SW8070904_Historical File_20070927

Michael F. Easley, Governor
William G. Ross Jr., Secretary
North Carolina Department of Environment and Natural Resources
Coleen H. Sullins Director
Division of Water Quality
September 27, 2007
Bernard J. Morris, President
March Properties, Inc., Member
Montague Woods, LLC
6264 Hawk's Bill Rd.
Wilmington, NC 28409
Subject: Stormwater Permit No. SW8 070904
Montague Woods
Low Density Subdivision Permit
Pender County
Dear Mr. Morris:
The Wilmington Regional Office received a complete Stormwater Management Permit
Application for Montague Woods on September 21, 2007. Staff review of the plans and
specifications has determined that the project, as proposed, will comply with the Stormwater
Regulations set forth in Title 15A NCAC 2H.1000. We are forwarding Permit No. SW8 070904,
dated September 27, 2007, for the construction of the subject project.
This permit shall be effective from the date of issuance until rescinded and shall be
subject to the conditions and limitations as specified therein, and does not supercede any
other agency permit that may be required.
If any parts, requirements, or limitations contained in this permit are unacceptable, you
have the right to request an adjudicatory hearing upon written request within sixty (60) days
following receipt of this permit. This request must be in the form of a written petition,
conforming to Chapter 150B of the North Carolina General Statutes, and filed with the Office of
Administrative Hearings, P.O. Drawer 27447, Raleigh, NC 27611-7447. Unless such demands
are made this permit shall be final and binding.
If you have any questions, or need additional information concerning this matter, please
contact either Christine Nelson or me at [phone].
Sincere ,
Ed c
Regional Supervisor
Surface Water Protection Section
ENB/can: S:\WQS\STORMWATER\PERMIT\070904.sep07
cc: Michael C. Gallant, PE
Pender County Building Inspections
Wilmington Regional Office
Central Files
Christine Nelson
Nne
r Carolina
NatAfrally
North Carolina Division of Water Quality 127 Cardinal Drive Extension Wilmington, NC 28405 Phone [phone] Customer Service
Wilmington Regional Office Internet: www.ncwatergualit y.or Fax [phone]
An Equal Opportunity/Affirmative Action Employer— 50% Recycled/10% Post Consumer Paper

State Stormwater Management Systems
Permit No.SW8 070904
STATE OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES
DIVISION OF WATER QUALITY
STATE S T ORMWA T ER MANAGEMENT PERMIT
LOW DENSITY DEVELOPMENT
In accordance with the provisions of Article 21 of Chapter 143, General Statutes of
North Carolina as amended, and other applicable Laws, Rules and Regulations
PERMISSION IS HEREBY GRANTED TO
Bernard J. Morris & March Properties, Inc & Montaque Woods, LLC
Montague Woods
Richard Switch Rd., Grady Township, Pender County
FOR THE
Construction, operation and maintenance of a 21.6% low density subdivision in
compliance with the provisions of 15A NCAC 2H .1000 (hereafter referred to as the
"stormwater rules' and the approved stormwater management plans and
specifications, and supporting data as attached and on file with and approved by
the Division of Water Quality and considered a part of this permit.
The Permit shall be effective from the date of issuance until rescinded and shall be
subject to the following specific conditions and limitations:
I. DESIGN STANDARDS
1. Each of the 10 lots is limited to a maximum of 8,053 square feet of built -upon
area, as indicated in the approved plans. CAMA regulations may reduce the
allowable built -upon area for those lots within the AEC.
2. The overall tract built -upon area percentage for the project must be maintained
at 30% per the requirements of Section .1005 of the stormwater rules.
3. Approved plans and specifications for projects covered by this permit are
incorporated by reference and are enforceable parts of the permit.
4. Projects covered by this permit will maintain a minimum 30 foot wide vegetative
buffer between all impervious areas and surface waters.
5. The only runoff conveyance systems allowed will be vegetated conveyances
such as swales with minimum side slopes of 3:1 (H:V) as defined in the
stormwater rules and approved by the Division.
6. All roof drains must terminate at least 30 foot from the mean high water mark.
li. SCHEDULE OF COMPLIANCE
Swales and other vegetated conveyances shall be constructed in their entirety,
vegetated, and be operational for their intended use prior to the construction of
any built -upon surface.
2. During construction, erosion shall be kept to a minimum and any eroded areas of
the swales or other vegetated conveyances will be repaired immediately.
Page 2 of 5

State Stormwater Management Systems
Permit No.SW8 070904
3. The permittee shall at all times provide the operation and maintenance
necessary to operate the permitted stormwater management systems at
optimum efficiency to include:
a. Inspections
b. Sediment removal.
C. Mowing, and re -vegetating of the side slopes.
d. Immediate repair of eroded areas.
e. Maintenance of side slopes in accordance with approved plans and
specifications.
f. Maintenance of level spreaders in accordance with approved plans and
O&M.
4. The permittee shall submit to the Director and shall have received approval for
revised plans, specifications, and calculations prior to construction, for any
modification to the approved plans, including, but not limited to, those listed
below:
a. Any revision to any of the items shown on the approved plans, including
the stormwater management system, design concept, built -upon area,
details, etc.
b. Project name change.
C. Transfer of ownership.
d. Redesign or addition to the approved amount of built -upon area or to the
drainage area.
e. Further subdivision, acquisition, or selling of the project area.
f. Filling in, altering or piping any vegetative conveyance shown on the
approved plan.
5. The Director may determine that other revisions to the project should require a
modification to the permit.
6. The permittee shall submit all information requested by the Director or his
representative within the time frame specified in the written information request.
7. No piping shall be allowed except that minimum amount necessary to direct
runoff beneath an impervious surface such as a road and that minimum amount
needed under driveways to provide access to lots.
8. Unless specified elsewhere, permanent seeding requirements for the swales
must follow the guidelines established in the North Carolina Erosion and
Sediment Control Planning and Design Manual.
9. The permittee is responsible for verifying that the proposed built -upon area does
not exceed the allowable built -upon area. Once the lot transfer is complete, the
built -upon area may not be revised without approval from the Division of Water
Quality, and responsibility for meeting the built upon area limit is transferred to
the individual property owner, provided that the permittee complies with the
requirements of Section 11.11 and 11.12 of this permit.
10. Within 30 days of completion of the project, the permittee must certify in writing
that the proj'ect's stormwater controls, and impervious surfaces have been
constructed within substantial intent of the approved plans and specifications.
Any deviation from the approved plans must be noted on the Certification.
Page 3 of 5

State Stormwater Management Systems
Permit No.SW8 070904
11. Deed restrictions are incorporated into this permit by reference and must be
recorded with the Office of the Register of Deeds prior to the sale of any lot.
Recorded deed restrictions must include, as a minimum, the following
statements related to stormwater management:
a. The following covenants are intended to ensure ongoing compliance with
State Stormwater Management Permit Number SW8 070904, as issued
by the Division of Water Quality under NCAC 2H.1000.
b. The State of North Carolina is made a beneficiary of these covenants to
the extent necessary to maintain compliance with the Stormwater
Management Permit.
C. These covenants are to run with the land and be binding on all persons
and parties claiming under them.
d. The covenants pertaining to stormwater may not be altered or rescinded
without the express written consent of the State of North Carolina,
Division of Water Quality.
e. Alteration of the drainage as shown on the approved plans may not take
place without the concurrence of the Division of Water Quality.
f. The maximum built -upon area per lot is 8,053 square feet. This allotted
amount includes any built -upon area constructed within the lot property
boundaries, and that portion of the right-of-way between the front lot line
and the edge of the pavement. Built upon area includes, but is not limited
to, structures, asphalt, concrete, gravel, brick, stone, slate, and coquina,
but does not include raised, open wood decking, or the water surface of
swimming pools.
g. Filling in or piping of any vegetative conveyances (ditches, swales, etc.)
iated assocwith the development except for average driveway crossings,
is strictly prohibited by any persons.
h. Each lot will maintain a 30 foot wide vegetated buffer between all
impervious areas and surface waters.
i. All roof drains shall terminate at least 30 foot from the mean high water
mark.
12. The permittee shall submit a copy of the recorded deed restrictions within 30
days of the date of recording.
13. If the permittee sets up an Architectural Review Committee or Board (ARC or
ARB) to review plans for compliance with the restrictions, the plans reviewed
must include all proposed built -upon area (BUA). Any approvals given by the
ARC or ARB do not relieve the lot owner of the responsibility to maintain
compliance with the permitted BUA limit.
14. The Director may notify the permittee when the permitted site does not meet one
or more of the minimum requirements of the permit. Within the time frame
specified in the notice, the permittee shall submit a written time schedule to the
Director for modifying the site to meet minimum requirements. The nermittee
shall provide copies of revised plans and certification in writing to the Director
that the changes have been made.
15. All stormwater conveyances will be located in either dedicated right-of-way
(public or private), recorded common areas or recorded drainage easements.
The final plats for the project will be recorded showing all such required
easements, in accordance with the approved plans.
Page 4 of 5

