SW8970615_Current Permit_20051101

VA
Michael F. Easley, Governor
G
�O William G. Ross, Jr., Secretary
�b r North Carolina Department of Environment and Natural Resources
a y. y
Alan W. Klimek, P.E. Director
Division of Water Quality
November 1, 2005
Mr. Edwin L. Burnett, III
Barnes Bluff Associates, LLC
5001 O'Quinn Boulevard Unit J
Southport, NC 28461
Subject: Stormwater Permit No. SW8 970615 Modification
Barnes Bluff Subdivision
Low Density Subdivision Permit
Brunswick County
Dear Mr. Burnett:
The Wilmington Regional Office received a complete, modified Stormwater Management
Permit Application for Barnes Bluff Subdivision on October 26, 2005. 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 970615 Modification, dated November 1, 2005 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This permit shall be effective from the date of issuance until rescinded and shall be subject to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 Linda Lewis or me at [phone].
Sincerely,
Edward Beck
Regional Supervisor
Surface Water Protection Section
ENB/arl: S:IWQSISTORMWATIPERMIT1970615.nov05
cc: Phil Norris, P.E., Norris, Kuske & Tunstall
Brunswick County Building Inspections
NCDOT — Division 3, District 3
Linda Lewis
Wilmington Regional Office
Central Files
North Carolina Division of Water Quality 127 Cardinal Drive Extension Phone [phone] Customer Servicel-877-623-6748
Wilmington Regional Office Wilmington, NC 28405 3845 FAX [phone] Internet. h2u.enr.state.nc.us One
NofthCarolina
An Equal Opportunity/Affirmative Action Employer — 50% Recycled/10% Post Consumer Paper Natulr,7 llf

State Stormwater Management Systems
Permit No.SW8 970615 Modification
STATE OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES
DIVISION OF WATER QUALITY
STATE STORMWATER 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
Edwin L. Burnett, 111, and Barnes Bluff Associates, LLC
Barnes Bluff Subdivision
Brunswick County
FOR THE
construction, operation and maintenance of a 25% 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 32 lots is limited to a maximum amount of built -upon area as
indicated in Section 11.11 of this permit, and per the ap roved plans. CAMA
AEC regulations may reduce the allowable built -upon area for those lots within the
2. The overall tract built -upon area percentage or lot sizes for the project must be
maintained at 25% 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:VJ1 as defined in the
stormwater rules and approved by the Division.
6. All roof drains must terminate at least 30' from the mean high water mark.
Page 2 of 6

State Stormwater Management Systems
Permit No.SW8 970615 Modification
11. 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 Akept to a minimum and any eroded areas of
the swales or other vegetated conveyances will be repaired immediately.
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 revegetating of the side slopes.
d. Immediate repair of eroded areas.
e. Maintenance of side slopes in accordance with approved plans and
specifications.
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 pi ing 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.
10. Within 30 days of completion of the project, the permittee must certify in writing
that the project'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 6

State Stormwater Management Systems
Permit No.SW8 970615 Modification
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 onggoing compliance with
State Stormwater Management Permit Number SW8 970615 Modification,
as iss::ed 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 as listed below, in 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.
Lots 1-5, 7, 9, 12-16, and 26-28 @5754; Lot 6 @5804; Lot 8 @8000; Lot
10 @5877; Lot 11 @6,212; Lot 17 @6205; Lot 18 @6243; Lot 19 @6357;
Lot 20 @8875; Lots 21, 29, 30, 31, and 32 @10,000; Lot 22 @6253; Lot
23 @5920; Lot 24 @5771; and Lot 25 @5978; the common area is limited
to a maximum of 8,301 square feet of built -upon area.
g. 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.
h. Lots within CAMA's Area of Environmental Concern may have the
permitted built -upon area reduced due to CAMA jurisdiction within the
AEC.
Each lot will maintain a 30' wide vegetated buffer between all impervious
areas and surface waters.
All roof drains shall terminate at least 30' from the mean high water mark.
12. The permittee shall submit a copy of the recorded deed restrictions, which
contain all of the statements in Section 11.11, within 30 days of the date of
recording.
13. If the permitter sets up an Architectural Review Committee (ARC) 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 do not relieve
the lot owner of the responsibility to maintain compliance with the permitted BUA
limit.
Page 4 of 6

State Stormwater Management Systems
Permit No.SW8 970615 Modification
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 permittee
shall provide copies of revised plans and certification in writing to the Director
that the changes have been made.
15. Stormwater conveyances will be located in either dedicated right-of-way (public
or private), recorded common areas or recorded drainage easements. The final
plats forte project will be recorded showing all such required easements, in
accordance with the approved plans.
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 reissuance, 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
reissuance 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 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.
6. The permittee grants permission to DENR Staff to enter the property during
business hours for the purposes of inspecting the stormwater management
system and it's components.
9. The permittee shall notify the Division of Water Quality of any name, ownership
or mailing address changes within 30 days.
Page 5 of 6

State Stormwater Management Systems
Permit No.SW8 970615 Modification
Permit issued this the 1st day of November 2005.
NOR H CAROLINA ENVIRONMENTAL MANAGEMENT COMMISSION
P��
for Alan W. Klimek, P.E., Director
Division of Water Quality
By Authority of the Environmental Management Commission
Page 6 of 6

A&K #03211
nUrTrV T TCR nMT V
Pate Re eived
Fee Paid
Permit NTimh r
-- L
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):
Barnes Bluff Associates LLC
2. Print Owner/Signing Official's name and title (person legally responsible for facility and compliance):
E. L. Burnett, III, Member - Manager
3. Mailing Address for person listed in item 2 above:
5001)K O'Quinn Boulevard (phi 3-
City: Southport State: NC Zip: 28461
Telephone Number: [phone]
4. Project Name (subdivision, facility, or establishment name —should be consistent with project name on
plans, specifications, letters, operation and maintenance agreements, etc.):
South+lar-beQ age (Barnes Bluff Subdivision) (N-On'.9- Chi C,e..)
Location of Project (street address):
Brunswick County, East of NC 133 Waterway Bridge
City: Oak Island Mainland County: Brunswick
6. Directions to project (from nearest major intersection):
Take Hwy. 133 (Old Beach Rd.). Turn left at the airport (Vanessa Rd.). Tum right on Fish
Factory Rd Tum right onto Barnes Bluff Drive.
7. Latitude: 330 55' 24"N
Longitude: 78104' 07"W of project
8. Contact person who can answer questions about the project:
Name: Phil Norris, P.E. Telephone Number: [phone]
U. PERMIT INFORMATION
1. Specify whether project is (check one): New Renewal X Modification
Form SWU-101 Version 3.99 Page 1 of 4

2. If this application is being submitted as the result of a renewal or modification to an existing permit, list the
Existing permit number SW8 970615 And its issue date (if known) October 7, 1997
3. Specify the type of project (check one):
X Low Density High Density Redevelop General Permit
4. Additional Project Requirements (check applicable blanks):
CAMA Major X Sedimentation/Erosion Control 404/401 Permit
Other
NPDES Stormwater
Information on required state permits can be obtained by contacting the Customer Service Center at
1-877-623-6748.
III. PROJECT INFORMATION
1 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.
Vecaetated Swales
2. Stormwater runoff from this project drains to the Cape Fear River Basin.
3. Total Project Area: 25.34 AC 4. Project Built Upon Area: 25
5. How many drainage areas does the project have? 1
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.
Basin Information
Drainage Area 1
Drainage Area-2
Receiving Stream Name
Atlantic Intercoastal Waterway
Receiving Stream Class
SA HQW
Drainage Area
25.34 AC / 1,1031810 SF
Existing Irn ervious * Area
0
Proposed Impervious* Area
6-3"3 AC / 275,949 SF Z
IZR
% Impervious* Area (total)
25%
Impervious* Surface Area
Drainage Area 1
Drainage Area 2
On -site Buildings
4.91 AC / 213,805 SF
On -site Streets
1.24 AC / 54,014 SF
On -site Parkin
0
On -site Sidewalks
0
Other on -site (Common Area)
0.19 AC / SF U
Off -site
0
Total: 6.33 AC /.*5;949 SF
Total:
T impervious area is aepnea as the built upon area including, but not limited to, buildings, roads, parking areas
Sidewalks, gravel areas, etc. Z1VZCl
Form SWU-101 Version 3.99 Page 2 of 4

7: How was the off -site impervious area listed above derived? N/A
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 following covenants 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 changed or deleted without the consent of the State.
2. No more than See Attachment "A" square feet ofany lot shall be covered by structures or impervious materials.
Impervious materials include asphalt, gravel, concrete, brick, stone, slate or similar material but do not include
wood decking or the water surface of swimming pools.
Swales shall not be filled in, piped, or altered except as necessary to provide driveway crossings.
4. Built -upon area in excess of the permitted amount requires a state stormwater management permit modification
prior to construction.
5. All permitted runofJ`from outparcels or future development shall be directed into the permitted stormwater control
system. These connections to the stormwater control 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 recorded deed restrictions and protective covenants for this project
shall include all the applicable items required above, that the covenants will be binding on all parties and persons
claiming under them, that they will run with the land, that the required covenants cannot be changed or deleted
without concurrence from the State, and that they will be recorded prior to the sale of any lot.
V. SUPPLEMENT FORMS
The applicable state stormwater management permit supplement form(s) listed below must be submitted for
each BMP specified for this project. Contact the Stormwater and General Permits Unit at [phone] for
the status 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 SW-109
Innovative Best Management Practice Supplement
Form SWU-101 Version 3.99 Page 3 of 4

