240093_Application_20220627

UUNNECENSD
27 2022
ILD,
��s�on o wauNotification of Change of Ownership
Animal Waste Management Facility
(Please type or print all information that does not require a signature)
equirements of 15A NCAC 2T .1304(c) and 15A NCAC 2T .1305(d) this form is official notification
vision o Water Resources (DWR) of the transfer of ownership of an Animal Waste Management Facility. This
form must be submitted to DWR no later than 60 days following the transfer of ownership.
General Information:
Previous Name of Farm:
�b'`- f ' Facility No: 1 - 13
Previous Owner(s) Name: /.3 G Fe -A- LL C __ Phone No: 910 � 1°, '
New Owner(s) Name: 1 ' ►5 rc cf-i n4 C Phone No:
New Farm Name (if applicable):'r 1I�a ( - r' 1 \
Mailing Address: 5 C�1 ad - 614
E-mail Address: 6'X[�A , 10)t � a14l �K aZ/.0e%
Farm Location: Latitude and Longitude:3t% e �J 1, 1 , / 1 ga51 13. �y fl IA)
County:
1
0
Please attach a copy of a county road map with location identified, and provide the location address and driving directions
below (Be specific: road names, directions, milepost, etc.): (O c r i'k 011 LA'S• )441 00 j
kW/ "7q C1 G PnV-G ,z it4 orjc , "I"l *
Operation Description:
Type of Swine No. of Animals Type of Swine No_ of Animals
❑ Wean to Feeder 0 Gilts
❑ Wean to Finish ❑ Boars
l9fFeeder to Finish 14114to
❑ Farrow to Wean
❑ Farrow to Feeder
❑ Farrow to Finish
Type of Cattle No. of Animals
❑ Dairy
❑ Beef
Type ofPouttry No. ofAnimals
❑ Layer
❑ Pullets
Other Type of Livestock: Number of Animals:
Acreage Available for Application: 5141 53 Required Acreage: t., 2•
Number of Lagoons / Storage Ponds: 1 Total Capacity: ox i✓ ' *415 % Cubic Feet (ft3)
************************************************************************************
Owner / Manager Agreement
I (we) verify that all the above information is correct and will be updated upon changing. I (we) understand the operation and
maintenance procedures established in the Certified Animal Waste Management Plan (CAWMP) for the farm named above
and will implement these procedures. I (we) know that any modification or expansion to the existing design capacity of the
waste treatment and storage system or construction of new facilities will require a permit modification before the new
animals are stocked. I (we) understand that there must be no discharge of animal waste from the storage or application
system to surface waters of the state either directly through a man-made conveyance or from a storm event less severe than
the 25-year, 24-hour storm and there must not be run-off from the application of animal waste. I (we) understand that this
facility may be covered by a State Non -Discharge Permit or a NPDES Permit and completion of this form authorizes the
Division of Water Resources to issue the required permit to the new land owner.
Name of Previous Land Owner: 177 �ftir`M S — by rrre4Mo .
Signature: �` ^-'�] r !� Date: 6-o7,d •-odd
Name of New Land Owner: 1A 5 F %(M5 L,.�� s by ! 1 t-a't` 1 4C� l/'burp Ir
Signature: Z / T l Date: 6�- i
Name of Manager (if different from owner): i3 Y r n.. d^� � .n^�
Signature:
Please sign and return this form to:
Animal Feeding Operations
N. C. Division of Water Resources
Water Quality Permitting Section
1636 Mail Service Center
Raleigh, NC 27699-1636
Date:
March 25, 2022

IIIIIIII I Iil111111f
2021004872
COLUMBUS CO, NC FEE $26_00
STATE OF NC REAL ESTATE EXTX
$1604.00
PRESENTED& RECORDER
08-31-2021 03:53:06 PM
KANDAMCE }.BULLOCK
RH31STN3i OF DEN30.S
RY�tf:Y_ CARO 24E H. REEVES
BK: RB 1266
PG: 751-754
NORTH CAROLINA GENERAL WARRANTY DEED
Excise Tax: $1, 604.00 gg�g,g
Parcel Identifier No. 8; 3 _8R- 733 - ERK.8 fled by
By: —
Coney on the day of
20
Mail/Boxto: JAMES W. HILL,III,PO BOX 1389,ELIZABETHTOWN,NC 28337
This instrument was prepared by: _JAMES_W. HILL. III
Brief description for the index:
83l,Ztc4c
THIS DEED made this 31 s t day of AUGUST
, 2021 by and between
GRANTOR
RBG FARMS,L.L.C.