State Stormwater Management Systems
Permit No.SW8 070904
III. GENERAL CONDITIONS
1. Failure to abide by the conditions and limitations contained in this permit may
subject the Permittee to an enforcement action by the Division of Water Quality,
in accordance with North Carolina General Statutes 143-215.6A to 143-215.6C.
2. The permit issued shall continue in force and effect until revoked or terminated.
3. The permit may be modified, revoked and reissued or terminated for cause. The
filing of a request for a permit modification, revocation and re -issuance, or
termination does not stay any permit condition.
4. The issuance of this permit does not prohibit the Director from reopening and
modifying the permit, revoking and reissuing the permit, or terminating the permit
as allowed by the laws, rules, and regulations contained in Title 15A of the North
Carolina Administrative Code, Subchapter 2H.1000; and North Carolina General
Statute 143-215.1 et. al.
5. The permit is not transferable to any person or entity except after notice to and
approval by the Director. The Director may require modification or revocation
and re -issuance of the permit to change the name and incorporate such other
requirements as may be necessary. A formal permit request must be submitted
to the Division of Water Quality accompanied by the appropriate fee,
documentation from both parties involved, and other supporting materials as may
be appropriate. The approval of this request will be considered on its merits, and
may or may not be approved.
6. The permittee is responsible for compliance with all permit conditions until such
time as the Division approves the permit transfer request. Transfers to third
parties by the permittee where the required documentation has not been
submitted to and approved by the Division does not relieve the permittee of
responsibility for transferring the permit.
7. The issuance of this permit does not preclude the Permittee from complying with
any and all statutes, rules, regulations, or ordinances, which may be imposed by
other government agencies (local, state and federal), which have jurisdiction. If
any of those permits result in revisions to the plans, a permit modification must
be submitted.
8. The permittee grants permission to DENR Staff to enter the property during
business hours for the purposes of inspecting the stormwater management
system and its components.
9. The permittee shall notify the Division of Water Quality of any name, ownership
or mailing address changes within 30 days.
Permit issued this the 27th day of September 2007.
NORT AROLINA rIRONMENTAL
MANAGEMENT COMMISSION
-------------- -----------
for Coleen H. Sullins Director
Division of Water Quality
By Authority of the Environmental Management Commission
Page 5 of 5

OFFICE USE ONLY
Date Receive
Fee Paid
Permit Number
� i
Zovo �
w o7 o b
State of North Carolina
Department of Environment and Natural Resources
Division of Water Quality
STORMWATER MANAGEMENT PERMIT APPLICATION FORM
This form may be photocopied for use as an original
I. GENERAL INFORMATION
1. Applicants name (specify the name of the corporation, individual, etc. who owns the project):
1?&Ovh 'LLB V _ --, L
2. Print Owner/Si ing Official's name and title (person legally responsible for facility and compliance):
3. Mailing Address for person listed in item 2 above: o`'C
City: State: Zip: -Z F44o %
Telephone Number:
4. Project Name (subdivision, facility, or establishment name - should be consistent with project name on plans,
specifications, letters, operation and maintenance agreements, etc.):
5. Location of Project (street address):
/J/ I en ..i; r
City:
6. Directions to project (from nearest major intersection):
Ale,Wg ,XG /,/,?-/ 6-,-- Dom! 45L/ k
County:
7. Latitude: ,3?eZ`d 9, .S`,'I'A/ Longitude: 77963 It, D4/ii %l% of project
8. Contact person who can answer questions about the project:
Name: ✓ J. %% l� ' Telephone Number:
II. PERMIT INFORMATION:
1. Specify whether project is (check one): New
Form SWU-101 Version 3.99 Page 1 of 4
Renewal Modification

2. If this application is being submitted as the result of a renewal or modification to an existing permit, list the
existing permit number /I1115t and its issue date (if known)
3. Specify the type of project (check one):
Low Density High Density Redevelop General Permit Other
4. Additional Project Requirements (check applicable blanks):
_CAMA Major Sedimentation/Erosion Control 404/401 Permit _NPDES Stormwater
Information on required state permits can be obtained by contacting the Customer Service Center at
1-877-623-6748.
III. PROJECT INFORMATION
L In the space provided below, summarize how stormwater will be treated. Also attach a detailed narrative
/(one to two �pages) describing stormwater management for the project.
� ����•�
2. Stormwater runoff from this project drains to the River basin.
3. Total Project Area: lob .7 acres
5. How many drainage areas does the project have?
4. Project Built Upon Area: 01216
6. Complete the following information for each drainage area. If there are more than two drainage areas in the
project, attach an additional sheet with the information for each area provided in the same format as below.
Bastin Information
Drainage Area 1
Drainage Area 2
Receiving Stream Name
Receiving Stream Class
Drainage Area
Existing Impervious* Area
Proposed Impervious*Area
j/9, 3;2 7 Sf
% Impervious* Area (total)
Z14,
Impervious* Surface Area
Drainage Area 1
Drainage Area 2
On -site Buildings �
�� � 7
On -site Streets
7� 7 S�
On -site Parking
On -site Sidewalks
Other on -site
Off -site
L
Total: ,��J t�¢�
Total:
Impervious area is defined as the built upon area including, but not limited to, buildings, roads, parking areas,
sidewalks, gravel areas, etc.
Form SWU-101 Version 3.99 Page 2 of 4

7. How was the off -site impervious area listed above derived? X1114
IV. DEED RESTRICTIONS AND PROTECTIVE COVENANTS
The following italicized deed restrictions and protective covenants are required to be recorded for all
subdivisions, outparcels and future development prior to the sale of any lot. If lot sizes vary significantly, a table
listing each lot number, size and the allowable built -upon area for each lot must be provided as an attachment.
1. The
changed or
are intended to ensure ongoing compliance with state stormwater management permit number
as issued by the Division of Water Quality. These covenants may not be
it the consent of the State.
2. No more than square feet of any lot shall be covered by structures or impervious materials.
Impervious materials in de asphalt, gravel, concrete, brick, stone, slate or similar material but do not include wood
decking or the water surfa of swimming pools.
3. Swales shall not be filled in, pi d, or altered except as necessary to provide driveway crossings.
4. Built -upon area in excess of the per ' ted amount requires a state stormwater management permit modification prior to
construction.
.5. All permitted runoff from outparcels or futk development shall be directed into the permitted stormwater control
system. These connections to the stormwate ontrol system shall be performed in a manner that maintains the integrity
and performance of the system as permitted.
By your signature below, you certify that the recorde eed restrictions and protective covenants for this project
shall include all the applicable items required above, tha the covenants will be binding on all parties and persons
claiming under them, that they will run with the land, tha he required covenants cannot be changed or deleted
without concurrence from the State, and that they will be re rded prior to the sale of any lot.
`✓
. SUPPLEMENT FOWvIS
The applicable state stormwater management permit supplement fo
BMP specified for this project. Contact the Stormwater and General
and availability of these forms.
Form SWU-102
Wet Detention Basin Supplement
Form SWU-103
Infiltration Basin Supplement
Form SWU-104
Low Density Supplement
Form SWU-105
Curb Outlet System Supplement
Form SWU-106
Off -Site System Supplement
Form SWU-107
Underground Infiltration Trench Supplement
Form SWU-108
Neuse River Basin Supplement .
Form SWU-109
Innovative Best Management Practice Supplement
Form SWU-101 Version 3.99 Page 3 of 4
listed below must be submitted for each
its Unit at [phone] for the status

VI. SUBMITTAL REQUIREMENTS
Only complete application packages will be accepted and reviewed by the Division of Water Quality (DWQ).
A complete package includes all of the items listed below. The complete application package should be
submitted to the appropriate DWQ Regional Office.
I. Please indicate that you have provided the following required information by initialing in the space provided
next to each item.
• Original and one copy of the Stormwater Management Permit Application Formtals
• One copy of the applicable Supplement Form(s) for each BMP
■ Permit application processing fee of $420 (payable to NCDENR)
• Detailed narrative description of stormwater treatment/management
• Two copies of plans and specifications, including:
- Development/Project name
- Engineer and firm
-Legend
- North arrow
- Scale
- Revision number & date
- Mean high water line
- Dimensioned property/project boundary
- Location map with named streets or NCSR numbers
- Original contours, proposed contours, spot elevations, finished floor elevations
- Details of roads, drainage features, collection systems, and stormwater control measures
- Wetlands delineated, or a note on plans that none exist
- Existing drainage (including off -site), drainage easements, pipe sizes, runoff calculations
- Drainage areas delineated
- Vegetated buffers (where required)
VII. AGENT AUTHORIZATION
If you wish to designate authority to another individual or firm so that they may provide information on your
behalf, please complete this section. /f
Designated agent (individual or firm):
Mailing Address: Pe ,e!?p a( l�©�
city: G2C �'J�i/ State: /il C Zip:
Phone: (_ �L� ) t aZ� cZ /f 'ef Fax: (-- 916) ) goZ c('
VIII. APPLICANT'S CERTIFICATION
I, (print or type name of person listed in General Information, item 2)
certify that the information included on this permit application form is, to the best of my knowledge, correct and
that the project will be constructed in conformance with the approved plans, that the required deed restrictions
and protective co nants will be recorded and that the proposed project complies with the requirements of 15A
NCAC 2H .100 .
Signature: Date: 0007
Form SWU-101 Version 3.99 Page 4 of