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.
1. 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 Form
• One copy of the applicable supplement form(s) for each BUT
• 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
- 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.
J. Phillip Norris, P.E.
Designated agent (individual or firm): Andrew & Kuske Consulting Engineers, Inc.
Mailing Address:
902 Market Street
City: Wilmington State: NC Zip: 28401
Phone: [phone] Fax: [phone]
VIIL APPLICANT'S CERTIFICATION
I, (print or type name of person listed in General Information, item 2) E. L. ammtt,T, � ,
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 covenants will be recorded, and that the proposed project complies with the requirements of 15A NCAC
211.1000.
Signature:
Form SWU-101 Version 3.99 Page 4 of 4
Date: /0-3p-03

01/24/2004 NON 10:56 FAI 919 343 9604 Norris, Kuske, Tunstall 005/006
State of North Carolina
Department of Environment And Natural Resources
Division of Water Quality
MATIM OUALM 619MON
COASTA S'1'm!1(l lb WA'I'E�;lll; PERMIT NAME/OGE„FORM
1. CURRENT PERMIT INFORMATION:
1. Stormwater Management Permit Number: _ 5 W g q? Q w S (nod.
2. Permit Holder's Name: f5grn4ep 6I V 4' J OGl * . �. - L • .
T.
3_ Signing Official's Name: • L • r� L Title: M WWk e4- -
lr�+sm >egsil� Loin pQaoi /
4. Mailing Address: pp o ity: b+T
State: Zip Cade: Prone:
II. NEW OWNER / PROJECT / ADDRESS INFORMATION
1. This request -is for: (please check all that apply)
_a. Change in ownership of the propetty/company (Please complete
Items #2, 43, and #4 below)
Xb. Name Change of project (Please complete Item #5 below)
C. Mailing address change (Please complete Item #4 below)
d Other (Please explain):
2. New owner's name to be put on permit: �q
3. New owner's signing official's name and title. Al
(person I0rlly nmpwsible !br pumiq
4. New Mailing Address: /V ti city:
State: Zip Code' _ phone. Pax-
S. New Project Name to be placed on permit: e17, rr1 t, 5 on ,
RECEIVED
JUL 21 2004
DWQ
PROD #

05/t�4/Zp04 NON 1018 FAI 910 343 9604 Norris, Nuske, Tonstall 1006/006
PFRMIT NAME/OWN-ERSAIp CHANGE FORM
THIS APPLICATION PACKAGE WILL NOT BE ACCEPTED BY THE
DIVISION OF WATER QUALITY UNLESS ALL OF THE APPLICABLE ITEMS
LISTED BELOW ARE INCLUDED WITH THE SUBMITTAL.
REQUIRED ITEMS:
1. This completed form.
2. Legal documtion of the transfer of ownership.
3. A copy of the recorded deed restrictions, if required by the permit.
4. The engineer's certification, if required by the permit.
5. A signed Operation and. Maintenance plan; if a system that requires maintenance
will change ownership.
6. Maintenance records.
CERTIFICATION MUST BE COMtLXTED AND SIGNED By
CURRENT PERMITHOLDER AND THE NEW APPLICANT IN THE OF
A CHANGE OF OWNERSHIP.
FOR NAME CHANGES, COMPLETE AND SIGN ONLY THE CURRENT
PERbnTTEE'S CERTIFICATION.
Current Permittee's Certification:
I' 6 • L' rn I attest that this 2Pplieation for a
namerawnership change been reviewed and is accurate and complete to the best of
my knowledge. I understand float if all required parts of this applicadion are not
?Xe Pleted and if all required inon a M attaclnnents = not
t � packeip will be ra mined as incomplete.
Signature:
0?-20 - 4
New `�it t's Certmentioa: (M. R Oc compl w fW aU =.f. of owmhip)
11 ` &j rn 4. — for au that this application au ownership
change has bec� reviewed and is accurate
uadand conylete to the best of my knowledge. I
if erstand that all !r�.rived parts of this appLcatYon are not c mmgpleted and that if all
requiredsupporting
information and as incomplete. attadsOnents are not inel-ed,
p this application
Signature:
Date:
THE CO PLETED APPLICATION PACKAGE, INCLUDING ALL
SUPp0 G INFORMATION AND MATERIALS, SHOULD BE SENT TO
THE FOLLOWING ADDRESS:
North Carolina Department of Environment and Natural Resources
Division Of Water Quality
127 Cardinal Drive Extension
Wilmington, NC 28405
ATM: Laurie Munn

A&K #03211
Permit No.
State of North Carolina (to be prodded by DWQ)
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: South Harbor Village (Barnes Bluff Subdivision)
Contact Person: Phil Norris, P.E. Phone Number: [phone]
Number of Lots: 32 Allowable Built Upon Area Per Lot*: See Attachment "A"
* If lot sizes are not uniform, attach a table indicating the number of lots, lit 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.
H. BUILT UPON AREA
See the Stormwater Management Permit Application for specific language that must be recorded in the dccd
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 front lot line and the edge of pavement,
Form SWU-104 Version 3.99 Page 1 of 2

(SAxDF)—RA—OA=BUA
No. Lots Lot
Calculation:
IL REQUIRED ITEMS CHECKLIST
Initial in the space provided to indicate the following design requirements have been met and supporting
documentation is attached. If the applicant has designated an agent in the Stormwater Management Permit
Application Form, the agent may initial below.
a. A 30 foot vegetative buffer is provided adjacent to surface waters. Projects in the Neuse
River Basin may require additional buffers.
b. Deed restriction language as required on form SW-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.
d. Project conforms to low density requirements within the ORW AEC (if applicable).
[15A NCAC 211.1007 (2)(b)]
Form SWU-104 Version 3.99 Page 2 of 2

LOT #
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
COMMON
JPN/asn
03211 10-23-03-att. A -rev.
ATTACHMENT "A" BUILT -UPON SCHEDULE
BARNES BLUFF SUBDIVISION
REVISED 10-23-03
MAXIMUM FT TO BE BUILT UPON
5,754
5,754
5,754
5,754
5.754
5,804
5,754
8,000
5,754
5,877
6,212
5,754
5,754
5,754
5,754
5,754
6,205
6,243
6,357
8,875
10,000
6,253
5,920
5,771
5,978
5,754
5,754
5,754
10,000
10,000
10,000
10,000
8,130

RET I
TOTAL 2a REV
REC# CKAMT Cf
CASH ` REF BY
Brunswick County --Register_ of Deeds
Robert J. Robinson
Inst 4234674 Book 2030Page 4
10/21/2004 09:35:38am Rec# Z 0SL-t(o
Prepared by and Return to: Stevens,McGhee,Morgan,Lennon & Toll
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
SECOND AMENDMENT TO THE DECLARATION OF COVENANTS
CONDITIONS AND RESTRICTIONS BARNES BLUFF SUBDIVISION
This Second Amendment to the Declaration of Covenants
Conditions and Restrictions for Barnes Bluff Subdivision, made
this the Iq day of a , 2004, by BARNES BLUFF
ASSOCIATES, L.L.C., a North Carolina Limited Liability Company,
hereinafter referred to as "Developer"; and Barnes Bluff HOA,
INC., hereinafter referred as the "Association";
W I T N E S S E T H:
Whereas, Developer is the original owner of a certain
subdivision of real property in Brunswick County, North Carolina,
known as BARNES BLUFF SUBDIVISION; and
Whereas, Developer did, on September 23, 1998, cause a
certain"DECLARATION OF COVENANTS CONDITIONS AND RESTRICTIONS
BARNES BLUFF SUBDIVISION" (hereinafter the "Declaration -)to be
recorded in the Office of the Brunswick County Register of Deeds
in Book 1259 at Page 1017; and
Whereas, the said Developer did thereafter, on May 21,
2004, cause a certain "FIRST AMENDMENT TO THE DECLARATION OF
COVENANTS CONDITIONS AND RESTRICTIONS BARNES BLUFF SUBDIVISION"
(hereinafter the "First Amendment")to be recorded in the Office
of the said Brunswick County Register of Deeds in Book 1948 at
Page 92; and
WHEREAS, BARNES BLUFF HOA, INC., (hereinafter the
"Association") is the nonprofit association which has been duly
formed to manage the association of the homeowners within said
subdivision; and
WHEREAS, Developer, the Association, and the owners of more
than 3/4 of the Lots within the subdivision have recognized the
need to further amend the said Declaration to conform with the
requirements of the State of North Carolina as the same relate to
storm -water and permits issued by the said State in that regard,
and, therefore, did vote to further amend the said Declaration,
and further, did authorize, empower, and direct the Association
to execute this said Second Amendment and to record same in the
Office of the Register of Deeds of Brunswick County, North
Carolina -
RECEIVED
OCT 2 6 2005 1
DWQ
PROJ # 5 W$ aW (015