1282 Jordan Road
Clarkton,NC 28433
GRANTEE
M5 Farms LLC
425 Clark Blvd.
Elizabethtown,NC 28337
Enter in appropriate block for each Grantor and Grantee: name, mai ing address, and, if appropriate, character of entity, e.g.
corporation or partnership. The designation Grantor and Grantee as used herein shall include said parties, their heirs, successors, and assigns, and shall include
singular, plural, masculine, feminine or neuter as required by context.
WITNESSETH, that the Grantor, for a valuable consideration paid by the Grantee, the receipt of which is hereby acknowledged,
has and by these presents does grant, bargain, sell and convey �unto the Grantee in fee simple, all that certain lot or parcel of land
situated in the City of _ CFiADBOURN Township, COLUMBUS
County, North Carolina and more particularly descxibed�as follows:
FOR DESCRIPTION SEE EXHIBIT "A" ATTACHED HERETO AND INCORPORATED HEREIN
BY REFERENCE.
The property hereinabove described was acquired by Grantor by instrument recorded in Book 22 page 8 29
All or a portion of the property herein conveyed _ includes or X does not include the primary residence of a Grantor.
A map showing the above described property is recorded in Plat Book page
NC Bar Association Form No. 3 ® I976, Revised 01/1/2010
Printed by Agreement with the NC Bar Association

TO HAVE AND TO HOLD the aforesaid lot or parcel of land and all privileges and appurtenances thereto belonging to the
Grantee in fee simple.
And the Grantor covenants with the Grantee, that Grantor is seized of the premises in fee simple, has the right to convey the same
in fee simple, that title is marble and free and dear of all encumbrances, and that Grantor will warrant and defend the title
against the lawful claims of all persons whomsoever, other than the following exceptions:
IN WITNESS WHEREOF, the Grantor has duly executed the foregoing as of the day and year fast above written.
RBG FARMS,L.L.C.
Name)
By:
Name:
Name & Tide: LISA S . FREEDMAN , MEMBER-MANAGERN:
SEAL
(A.]
By: (SEAL)
Name & Tide: - Name:
By: - - _ (SEAL)
Name & Title:_ - Name:
State of - County of -
I, the undersigned Notary Public of the County of _ - and State aforesaid, certify that
personally appeared before me this day
and acknowledged the due execution of the foregoing instrument for the purposes therein expressed. Witness my hand and
Notarial stamp or seal this day of , 20
My Commission Expires:
(Affix Seal)
Notary Public
Notary's Printed or Typed Name
State of NORTH CAROLINA - County of BLADEN
I, the Notary Public of the County of BLADEN and State aforesaid, certify that
LIS ' .+h lr MAN personally came before me this day and acknowledged that she is the
M E�KAAG -�7of RBG FARMS , L . L . C . , a North Carolina dF Xxx
Q O': °aNt/l'anited liaE ompanlV1 ...i 11;..a►"°! c1,.,.1 f1 F"1. .}:.i fi +i.lf.fi 01i tl <-d Ii, ti., tit 11 4 it : - , .. �: and that by
aupority dtnd as Ice act of such entity, she signed the foregoing instrument in its name on its behalf as its act and deed.
mat m and and Nat -mild i stamp or seat, this -31 s tay of AUGUST , 20 21,
My on o` $-26-2022 HEA B. CAIN _N
m `: , G - _ Notary Public
(Ai
U 4 ", Notary's Printed or Typed Name
State of - County of The to: swami or arxuel.,.;y.-; :._ioste(s) of
I, the undersigned Notary Public of the County
at
before me thl5 day (Y) ( Plibiac (Y afs) f
and acknowledged the die exeaition of the foregoing ti��� � g/�ness my hand and
Notarial stamp or seal this day of r •: ;•1rat iotn2eate, This Instrument and t hta
r: .uioass a"Idn3y registered at the Date
e- - 3 time and In the and page shorora on the
i ,.at
My Commission Expires:
(Affix Seal).