Permit No. 5-W8670a O q
(to be provided by DWQ)
State of North Carolina
Department of Environment and Natural Resources
Division of Water Quality
STORMWATER MANAGEMENT PERMIT APPLICATION FORM
LOW DENSITY SUPPLEMENT
This form may be photocopied for use as an original
A low density project is one that meets the appropriate criteria for built upon area and transports stormwater
runoff primarily through vegetated conveyances. Low density projects should not have a discrete stormwater
collection system as defined by 15A NCAC 2H .1002(18). Low density requirements and density factors can be
found in 15A NCAC 2H .1005 through .1007.
I. PROJECT INFORMATION
Project Name:
Contact Person: l Phone Number: (1�/6 'V-0 d - �g
Number of Lots: �� Allowable Built Upon Area Per Lot*:_
*If lot sizes are not uniform, attach a table indicating the number of lots, lot sizes and allowable built upon area
for each lot. The attachment must include the project name, phase, page numbers and provide area subtotals
and totals.
II. BUILT UPON AREA
See the Stormwater Managcmcnt Permit Application for specific language that must be recorded in the deed
restrictions for all subdivisions.
For uniform lot sizes, complete the following calculation in the space provided below where:
• SA Site Area - the total project area above Mean High Water. Wetlands may be excluded when the
development results in high density pockets.
• DF Density Factor - the appropriate percent built upon area divided by 100.
• RA Road Area - the total impervious surface occupied by roadways.
• OA Other Area - the total area of impervious surfaces such as clubhouses, tennis courts, sidewalks, etc.
• No. Lots - the total number of lots in the subdivision.
• BUA/Lot - the computed allowable built upon area for each lot including driveways and impervious
surfaces located between the font lot line and the edge of pavement.
Form SWU-104 Rev 3.99 Page 1 of 2

Calculation:
(SA x DF) - RA =OA = BUA
No. Lots Lot
x , -/4p) --_3F, 797 SF
/D
'F,
,Qr9 = 38, 797.5�
O$ =
Arlo Z�Ts = /D
III. REQUIRED ITEMS CHECKLIST
Initial in the space provided to indicate that the following requirements have been met and supporting
documentation is provided as necessary. If the applicant has designated an agent on the Stormwater
Management Permit Application Form, the agent may initial below.
Applicapts Initials
./�f LA a. A 30 foot vegetative buffer is provided adjacent to surface waters. Projects in the Neuse
River basin may require additional buffers.
Ad�n b. Deed restriction language as required on form SWU-101 shall be recorded as a restrictive
covenant. A copy of the recorded document shall be provided to DWQ within 30 days of
platting and prior to sale of any lots.
c. Built upon area calculations are provided for the overall project and all lots.
WAV d. Project conforms to low density requirements within the ORW AEC (if applicable).
[I 5A NCAC 211 .1007(2)(b)]
Form 3WU-104 Rev 3.99 Page 2 of 2

In accordance with Title 15 NCAC 2H.1000, the Coastal Stormwater Management Regulations, deed
restrictions and protective covenants are required for Low Density Residential Subdivisions where lots
will be subdivided and sold. Deed restrictions and protective covenants are necessary to ensure that the
development maintains a "built -upon" area consistent with the applicable regulation governing the density
level. j
I, �AQ J /d'%S acknowledge and affirm by my signature -below, that I will causp the
following deed restrictions and protective covenants to be recorded for
prior to the sale of any lot:
1. The following covenants are intended to ensure ongoing compliance with State Stormwater
Management Permit Number_ , as issued by the Division of Water Quality under
NCAC 2H.1000.
2. The State of North Carolina is made a beneficiary of these covenants to the extent necessary to
maintain compliance with the stormwater management pennit.
3. These covenants are to run with the land and be binding on all persons and parties claiming
under them.
4. The covenants pertaining to stormwater may not be altered or rescinded without the express
written consent of the State of North Carolina, Division of Water Quality.
5. Alteration of the drainage as shown on the approved plan may not take place without the
concurrence of the Division of Water Quality.
6. The maximum allowable built -upon area per lot is 4 ., square feet. This allotted amount
includes any built -upon area constructed within the lot property boundaries, and that portion of the
right-of-way between the front lot line and the edge of the pavement. Built upon area includes, but
is not limited to, structures, asphalt, concrete, gravel, brick, stone, slate, and coquina, but does
not include raised, open wood decking, or the water surface of swimming pools.
7. In the case of a lot within CAMA's regulated AEC, where the Division of Coastal Management
calculates a different maximum allowable built -upon area f6r that lot than is shown herein, the
governing maximum built -upon area for that lot shall be the most restrictive of the two.
8. Filling in or piping of any vegetative conveyances (ditches, swales, etc.) associated with the
development except for average driveway crossings is strictly prohibited by any persons.
9. Each lot will maintain a 30 foot wide vegetated buffer between all impervious areas and surface
waters.
10. All roof dralns ' `afl terminate le st 30 foot from the mean high water mark of surface waters.
a Notary Public in the
State of �t%/ :c.�— , County of
do hereby certify that /LO.�d�� ,5 personally appeared
before me this the day of �, 20�, and acknowledge
the due execution of the foregoing instrument. Witness my hand and official seal,
,�9 •' 1JCJ �A
Signature QIlB
My Commission expires - i • o�S; � � ' „� ��, °
;Ba 71 V 6J --
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TRANSACTION REPORT
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State of North Carolina
Department of Environment and Natural Resaurces
Wilmington Regional Office
Mkhae! F: Em-ley, Governor WdUam G. Ross, Secretary'
FA,X COVER SHEET
Date: /,P/ O 7
To: A%&4.4eZ-
Co:
Fax:
Re: /0,0 a i 6i' a'e- GtiO D o' S
No. Pages (excl. cover):
From: �/ CJ Gie,
Phone:
Fax: 91 Q 50-2004
cc P�'e '-.J 4 4� )/ S L ,
127 Cardinal Drive ExtcrosiM Wilmington, NC 29405 . (910) 796r7215 . An Equal opport=mity Affirmative Action Employer

State of North Carolina
Department of Environment and Natural Resources
Wilmington Regional Office
Michael F. Easley, Governor William G. Ross, Jr., Secretary
FAX COVER SHEET
Date: - /10//0 -7
To: i e- 4.4 e
Co:
No. Pages (excl. cover):
From:
Phone:
Fax:, �� ?/d w 3 ;?- Fr =.?a&e Fax: [phone]
llgr� co
127 Cardinal Drive Extension, Wilmington, NC 28405 • [phone] • An Equal Opportunity Affirmative Action Employer

C200715800352
State of North Carolina
Department of the Secretary of State
Limited Liability Company
ARTICLES OF ORGANIZATION
SOSID: 920928
Date Filed: 6/7/2007 2:02:00 PM
Elaine F. Marshall
North Carolina Secretary of State
C200715800352
Pursuant to §57C-2-20 of the General Statutes of North Carolina, the undersigned does hereby submit
these Articles of Organization for the purpose of forming a limited liability company.
1.
The name of the limited liability company is: Montague woods, LLC
2. If the limited Iiability company is to dissolve by a specific date, the latest date on which the
limited Iiability company is to dissolve: Qf no date for dissolution is specified, there shall be no
limit on the duration of the limited liability company.)
3. The name and address of each person executing these articles of organization is as follows:
(State whether each person is executing these articles of organization in the capacity of a
member, organizer or both. Note: This document must be signed by all persons listed here),
Ladd S. Gasparovic- Organizer- PO Box 818, Hampstead, NC 28443
4.
5.
11
7.
The street address and county of the initial registered office of the limited liability company is:
Number and Street 6264 Hawk's Bill Drive
City, State, Zip Code Wilmington, NC 28409
County New Hanover
The mailing address, if different from the street address, of the initial registered office is:
The name of the initial registered agent is: Bernard J. Morris
Principal office information: (Select either a or b)
a ❑ The limited liability company has a principal office.
The street address and county of the principal office of the limited liability company is:
Number and Street
City, State, Zip Code County
The mailing address, if'different from the street address, of the principal office of the corporation is:
b. QQ The limited liability company does not have, a principal office.
RECE
CEP 8 1 2007
BY:
-