bast # 234674 Book 2.030Page: 5
NOW, THEREFORE, the Association, acting upon the direction
and vo-e of more than three fourths of the Lot Owners within
BARNES BLUFF SUBDIVISION, and the Developer, do hereby declare
that the DECLARATION OF COVENANTS CONDITIONS AND RESTRICTIONS
BARNES BLUFF SUBDIVISION, recorded in Book 1259 at Page 1017 of
the Brunswick County Registry, and as the same were amended by
that certain FIRST AMENDMENT TO THE DECLARATION OF COVENANTS
CONDITIONS AND RESTRICTIONS BARNES BLUFF SUBDIVISION recorded in
Book 1948 at Page 92 of the Brunswick County Registry, are,
pursuant to and as provided'by the terms of said Declaration,
further amended as follows:
ARTICLE X. GENERAL PROVISIONS i
follows: s amended as
Section 2. Enforcement of Storm Water Runoff
Regulations as is stated in the First Amendment abov
described is deleted in its entirety and the followe
i
is substituted in lieu thereof: ng
"Section 2. Enforcement of Storm Water Runoff
Re�c ulations
The covenants set forth herein are intended to ensure the
ongoing compliance with
all exist Permits ing State Stormwater Management
, and any and all approved Modifications
issued by the Division of thereof, as Water
specifically includi Quality under NCAC 2H.100o,
ng State Stormwater Management Permit Number
made a ) The State of North Carolina is hereby
beneficiary of this Declaration to the extent
enforce its stormwater runoff re
amended from time to regulations as the samenmaysbe necessary to
above noted stormwater1a and to maintain compliance with the
shall run with the landand
be binding
permits) These covenants
binding upon all persons and
Parties claiming
Lot shall be the amount tof msquare' feet
---_�, Built Upon Area for each
allocation schedule for as is shown on an
said State, a co each lot as has been established b
PY of which is attached hereto and made a Y the
hereof as Attachment
Carolina shall revise "A„' unless and until the part
a greater Built U its stormwater runoff State of North
Upon Area for such regulations to permit
this section, the maximum allowableLot or Lots.
include that "Built U For Purposes of
Portion of the right-of-wa Upon Area shall
line and the edge of the
y between the front lot
but not e limitedPavement to,
such built upon areas
asphalt, concrete, , structures
shall not include raised, brick, stone, slate pavement,
decking, , open wood or synthetic omateriala' but
9, or the water surface of
in accordance with a a swimming pool,
and if applicable government re Any Owner may,
prior approval is granted b gulations, and when
rtment
of Environment and Natural y the North Carolina De borrow from another Owner an Builes, Division of Water panty,
utilized b Y Built Upon Area which is notality,
not involvedinsuch rtransactionhout the being
aPProval of any Owner(s)
Association. However, rior the Developer, or the
Water Quality must be rirst obtarned.val by the said Division of
Any covenants pertaining to stormwater regulations g bons may
K,

Inst # 234674 hook 2030Page: 6
0
y
not be changed or deleted without the concurrence of the said
Division of Water Quality of the North Carolina Department of
Environment and Natural Resources. Lots within the Area of
Environmental Concern (AEC) of Coastal Area Management (CAMA may have the built -upon area reduced to LAMA jurisdiction within
the AEC. Alteration of the drainage as shown on the approved plan
shall not talce place without the concurrence of the State of
North Carolina. Furthermore, all drainage easements, and/or any
portion thereof which is located on any portion of any lot within
the subdivision shall be preserved, protected, and maintained by
the owner of said lot. Further, the filling in or piping of any
vegetative conveyances (ditches, swales, etc.) within or used by
the subdivision, except for average driveway crossings, is
strictly prohibited.
ilia
r s f
ce
waters. All roof drainsetween shall terminateall vatuleastathirt s300) fe
from the mean high water mark of surface waters. y( feet
Except as is further amended hereby, the
Declaration of Covenants Conditions and Restrictions
BANES BLUFF SUBDIVIONS as recorded in Book 1259 at Page
1017 of the Brunswick County Registry, as was previously
amended by that certain First Amendment to the
Declaration of Covenants Conditions and Restrictions
BANES BLUFF SUBDIVIONS recorded in Book 1948 at Page 92
of the said Brunswick County Registry, is hereby
ratified, confirmed, re -declared, and re -adopted.
IN WITNESS WHEREOF, BARNES BLUFF HOA, INC., through its
duly authorized officers, has executed this Second Amendment to
the Declaration of Covenants Conditions and Restrictions for
BARNES BLUFF Subdivision document as the act and deed of the said
BARNES BLUFF HOA, INC., and BARNES BLUFF ASSOCIATES, LLC, the
Developer herein, has caused this document to be executed in its
name by its duly authorized Member -Managers, all as of the day and
year firs
.' written.
n
pIAPORgrFTf,
SEAL IM
•s ATTEST •
•
sist`ant Secretary
Wsistayit Secretary
(CORPORATE SEAL)
BARNESABLUFF HOA, INC.
By:
ice President
BARNES BLUFF ASSOCIATES, L.L.C.
By: Wilmington Holding Corp.
fe
mbe - Manager rBy:
resident
3

Inst # 234674 Book 2030Page: 7
By: VIA,BeLECORP., Member -Manager
By:
President
A�
yZ
�cretary
EAL )
STATE OF NORTH CAROLINA
COUNTY OF NEW HANOVER
I, a Notary Public of the County and State aforesaid,
certify that Jerry Thomason personally came before me this
day and acknowledged that she is the Assistant Secretary of
BARNES BLUFF HOA, INC., a North Carolina non-profit corporation,
and that by authority duly given and as the act of the
corporation, the foregoing instrument was signed in its name by
its Vice President, sealed with its corporate seal and attested
by OM )(her) self as its Assistant Secretary, as duly
authorized by the Board of Directors, on behalf of and as the act
and deed of the said BARNES BLUFF HOA, INC.
0
WITNESS
d '`o, '`<t?q_tober
�Y1:. , fi+�r;. �,.
my hand and official stamp or seal, this 19th
, 2004.
-,expires:
,;�_0a&
SA.,TF."OF • NORTH CAROLINA
COUNTY•- 'OF NEW HANOVER
Notary Public
yvar�r�,e_. /-2, 5�e,,
I, a Notary Public of the County and State aforesaid,
certify that Jerry Thomason personally came before me this day
and acknowledged that she is the Assistant Secretary of
Wilmington Holding Corp., a North Carolina corporation, which
corporation is a Member -Manager of BARNES BLUFF ASSOCIATES,
L.L.C., a North Carolina Limited Liability Company, and that by
authority duly given and as the act of the corporation, the
foregoing instrument was signed in its name by its Vice
President., sealed with its corporate seal and attested by herself
as its Assistant Secretary, on behalf of and as the act and deed
of the said BARNES BLUFF ASSOCIATES, L.L.C.
WITNESS my hand and official stamp or seal, this 19th day
of October 11 2004.
rya:• ,.' ...? .
.-;, �hiy'on�{nsss�on expires:
Z67 cog
Notary Public
y0e171n7 � J�e Q
4

STATE OF NORTH CAROLINA
COUNTY OF NEW HANOVER
Inst- # 234674 Book 2030Page: a
I, a Notary Public of the County and State aforesaid,
certify that Alton Y. Lennon personally came before me this day
and acknowledged that he is the Assistant Secretary of Viable
Corp., a North Carolina corporation, which corporation is a
Member -Manager of BARNES BLUFF POINT ASSOCIATES, L.L.C., a
North Carolina Limited Liability Company, and that by authority
duly given and as the act of the corporation, the foregoing
instrument was signed in its name by its President, sealed with
its corporate seal and attested by himself as its Assistant
Secretary, on behalf of and as the act and deed of the said
BARNES BLUFF ASSOCIATES, L.L.C.
WITNESS my hand and official stamp or seal, this 19th day
of October , 2004.
!/v0,7�Mory �blcue e
My commission expires:
AYL2004M:BBSECAMEN
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Certificate(s) of
YVONNE R SNEEDEN
Notary(ies) Public is (are) Certified to be Correct.
This -instrument was filed for Registration on this _
in the Book and page shown on the First Page hereof.
21stDay of WJRO
October 2004
RONSON, Register of Deeds
5

Inst # 234674 Book 2030Page: 9
RECORD OF POOR QUALITY
DUE TO CONDITION OF ORIGINAL
Inst # 211060
Book 1948page: 100
ATTACHMENT "A" BUILT -UPON SCHEDULE
BARNS SLUFF SUBDIVISION
LOT #
ACRES
MAXIMUM FT TO BE BUILT UPON
1
0.46
2
0.46
5754
3
0.46
5754
4
0.47
5754
• 5
0.48
5754
6
0.53
5754
7
0.47
5804
8
0.51
5754
9
0.46
8000
10
0.54
5754
11
0.46
5877
12
0.46
6212
13
0.46
5754
14
0.46
5754
15
0.46
5754
16
0.46
5754
17
0.57
5754
18
0.58
6205
19
9.59
6243
20
0.93
6357
21
1.21
8875
22
0.58
10000
23
0.54
6253
24
0.53
5920
25
0.55
5771
26
0.39
5978
27
0.49
5754
28
0.52
5754
29
1.21
5754
30
1.99
10000
31
2.06
10000
32
2.15
10000
COMMON
0.87
10000
8301
ntimisbbschedule.