NC Bar Association Form No. 3 ®1976, Revised 01/1/2010
Printed by Agreement with the NC Bar Association
�1 I.tw _ Notary Public
al: , i� edor E ylsea Name
. , ., .UC -

ExuI rr "A"
Lying and being in Chadbourn Township, Columbus County, North Carolina and being more
particularly described as follows:
TRACT f: All of that certain tract or parcel of land, containing 145.7 acres, more or less, and
located on the northern side of U.S. Highway No. 74 between Chadbourn and Lumberton, about
two and one-half miles Northwest of Chadbourn adjoining lands now or formerly belonging to
Emory Rabon and others, and being Lots -No. One (1), Two (2) and Three (3) of the King Lands
as shown on a map of the same duly recorded in the Columbus County Registry in Book of Maps
No. 2 at Page 39, reference to which map is hereby made, the aggregate of said lends hereby
conveyed being particularly described as follows: BEGINNING at a stake in a ditch, the old
Richard Walters corner, in the East margin of said Highway No. 74; this being also the comer of
Lot No. 1 as shown on said map, and running thence South 14 degrees 16 minutes East along the
Eastern edge of the right of way of said highway 12 chains to a stake, the Northwestern corner of
Lot No. 4; as shown on said map; thence along the line of said Lot No. 4 North 72 degrees 30
minutes East 40.80 chains to a stake, a corner of said Lot No. 4; thence North 49 degrees East
37.20 chains to a stake, a corner ofLot No. 3 and Lot No. 4 in the line of Lot No. 10; thence along
the lines of Lots Nos. 10 and 7, respectively, North 52 degrees 30 minutes West 27.50 chains to a
stake in Little Canada Branch, a corner of Lot No. 7; thence along the run of said Little Canada
Branch South 8 degrees 13 minutes East 11.24 chains to a stake in said branch, and about South
49 degrees West 28.25 chains to a stake in said branch, the old Richard Walters and Merrett comer,
thence South 74 degrees 07 minutes West 10 chains to a stake, a comer; thence North 16 degrees
08 minutes West 10 chains to a stake near a road; thence North 74 degrees 07 minutes East 10
chains to a stake at said road; thence North 16 degrees 08 minutes West 13 chain to a stake at or
near the old Richard Walters corner, thence South 35 degrees 31 minutes West 23.20 chains to a
stake near the road; thence South 28 degrees 31 minutes West 1735 chains to the point of
beginning; and being Lots No. 1, 2 and 3 as shown on said map herein referred to.
Excepting and saving, nevertheless, from the above described premises that certain tract of land
containing 1/3. of an acre, more or less, described in that certain deed from Richard Walters and
wife, Annie Walters, to E.M. Rabon, dated January, 25, 1944, recorded in Book 169, page 317,
Registry of Columbus County, said 1/3 of an acre exception being more particularly described as
follows; BEGINNING at a stake on the east side of llghway No. 74 in the old line, and rims thence
with said old line a northeast course 290 feet to a stake in said old line; thence approximately
south 185 feet to a stake; thence approximately west 170 feet to the point of beginning.
LESS AND EXCEPT: Excepted from the foregoing parcel is the following described tract
of land, which is not being conveyed herewith:
ALL OF THAT tract or parcel of land, containing 14.76 acres, more or less, and being Lot A and
Lot B as the same are more particularly shown and delineated upon a survey map entitled "Plat
For E & R Farms, Inc. Plat #1", dated August 1, 2012, and prepared by Billy M. Duncan, PLS.
Said survey map is attached to the Deed recorded in Deed Book 1042, page 197, Columbus
County Registry, and is hereby incorporated herein by reference for more particularity of
description.

For chain of title to the above -described property, reference is made to Deeds recorded in
Deed
Book 419 at Page 299, Deed Book 418 at Page 600, heed Book 477 at Page 414, Deed Book 401
at Page 482, and Deed Book 207 at Page 229, all in the Columbus County Registry.
TRACT II: ALL OF THAT tract or parcel ()fiend, containing 22.34 acres, more or less, as the
same is more particularly shown and delineated upon a surreymap entitled "Plat For E & R Farms,
Inc. Plat #2", dated August 1, 2012, and prepared by Billy M. Duncan, PLS. Said survey map is
shed to that certain General Warranty Deed dated October 5, 2012 from Barnes Farms,
Incorporated to Wilbur B. Freedman and wife, Pearl W. Freedman, recorded in Deed Book 1042,
page 197, Columbus County Registry, and is hereby incorporated herein by reference for more
particularity of description
For chain of title to the above -described property, zeeuce is made to Deeds recorded in Deed
Book 419 at Page 299, Deed Book 418 at Page 600, Deed Book 528 at Page 802, Deed Book 401
at Page 482, and Deed Book 190 at Page 340, all in the Columbus County Registry.