C200715800352
Check one of the following:
✓ (i) Member -managed LLC: all members by virtue of their status as members shall be
managers of this limited liability company.
(ii) Manager -managed LW: except as provided by N.C.G.S. Section 57C. 3-20(a), the
members of this limited liability company shall not be managers by virtue of their status as
members.
9. Any other provisions which the limited liability company elects to include are attached.
10. These articles will be effective upon filing, unless a date and/or time is specified:
This is the 6th day of June 52007
a '
Sign re
Ladd S. Gasperovic- Organizer
Type or -Print Name and Title
NOTES:
L Filing fee is $125. This document must be filed with the Secretary of State.
CORPORATIONS DIVISION P.O. Box 29622 RALEIGK NC 27626-0622
(Revised January 2002) (Form L-01)
Instructions for fling
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OPERATING AGREEMENT OF
MONTAGUE WOODS, LLC,
A NORTH CAROLINA LIMITED LIABILITY COMPANY
June 5, 2007
THIS OPERATING AGREEMENT ("Agreement") is entered into the date shown above,
by and between the following persons or entities:
March Properties, Inc.
Noell W. Morris
hereinafter, ("Members" or "Parties").
FOR VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby
acknowledged, the Parties covenant, contract and agree as follows:
ARTICLE I
FORMATION OF LIMITED LIABILITY COMPANY
1. Formation of LLC. The Parties have formed a North Carolina limited liability
company named MONTAGUE WOODS, LLC, LLC ("LLC"). The operation of the LLC shall
be governed by the terms of this Agreement and the applicable laws of the State of North
Carolina relating to the formation, operation and taxation of a LLC, including the North Carolina
Limited Liability Company Act (North Carolina General Statutes 57C-1-01 et seq.) hereinafter
referred to as the "Act". To the extent permitted by the Act, the terms and provisions of this
Agreement shall control if there. is a conflict between such Act and this Agreement. The Parties
intend that the LLC shall be taxed as a partnership. Any provisions of this Agreement, if any,
that may cause the LLC not to be taxed as a partnership shall be inoperative.
2. . Articles or Organization. The Members acting through its Organizer, filed
Articles of Organization, ("Articles") for record in the office of the North Carolina Secretary of
State on the date shown herein, thereby creating the LLC.
3. Business. The business of the LLC shall be:
(a) To purchase, sell, manage and/or maintain residential or commercial property located
for business and investment;
(b) in connection with the above, to buy, take, lease, borrow, purchase or otherwise
acquire, and to own, use, hold, sell, convey, exchange, improve, develop, lease,
manage, dispose of, pledge or mortgage personal property, or any interests therein or
any services associated therewith;
(c) to obtain financing and refinancing to accomplish the foregoing purposes; and

(d) to do any and all other things necessary, desirable or incidental to the foregoing
purposes. The LLC may sell or otherwise dispose of all or substantially all of its
assets, subject to any restrictions set out in this Agreement, and any such sale or
disposition shall be considered to be within the scope of the LLC's business.
4. Registered Office and Registered Agent. The registered office and place of
business of the LLC shall be 6264 Hawk's Bill Drive, Wilmington, NC 28409, and the
registered agent at such office shall be Bernard J. Morris. The Members may change the
registered office and/or registered agent from time to time.
5. Duration. The LLC will commence business as of the execution of this
Operating Agreement and will continue in perpetuity.
6. Fiscal Year. The LLC's fiscal and tax year shall end December 31.
ARTICLE II
MEMBERS
7. Initial Members. The initial members of the LLC, their initial capital
contributions, and their percentage interest in the LLC are:
Initial
Members
March Properties, Inc.
Noell W. Morris
Percentage Interest
in LLC
85 %
15%
Capital
Contribution
$8,500 upon execution of this
agreement
$1,500 upon execution of this
agreement
8. Additional Members. New members may be admitted only upon the consent of a
majority of the Members and upon compliance with the provisions of this agreement.
ARTICLE III
MANAGEMENT
9. Management. The Members have elected to manage the LLC as follows:
The management of the LLC shall be vested solely in March Properties, Inc. as
Managing Member.
10. Member Only Powers. Notwithstanding any other provision of this Agreement,
only a majority of the Members may: (a) sell or encumber (but not lease) any real estate owned
by the LLC, or (b) incur debt, expend funds, or otherwise obligate the LLC if the debt,
expenditure, or other obligation exceeds $500.00.
2

ARTICLE IV
CONTRIBUTIONS, PROFITS, LOSSES, AND DISTRIBUTIONS
11. Interest of Members. Each Member shall own a percentage interest (sometimes
referred to as a share) in the LLC. The Member's percentage interest are as shown in Article III
above, and control the Member's share of the profits, losses, and distributions of the LLC:
12. Contributions. The initial contributions and initial percentage interest of the
Members are as set out in this Agreement.
13. Additional Contributions. Only a majority of the Members of the LLC may call
on the Members to make additional cash contributions as may be necessary to carry on the LLC's
business. The amount of any additional cash contribution shall be based on the Member's then
existing percentage interest. To the extent a Member is unable to meet a cash call, the other
Members can contribute the unmet call on a pro rata basis based on the Members' percentage
interests at that time, and the percentage interest of each Member will be adjusted accordingly.
14. Record of Contributions/Percentage Interests. This Agreement, any
a.mendment(s) to this Agreement, and all Resolutions of the Members of the LLC shall constitute
the record of the Members of the LLC and of their respective interest therein.
15. Profits and Losses. The profits and losses and all other tax attributes of the LLC
shall be allocated among the Members on the basis of the Members' percentage interests in the
LLC.
16. Distributions. Distributions of cash or other assets of the LLC (other than in
dissolution of the LLC) shall be made in the total amounts and at the times as determined by a
majority of the. Members. Any such distributions shall be allocated among the Members on the
basis of the Members' percentage interests in the LLC.
17. Change in Interests. If during any year there is a change in a Member's
percentage interest, the Member's share of profits and losses and distributions in that year shall
be determined under a method which takes into account the varying interests during the year.
ARTICLE V
VOTING; CONSENT TO ACTION
18. Voting by Members. Members shall be entitled to vote on all matters which
provide for a vote of the Members in accordance with each Member's percentage interest.
19. Majority Required. Except as otherwise required, a majority of the Members,
based upon their percentage ownership, is required for any action.
20. Meetinas - Written Consent. Action of the Members may be accomplished with
or without a meeting. If a meeting is held, evidence of the action shall be by Minutes or
3

Resolution reflecting the action of the Meeting, signed by a majority of the Members. Action
without a meeting may be evidenced by a written consent signed by a majority of the Members.
21. Meetings. Meetings of the Members may be called by any Member owning 20%
or more of the LLC, or, if Managers were selected, by any Manager of the LLC.
22. Majority Defined. As used throughout this agreement the term "Majority" of the
Members shall mean a majority of the ownership interest of the LLC as determined by the
records of the LLC on the date of the action.
ARTICLE VI
DUTIES AND LIMITATION OF LIABILITY MEMBERS, OFFICERS AND
PERSONS SERVING ON ADVISORY COMMITTEES; INDEMNIFICATION
23. Duties of Members: Limitation of Liability. The Members, Managers and officers
shall perform their duties in good faith, in a manner they reasonably believe to be in the best
interests of the LLC, and with such care as an ordinarily prudent person in a like position would
use under similar circumstances. No Member or officer shall have any liability to the LLC or
any other Member by reason of being or having been a Member or officer. No Member or
officer shall not be liable to the LLC or to any other Member or officer for any loss or damage
sustained by the LLC or any other Member or officer unless the loss or damage shall have been
the result of fraud, deceit, gross negligence, willful misconduct, or a wrongful taking by that
Member or officer.
24. Members Have No Exclusive Du to LLC. The Members shall not be required to
participate in the LLC as their sole and exclusive business. Members may have other business
interests and may participate in other investments or activities in addition to those relating to the
LLC. Neither the LLC nor any other Member shall have any right, by virtue of this Agreement,
to share or participate in another member's business interests, investments or activities or the
income or proceeds derived therefrom. No Member shall incur liability to the LLC or to any
other Member by reason of participating in any such other business, investment or activity.
25. Protection of Members and Officers.
(a) As used herein, the term "Protected Party" refers to the Members and officers
of the Company.
(b) To the extent that, at law or in equity, a Protected Party has duties (including
fiduciary duties) and liabilities relating thereto to the LLC or to any other
Protected Party, a Protected Party acting under this Agreement shall not be
liable to the LLC or to any other Protected Party for good faith reliance on:
W the provisions of this Agreement;
(ii) the records of the LLC; and/or
(iii) such information, opinions, reports or statements presented to the LLC by
any person as to matters the Protected Party reasonably believes are within
4