Nam'
RECEIVER
JUL 2 1 g _,wick County -Register eds
of De
f"C(-7Q(e(5
Rober.tJ.Robinson
Inst #211060Book 194,9page 92
PRW # J�'10f� LCIOS-IS'
05/21/2004 12.26.06Qm Rec#
Drawn by and Return to Stevens, McGhee, Morgan, Lennon & Toll, LLP
STATE OF NORTH CAROLINA) FIRST AMENDMENT TO THE DECLARATION OF
) COVENANTS CONDITIONS AND RESTRICTIONS
COUNTY OF BRUNSWICK ) BARNES BLUFF SUBDIVISION
LctTToTAL
CK AMT Cl{
REC# �..��� � BY
nr.F �—
r,ASH `""�'

Inst # 211060 Book 19481'age: 93
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
1tST r ' TXI? +
This First Amendment to the Declaration of Covenants
Conditions and Restrictions for Barnes Bluff Subdivision, made the
by BARNES BLUFF ASSOCIATES, L.L.C., a
North Carolina Limited Liability Company, hereinafter referred to
as "Developer";
W I T N E S S E T H
Whereas, Developer is the owner of certain real property in
Brunswick County, North Carolina, known as Barnes Bluff
Subdivision, which is shown on certain maps thereof recorded in the
Office of the Register of Deeds of Brunswick County, North
:arolina, in Map Cabinet 20 Pages 77 and 78, and Map Cabinet 20
Page 277 to which maps reference is hereby made for a more
particular description (the "Subdivision"); and
Whereas, Developer_ did, by that document entitled
"Declaration of Covenants Conditions and Restrictions Barnes Bluff
Subdivision" (the "Declaration"), same being dated September 23,
1998, and recorded in Bc -7' of the Brunswick
County Registry, declare that the subdivision described above shall
be held, sold and conveyed subject to the certain easements,
restrictions, covenants, and conditions, which were and are for the
purpose of protecting the value and desirability of, and which
shall and do continue to run with the land and be binding on all
parties having any right, title or interest in the Subdivision or
any part thereof, their heirs, successors and assigns, and shall
inure to the benefit of each owner thereof; and
Whereas, Developer has determined that it is in the best
interests of the subdivision and all present and future owners of
lots therein to amend the said Declaration, all as is herein set
forth.
NOW, THEREFORE, IN CONSIDERATION OF THE FOREGOING AND OTHER
VALUABLE CONSIDERATIONS, DEVELOPER DOES HEREBY AMEND THE
DECLARATION OF COVENANTS CONDITIONS AND RESTRICTIONS BARNES BLUFF
SUBDIVISION AS FOLLOWS:
TO ARTICLE I. DEFINITIONS add the following:
Section 15. Master Association shall mean and refer to "South
Harbour Master Property Owners Association, Inc." and/or "South
Harbour Master POA, Inc.", of which Barnes Bluff HOA, Inc. shall be
a member.
ARTICLE VI. ASSESSMENTS shall be amended as follows:
Sections 1. Through Section 9., inclusive, shall be amended to
read as follows:
"Section 1. Creation of the Lien and Personal Obligation
for Assessments. Each Owner of any Lot, by
acceptance of a deed for the Owner's Lot, whether or not
it shall be so expressed in such deed, covenants and
agrees to pay to the Association, and, through the
1

Inst # 211060 Book 1948Page: 94
Association to the Master Association, Annual and Special
Assessments, (collectively the "Assessments").
The Assessments, together with interest, costs and
reasonable attorney's fees, shall be a charge on the land
and shall be a continuing lien upon the respective Lot
against which the Assessments are made. Each Assessment,
together with interest, costs and reasonable attorney's
fees, shall also be the personal obligation of the person
who was the Owner of such Lot at the time when the
Assessment fell due. The personal obligation for
delinquent Assessments shall not pass to the Owner's
successors in title unless expressly assumed by them.
Section 2. Purpose of Assessments. The Assessments
levied by the Association may be used for.any or all of
the following purposes --operation, maintenance and
improvement of the Common Property and any drainage or
utility easements within the Subdivision; landscaping
and/or fencing of easements reserved over Lots; enforcing
this Declaration; paying taxes and any insurance premiums
on or for the Common Property and any drainage or utility
easements within the Subdivision, legal and accounting
fees and governmental charges; establishing working
capital; and in addition, doing any other things
necessary or desirable to further the above purposes. It
is expressly understood that assessments levied by the
Association or the Master Association may also be used
for paying a prorated share of the costs of the
maintenance and improvement of all private and/or non -
state maintained roads which provide access to the
subdivision.
Section 3. Annual Assessments. Annual Assessments
shall be in an amount to be fixed from year to year by
the Board which may establish different rates from year
to year as it may deem necessary for the purposes set
forth in Section 2 above. The amount of the Annual
Assessment against each Lot for any given year shall be
fixed prior to January 1 of such year; provided, however,
that the first Annual Assessment shall be set prior to
the conveyance of the first Lot to an Owner and written
notice to the Owners to be subjected thereto shall be
delivered to the Owners at or prior to the closing of
their Lots. Written notice of each Annual Assessment
thereafter shall be sent to every Owner subject thereto.
The due date shall be established by the Board and the
Board shall have the authority to allow the assessments
to be paid in pro rata installments. The Association
shall, upon demand, and for a reasonable charge furnish
a certificate signed by an officer of the Association
setting forth whether the assessments on a specified Lot
have been paid.
A. From and after January 1 of the year
immediately following the conveyance of the first Lot to
an Owner, the Annual Assessment may be increased each
year not more than five percent (5%) above the Annual
Assessment for the previous year without a vote of the
Members.
K

Inst # 211060 Book 1948Page: 95
B. From and after January 1 of the year
immediately following the conveyance of the first Lot to
an Owner, the Annual Assessment may be increased above
five percent (5%) only by a vote of the Owners of two-
thirds (2/3rds) of the Lots, voting in person or by proxy
at a meeting duly called for such purpose.
C. The Board may increase the amount of the
Annual Assessment to Four Hundred Fifty Dollars ($450.00)
per Lot notwithstanding the provisions of subparagraphs
A and B above, and thereafter the limitations set forth
in said subsections shall apply to an annual increase.
Section 4. Special Assessments for Capital
Improvements . In addition to the Annual Assessments
authorized above, the Association may levy, in any
assessment year equally against the Lots, a Special
Assessment applicable to the year only for the purpose of
defraying, in whole or in part, the cost of any
construction, reconstruction, repair or replacement of a
capital improvement upon the Common Property or any
drainage or utility easement in the Subdivision, whether
owned by the Association or not, including fixtures and
personal property related thereto, provided that any such
assessment shall be approved by vote of the Owners of
two-thirds (2/3rds) of the Lots voting in person or by
proxy at a meeting duly called for such purpose. Further,
the Association may assess its members to pay for
assessments levied upon the Association by the Master
Association.
Section 5. Notice and Ouorum For Anv Action
Required to be Approved by the Members Under Sections 3
and 4. Written notice of any meeting called for the
purpose of taking any action by the Members authorized
under Section 3 and 4 shall be sent to all Members not
less than thirty (30) days nor more than sixty (60) days
in advance of the meeting. At the first such meeting
called, the presence of Owners or of proxies entitled to
cast the votes for sixty percent (60%) of all of the Lots
shall constitute a quorum. If a quorum is not present at
such meeting, the meeting may be adjourned for lack of a
quorum, until a date specified in the motion to adjourn
for lack of a quorum, on which date a second meeting
shall be held. The required quorum at such second
meeting shall be one-half (1/2) of the required quorum at
the first meeting. No such second meeting shall be held
more than sixty (60) days following the first meeting.
Section 6. Uniform Rate of Assessment. The
Assessments must be fixed at the same amount for each Lot
and may be collected on a monthly basis. Provided,
however, in the event that maintenance, repair or
replacement of any part of the Common Property is caused
through the willful, or negligent act of an Owner, his
family, guests or invitees, the cost of such maintenance,
replacement, or repairs, shall be added to and become a
part of the Assessment to which such Owner's Lot is
subject.
3

Irist. 1 211060 Book 1948Page. 96
Section 7. Commencement of Assessments.
Assessments for each Lot shall commence upon the date of
acceptance by an Owner of a deed from the Developer. If
such date assessments commence is not on January 1, the
assessment for the Lot for such first year shall
prorated. The Developer shall not be required to pay
Assessments, except as may be required by law to do so.
Section 8. Effect of Nonpavment of Assessments And
Remedies Of The Association. Any Assessment, whether it
be levied by the Association or the Master Association,
not paid within thirty (30) days after the due date shall
bear interest from the due date of the highest rate
allowable by law. The Association may bring an action at
law against the Owner personally obligated to pay the
same, or foreclose the lien against the Lot. No Owner
may waive or otherwise escape liability for the
Assessments provided for herein by non-use of the Common
Property or abandonment of his Lot. All unpaid
installment payments of Assessments shall become
immediately due and payable if an Owner fails to pay any
installment within the time permitted.
Section 9. Subordination Of The Lien To Mortgage.
The lien of the Assessments provided for herein shall be
subordinate to the lien of any first mortgage or deed of
trust. Sale or transfer of any Lot shall not affect the
Assessment lien. However, the sale or transfer of any
Lot pursuant to mortgage foreclosure or any proceeding in
lieu thereof, shall extinguish the lien of such
Assessments as to payments which became due prior to such
sale or transfer. No sale or transfer shall relieve such
Lot from liability for any Assessments thereafter
becoming due or from the lien thereof.
Add the following as Section 10.
"Section 10. Action by Master Association. All
Owners acknowledge and agree that the Master Association
may, in its sole discretion, levy assessments, both
regular as well as special assessments for such lawful
purposes as may be deemed necessary by the Board of
Directors of the said Master Association. Any such
assessments shall have .the same force and legal effect,
and may be enforced in the same manner, as any assessment
levied by the Barnes Bluff HOA, Inc."
ARTICLE VII. ARCHITECTURAL CONTROL/CONSTRUCTION shall be
amended as follows:
Section 9. Driveways., shall be amended to read as follows:
"Section 9. Driveways. Driveways are to be constructed in
accordance with the standards of the North Carolina Department of
Transportation and, further, shall be constructed of such materials
as are approved in writing for that specific driveway by the
Developer and/or the Architectural Control Committee."
Section 11. Sodding and Irrigation of Front Lawns
shall be amended to read as follows:
4