ALSO BEING SUBJECT TO AN EASEMENT SPECIFICALLY EXCEPTED from the
above First Tract and Second Tract described as a 40' wide permanent and perpetual easement of
ingress, egress, and regress over and upon the subject property, with said easement being more
particularly shown and delineated as "40.00' Easement To Be Reserved" and "Access Road" upon
the survey map referenced hereinabove and being a survey map entitled "Plat For E & R Farms,
Inc. Plat #2 , dated August 1,2012, and prepared by Billy M. Duncan, PLS. Said survey map is
attached to the Deed recorded in Deed Book 1042, page 197, Columbus County Registry, and is
hereby incorporated herein by reference for more particularity of description.
DESCRIPTION FOR SPRAY EASEMENT
ALL OF THAT tract or parcel of land, designated as Lot B, containing 6.53 acres, more or less,
and shown as "Spray Area", as the same is more particularly shown and delineated upon survey
map entitled "Plat For E & R Farms, Inc. Plat #1 ", dated August 1,2012, and prepared by Billy M.
Duncan, PLS. Said survey map is attached to that certain Effluent Spray Easement dated October
5, 2012 from Barnes Farms, Incorporated to Wilbur B. Freedman and wife, Pearl W. Freedman,
recorded in Deed Book 1042, page 202, Columbus County Registry and is hereby incorporated
herein by reference for more particularity of description. Said spray easement subject to the Right
of Way Easement referred to above.
For chain of title to the above -described property, reference is made to Deeds recorded in Deed
Book 419 at Page 299, Deed Book 418 at Page 600, Deed Book 477 al Page 414, Deed Book 401
at Page 482, and Deed Book 207 at Page 229, all in the Columbus County Registry.

LIMITED LIABILITY 1T COMPANY OPERATING AGREEMENT
M± Farms LLC,
A Member -Managed i sd Liability Company
OPERATING AGREEMENT
THIS OPERATING AGREEMENT is made and entered into effective fiber 1, 2020, by
and among:
Byron Edward Melvin 1II 425 Clark Blvd, Elizabethtown, NC 28337
(collectively rem to in this agreement as the l'hIembe rs").
SECr1ON t
TB LIMITED LIABILITY COMPANY
11 Formation. Effective December 1, 2020, the Members form a limited liability company
under the name MS.Farms.LLC (the "Company") on the teens and conditions in this Operating
Ag enx (the 'Agreement') and pursuant totheLimited. Liability Company Act of the State of
North Carolina (the "Act"). The Members agree to file with the appropriate agency within the
State of North Carolina charged with processing and miming such records all documentation
required .fettle formation of the may. The rights and obligations of the -parties we as
provided in the Act except as otherwise expressly provided in this Agreement
a -..s. s� _ et- -
Le ;acted sunder the name MS Farms LLC, or
such other name upon which the Mothers may unanimously agree.
1.3Pam. The putpose of the Company is to engage in any lawful act or activity for which a
Limited Liability Company may be formed within the State of North Carolina.
1.4 Office. The Company will maintain its principal business office within the State of North
Carolina at the following addresr
425 Clark Blvd
t,attatoWn, NC 28337

1.5 itegistered Age: Byron Edward Mdvin III is the Company's initial registered agent in the
State of North Carolina, and the registered office is at 425 ClarkBlvd. Elizabethtown, NC
1.6 Tenn. The term of the Company commences on dannary 1, 2621 and shall cue
poly unheassooner terminated as provided in this Agreement.
1.11*,mes and Addresses ofMembers_ The Members' names and addresses are:
Byron Edward Melvin III 425 LLr4 Blvd; Elizabethtown, NC 28337
1.8 Admission o .AokbtionalMembers. Except as otherwise equessly provided in this
Agreement, no additional members may be admitted to the Company through issuance by the
company of a new interest in the Company without the prior mmMinncus written consent of the
Members.
SECTION 2
CAPITAL CONTRIBUTIONS
2.1 Initial Contributions. Upon execution of the agreement and commencement of the company,
the members shall make the following capital contributions:
s:
Member Contribution Owneeship %
Byron Edward Melvin III SLDO
All capital coif ribtdions otherthan cash shall be valued at their fair mare as of the date
of c ontri cation.
22 Additional Contributions_ No Member shall be obligated to make any additional cantrthutio n
to the Company's capital without the prior sous written consent of the Members.
2.3 'o Interest on Capital C i ions_ Members are not entitled tointerest or other
compensation o n for or on account of their capital contributions to the Company except to the
eft; if any, expressly pr de tin this Agreement.