such other person's professional or expert competence and who has been
selected with reasonable care by or on behalf of the LLC, including
information, opinions, reports or statements as to the value and amount of
the assets, liabilities, profits or losses of the LLC or any other fact
pertinent to the existence and amount of assets from which distributions to
Members might properly be paid.
c) The provisions of this Agreement, to the extent that they restrict the duties and
liabilities of a Protected Party to the LLC or to any other Protected Party otherwise
existing at law or in equity, are agreed by the parties hereto to replace such other
duties and liabilities of such Protected Party.
d) Whenever this Agreement permits or requires a Protected Party to make a decision in
its "discretion" or under a grant of similar authority or latitude, the Protected Party
shall be entitled to consider only such interests and factors as it desires, including its
own interests, and shall have no duty or obligation to give any consideration to any
interest of or factors affecting the .LLC or any other Person.
e) Whenever this Agreement permits or requires a Protected Party to make a decision
using a "good faith" or under another express standard, the Protected Party shall act
under such express standard and shall not be subject to any other or different standard
imposed by this Agreement or other applicable law.
26. Indemnification and Insurance.
(a) Right to Indemnification.
(i) Any person who is or was a member or officer of the LLC and who is or may
be a party to any civil action because of his/her participation in or with the
LLC, and who acted in good faith and in a manner which he/she reasonably
believed to be in, or not opposed to, the best interests of the LLC, shall be
indemnified and held harmless by the LLC.
(ii) Any person who is or was a member or officer of the LLC and who is or may
be a party to any criminal action because of his/her participation in or with the
LLC, and who acted in good faith and had reasonable cause to believe that the
act or omission was lawful, shall be indemnified and held harmless by the
LLC.
(b) Advancement of Expenses. Expenses (including attorney's fees) incurred by an
indemnified person in defending any proceeding shall be paid in advance of the
proceeding's final disposition. Should the indemnified member or officer ultimately
be determined to not be entitled to indemnification, that member or officer agrees to
immediately repay to LLC all funds expended by the LLC on behalf of the member or
officer. .

(c) Non-Exclusivityof Rights. The right to indemnification and the advancement of
expenses conferred in this section shall not be exclusive of any right which any
person may have or hereafter acquire under any statute, provision of this Agreement,
contract, agreement, vote of Members or otherwise. The Members and officers are
expressly authorized to adopt and enter into indemnification agreements for
Members,'officers and advisory committee members.
(d) Insurance. The Members may cause the LLC to purchase and maintain insurance for
the LLC, for its Members and officers, and/or on behalf of any third party or parties
whom the members might determine should be entitled to such insurance coverage.
(e) Effect of Amendment. No amendment, repeal or modification of this Article shall
adversely affect any rights hereunder with respect to any action or omission occurring
prior to the date when such amendment, repeal or modification became effective.
27. Duties of Persons Serving on Advisory Committees,• Limitation of Liability -
Indemnification. The Members shall have the right to form advisory committees. Persons serving
on an advisory committee, whether or not a Member or officer, shall perform their duties in good
faith, in a manner they reasonably believe to be in the best interests of the LLC, and with such
care as an ordinarily prudent person in a like position would use under similar circumstances. A
person serving on an advisory committee shall not have any liability to the LLC or to any
Member or officer for any loss or damage sustained by the LLC or any Member or officer unless
the loss or damage was the result of fraud, deceit, gross negligence, willful misconduct, or a
wrongful taking by such person.
ARTICLE VII
MEMBERS INTEREST TERMINATED
28. Termination of Membership. A Member's interest in the LLC shall cease upon
the occurrence of one or more of the following events:
(a) A Member provided notice of withdrawal to the LLC thirty (30) days in
advance of the withdrawal date. Withdrawal by a Member is not a breach of this Agreement
(b) A Member assigns all of his/her interest to a third party.
(c) A Member dies
(d) There is an entry of an order by a court of competent jurisdiction adjudicating
the Member incompetent to manage his/her person or his/her estate.
(e) In the case of an estate that is a Member, the distribution by the fiduciary of
the estate's entire interest in the LLC.
(f) A Member, without the consent of a majority of the Members: (1) makes an
assignment for the benefit of creditors; (2) files a voluntary petition in bankruptcy; (3) is
adjudicated a bankrupt or insolvent; (4) files a petition or answer seeking for himself any
reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief
under any statute, law or regulation; (5) files an answer or other pleading admitting or failing to

contest the material allegations of a petition filed against him in any proceeding of the nature
described in this paragraph; (6) seeks, consents to, or acquiesces in the appointment of a trustee,
receiver, or liquidator of the Member or of all or any substantial part of his properties; or (7) if
any creditor permitted by law to do so should commence foreclosure or take any other action to
seize or sell any Member's interest in the LLC.
(g) If within one hundred twenty (120) days after the commencement of any
action against a Member seeking reorganization, arrangement,' composition, readjustment,
liquidation, dissolution, or similar relief under any statute, law, or regulation, the action has not
been dismissed and/or has not been consented to by a majority of the members.
(h) If within ninety (90) days after the appointment, without a member's consent
or acquiescence, of a trustee, receiver, or liquidator of the Member or of all or any substantial
part of the member's properties, said appointment is not vacated or within ninety (90) days after
the expiration of any stay, the appointment is not vacated and/or has not been consented to by a
majority of the members.
(i) Any of the events provided in applicable code provisions that are not
inconsistent with the dissociation events identified above.
29. Effect of Dissociation. Any dissociated Member shall not be entitled to receive
the fair value of his LLC interest solely by virtue of his dissociation. A dissociated Member that
still owns an interest in the LLC shall be entitled to continue to receive such profits and losses, to
receive such distribution or distributions, and to receive such allocations of income, gain, loss,
deduction, credit or similar items to which he would have been entitled if still a Member. For all
other purposes, a dissociated Member shall no longer be considered a Member and shall have no
rights of a Member.
ARTICLE VIII
RESTRICTIONS ON TRANSFERABILITY OF LLC INTEREST;
SET PRICE FOR LLC INTEREST
30. LLC Interest. The LLC interest is personal property. A Member has no interest
in property owned by the LLC.
31. Encumbrance. A Member can encumber his LLC interest by a security interest
or other form of collateral only with the consent of a majority of the other Members. Such
consent shall only be given if the proceeds of the encumbrance are contributed to the LLC to
respond to a cash call of the LLC.
32. Sale of Interest. A Member can sell his LLC interest only as follows:
(a) If a Member desires to sell his/her interest, in whole or in part, he/she shall
give written notice to the LLC of his desire to sell all or part of his/her interest and must first
offer the interest to the LLC. The LLC shall have the option to buy the offered interest at the
then existing Set Price as provided in this Agreement. The LLC shall have thirty (30) days from
7

the receipt of the assigning Member's notice to give the assigning Member written notice of its
intention to buy all, some, or none of the offered interest. The decision to buy shall be made by a
majority of the other Members. Closing on the sale shall occur within six months (6) from the
date that the LLC gives written notice of its intention to buy. The purchase price shall be paid in
twelve (12) equal quarterly installments beginning with the date of closing.
(b) To the extent the LLC does not buy the offered interest of the Member, the
other Members shall have the option to buy the offered interest at the Set Price on a pro rata
basis based on the Members' percentage interests at that time. If Member does not desire to buy
up to his/her proportional part, the other Members can buy the remaining interest on the same
pro rata basis. Members shall have fifteen (15) days from the date the LLC gives its written
notice to the selling Member to give the selling Member notice in writing of their intention to
buy all, some, or none of the offered interest. Closing on the sales shall occur within six months
(6) from the date that the Members give written notice of their intention to buy. The purchase
price from each purchasing Member shall be paid in twelve (12) equal quarterly installments
beginning with the date of closing.
(c) To the extent the LLC or the Members do not buy the offered interest, the
selling Member can then assign the interest to a non-member. The selling Member must close
on the assignment within ninety (90) days of the date that he gave notice to the LLC. If he does
not close by that time, he must again give the notice and options to the LLC and the LLC
Members before he sells the interest.
(d) A non-member purchaser of a member's interest cannot exercise any rights of
a Member unless a majority of the non -selling Members consent to him becoming a Member.
The non-member purchaser will be entitled, however, to share in such profits and losses, to
receive such distributions, and to receive such allocation of income, gain, loss, deduction, credit
or similar items to which the selling member would be entitled, to the extent of the interest
assigned, and will be subject to calls for contributions under the terms of this Agreement. The
purchaser, by purchasing the selling member's interest, agrees to be subject to all ihe terms of
this Agreement as if he were a Member.
33. Set Price. The Set Price for purposes of this Agreement shall be fixed by consent
of a majority of the Members. The Set Price shall be memorialized and made a part of the LLC
records. The initial Set Price for each Member's interest is the amount of the Member's
contribution(s) to the LLC as provided above, plus ten percent (10%) for the next ten (10) years
and as updated in accordance with the terms hereof. Any future changes in the Set Price by the
Members shall be based upon net equity in the assets of the LLC (fair market value of the assets
less outstanding indebtedness), considering the most recent appraisal obtained by the LLC for its
assets, as may be adjusted by the Members in their discretion. This basis for determining the
Set Price shall remain in effect until changed by consent of a majority of the Members. The
Members will consider revising the basis for determining the Set Price at least annually.