Inst N 21.1.060 Book 1948Page. 97
"Section 11. Sodding and Irrigation. All front and side lawns
on Lots on which a residence exists shall be sodded from the site
of the residence all the way to the paved surface of all of the
roads providing either pedestrian and/or vehicular access to the
dwelling. All lawns of residences situate on corner lots shall be
sodded to the paved surface on the front and sides of said lots.
Further, all said lawns shall be adequately watered by an
underground -pipe irrigation system."
Add as Section 13, the following:
Section 13. Drainage easement maintenance; vegetative
conveyances. All drainage easements, and/or any portion thereof
which is located on any portion of any lot within the subdivision
shall be preserved, protected, and maintained by the owner of said
lot. Further, the filling in or piping of any vegetative
conveyances (ditches, swales, etc.) within or used by the
subdivision, except for average driveway crossings, is strictly
prohibited."
ARTICLE X. GENERAL PROVISIONS is amended as follows:
Section 2. Enforcement of Storm Water Runoff Regulations.
is amended to read as follows:
"Section 2. Enforcement Of Storm Water Runoff
Regulations. IThe State of North Carolina is hereby made a
beneficiary of this Declaration to the extent necessary to
enforce its storm water runoff regulations as the same may be
amended from time to time. The Built Upon Area for each Lot
shall be the amount of square feet as is shown on Attachment
"A" which is attached hereto and made a part hereof, unless
and until the State of North Carolina shall revise its storm
water runoff regulations to permit a greater Built Upon Area
for such Lot or Lots. For purposes of this section, the
allowable "Built Upon Area" shall include that portion of the
right-of-way between the front lot line and the edge of the
pavement, structures, pavement, walkways of brick, stone, or
slate, but shall not include wood or synthetic material
decking. Any Owner may, in accordance with applicable
government regulations, borrow from another Owner any Built
Upon Area which is not being utilized by the other Owner,
without the approval of any Owner(s) not involved in such
transaction, the Developer, or the Association.
o Any covenants pertaining to stormwater regulations may
not be changed or deleted without the concurrence of the
Division of Water Quality of the North Carolina Department of
Environment and Natural Resources. Lots within the Area of
Environmental Concern (AEC) of Coastal Area Management (LAMA)
may have the built -upon area reduced to CAMA jurisdiction
within the AEC.
Section 5. Amendment of Declaration. is amended to read as
follows:
"Section 5. Amendment of Declaration. Except as provided
elsewhere herein, the covenants and restrictions of this
Declaration may be amended only by an instrument duly recorded in
the Office of the Register of Deeds of Brunswick County executed by
the duly authorized officers of the Association upon the vote of
the Owners of not less than three fourths (3/4ths) of the Lots. In
no event may this Declaration be amended so as to deprive the
5

Inst. 9 21.1.060 Book 1940Page. 90
Developer of any rights herein granted or reserved unto Developer,
unless the Developer consents to such amendment in writing.
Section 10. Lot Maintenance. is amended to read as follows:
"Section 10. Lot Maintenance. In the event that any
Owner shall fail or refuse to keep his Lot free from weeds,
underbrush, refuse piles, unsightly growth or objects, or
shall fail to keep his front and/or side lawns sodded and
irrigated in accordance with Section 11, Article VIII, or fail
to comply with the provisions of Section 13 above or any
other provision hereof, then, after thirty (30) days notice
from the Architectural Control Committee or the Association,
the Association or its designee may enter upon the Lot and
remove such weeds, underbrush refuse piles, unsightly growth
or objects, or cause such lawn to be sodded and irrigated, at
the expense of the Owner. Such entrance shall not be deemed
a trespass, and in the event of such removal or correction a
lien shall arise and be created in favor of the Association
for the full amount of the cost thereof, including collection
costs, and such amounts shall be due and payable within thirty
(30) days after the Owner is billed therefor. Such lien shall
be enforceable by court proceedings as provided by law for
enforcement of liens."
Except as is amended hereby, the Declaration of Covenants
Conditions and Restrictions Barnes Bluff Subdivision recorded in
Book 1259 at Page 1017 of the Brunswick County Registry is hereby
ratified, confirmed, re -declared, and re -adopted.
IN WITNESS WHEREOF, BARNES BLUFF ASSOCIATES, L.L.C., the
Developer herein, has caused this First Amendment to the
Declaration of Covenants Conditions and Restrictions Barnes Bluff
Subdivision to be executed in its name by its duly authorized
Member -Managers, the day and year first above written.
�,��+;�'M"1� sy��, BARNES BLUFF ASSOCIATES, L . L . C . ,
..••••••..0 �., By: Wilmington Holding Corp.
�,► co p� : Me Manager
r,Z p ' By:
•. %:' ,r Vice President
Assistant deciretary
(CORPORATE SEAL)
A.,. vrnur.v rinnn —'per-Manager
2-1
(Seal)

STATE OF NORTH CAROLINA
COUNTY OF NEW HANOVER
Dist; 11 2211060 Book 1948Page: 99
I, a Notar Public of tie County and State aforesaid, certify
that S,�QJe. %�f> ,Q�j)1J personally came before me this day
and acknow edged that he (or she) is the Assistant Secretary of
Wilmington Holding Corp., a North Carolina corporation, which
^orporation is a Member -Manager of BARNES BLUFF ASSOCIATES, L.L.C.,
a North Carolina Limited Liability Company, and that by authority
duly given and as the act of the corporation, the foregoing
instrument was signed in its name by its Vice President, sealed
with its corporate seal and attested by herself as its Assistant
Secretary, on behalf of and as the act and deed of the said BARNES
BLUFF ASSOCIATES, L.L.C.
my hand and official stamp or seal, this %_ day of
, 2002.
-
r
R': �' ��CI • ei
!`'ti•�,� Notary Public
My dt ni.ssion expires: kl 2� lio0
'TATE OF NORTH CAROLINA
COUNTY OF NEW HANOVER
I, a Notary Public of the County and State aforesaid, certify
that Alton Y. Lennon personally came before me this day and
acknowledged that he (or she) is the Assistant Secretary of Viable
Corp., a North Carolina corporation, which corporation is a Member -
Manager of BARNES BLUFF ASSOCIATES, L.L.C., a North Carolina
Limited Liability Company, and that by authority duly given and as
the act of the corporation, the foregoing instrument was signed in
its name by its President, sealed with its corporate seal and
attested by himself as its Assistant Secretary, on behalf of and as
the act and deed of the said BARNES BLUFF ASSOCIATES, L.L.C.
ASS my hand and official stamp or seal, this _� day of
''�► �� 2002.
4*.Notary Public
%ion expires: G )
ACIct. 0; 'NORTH CAROLINA
CO Y OF NEW HANOVER
I, a Notary Public of the County and State aforesaid, certify
that ALTON Y. LENNON, personally came before me this day and
acknowledged that he is a Member -Manager of BARNES BLUFF
ASSOCIATES, L.L.C., a North Carolina Limited Liability Company, and
that the said ALTON Y. LENNON, executed the foregoing instrument on
behalf of and as the act and deed of the said BARNES BLUFF
ASSOCIATES, L.L.C.
z7SS my hand and.official stamp or seal, this �_ day of
L� , 2002.
�•r�= ''.f Notary Public
° L... My'4"Ission expires:_
40
• fir.
'••<' u 4�' 4QlAuBBAMENDDEC
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Certificate(s) of
YVONNE R SNEEDEN
Notary(ies) Public is (are) Certified to be Correct.
This Instrument was filed for Registration on this 21st Day of May 2004
in the Book and page shown on the First Page hereof.
O'er.
Ro r r ran. rr c NT n.,,.:..,.... .. ...

Insk # 21.1060 Book 1948Page .- 100
ATTACHMENT "A" BUILT -UPON SCHEDULE
BARNES BLUFF SUBDIVISION
LOT #
ACRES
MAXIMUM FT TO BE BUILT UPON
1
0.46
5754
2
0.46
5754
3
0.46
5754
4
0.47
5754
5
0.48
5754
6
0.53
5804
7
0.47
5754
8
0.51
8000
9
0.46
5754
10
0.54
5877
11
0.46
6212
12
0.46
5754
13
0.46
5754
14
0.46
5754
15
0.46
5754
16
0.46
5754
17
0.57
6205
18
0.58
6243
19
9.59
6357
20
0.93
8875
21
1.21
10000
22
0.58
6253
23
0.54
5920
24
0.53
5771
25
0.55
5978
26
0.39
5754
27
0.49
5754
28
0.52
5754
29
1.21
10000
30
1.99
10000
31
2.06
10000
32
2.15
10000
COMMON
0.87
8301
RECEIVED
numisbbschedule. JUL 21 2004
DWQ
PROJ #