SECTION 3
ALLOCATION OF PROFITS AND LOSSES; DISTRIBUTIONS
3.1,es For financial accounting and tax purposes, the Company's net pests or net
losses shall be determined on an annual basis and shall be allocated to the Members in proportion
to each Member's relative capital intaest in the Cry as set forthinSection 2 as amended
from time to time in accordance with U.S. Department of the Treasury Regulation 1.704-1.
32Distributions_ The Members shall detemine and distribute availablefinds annually -or at
more frequent intervals as they see•fit. Available ftads, as referred to herein, shall mean the net
cash of the Company available ate appropriate provision for expenses and liabilities, as
determined by the Managers. Distributions in liquidation of the Company or in liquidation of a
Member's interest shalt be made in. accordance with the positive capital account balances
pursuant to-U.S. Departmentof the Treasury Regulation 1.7041(b)(2)n}bX2). To the eat a
Member shall havea negative capital account balance, there shall be aqua fled income offset, as
set forth in US. Department of the Treasury Regulation 1.7041(bX2XiiX4
3.3 No Right tol Rem of Capita. No Member has any righrto any return of capital or
other distribution except as expressly provided in this Agreement. No Mel has any drawing
account unt in the Cenpany.
SECTION 4
INDEMNIFICATION
The Company shall indemnify any piston who was or is a party defendant or is wed to be
made a party defendant, pending or completed action, suit or proceeding whether civil, criminal,
administrative, or investigative (otber than an action by or in the rightofthe Cry) by
reason of the fact that he is or was a Member of the Company, Manager, employee or agent of
the Company, or is or was serving at the request of the Company, against expenses (including
attomey's fees), judgments, fines, and ammmts paid in settlement actually and reasonably
incurred in connection with such action, suit or proceeding if the Members define that he
acted in good fawn and in a manner he reasonably believed to be in or not opposed to the best
interest of the Company, and with respect to any criminal action proceeding has no -reasonable
cause to believe his/her conduce was unlawful. The termination of any action, suit, or proceeding
by judgment, order, settlement, conviction, or upon a plea of *no to Contendere* or its
egaiveleet, shalt not in itself create a presumption that the person did or did not act in good faith
and in a manner which he reasonably believed to be in the best interest of the Company, and,
with respect to any criminal action or prodding had reasonable cause to believe that hisiher
conduct was lawful

SECTION. 5
POWERS AND DUTIES OF MANAGERS
5.1 Management ofrompany.
5.1.1 The Menber's, within the sty granted by the Act and the -terms of tins Agreement
shall have the complete power and authority to manage and operate the Company and make all
decisions affecting its business and ors.
5.1.2 Except as otherwise provided in this Agreement,all decisions and doh relating to
the management and operation of the Company shall be made and executed by a Majority in
Inter of the Metnbers.
5.1.3 Third parties dealing with the Company shall be entitled to rely conclusively upon the
power and authority of a Majority in Interest of the Members to manage and operate the business
and affairs of the Company_
5.2 Decisions by Members Whenever in this Agreementreferenceis made tithe Vision,
consent, appeal, judgment, or action of the Members, unless otherwise expressly provided in
this Agreement, such decision, consent, approval, judgment, or awn shall mean a Majority of
the Members.
5.3 Withdrawal byaMe . A Member has no power to withdraw from the Company, eft
as otherwise provided in Section 8.
SEC1ON6
SALARIES, REIMBURSEMENT, AND PAYMENT OF EXPENSES
6.1 Organization Fins All expenses incaured in connection with organization of the
Company will be paidby the Company.
6.2 Salary. No salary will be paid to a Member for the performance c 'his or has duties under this
Agreement unless the salary has been approved in writing by a Majority of the Members.
6.3 Legal andand Act:matting Service& The any may obtain legal and Ong services to
the extent reasonably necessary fm' the eonduct of the Company's business.
SECTION 7
BOOKS OF ACCOI Nlr, ACCOUNTING REPORTS, TAX RETURNS,
FISCAL YEAR, BAG
7.1 Method of Accounting. The Company will use the method off previously
determinedby theMembers fir finning Ong and tax purposes.
7.2 Fiscal neat; ratabk Year. The fiscal year and the treble year of the Company is the
calendaryear.
7.3 CapitalAccorens. The Cry will main a Capital Account for each Member on a
cumulative basis in accordance with federal ire tax accounting principles.