ARTICLE IX
OBLIGATION TO SELL ON A DISSOCIATION
EVENT CONCERNING A MEMBER
34. Dissociation. Except as otherwise provided, upon the occurrence of a
dissociation event with respect to a Member, the LLC and the remaining Members shall have the
option to purchase the dissociated Member's interest at the Set Price in the same manner as
provided in ARTICLE VII and as if the dissociated Member had notified the LLC of his desire to
sell all of his LLC interest. The date the LLC received the notice as provided in ARTICLE VII
triggering the options shall be deemed to be the date that the LLC receives actual notice of the
dissociation event.
ARTICLE X
DISSOLUTION
35. Termination of LLC. The LLC will be dissolved and its affairs must be wound
up only upon the written consent of,a majority of the Members.
36. Final Distributions. Upon the winding up of the LLC, the assets must be
distributed as follows: (a) to the LLC creditors; (b) to Members in satisfaction of liabilities for
distributions; and (c) to Members first for the return of their contributions and secondly
respecting their LLC interest, in the proportions in which the Members share in profits and
losses.
ARTICLE XI
TAX MATTERS
37. Capital Accounts. Capital accounts shall be maintained consistent with Internal
Revenue Code § 704 and the regulations thereunder.
38. Tax Matters Partner. The Members hereby designate Bernard J. Morris as the
"tax matters partner" for purposes of representing the LLC before the Internal Revenue Service if
necessary.
39. Partnership Election. The Members elect that the LLC be taxed as a partnership
and not as an association taxable as a corporation.
ARTICLE XII
RECORDS AND INFORMATION
40. Records and Inspection. The LLC shall maintain at its place of business the
Articles of Organization, any amendments thereto, this Agreement, and all other LLC records
required to be kept by the Act, and the same shall be subject to inspection and copying at the
reasonable request, and the expense, of any Member.
9

41. ObtaininIz Additional Information. Subject to reasonable standards, each Member
may obtain from the LLC from time to time upon reasonable demand for any purpose reasonably
related to the Member's interest as' a Member in the LLC: (1) information regarding the state of
the business and financial condition of the LLC; (2) promptly after becoming available, a copy of
the LLC's federal, state, and local income tax returns for- each year; and (3) other information
regarding the affairs of the LLC as is just and reasonable.
ARTICLE XIII
MISCELLANEOUS PROVISIONS
42. Amendment. Except as otherwise provided in this Agreement, any amendment to
this Agreement may be proposed by a Member. Unless waived by the Members, the proposing
Member shall submit to the Members any such proposed amendment together with an opinion of
counsel as to the legality of such amendment and the recommendation of the Member as to its
adoption. A proposed amendment shall become effective at such time as it has been approved in
writing by a majority of the Members. This Agreement may not be amended nor may any rights
hereunder be waived except by an instrument in writing signed by the party sought to be charged
with such amendment or waiver, except as otherwise provided in this Agreement.
43. Applicable Law. To the extent permitted by law, this Agreement shall be
construed in accordance with and governed by the laws of the State of North Carolina.
44. Pronouns, Etc. References to a Member or Manager, including by use of a
pronoun, shall be deemed to include masculine, feminine, singular, plural, individuals,
partnerships or corporations where applicable.
45. Counterparts. This instrument may be executed in any number of counterparts
each of which shall be considered an original.
46. Specific Performance. Each Member agrees with the other Members that the
other Members would be irreparably damaged if any of the provisions of this Agreement are not
performed in accordance with their specific terms and that monetary damages would not provide
an adequate remedy in such event. Accordingly, it is agreed that, in addition to any other remedy
to which the nonbreaching Members may be entitled, at law or in equity, the nonbreaching
Members shall be entitled to injunctive relief to prevent breaches of this Agreement and,
specifically, to enforce the terms and provisions of this Agreement in any action instituted in any
court of the United States or any state thereof having subject matter jurisdiction thereof.
47. Further Action. Each Member, upon the request of the LLC, agrees to perform
all further acts and to execute, acknowledge and deliver any documents which may be necessary,
appropriate, or desirable to carry out the provisions of this Agreement.
48. Method of Notices. All written notices required or permitted by this Agreement
shall be hand delivered or sent by registered or certified mail, postage prepaid, addressed to the
LLC at its place of business or to a Member as set forth on the Member's signature page of this
Agreement (except that any Member may from time to time give notice changing his address for
10

that purpose), and shall be effective when personally delivered or, if mailed, on the date set forth
on the receipt of registered or certified mail.
49. Facsimiles. For purposes of this Agreement, any copy, facsimile,
telecommunication or other reliable reproduction of a writing, transmission or signature may be
substituted or used in lieu of the original writing, transmission or signature for any and all
purposes for which the original writing, transmission or signature -could be used, provided that
such copy, facsimile telecommunication or other reproduction shall have been confirmed
received by the sending Party.
50. Computation of Time. In computing any period of time under this Agreement,
the day of the act, event or default from which the designated period of time begins to run shall
not be included. The last day of the period so computed shall be included, unless it is a Saturday,
Sunday or legal holiday, in which event the period shall run until the end of the next day which is
not a Saturday, Sunday or legal holiday.
51. Counsel to the Company. Counsel to the Company may also be counsel to any
Manager or any Affiliate of a Manager. The Managers may execute on behalf of the Company
and the Members any consent to the representation of the Company that counsel may request
pursuant to the North Carolina Rules of Professional Conduct or similar rules in any other
jurisdiction ("Rules"). The Company has initially selected Ladd S. Gasparovic ("Company
Counsel') as legal counsel to the Company. Each Member acknowledges that Company Counsel
does not represent any Member in the absence of a clear and explicit agreement to such effect
between the Member and Company Counsel, and that in the absence of any such agreement
Company Counsel shall owe no duties directly to a Member. In the event any dispute or
controversy arises between any Members and the Company, or between any Members or the
Company, on the one hand, and a Manager (or Affiliate of a Manager) that Company Counsel
represents, on the other hand, then each Member agrees that Company Counsel may represent
either the Company or such Manager (or his or her Affiliate), or both, in any such dispute or
controversy to the extent permitted by the Rules, and each Member hereby consents to such
representation. Each Member further acknowledges that Company Counsel has not represented
the interests of any Member in the preparation and negotiation of this Agreement.
52. Availability of Independent Counsel. Each member has been advised by Company
Counsel that each member has the right to consult independent counsel to advise and represent
his/her individual interest in the LLC. Each member has been advised and understands that
members in the LLC may have conflicting interests at some point.
53. Special Provision for Leases Any and all leases shall be written on behalf of
MONTAGUE WOODS, LLC. In addition, said leases may only be approved, assigned or
modified by a majority of the members of the LLC.
WHEREFORE, the Parties have executed this Agreement on the dates stated below their
signatures on the attached signature page for each individual Party.
11

NOTICE: EACH MEMBER HEREBY CERTIFIES THAT HE OR SHE HAS RECEIVED A
COPY OF THIS OPERATING AGREEMENT AND FORMATION DOCUMENT OF
MONTAGUE WOODS, LLC, A NORTH CAROLINA LIMITED LIABILITY COMPANY.
EACH MEMBER REALIZES THAT AN INVESTMENT IN THIS COMPANY IS
SPECULATIVE AND INVOLVES SUBSTANTIAL RISK, EACH MEMBER IS AWARE
AND CONSENTS TO THE FACT THAT THE INTERESTS IN THE COMPANY HAVE NOT
BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR SECURITIES ACT OF
THE STATE OF NORTH CAROLINA. EACH MEMBER AGREES TO BE BOUND BY ALL
OF THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THE. FORMATION
CERTIFICATE OR ARTLCLES.
March Properties, Inc.
6264 Hawksbill Drive
Wilmington NC 28409
Noell W. Morris
6264 Hawksbill Drive
Wilmington NC 28409
Members:
Mar h Properties, Inc.
r
By:
e and J. Mor r W LPresident
4b e K e &) /*
N ell W.-Morris
12

MINUTES OF THE ORGANIZATIONAL MEETING
OF
MONTAGUE WOODS, LLC
June 7, 2007
The organizational meeting of the members of the above named limited liability
company was held on the date time and place stated below. There were present at the
meeting the following members:
March Properties, Inc., represented by Bernard J. Morris, President
Noell W. Morris
being all the members of the Limited Liability Company. The meeting was called to
order by Bernard J. Morris. It was moved, seconded and unanimously carried that
Bernard K Morris act as temporary chairperson and that Bernard J. Morris act as
temporary secretary.
The meeting then proceeded to the election of managers. Upon nominations duly
made and seconded, the following were elected:
Managing Member: March Properties, Inc.
The managing member of the above mentioned Limited Liability Company
thereupon assumed the chair, and the secretary of the above mentioned Limited Liability
Company assumed the duties as secretary of the meeting.
The Secretary presented to the meeting:
1. Copy of the Articles of Organization.
2. Specimen Certificate of Ownership.
3. Copy of the. Operating Agreement of the Limited Liability Company.
4. The Company seal.
5. Conformed copy of banking resolutions.
RESOLVED, that the Articles of Organization and the Operating Agreement be,
and they are, approved ratified and adopted by the members.
The Secretary submitted to the meeting a seal proposed for the use .as the
company seal. Upon motion duly made, seconded and unanimously carried, it was
RESOLVED, that the form of the seal submitted to this meeting be, and it hereby
is, approved and adopted as and for the Company seal of this Limited Liability Company,
and that an impression thereof be made on the margin of these minutes.