8K1259PG1017
STATE OF NORTH CAROL�IKPC OR RtGISTRAT1oti T::-•• . _ - - ^""1°S
h1L _ ..�_...:.- _7�-_� _,1; _
C_-.. �: i S iTJD a�r�w 77-- .11JIVOil
COUNTY OF BRUNSWICI MQU -.0 PIS 12: 09 BAF� � L�� ULvtVzSiCEN
This DeclaraticRdiii'nadlP.,Phe„ 0day of 2 -
by BARNES BLUFF Ol d*ib� � .L.C., a Nort Caro ina Limited
Liability Company,&M#ifi .V, Inferred to as "Developer";.
W I T N E S S E T H
Whereas, Developer is the owner of certain real property in
Brunswick County, North Carolina, known as Barnes Bluff
Subdivision, which is shown on certain maps thereof recorded in the
Office of the Register of Deeds of Brunswick County, North
Carolina, in Map Cabinent 20 Pages 77 and 78, and Map Cabinent Zu
Page 277 to which maps reference is hereby made for a more
particular description (the "Subdivision").
Now, therefore, Developer hereby declares that the Subdivision
described above shall be held, sold and conveyed subject to the
following easements, restrictions, covenants, and conditions, which
are for the purpose of protecting the value and desirability of,
and which shall run with the land and be binding on all parties
having any right, title or interest in the Subdivision or any part
thereof,. their heirs, successors and assigns, and shall inure to
the benefit of each owner thereof.
ARTICLE I. o43
DEFINITIONS 00
Section 1. Additional Property shall mean and refer to any
lands which may be hereafter be annexed to and made a part of
Barnes Bluff subdivision by the Developer, pursuant to Article X
hereof.
Section 2. Association shall mean and refer to Barnes Bluff
HOA, Inc., a North Carolina non-profit corporation now or soon to
be formed, its successors and assigns.
Section 3. Assessments shall mean the Assessments defined in
Article VII hereof.
Section 4. Board of Directors or Board shall mean the board
of directors of the Association.
Section 5. By -Laws shall mean the by-laws of the Association,
as the same may be amended from time to time.
Section 6. Common Area shall mean and refer to that part of
the Common Property designated by the Association from time to time
for use by the Members and such other persons as the Association
may from time to time permit.
Section 7. Common Property shall mean and refer to all real
estate and interests in real estate owned by the Association, and
any recreational facilities, pools, tennis courts, or other
improvements constructed on or under such real estate or interests
in real estate.
Section 8. Developer shall mean and refer to Barnes Bluff
Associates, L.L.C., its successors and assigns.
Section 9. Declaration shall mean this instrument as it may
be from time to time amended or supplemented.
Section 10. Lot s shall mean and
shown upon the map(s) of the Subdivision
20 Pages 77 and 78 and Map Cabinent 2n
RECEIVED
1
refer to any numbered lot
recorded in Map Cabinent
Page 277 of the
A N. 0 4 2'-J32
DWQ
PROD # .S(A) 0? I_ COG5

8K1259PG1018
Brunswick County Registry and any numbered lot shown on any map or
maps of any Additional Property recorded in said Registry.
Section 11. Member(s) shall mean and refer to the Member(s)
of the Association.
Section 12. Membership shall mean and refer to the rights;
privileges, benefits, duties and obligations, which shall inure to
the benefit of and burden each Member of the Association.
Section 13. Owner(s) is defined in the articles of
incorporation of the Association, to -wit: all persons owning a
freehold estate in one or more Lots, either alone or with other (s) .
"Persons" and its singular, include all entities capable of owning
a freehold estate in land. Owner(s) does not include persons who
do not own a freehold estate in a Lot, including, but not limited
to, persons holding or owning interests as security for repayment
of indebtedness.
Section 14. Subdivision shall mean Barnes Bluff Subdivision.
as shown on the maps above referenced recorded in ther Brunswick
County Registry and any Additional Property.
ARTICLE II.
COMMON PROPERTY
Section 1. Property Rights. The use, occupation, and
possession of the Common Property shall be in accordance with rules
and regulations adopted by the Association, as the same may be
amended from time to time. No Owner shall have any right or
easement to use, occupy, or possess any part of the Common
Property, except pursuant to such rules and regulations.
Section 2. Management and Control. The Common Property shall
be managed and controlled exclusively by the Association. All
maintenance, repairs, modifications, or replacement of any part of
the Common Property shall be performed only by the Association, or
its designee, except that an Owner may landscape and maintain
easements owned by others on his Lot as permitted by rules and
regulations adopted by the Association from time to time, and the
Board may permit the Developer or its agents to maintain and
operate a sales office in or on any part of the Common Property,
for and at such time or times as the Board may deem appropriate.
ARTICLE III.
EASEMENTS; STREET LIGHTING; ACCESS TO LOTS
Section 1. Easements. Perpetual, alienable easements for the
installation and maintenance of drainage facilities and underground
utilities (including, but not limited to, water, telephone,
electric, and sewer lines and facilities) are reserved to the
Developer, its successors and assigns, in, under, and over the
Subdivision apd the Common Property, which shall be easements
appurtenant, running with the land. Said easements shall inure to
the benefit of the Developer, its successors and assigns.
Section 2. Street Lighting. The Developer reserves unto
itself, its successors and assigns, the right to subject the
Subdivision and the Common Property to a contract with Carolina
Power and Light Company for the installation of street lighting,
which contract may require a continuing monthly payment to Carolina
Power and Light Company by each resident customer for street
lighting service.
Section 3. Access to Lots. The Association shall have the
right to go onto any Lot at reasonable times for the purpose of
maintaining, repairing and replacing any drainage facilities and
2

5K1259PG1019
underground utilities located on such Lot; and a right of entry and
easement is hereby reserved and granted to the Association for such
purposes. The Association shall repair and restore any landscaping
disturbed by such activities as required by rules and regulations
adopted by the Association from time to time.
ARTICLE IV.
MEMBERSHIP AND VOTING RIGHTS
Membership in the Association, and the voting rights of the
Members, shall be as set forth in the Articles of Incorporation of
the Association and the By -Laws.
ARTICLE V.
MANAGEMENT AND CONTROL
1. The Association shall be managed and controlled by the
Board in accordance with the Articles of Incorporation of the
Association and the By -Laws.
2. Until such time as ninety percent (90%) of the Lots in the
Subdivision, and ninety percent (90%) of the lots in each tract of
Additional Property added to the Subdivision, have been sold and
conveyed by the Developer, but in any event no longer than December
31, 2015, the Developer shall have the right to appoint all of the
persons who shall serve as members of each Board of Directors of
the Association.
ARTICLE VI.
ASSESSMENTS
Section 1. Creation of the Lien and Personal Obligation for
Assessments. Each Owner of any Lot, by acceptance of a deed for
the Owner's Lot, whether or not it shall be so expressed in such
deed, covenants and agrees to pay to the Association Annual and
Special Assessments (collectively the "Assessments").
The Assessments, together with interest, costs and reasonable
attorney's fees, shall be a charge on the land and shall be a
continuing lien upon the respective Lot against which the
Assessments are made. Each Assessment, together with interest,
costs and reasonable attorney's fees, shall also be the personal
obligation of the person who was the Owner of such Lot at the time
when the Assessment fell due. The personal obligation for
delinquent Assessments shall not pass to the Owner's successors in
title unless expressly assumed by them.
Section 2. Purpose of Assessments. The Assessments levied by
the Association may be used for any or all of the following
purposes --operation, maintenance and improvement of the Common
Property and any drainage or utility easements within the
Subdivision; landscaping and/or fencing of easements reserved over
Lots; enforcing this Declaration; paying taxes and any insurance
premiums on or for the Common Property and any drainage or utility
easements within the Subdivision, legal and accounting fees and
governmental charges; establishing working capital; and in
addition, doing any other things necessary or desirable to further
the above purposes, as set forth in the budget or amended budget
adopted by the Board.
Section 3. Annual Assessments. Annual Assessments shall be
in an amount to be fixed from year to year by the Board which may
establish different rates from year to year as it may deem
necessary for the purposes set forth in Section 2 above. The
amount of the Annual Assessment against each Lot for any given year
shall be fixed prior to January 1 of such year; provided, however,
3

8K1259PG1020
that the first Annual Assessment shall be set prior to the
conveyance of the first Lot to an Owner and written notice to the
Owners to be subjected thereto shall be delivered to the Owners at
or prior to the closing of their Lots. Written notice' of each
Annual Assessment thereafter shall be sent to every Owner subject
thereto. The due date shall be established by the Board and the
Board shall have the authority to allow the assessments to be paid'
in pro rata installments. The Association shall, upon demand, and
for a reasonable charge furnish a certificate signed by an officer
of the Association setting forth whether the assessments on a
specified Lot have been paid.
A. From and after January 1 of the year immediately
following the conveyance of the first Lot to an Owner, the
Annual Assessment may be increased each year not more than
five percent (5%) above the Annual Assessment for the previous
year without a vote of the Members.
B. From and after January 1 of the year immediately
following the conveyance of the first Lot to an Owner, the
Annual Assessment may be increased above five percent (5%)
only by a vote of the Owners of two-thirds (2/3rds) of the
Lots, voting in person or by;proxy at a meeting duly called
for such purpose.
C. The Board may increase the amount of the Annual
Assessment to Four Hundred Fifty Dollars ($450.00) per Lot
notwithstanding the provisions of subparagraphs A and B above,
and thereafter the limitations set forth in said subsections
shall apply to an annual increase.
Section 4. Snecial Assessments for Capital Improvements. In
addition to the Annual Assessments authorized above, the
Association may levy, in any assessment year equally against the
Lots, a Special Assessment applicable to the year only for the
purpose of defraying; in whole or in part, the cost of any
construction, reconstruction, repair or replacement of a capital
improvement upon the Common Property or any drainage or utility
easement in the Subdivision, whether owned by the Association or
not, including fixtures and personal property related thereto,
provided that any such assessment shall be approved by vote of the
Owners of two-thirds (2/3rds) of the Lots voting in person or by
proxy at a meeting duly called for such purpose.
Section 5. Notice and Quorum For Any Action Required to be
Approved by the Members Under Sections 3 and 4. Written notice of
any meeting called for the purpose of taking any action by the
Members authorized under Section 3 and 4 shall be sent to all
Members not less than thirty (30) days nor more than sixty (60)
days in advance of the meeting. At the first such meeting called,
the presence of Owners or of proxies entitled to cast the votes for
sixty percent (60%) of all of the Lots shall constitute a quorum.
If a quorum is not present at such meeting, the meeting may be
adjourned for lack of a quorum, until a date specified in the
motion to adjourn for lack of a quorum, on which date a second
meeting shall }pe held. The required quorum at such second meeting
shall be one-half (1/2) of the required quorum at the first
meeting. No such second meeting -shall be held more than sixty (60)
days following the first meeting.
Section 6. Uniform Rate of Assessment. The Assessments must
be fixed at the same amount for each Lot and may be collected on a
monthly basis. Provided, however, in the event that maintenance,
repair or replacement of any part of the Common Property is caused
through the willful, or negligent act of an Owner, his family,
guests or invitees, the cost of such maintenance, replacement, or
repairs, shall be added to and become a part of the Assessment to
which such Owner's Lot is subject.
4