7.4 Honking Ail funds tithe Company will be defied in a separate bank account or in an
account or ants of a savings and loan association in the name of the Company as detennised

by a Majority of the Meyers. Company fiords will beinvested or deposited with an institution,
the accounts or deposits of which are insured or guaranteed by an agency of the United States
government.
SECiflON 8
TRANSFER N, FER OF MEMBERSHIP INTEREST
8.1 Sale or Ericiosbwa ce Prohibited Except as othcwise � in this Agrees no
Member may voluntarily or involuntarily transfer, sell, convey, encumber, lug assign, o
otherwise dispose of (collectively, "Try") an interest in the Cry without the prior
written consent of a majority of the other normansferring Members determined on a per capita
basis.
8.2 Right teFirst Refusal. Notwithstandmg Section 8.1, a Member may transfer all or any part of
the Mks interest in the Company (the'lntaest") as follows:
82.1 The Member desiring tom his or her Interest -first must pnivide -written notice (the
"Nice") to the other IvIeznbers, specifying the price and terms on which the Member is prepared
to sell the Intent (the "Offer").
8.2.2 Fora period of 30 days after receipt of thelce, the 1ldenbers may acquire all, but not
less than all, of the Intaest at the price and under the terms specified in the Offer. If the other
Members desiring to acquire the Interest ca xot.agree among themselves on the allocation of the
Interest among them, the allocation will be proportional to -the Ownership Interests &those
Members desiring to acquire the I.
8.2.3 Closing of the sale of the Interest will occur as stated in the offer; provided, however, that
the closing will not be less than 45 days afkr expiration of the 30-day notice period
8.2.4Ifthe other Members fail or refuse to notify the transferringMember of their desire to
acquire all of the interest proposed to be tram within the 30-day prod following receipt
of the Notice, then the Members will be deemed to have waived ter right to acquire the Interest
on the terms described in the Offer, and the transfertinghtember may sell and convey the
Interest consistent with the -Offer to any adzes person er entity; provided, however, that
notwith tauding anything in Section 8.2 tothe =vary, should the sale to a.tbird person be at a
price or on terms that are more favasableta the purchaser than stated in the Offix, then the
transferring Member must reoffer the sale of the Interest tothe remaining Members at that other
price or other terms, provided, further, that if the sale to a third person is not closed within six
months after the exphatient of the 30-day period describe above, then the provisions of Section
82 will again apply to the Interest proposed to be sold or conveyed.
813 Notwithstanding the foregointprovisions of Section 8.2, should the sole remaining
Member be entitled to and elect to acquire ail the Interests of the other Members ofthe Company
in accordance with the prrovisioes of Section 82, the acquiring Member may assign the right to
acquire the Interests to a spouse, lineal descendent, or an affiliated entity if the assignment is
reasonably believed to be necessary to continue the existence of the Company as a limited
lability may
83 Substiudedkorties. Anytransferinwhich the Transferee becomes a fully substituted
Member is not permitted unless and until:

(1) The transferor and assignee execute and deliver- to the Company the documents and
instmments-of conveyance necessary or appropriate in the opinion &counsel to the Company to
effect the transfer and to confum the agreement oldie permitted assignee to be bound by the
provisions of this Agreement; and
(2) The transferor furnishes to the Company an opinion of crewel, , sa1isfactoy to the Company,
that the transom will not cause the Company to terminate for federal income tax purposes or that
any Mtn is no adversetothe Company wile other Members_
8.4 Incompetency, orb ofilember On the death; adjutlicated incompetence, or
bankruptcy of aManher, unless the Company exavises its rights under Section 8.5, the
successor in. interest to the Member (whet/us- an emote, bankruptcy trustee, or otherwise) will
receive only the mimic right to receive distributions whatever made by the Company and the
Member's allocable share of taxable income, gain, loss, deduction, and coedit (the "Economic
Eights -unless and until a majority of the other Members determined on a per capita basis admit
the transferee as a fidty substituted Manber in accordance with the provisions of Section 8_3_
8.4.1 Any transfer of Economicltights pursuant .to Sections 4 will not indude any fight to
participate in management tithe Company, inclucfmg any right to votes consent to, and will net
include any right.to information on the Company or its operations orfinancaal condition.
Flowing any transfer of only the Eanic Rigbts ofa Mamba's Interest in the Company, the
transferring Menmber's power and right tovote or consent to any matter submitted to the
Members will be dim , and the Ownership bests of the remainingMembers, for
purposes only of such votes, consents, and participation in management, will be propottionatdy
increased -until such time, if any, as the transferee of the Economic Rights becomes a fully
substituted Member.