There was presented to the meeting a specimen of a proposed certificate to
represent the ownership of an interest in,the company. Upon motion duly made, seconded
and unanimously carried, it was
RESOLVED, that the specimen form of the certificate at this meeting be, and the
same hereby is, approved and adopted as the certificate to represent ownership of an
interest in the Limited Liability Company, and that the specimen certificate so presented
to the meeting be annexed to the minutes thereof.
RESOLVED, that upon receipt of consideration therefore certificates representing
ownership in the company be issued by the Secretary as follows:
Name and Address
March Properties, Inc.
6264 Hawksbill Drive
Wilmington NC 28409
Noell W. Morris
6264 Hawksbill Drive
Wilmington NC 28409
Interest in the LLC
85 %
15%
RESOLVED, that the managing members of the Limited Liability Company be,
and they hereby are, authorized, empowered and directed to take any and all steps, and to
execute and deliver any and all instruments in connection with carrying the foregoing
resolutions into effect.
There being no further business to come before the meeting, upon motion duly
made, seconded and unanimously carried, the meeting was adjourned.
This the 7th day of June, 2007.
Bernard J. Mor Secretary
Members:
March Properties, Inc.

1
7c� 8 �01) Business Corporation
North Carolina Annual Report
is re ort ma be filed online at the Secretary o: State website: www.sosnc.corn
Name of Business Corporation: MARCH PROPERTIES, INC
Fiscal Year Ending: 12/31/05
VonttWayNear
Secretary of State ID Number: 0382378
Nature of Business: INVESTING
Registered Agent: BERNARD MORKS
Registered Office Mailing Address: 6264 HAWKSBILL DR
City: WILMINGTON
Registered Office Street Address: 6264 HAWKSBILL DR
City: WILMINGTON
Signature of New Registered Agent:
(signature constitutes consent to the appointment)
Principal Office Telephone Number: 910-262-4449
Principal Office Mailing Address: 6264 HAWKSBILL DR
City: WILMINGTON
Principal Office Street Address: 6264 HAWKSBILL DR
Ci(y: WILMINGTON
State of Incorporation: NORTH CAROLINA
Federal Employer ID Number: Privacy
Redaction
State: NC 28409
State: NC 28409
State: NC 28409
State: NC 28409
i me. ana tlusiness Maress of Principal Officers:
Name: BERNARD J MORRIS Title: President
Address: f' 6 2.4 y 4",Pn.
City: WILMINGTON AState: NC ZIP: 28403
Name: Title:
Address:
City: State: ZIP:
Name: Title:
Address:
City: State: ZIP:
t,eruricauon oT annual report tmust oe co/m� pieted by all Business Corporations).
5 lure (Form musfA signed by an officer of corporabon pate
Type or Print Name Title
NCCZ0501L 12l18105

Re: SW8 070904 Montague Woods
Subject: Re: SW8 070904 Montague Woods
From: MIchael Gallant <[e-mail]>
Date: Thu, 27 Sep 2007 06:04:34 -0700 (PDT)
To: Christine Nelson <[e-mail]>
Christine,
You have my authorization to update the application.
Sincerely,
Michael C. Gallant, PE
Christine Nelson <Christine.Nelson@ ncmail.net> wrote:
Michael,
I have reviewed the provided additional information and determined that
the application needs to be altered to reflect Mr. Morris's association
with Montague Woods, LLC. Section I.2 on the application needs to be
updated to show that Mr. Morris is the President of March Properties,
Inc which is a member of Montague Woods, LLC. You can either update the
application with this information or I can do it for you if you provide
written authorization for me to do so.
Thanks,
Christine
Don't let your dream ride pass you by. Make it a reality with Yahoo! Autos.
1 of 1 9/27/2007 9:09 AM

State Stormwater Permit Application Trackinz Cover Sheet
Wilminzton Regional Office
Project Name:
MONTAGUE WOODS
Project Category:
NEW
Project Type:
LOW DENSITY
App Accept Date:
9/11 /2007
Application Fee Amt.
$ Z(300
Fee Check Number:
27"if
Reviewer Name: NELSON, CHRISTINE
Record the following information from RIMS after proiect has been entered!
Permit Number (BIMS): 5 W V o7O _ [ o q
Please update the SW Access System by entering the Permit Number for the project'
Date Entered in Access: q6107
Entered in Access By: ! t aA /`kyJCgP e S
Date Printed: 911112007 3: 42: 52 PM

Michael C. Gallant PE, PA
Engineering / Consulting / Design
September 10, 2007
NCDENR-DWQ
127 Cardinal Dr. Ext
Wilmington, NC 28405
Attn: Christine Nelson
Re: Montague Woods
Christine,
It was very nice meeting with you today. Based on our meeting the additional
information provided is as follows:
Articles of Organization
• Road spot elevations with leaders
Enlarged check dams for visualization.
If you have any questions regarding this project please call me at 910.328.2188.
Sincerely,
Michael C. Gallant, PE
F:'~ EIVED
SEP a 0 2007
[e-mail]
tel [phone]
fax [phone]
P.O. Box 4039
Surf City, NC 28445

F��T40AW
Michael C. Gallant PE, PA
Engineering / Consulting / Design
September 5, 2007
NCDENR-DWQ
127 Cardinal Dr. Ext
Wilmington, NC 28405
Attn: Christine Nelson
Re: Montague Woods
Christine,
Please find attached plans, specifications, and a express permit application for
Montague Woods. This packet contains the following:
• 1 original and one copy of a completed application and low density supplement.
o Detailed narrative.
• 3 copies of plans and specs.
• A check for $2000.00
Please note the following:
The site is extremely flat with no ditches or cuts on site. I have personally walked the
property and did not find any appreciable topography on site. The plan calls for
vegetative swales with stone dams at each lot line. These dams are not only for erosion
control but also to allow runoff to gather in the swales and infiltrate as much as possible.
The swales will connect to the existing road side swales which are minimal.
If you have any questions regarding this project please call me at 910.328.2188.
Sincerely,
Michael XCallant, PE
[e-mail]
tel [phone]
fax [phone]
P.O. Box 4039
Surf City, NC 28445

Michael C. Gallant PE, PA
Engineering / Consulting / Design
NARRATIVE
Project Description
Montague Woods is a residential development located in the Township of Grady,
NC. 10 lots are planned for the subdivision. The site covers 12.7 +/- acres off Richard
Switch Road in Pender County.
Site Description
Currently the site is undeveloped woodlands. The site is surrounded by
residential uses. There are no wetlands on site.
Adjacent Property
The site is located in a residential/commercial district.'All adjacent property is
zoned for residential or commercial use. The runoff from this project drains to Long
Creek. The site lies in the Cape Fear River Basin. The site will utilize a low density
storm water plan.
Soils
According to the Soil Survey of Pender County the tract soils consist
predominately of Autryville(AuB) series soils.
Owner
Montague Woods, LLC
6264 Hawksbill Dr.
Wilmington, NC 28409
910.262.4449
Soil Erosion Measures
Soil erosion and sedimentation control will be. achieved lasing sediment fence and
sediment basins.
[e-mail]
tel [phone]
fax [phone]
P.O. Box 4039
Surf City, NC 28445