BK1259PG1021
Section 7. Commencement of Assessments. Assessments for each
Lot shall commence upon the date of acceptance by an Owner of a
deed from the Developer. If such date assessments commence is not
on January 1, the assessment for the Lot for such first year shall
prorated. The Developer shall not be required to pay Assessments
Section 8. Effect of Nonpayment of Assessments And Remedies
Of The Association. Any Assessment or installment thereof not paid
within thirty (30) days after the due date shall bear interest from
the due date of the highest rate allowable by law. The Association
may bring an action at law against the Owner personally obligated
to pay the same, or foreclose the lien against the Lot. No Owner
may waive or otherwise escape liability for the Assessments
provided for herein by non-use of the Common Property or
abandonment of his Lot. All unpaid installment payments of
Assessments shall become immediately due and payable if an Owner
fails to pay any installment within the time permitted.
Section 9. Subordination Of The Lien To Mortgage. The lien
of the Assessments provided for herein shall be subordinate to the
lien of any first mortgage or deed of trust. Sale or transfer of
any Lot shall not affect the Assessment lien. However, the sale or
transfer of any Lot pursuant to mortgage foreclosure or any
proceeding in lieu thereof, shall extinguish the lien of such
Assessments as to payments which became due prior to such sale or
transfer. No sale or transfer shall relieve such Lot from
liability for any Assessments thereafter becoming due or from the
lien thereof.
ARTICLE VII.
ARCHITECTURAL CONTROL/CONSTRUCTION
Section 1. Developer's Rights. All rights, duties and
responsibilities conferred by this Article shall be exercised and
performed by the Developer or its designee, so long as the
Developer owns any Lot within the Subdivision. When the Developer
no longer owns any Lot within the Subdivision, all such rights,
duties and responsibilities shall be exercised and performed by the
Association, which may delegate the same to an Architectural
Control Committee appointed by the Board.
Section 2. Building and Site Improvements. No structure
(including but not limited to dwellings, walls, fences, garages,
and outbuildings) shall be commenced, erected, placed, or
maintained upon any Lot, nor shall any exterior addition to or
change in or alteration therein (including painting or repainting
of exterior surfaces) be made until the plans and specifications
showing the nature, kind, shape, heights, materials, colors and
location of the same shall have been submitted in writing and
approved in writing as to harmony of external design and location
in relation to surrounding structures and topography. If such
written }Mans and specifications are not approved or disapproved in
writing within thirty (30) days after the same have been submitted,
approval under, this Article will not be required and this Article
will be deemed to have been fully complied with. Approval or
disapproval of any such plans, location or specifications may be
based upon any ground, including purely aesthetic and environmental
considerations, that may in the sole and uncontrolled discretion of
the Developer, the Association, or Architectural Control Committee,
as the case may be, be deemed sufficient. One copy of all such
plans, specifications, and related data shall be furnished to the
Developer, the Association, or Architectural Control Committee, as
the case may be, to retain for its records. Neither the Developer,
the Association, nor the Architectural Control Committee shall be
responsible for any structural or other defects in plans and
specifications submitted to it or any structure erected according
to such plans and specifications.
5

B1(1259 @G 1022
Section 3. Approval of Plans. No house plans will be
approved unless the proposed house shall have a minimum of Two
Thousand Two Hundred (2200) square feet of enclosed, heated
dwelling area for Lots 1 through 20, inclusive, and a minimum of
Two Thousand Five Hundred (2500) square feet of enclosed, heated
dwelling area for Lots 21 through 32, inclusive. .The term
"enclosed, heated dwelling area" as used in the minimum
requirements shall be the total enclosed area within a dwelling
which is heated by a common heating system; provided, however, that
such term does not include garages, terraces, decks, open porches,
and like areas.
Section 4. Setbacks. Since the establishment of inflexible
building setback lines for location of houses on lots tends to
force construction of houses directly to the side of other homes
with detrimental effects on privacy, view, preservation of
important trees and other vegetation, ecological and related
considerations, no specific setback lines shall be established by
this Declaration. In order to assure, however, that the foregoing
considerations are given maximum effect, the site and location of
any house or dwelling or other structure upon any lot shall be
controlled by and must be approved absolutely by the Developer, the
Association, or the Architectural Control Committee, as the case
may be; provided, however, that no dwelling shall be constructed
closer than ten (10) feet to an adjoining property line.
Section 5. Completion. The exterior of all houses and other
structures must be completed within twelve (12) months after the
construction of same shall have commenced, except where such
completion is impossible or would result in great hardship to the
Owner or builder, due to strikes, fires, national emergency or
natural emergency or natural calamities.
Section 6. Single Family Residences. No structure shall be
erected, altered, placed or permitted to remain on any Lot, except
one single family dwelling not to exceed two and a half stories in
height, unless the Developer, the Association, or the Architectural
Control Committee, as the case may be, approves in writing a
structure of more than two and one-half stories, and one or more
small accessory buildings (which may include a detached private
garage, or guest facilities) provided the use of such dwelling or
accessory building does not in the opinion of the Developer, the
Association, or Architectural Control Committee overcrowd the site,
and provided further, that such buildings are not used for any
activity normally conducted as a business.
Section 7. Utility Services, Mail Boxes, Fences Etc All
utility service lines and facilities, fuel tanks, clothes lines and
wood piles are to be enclosed within a wall or plant screen of a
type and size approved by the Developer, the Association or the
Architectural Control Committee, so as to preclude the same from
causing an unsightly view from any street within the subdivision,
or from any other residence within the subdivision. All mail and
newspaper boxes shall be uniform in design. Design for mail and
newspaper boxes shall be furnished by Developer, the Association,
or the Architectural Control Committee. No fences shall at any
time be placed or permitted to remain on any lot without approval
of the Developer, Association or Architectural Control Committee.
Section B. Off Street Parking. Off street parking for not
less than four (4) passenger automobiles must be provided on each
Lot prior to the occupancy of any dwelling constructed on said Lot
which parking areas and the driveways thereto shall be constructed
,of concrete, brick, asphalt, or turf stone, or any other material
approved by Developer, the Association or Architectural Control
Committee.
Section 9. Driveways. Driveways are to be constructed in
accordance with North Carolina Department of Transportation
standards.
6

BK12.59PG1023
Section 10. Wells. Without the Developer's express written
approval, no wells may be constructed or used on any Lot, except
for the purpose of irrigating exterior plantings. A well may be
used to provide water for household or other uses, provided such
use is consented to in advance in writing by the public utility
entitled to provide water service to the Lot, and such use does not
violate any other provisions of this Declaration.
Section 11. Sodding and Irrigation of Front Lawns. All front
lawns on Lots on which a residence exists shall be sodded and
adequately watered by an underground -pipe sprinkler irrigation
system.
Section 12. Alterations to the Common Property. No person
shall undertake, cause, or allow any construction in, on or under
any part of the Common Property, or undertake, cause, or allow any
alteration to be made any part of the Common Property, except at
the direction or with the express written consent of the
Association.
ARTICLE VIII.
USE RESTRICTIONS
Section 1. Land Use And Building Type. No Lot shall be used
for any purpose except for residential purposes. All Lots are
restricted for construction of single family dwellings only. Any
building erected, altered, placed or permitted to remain on any Lot
shall be subject to the provisions of Article VIII of this
Declaration relating to architectural control. Provided, however,
the Developer or its agents may maintain and operate a sales office
on any Lot owned or leased by the Developer for and at such time or
times as the Developer may deem appropriate.
Section 2. Nuisances. No noxious or offensive activity shall
be carried upon any Lot, nor shall anything be done thereon which
may be or may become an annoyance or nuisance to the neighborhood.
There shall not be maintained any plants or animals, nor device or
thing or any sort whose normal activities or existence are in any
way noxious, dangerous, unsightly, unpleasant or other nature as
may diminish or destroy the enjoyment of other Lots by the Owners
thereof. It shall be the responsibility of each Owner to prevent
the development of any unclean, unsightly or unkept condition of
buildings or grounds on the Owner's Lot which would tend to
substantially decrease the beauty of the neighborhood as a whole or
the specific area.
Section 3. Lot Maintenance. In the event that any Owner
shall fail or refuse to keep his Lot free from weeds, underbrush,
refuse piles, unsightly growth or objects, or shall fail to keep
his front lawn sodded and irrigated in accordance with Section 11,
Article VIII, then, after thirty (30) days notice from the
Architectural Control Committee or the Association, the Association
or its designee may enter upon the Lot and remove such weeds,
underbrush refuse piles, unsightly growth or objects, or cause such
lawn to be sodded and irrigated, at the expense of the Owner. Such
entrance shall not be deemed a trespass, and in the event of such
removal or correction a lien shall arise and be created in favor of
the Association for the full amount of the cost thereof, including
collection costs, and such amounts shall be due and payable within
thirty (30) days after the Owner is billed therefor. Such lien
shall be enforceable by court proceedings as provided by law for
enforcement of liens.
Section 4. Temporary Structures. No structure of a temporary
character, trailer, basement, tent, shack, garage, barn or other
outbuilding shall be used on any Lot any time as a residence either
temporarily or permanently without the written consent of the
Association or the Architectural Control Committee; provided,
however, that this shall not prevent the Developer, its designees
7