8.5 Doi Bury Ott Notwithstanding the foregoing provision of Section 8, the Meets covenant
and agree that of the death of any Mom, the Company, at its option;, by providing -mitten
Mice to the estate of the deceased Member within. 180 days of the death oftheMember, may
purchase, acquire, and redeem the Iffiest of the deceased _Member in the Company pit t©
the provision of Section 8.5.
8.5.1 The vahu eof each Mentbees t in the Company will be determined on the date this
Agreement is signed, and the value will be endorsed on Schedule 3 attached and made a part of
this Ate. The value of each Member's Interest will be redetermined maul -measly by the
Members annually, unless the Members unnimonly decade to redetermine thosevalues more
frequently. ly_ The Members will. use their best marts to eamdarse theme values on Sc hedtule 3_ The
purchase price for a decedent Mennber's interest cfrOmively is the value last determined before
the death- of such Member; provided, however, that if the latest valuation ismorethan two years
before the death of the deceased Member, the provisions of Section 8.5.2 will apply in
deterniining the value of eMenber's Interest in the Company.
8;5.2lfthe Members have failed tovalue the deceased Membs buena within tim mice two-
year period, the value ofeach Members Interestin the Company on the date of death, in the first
instance, will be determined by mutual agreement of the surviving Members and the personal
representative ofthe estate of the deceased Member If the parties cannot reach an agreement on
the value within 30 -lays after the appointment of the personal reptesaitative of the deceased
Member, then the -surviving Mega and the -personal representative each must select a
qualified appraiser within them succeeding 30 days. The appraisers so selected must attempt

to deters thevalue ofthe Company Interest owned by the decedent at the time of death based
solely on their appraisal of the total value afire Company's assets and the amount the decedent
would have reeved had theassets of the Comptery been sold at that time few an amount equal to
their fair market value and the proceeds (after payment of all Company obligations) were
distributed in themannercontemplated in Section 8. The appraisal may not consider and
discount for the sale of a minority Interest in the Company_ In the event the appraises cannot
agree onthe value within 30 days after beingselected, the two appraisers must, within 30 days,
select a third appraiser. The value of the Interest of the decedent in the Company and the
purchaseprice of it will be the average ofthe two apprais' nearest in amount to one another.
That amount will be final and binding on all parties and Their respective ems, assigns, and
reproves. The costs and expenses of the third appraiser and any costs and expenses of the
appraiser retained but not paid for by the estate of the -deed Member will be offset against the
purchase price paid for the Wised.Membees Interest in the Company.
83.3 Closing of the sale of the deceased M ''s Interest in the Company will be held at the
otBce ofthe Company on a date designated by the Company, not be later than 90 days after
agreement with the personal eve of the deceased Member's estate on the fair market
valued the deceased .Membe is Interest in the may; provided, howcvec that if the purchase
price are determined by appraisals as set forth in Section 8.5.2, the closing will be 30 days after
the final appraisal and purchase price are determined. If no personal eve has been
appointed within 60 days after the deceaseciMeniberis death, thesurviving Members "haveihe
right to apply for and have a -pal rive appointed.
8.5.4 At dosing the Company will pay the purchase price for the deceased Meer`s It in
the Company_ If the purchase price is less than $1,000_00, the purchase price will be paid in
cashif the purchase price is S1,000.00 or more, the purchase price will be paid as follows:
(I)$1,000.00in cash, bank cashier's check, orcertified ftmds;
(2) The balance of the purchase price bythe Company Ong and delivering its proms' sory
note for the balance, with interest at the prime interest rate stated by priMary banking institution
ufliied by the Company, its successers and assigns, at the time ofthe deceased Mks death.
Interest will be payable monthly, with the papal sum being due and payable in three equal
annual. installment The promissory note will.be gyred and will contain wovisimrs that the
principl sum may be paid in whole or in part at any time, without penalty.
8.5.5 At the dosing, the deceasedMembe s- estate or personal rive must assign to the
Company all of the dead-inberis Interest in the Company free and clear of all liens,
claims, andcecatmbrances, and, at the request of the Company, the estate-m• pasonal
representative must execute all other instruments as may reasonably be necessary to vest in the
Company all of the deceastal Mamba's right title, and interest in the Company and its assets. if
either the Cody or the deceased fiber's estate or personal rye fails orrefusesto
execute any instrument required by this Agreement, the other party is hereby gram the
irrevocable power of attorney which, it is agreed, is coupled d with an interestto create and
deliver r on behalf of the failing or teasing party all rents required to be executed and
delivered by the fading or refusing party.
