owner If other please explain: b. Permit issued to (company name): Suddekor LLC c. Person legally responsible for permit: Michael W Szteliga First MI Last EHS 1 Quality Manager Title 240 Bowles Road Permit Holder A9ailing Address Agawam MA 01001 City State Zip (413) 821-9000 mszteliga@suddekorllc.coni Phone E-mail Address d. Facility name (discharge): Suddekor LLC e. Facility address: 157 ATC Drive Address Biscoe NC 27209 City State Zip f. Facility contact person: Robert Akers First MI Last (910) 428-3080 RAkers@suddekorllc.com Phone E-mail Address Revised 2012Apr23 `~ NPDES PERMIT NAME/OWNERSHIP CHANGE FORM Page 2 of 2 IV. Permit contact information (if different from the person legally responsible for the permit) Permit contact: First MI Last Title Mailing Address City State Zip Phone E-mail Address V. Will the permitted facility continue to conduct the same industrial activities conducted prior to this ownership or name change? ® Yes ❑ No (please explain) VI. Required Items: THIS APPLICATION WILL BE RETURNED UNPROCESSED IF ITEMS ARE INCOMPLETE OR MISSING: ❑ This completed application is required for both name change and/or ownership change requests. ❑ Legal documentation of the transfer of ownership (such as relevant pages of a contract deed. or a bill of sale) is required for an ownership change request. Articles of incorporation are not sufficient for an ownership change. The certifications below must be completed and signed by both the permit holder prior to the change, and the new applicant in the case of an ownership change request. For a name change request, the signed Applicant's Certification is sufficient. PERMITTEE CERTIFICATION (Permit holder prior to ownership change): I, , attest that this application for a name/ownership change has been reviewed and is accurate and complete to the best of my knowledge. I understand that if all required parts of this application are not completed and that if all required supporting information is not included, this application package will be returned as incomplete. Could not locate Signature APPLICANT CERTIFICATION Date 1. Michael W. Szteliga, attest that this application for a name/ownership change has been reviewed and is accurate and complete to the best of my knowledge. I understand that if all required parts of this application are not completed and that if all required supporting information is not included, this application package will be returned as incomplete. Signature Date PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO: Division of Water Quality Surface Water Protection Section 1617 Mail Service Center Raleigh, North Carolina 27699-1617 Revised 712008 II. A7Division of Water Quality 1 Surface Water Protection National Pollutant Discharge Elimination System NCDENR "�C�0N' R"`"erv.o. PERMIT NAME/OWNERSHIP CHANGE FORM ENVIRONMENT WQI�RIi RE5(w RCES FOR AGENCY USE ONLY Date Received Year Month Day 1. Please enter the permit number for which the change is requested. NPDES Permit (or) Certificate of Coverage N C S O N I G 10 1 N I E 10 1 4 4 9 Permit status prior to requested change. a. Permit issued to (company name): Biscoe b. Person legally responsible for permit: Ricardo LLC. Hillman First MI Last Plant Manager Title 157 ATC Drive Permit Holder Mailing Address Biscoe NC 27209 City State Zip (910)428-3080 (910)428-3083 Phone Fax c. Facility name (discharge): Biscoe Paper LLC d. Facility address: 157 ATC Drive Address Biscoe NC 27209 City State Zip e. Facility contact person: Ricardo Hillman (910) 428-3080 First 1 MI / Last Phone III. Please provide the following for the requested change (revised permit). a. Request for change is a result of: ® Change in ownership of the facility ❑ Name change of the facility or owner If other please explain: b. Permit issued to (company name): c. Person legally responsible for permit d. Facility name (discharge): e. Facility address: f. Facility contact person: Suddekor LLC Michael W Szteli First MI Last EHS / Quality Manager Title 240 Bowles Road Permit Holder Mailing Address Agawam MA 01001 City State Zip (413) 821-9000 msztehga@suddekorllc.com Phone E-mail Address Suddekor LLC 157 ATC Drive Address Biscoe NC 27209 City State Zip Robert Akers First MI Last (910) 428-3080 RAkers@suddekorllc.com Phone E-mail Address Revised 2012Apr23 NPDES PERMIT NAME/OWNERSHIP CHANGE FORM Page 2 of 2 IV. Permit contact information (if different from the person legally responsible for the permit) Permit contact: First MI Last Title Mailing Address City State Zip Phone E-mail Address V. Will the permitted facility continue to conduct the same industrial activities conducted prior to this ownership or name change? ® Yes ❑ No (please explain) VI. Required Items: THIS APPLICATION WILL BE RETURNED UNPROCESSED IF ITEMS ARE INCOMPLETE OR MISSING: ❑ This completed application is required for both name change and/or ownership change requests. ❑ Legal documentation of the transfer of ownership (such as relevant pages of a contract deed, or a bill of sale) is required for an ownership change request. Articles of incorporation are not sufficient for an ownership change. The certifications below must be completed and signed by both the permit holder prior to the change, and the new applicant in the case of an ownership change request. For a name change request, the signed Applicant's Certification is sufficient. PERMITTEE CERTIFICATION (Permit holder prior to ownership change): I, , attest that this application for a name/ownership change has been reviewed and is accurate and complete to the best of my knowledge. I understand that if all required parts of this application are not completed and that if all required supporting information is not included, this application package will be returned as incomplete. Could not locate Signature APPLICANT CERTIFICATION Date 1, Michael W. Szteliga, attest that this application for a name/ownership change has been reviewed and is accurate and complete to the best of my knowledge. I understand that if all required parts of this application are not completed and that if all required supporting information is not included, this application package will be returned as incomplete. Signature Date PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO: Division of Water Quality Surface Water Protection Section 1617 Mail Service Center Raleigh, North Carolina 27690617 Revised 7/2008