Q1(1259PG1024
or assigns from maintaining a construction or sales trailer or
office on any Lot until the construction of dwellings on all Lots
is completed.
Section 5. Recreational Vehicles. No boat, motor boat,
camper, trailer, motor or mobile home, or similar type vehicle,
shall be parked, placed or permitted to remain on any Lot in such
manner that the same is visible from the street.
Section 6. Animals. No animals, livestock or poultry of any
kind shall be kept or maintained on any Lot or in any dwelling
except that dogs, cats or other household pets may be kept or
maintained provided that they are not kept or maintained for
commercial purposes and provided further that they are not allowed
to run free, are at all times kept properly leashed or under the
control of their owner and do not become a nuisance to the
neighborhood.
Section 7. TV Satellite Dishes and Outside Antennas. No TV
satellite signal receiving dishes will be permitted on any Lot and
no outside radio or television antennas shall be erected on any Lot
or dwelling unit unless and until permission for the same has been
granted in writing by the Association or the Architectural Control
Committee.
Section B. Exterior Lights. All light bulbs or other lights
installed in any fixture located on the exterior of any building or
any Lot shall be clear, white or non -frost lights or bulbs.
Section 9. Inoperable Vehicles; Tractor Trailers; Vehicle
Repairs. No inoperable or immobile vehicle, no vehicle without
current registration and insurance, and no tractor -trailers will be
permitted on any Lot or street in the Subdivision. The Association
shall have the right to have all such vehicles towed at the owner's
expense. No repairs to any vehicle may be made in driveways, but
shall be made only in garages and shall not be visible from the
street.
Section 10. Signs. No sign(s) may be placed or maintained on
any Lot or street except one for sale sign, which shall not
exceed two feet by three feet in size, street and traffic control
signs approved by the Association or the appropriate governmental
authority, and signs placed or maintained by the Developer or its
agents.
Section 11. Subdividing. No Lot shall be subdivided, or its
boundary lines changed except with the prior written consent of the
Association. However, the Developer hereby expressly reserves unto
itself, its successors and assigns, the right to re -plat any two
(2) or more Lots shown on the map of the Subdivision in order to
create one or more modified Lots; to recombine one or more Lots to
create a larger Lot; to eliminate Lots from this Declaration, or
any parts of Lots, that are not otherwise buildable or are needed
for access or are needed for use as private roads or access areas,
and to take such steps as are reasonably necessary to make such re -
platted Lots spitable and fit as a building site or access area or
roadway, said steps to include, but not to be limited to the
relocation of streets, easements, and rights -of -way to conform to
the new boundaries of the said re -platted Lots.
ARTICLE IX.
ANNEXATION OF ADDITIONAL PROPERTY
Section 1. Developer may, from time to time, without the
assent of any other entity, annex to and make a part of the
Subdivision any other real property which Developer now owns or
which Developer may hereafter acquire or develop (the Additional
Property ), upon such terms and conditions and subject to such
8

9KI259-PG1025
covenants and restrictions, as the Developer, in its sole
discretion, shall deem reasonable and appropriate.
Section 2. Each such annexation of Additional Property shall
become effective upon the recording of an amendment to this
Declaration, duly executed by the Developer, specifically
describing the Additional Property annexed to the subdivision, and
setting forth the terms and conditions upon which such Additional
Property is annexed to the Subdivision and the covenants and
restictions to which such Additional Property shall be subject.
ARTICLE X.
GENERAL PROVISIONS
Section 1. Enforcement. The Developer, the Association, or
any Owner, shall have the right to enforce, by any proceeding at
law or in equity, all restrictions, conditions, covenants,
reservations, liens and charges now or hereafter imposed by the
provisions of this Declaration. Failure by the Developer, the
Association or by an Owner to enforce any covenant or restriction
herein contained shall in no event be deemed a waiver of the right
to do so thereafter.
Section 2. Enforcement Of Storm Water Runoff Regulations.
The State of North Carolina is hereby made a beneficiary of this
Declaration to the extent necessary to enforce its storm water
runoff regulations as the same may be amended from time to time.
The Built Upon Area for each Lot shall not exceed four thousand six
hundred (4,600) square feet, unless and until the State of North
Carolina shall revise its storm water runoff regulations to permit
a greater Built Upon Area for such Lot. For purposes of this
section, "Built Upon Area" shall mean that portion of each Lot that
is covered by impervious or partially impervious cover, including
building, pavement, recreational facilities, etc., but not
including decking. Any Owner may, in accordance with applicable
government regulations, borrow from another Owner any Built Upon
Area which is not being utilized by the other Owner, without the
approval of any Owner(s) not involved in such transaction, the
Developer, or the Association.
Section 3. Severability. Invalidation of any one of these
covenants or restrictions by judgment or court order shall in no
wise affect any other provisions, which shall remain in full force
and effect.
Section 4. Lots Sublect to Declaration; Extension. All
present and future Owners, tenants, and occupants of Lots and their
guests or invitees, shall be subject to, and shall comply with the
provisions of this Declaration, as amended from time to time. The
acceptance of a deed of conveyance or the entering into of a lease
or the entering into occupancy of any Lot shall constitute an
agreement that the provisions of this Declaration are accepted and
ratified by such Owner, tenant or occupant. The covenants and
restrictions of this Declaration shall run with and bind the land
and shall bind any person having at any time any interest or estate
in any Lot, asthoughsuch provisions were made a part of each and
every deed of conveyance or lease, for a term of ten (10) years
from the date hereof, after which time they shall be automatically
extended for successive periods of ten (10) years, unless by vote
of Owners of not less than three fourths (3/4ths) of the Lots this
Declaration has been amended to provide otherwise.
Section 5. Amendment of Declaration. Except as provided
elsewhere herein, the covenants and restrictions of this
Declaration may be amended only by an instrument duly recorded in
the Office of the Register of Deeds of New Hanover County executed
by the duly authorized officers of the Association upon the vote of
the Owners of not less than three fourths (3/4ths) of the Lots. In
no event may this Declaration be amended so as to deprive the
9

�1{1259PG1026
Developer of any rights herein granted or reserved unto Developer,
unless the Developer consents to such amendment in writing.
Section 6. Amendment by the Developer. The Developer may
amend any part or all of this Declaration without the consent of
any other entity, from time to time, by executing, acknowledging,
and recording an amendment in the office of the Register of Deeds
of New Hanover County, which amendment shall be applicable only to
Lots conveyed by the Developer subsequent to the recording of such
amendment.
Section 7. Transfer of Developer s Rights. The Developer may
assign any or all of its rights, privileges, and powers under this
Declaration to one or more entities, including, but not limited to,
the Association. All of the Developer s rights, privileges and
powers under this Declaration, unless otherwise assigned, shall
inure to the benefit of its successors by merger, or a transferee
of all or substantially all of the assets of the Developer.
IN WITNESS WHEREOF, BARNES BLUFF ASSOCIATES, L.L.C., the
Developer herein, has caused this Declaration to be executed in its
name by its duly authorized Member -Managers, the day and year first
above written.
RATE
retary
SEAL)
r
BARNES BLUFF ASSOCIATES, L.L.C.,
By: Wingtgn Holding Corp.
rraae r
By:
ce President
By: (SEAL)
E IN URNETT, III
Member -Manager
10

BK1259PG1027
STATE OF NORTH CAROLINA
COUNTY OF NEW HANOVER
I, a Notar Public of the County and State aforesaid, certify
that Ty t-%y personally came before me this day
and ackndwledged that he (or she) is the Assistant Secretary of
Wilmington Holding Corp., a North Carolina corporation, which
corporation is a Member -Manager of BARNES BLUFF ASSOCIATES, L.L.C.,
a North Carolina Limited Liability Company, and that by authority
duly given and as the act of the corporation, the foregoing
instrument was signed in its name by its Vice President, sealed
with its corporate seal and attested by herself) as its Assistant
Secretary, on behalf of and as the act and deed ofthe said BARNES
BLUFF ASSOCIATES, L.L.C.
WITNESS my hand and official stamp or seal, this day of
1998.
Aft 0/1
i 1 . LS, .• $ ••
V:• . •. r
(6.1 :7 a Nota Public
�
-�-r2 �Z Q :,;�• ;� ell
Ay
M�'�; $�dnisaion expires: _3'-) � �
•!'`/��P:,STsPTE OF NORTH CAROLINA�
COUNTY OF NEW HANOVER
I, a Notary Public of the County and State aforesaid, certify
that EDWIN L.BURNETT, III, personally came before me this day and
acknowledged that he is a Member -Manager of BARNES BLUFF
ASSOCIATES, L.L.C., a North Carolina Limited Liability Company, and
that the said EDWIN L. BURNETT, III, executed the foregoing
instrument on behalf of and as the act and deed of the said BARNES
BLUFF ASSOCIATES, L.L.C.
WITNESS my
r ,
hand and official stamp or seal, this�a4 day of
1998.
Notar Pbslic
My commission expires:
whcptb/blf
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or an exed) Certificate(s) of `% mb-e
\-A-Cu_,e P . ) ,•e nrk r
•• o
et4 ,��,•,j
Notary(ies) Public is (are) Certified to be Correct. l
This Instrument was filed for Registration on this Day of I do V 2e m k e r ,1998,
in the Book and Page shown on the First Page hereof.
ROBERT J. ROBI SON Register of bee46
11