8.5.6 On completion of the purchase ofthe deceased Martha's Interest in the Company, - the
Ownership Interests (tithe =mining Metes will increase propirtionately to their
the -eking Ownetship Interests.

SECTION 9
DISSOLUTION AND WINDING UP OF THE
9.1 Dissohdion. The Company will be dissolved on the happening of any ofthe following
manta:
9.1.1 Sale, transfer; or other disposition of all cc substantially all of the property of the Company;
9.1.2 The agreement of all of the Members;
9.1.3 By operation oflavr, or
9.1_4 The death, incompetence, enpulsion, orbankmptcy of a Member, or the occurrence ciao
event that terminates the continued membership of a Member in the Company, unless there are
then remaining at least the minimum, number ofMembers required by law and alt tithe
remaining Members, within 120 days after the date of the event, elect to continue the busin. ess of
the Co
92 Winforg (41_ On the dissolution of the Company (lithe Company is not continued), the
Member must take full account of the Company's assets and liabilities, and the assets will be
liquidated as promptly as is consistent with obtaining their fair value, and the proceeds, to the
extent sufficient to pay the Company's obligations with respect to the liquidation, will be applied
and distributed, after any gain or loss realized in connection with the liquidation has been
allocated in accordisnce with Section 3 of this Agreement, and the Member& Capital Accounts
have been adjusted to reflect the allocation and all other transactions through the date of the
Msnibution, in the following order
9.2.1 To payment and discharge &the esponses of liquidation and of the Company's debts
and liabilities to persons or organizations other than Mailbox
9.2.2 To the payment and discharge -of any Company debts and liabilities owed to mambas and
9.23 To Mambas in the amount of their respective adjusted Capital Account bahmces on the
date of distribution; provided, however, that any then -outstanding Deb& Advances (with
interest and costs of collection) first must be repaid from distributions otherwise allocable to the
Defaulting Member pursuant to Sectien 92_3_
SECHON 10
GENERAL PROVISIONS
10.1 Amendeeents, Amendments to this Agreement maybe proposedby any Member. A
proposed amendment will be adopted and become effective as an amendment only on the written
approval of all of the Members.
10.2 Govenzing Law. This Agreement and ihe tights and obligations of the parties under it are
governed by and interpreted in accordance with the laws of the State °Math Carolina (without
regard to principles of conflicts of law).

10.3 Modifieatio& This Aft owes the Mike Ulidaeliallifillg and
agreementbetweeet the limbers with respect to the subject matter of this Agreement No
>uwiastanelings, restrictions, representadons, or warranties ofist between or among
the members other than those in this Agreement or r fenTed to or provided far in this Agreernent.
No modification or amtmdment of any provision of this Agreement will be binding on any
Member unless in writing and signed by all the ems.
10.4 Bey Fees In the eventof any suit or action to enforce orinterpret any provision u€this
Agreement (or that is based on this Agreement), the prevailing party is eetided to rvcavar, in
addition.to other coats, reaSOMINCatbarney fees in connection with the suit, aciion, or arbitratim
and in any appear. The determination of who is the prevailing patty and the amount of
reasonable attorney fees to be paid to the prevailing party will be decided by the court or courts,
including any appellate courts, in which the matte is tried, heat* or decided.
10.5 Farther Effect. The parties agree to execute other documents reasonably necessary to
farms effect and evidence the terms of this Agri, as long as the terms and provisions of
the other documents are Sully cam withttetesms alibis Agreement.
10.6 Severabilily. If any term or provision of fads Agreement is Meld to be void or unenforceable,
that term -or provision will be severed from this Agreement, the balance of the Agreemoret will
survive, ands balance of this Agreement will be reasonably construed to carry not the intent of
the parties as evidenced by the terms of ibis Agreement.
10.7 Captions. The motions used in this Agreement are fir the convenience of the only
and will not be wed to enlarge, contract, or alter the terms and provisions alibis
10.1tN©tices. All notices required to be given by this Agreement will be in writing and will be
effective when actually delivered or, if mailed, when deposited as coriified mail, postage prepaid,
directed to the addresses first shown above for each Member orto such other address as a
Mather may specify by notice given_ in ice with these provisions tethe other
Members.
114 WITN SS WREREOF, the parties to this Agreement execute this -Outing Agreement as of
the date and year first above written.
1VRS-
yru n Edward Melvin III Sim
Decemba 1 2020