F WATF
j r
O 'C
September 19, 2007
Bernard J. Morris
Montague Woods, LLC
6264 Hawk's Bill Rd.
Wilmington, NC 28409
Subject: Request for Additional Information
Stormwater Project No. SW8 070904
Montague Woods
Pender County
Dear Mr. Morris:
Michael F. Easley, Governor
William G. Ross Jr., Secretary
North Carolina Department of Environment and Natural Resources
Coleen H. Sullins Director
Division of Water Quality
The Wilmington Regional Office received a Stormwater Management Permit Application for Montaque Woods on
September 11, 2007. A preliminary review of that information has determined that the application is not complete.
The following information is needed to continue the stormwater review:
1. The signatures on the application and associated documents, such as O&M and supplements, must
be from a member of the member -managed LLC registered on the NC Secretary of State, per NCAC
2H.1003(e). If signatures by other persons are desired, then a signed letter of authorization from the
applicant must be provided which includes the name, title, mailing address and phone number of the
applicant.
2. Please provide the deed restriction statement (Form B) with the original signature and notarization.
3. Please submit a $500 fee for the additional review required for this application.
Please note that this request for additional information is in response to a preliminary review. The requested
information should be received by this Office prior to September 26, 2007, or the application will be returned as
incomplete. The return of a project will necessitate resubmittal of all required items, including the application fee.
The construction of any impervious surfaces, other than a construction entrance under an approved
Sedimentation Erosion Control Plan, is a violation of NCGS 143-215.1 and is subject to enforcement action
pursuant to NCGS 143-215.6A.
Please reference the State assigned project number on all correspondence. If you have any questions
concerning this matter please feel free to call me at [phone] or e-mail me at [e-mail].
C""
Siincerely,
Christine Nelson
Environmental Engineer
EN B/can: S:IW QS1STO RM WATERIADD I N F0120071070904. sep07
cc: Michael C. Gallant, PE, PA
Christine Nelson
Wilmington Regional Office
North Carolina Division of Water Quality 127 Cardinal Drive Extension Wilmington, NC 28405 Phone [phone]
Wilmington Regional Office Internet: www.ncwateraualitv.orQ Fax [phone]
NorthCarolina
Naturally
Customer Service
1-877-623-6748
An Equal Opportunity/Affirmative Action Employer— 50% Recycled/10% Post Consumer Paper

Jun, 11; 2007 2:15PM
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NORTH CAROLINA 0133NBRAL WARRANTY D13�D
TNIA Damb rnede Ihla ,,,._11t11 doll, of ............. Apcl1
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OIIANTOR
DOBOL N. ADWIILL
sold wife,
DMIC C. ROWOLL
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TPIU 10i',110 ^M NCTEENR FAX NO. 910350C1004 02
MCDENR
11 Ceroi'ns 7,14spadmint of EnVrorment and Natural Resources
Ddh.-� Exte, mcn, Wilmio9ton, NC 2W5 [phone] FAX [phone]-M,'
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ti
9+.M
Michael C. Gallant PE, PA
Engineering / Consulting / Design
NARRATIVE
Project Description
Montague Woods is a residential development located in the Township of Grady,
NC. 10 lots are planned for the subdivision. The site covers 12.7 +/- acres off Richard
Switch Road in Pender County.
Site Description
Currently the site is undeveloped woodlands. The site is surrounded by
residential uses. There are no wetlands on site.
Adjacent Property
The site is located in a residential/commercial district. All adjacent property is
zoned for residential or commercial use. The runoff from this project drains to Long
Creek. The site lies in the Cape Fear River Basin. The site will utilize a low density
storm water plan.
Soils
According to the Soil Survey ofPender County the tract soils consist
predominately of Autryville(AuB) series soils.
Owner
Montague Woods, LLC
6264 Hawksbill Dr.
Wilmington, NC 28409
910.262.4449
Soil Erosion Measures
Soil erosion and sedimentation control will be achieved using sediment fence and
sediment basins.
[e-mail]
tel [phone]
fax [phone]
P.O. Box 4039
Surf City, NC 28445
j�ECE1yE
I�
o u JUL 3 1 Z007
DWQ
PROJ #

89.
Michael C. Gallant PE, PA
Engineering / Consulting / Design
July 31, 2007
NCDENR-DWQ
127 Cardinal Dr. Ext
Wilmington, NC 28405
Attn: Janet Russell
Re: Montague Woods
Dear Janet,
Our client, Bernard J. Morris has decided to submit a storm water application through
the Express Permitting Office. We currently have a complete application submitted with
the regular reviewing agency. Enclosed is the following:
• Request for Express Permit Review
• USGS vicinity map
• Narrative
If you have ariy questions regarding this project please call me at 910.328.2188.
Sincerely,
Gary E.'Wethy
Staff Engineer
[e-mail]
tel [phone]
fax [phone]
j�E C E 1 V ED
I�
u u JUL 31 2007
P.O. Box 4039
Surf City, NC 28445
DWO
PROD #

7/26/07
Mr. Morris
Completely fill out the Express cover sheet and questionnaire. Submit these forms back
to me along with a project narrative (like we discussed) and a site vicinity map. The
vicinity map can be copied from a county map but it does need to have road names and
enough information on it that someone can get to the site if they haven't been there
before. Identify the site location on the map.
You can fax this information back to me at 350-2004.
I will confirm receipt (by email if you have an email address) or by fax. If the express
request is complete, I will forward you a submittal date and time for the project.
The actual application package and check are brought in on the day when your submittal
meeting is scheduled with the review engineer. The project engineer and the applicant
must both be present for the project submittal meeting. The project engineer reviews the
project within a few days of the submittal.
Please let me know if you have questions.
Janet Russell
fl�-t Co ' (o) 2--J

7/26/07
Mr. Morris
Completely fill out the Express cover sheet and questionnaire. Submit these forms back
to me along with a project narrative (like we discussed) and a site vicinity map. The
vicinity map can be copied from a county map but it does need to have road names and
enough information on it that someone can get to the site if they haven't been there
before. Identify the site location on the map.
You can fax this information back to me at 350-2004.
I will confirm receipt (by email if you have an email address) or by fax. If the express
request is complete, I will forward you a submittal date and time for the project.
The actual application package and check are brought in on the day when your submittal
meeting is scheduled with the review engineer. The project engineer and the applicant
must both be present for the project submittal meeting. The project engineer reviews the
project within a few days of the submittal.
Please let me know if you have questions.
Janet Russell

P. 01
TRANSACTION REPORT
JUL-26-2007
THU 10:32 AM :K
FOR: NCDENR
9103502004
:K
SEND
:K
DATE START RECEIVER
TX TIME PAGES TYPE
NOTE
M# DP :K
JUL-26 10:30 AM 97966529
1'36" 4 FAX TX
OK
148 :K
>Ic
�
TOTAL :
1M 36S PAGES:
4 :K
7/26/07
Mr. Morris
Completely fill out the Express cover sheet and questionnaire. Submit these foams back
to me along with a project narrative (like we discussed) and a site vicinity map. The
vicinity map can be copied from a county map but it does need to have road names and
enough information on it that someone can get to the site if they haven't been there
before. Identify the site location on the map.
You can fax this information back to me at 350-2004.
I will confirm receipt (by email if you have an email address) or by fax. If the express
request is complete, I will forward you a submittal date and time for the project.
The actual application package and check are brought is on the day when your submittal
meeting is scheduled with the review engineer. The project engineer and the applicant
must both be present for the project submittal meeting. The project engineer reviews the
prject within a few days of the submittal.
Plcasc lot me know if you have questions.
Janet Russell
korr, s

04NA-Pw3 L W nd about:blank
uds
Gentlemen:
The stormwater package that was submitted to the regular program is up front at the reception desk to
be picked up. The check is still attached. The express submittal will need the deed restrictions if they
aren't part of the package already.
The stormwater express review submittal meeting has been scheduled with Christine Nelson on
September 10, 2007 at 10:00 a.m. here at the Wilmington Regional Office. Please confirm within 2
business days whether you accept this date and time. The applicant is required to accompany the
design engineer to the submittal meeting.
If the submittal package is not complete or something else comes up, please cancel the appointment as
early as possible.
Thanks,
Janet Russell
1 of 1 7/31/2007 4:25 PM

P. 01 �c
�c
TRANSACTION REPORT
�c
�t
JUL-31-2007
TUE 04:34 PM >Ic
�K FOR: NCDENR
9103502004
�t
�K
�c
ti
�K
�K SEND
�t
�K
�c
�K DATE START RECEIVER
TX TIME PAGES TYPE
NOTE
M# DP >K
�K JUL-31 04:34 PM 93282230
18" 2 FAX TX
OK
182 >Ic
�
>Ic
�K
�c
�K
TOTAL
18S PAGES:
2 �c
�K
�c
NCDENR :
Nor h'Carolina-Department of Environment and Natural Resources
VNilmington Regional Office
[phone]
Michael F. Easley, Governor
FAX COYER SHEET
To : i AK`
Co:
William G. Ross Jr., Secretary
# pages
From: j�^C'T ZLI,SM
Lt—
Division E;)�L? fc. SS
Fax:* 3 2— 5 - 2 -2-Z 0 ' ' FAX #: [phone]
Remarks; E Kr�• i —Fo K t tt_,
127 CaCaidinal Drive CY.I , Wilmington, North Carolina 228405-3845 - Phone: [phone] FAX. [phone] .

Montague Woods
Subject: Montague Woods
From: MIchael Gallant <[e-mail]>
Date: Wed, 1 Aug 2007 07:37:45 -0700 (PDT)
To: [e-mail]
Janet,
This email is to confirm our appointment date of September 10, 2007 at 10:00 a.m. for the Storm
Water Express Review Program. Thank you for all of your help.
Gary
Park yourself in front of a world of choices in alternative vehicles.
Visit the Yahoo! Auto Green Center.
1 of 1 8/1/2007 12:45 PM