20140727 Ver 1_Settlement Agreement_20150218

SETTLEMENT AGREEMENT
THIS SETTLEMENT AGREEMENT ( "Settlement Agreement ") is made this day
of re6n-Ae v , 2014, ( "the Effective Date ") by HANSON AGGREGATES SOUTHEAST,
LLC, a we alai are limited liability company, and the CITY OF RALEIGH, a North Carolina
municipal corporation, hereinafter referred to as the "City." Hanson and the City are referred to
throughout as Party and/or Parties.
WHEREAS, Hanson owns certain real property situated in the vicinity of Crabtree and
Richland Creeks, adjacent to Duraleigh Road in Raleigh, NC more particularly described as PIN
0786349208, 0786308569, 0786512559, 0786620033, and 0786554037 (the "Property ");
WHEREAS, specifically, Hanson, or its predecessors in interest, has extracted
subsurface granite from portions of the Property since the 1940s and has done so continually and
with the City's knowledge since before the Property became subject to the City's planning
jurisdiction;
WHEREAS, the portion of the Property located to the east of Duraleigh Road is within
the City's corporate limits. The portion of the Property located to the west of Duraleigh Road is
within the City's extraterritorial jurisdiction ( "ETJ "). Hanson and the City agree that the City's
zoning ordinances apply to all of the Property. However, Hanson and the City dispute the
specific dates on which various portions of the Property became subject to the City's zoning
ordinances and also dispute the requirements that the City's zoning regulations impose on the
Property. Hanson and the City also dispute the requirements, if any, that were imposed on the
Property by Wake County zoning restrictions prior to the Property's becoming subject to City
zoning restrictions;
WHEREAS, Hanson contends that all portions of the Property purchased or leased by
Hanson or its predecessors in interest, were specifically purchased or leased in order to acquire
and secure subsurface mineral rights and reserves for future quarrying on the Property; and that
Hanson, or its predecessors in interest, at all relevant times has intended to quarry and extract
granite from the Property by contiguous extensions of the existing pit to the extent allowed by its
North Carolina mining permit;
WHEREAS, the City contends that the portions of the Property to the east of Duraleigh
Road cannot be used in quarry operations. The City also contends that the portion of the
Property assigned PIN 0786308569 can be used only in accordance with current zoning
regulations and that no rights associated with a non - conforming use apply to this portion of the
Property. As for the portion of the Property located to the south of Crabtree Creek and included
in PIN 0786349208, the City contends that zoning regulations allow Hanson only to use and
maintain its existing settling ponds, to clean those ponds, temporarily to store materials removed
from the ponds, and to remove materials taken from those ponds off the Property;
1

WHEREAS, the North Carolina Department of Transportation ( "NCDOT —) owns land
abutting Crabtree Creek, which land is surrounded by the Property. NCDOT's land has been
used for quarry operations since at least the 1940s. NCDOT leases mineral rights in its land to
Hanson under a lease with an effective date of December 11, 2007 (the " NCDOT Mineral
Lease ");
WHEREAS, on April 23, 2002, the City's Zoning Enforcement Administrator issued an
Order for Compliance regarding Hanson's use of the Property to the south of Crabtree Creek;
WHEREAS, Hanson initiated a proceeding before the Raleigh Board of Adjustment to
appeal said Order for Compliance;
WHEREAS, the Board of Adjustment proceeding is currently pending and neither party
has requested that the proceeding be set for hearing;
WHEREAS, Hanson and the City have conferred together and have settled their disputes
under the terms described in this Settlement Agreement;
WHEREAS, the City has agreed to accept the easements and other interests described in
this Settlement Agreement; and
WHEREAS, this Settlement Agreement, unless any part hereof is determined to be null
and void by judicial decision, settles, compromises and resolves forever the disputed claims over
Hanson's rights to use the Property.
NOW, THEREFORE, in consideration of the mutual promises contained in this
Settlement Agreement, and for other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, Hanson and the City agree as follows:
/•� in
Aggregate – means sand, stone, gravel, topsoil and overburden extracted from the
mineral deposits on the Property.
Business Activities – means activities that are not residential in character, except that
activities directly and solely related to remediation and reclamation of the Property after
the Excavation Period are not Business Activities.
Crabtree Quarry means the quarry operated on portions of the Property and under the
NCDOT Mineral Lease.
Effective Date – means February 4, 2014.
Excavation Period – means the time period beginning on the Effective Date and ending
on the earlier of: 1) thirty -eight (38) years from the Effective Date; or 2) the date on
which thirty (30) million tons of Aggregate has been removed from the Excavation Pit.
FA

Excavation Pit — that area of Northern Property from which Aggregate has, is and will
during the Excavation Period be excavated from below the surface, including the
contiguous extension of the open pit as existing on the Effective Date as depicted on
Exhibit 1 hereto.
Mining Permit — that certain permit for the operation of a crushed stone quarry issued by
the Department of Environment and Natural Resources, Wake County - Permit No. 92-
03.
NCDOT land means the land located north of Crabtree Creek and west of Duraleigh
Road that is owned by the North Carolina Department of Transportation and leased by
Hanson under the NCDOT mineral lease.
Northern Property — means the portion of the Property located north of Crabtree Creek
and west of Duraleigh Road.
Reclamation Bond — means the security posted by Hanson, as required by section 74 -54
of the North Carolina General Statutes, in favor of the State of North Carolina, liability
under which is maintained until Hanson completes the reclamation required by North
Carolina law and regulation.
Reclamation Period that period of time during which Hanson shall complete its
reclamation obligations in accordance with the reclamation conditions on the Mining
Permit and shall complete other reclamation or remediation described in this Settlement
Agreement. The Reclamation Period shall begin at the expiration of the Excavation
Period and shall end two years thereafter.
Temporary Stockpile Area — means that area shown on Exhibit 1 hereto and used to store
materials removed from the settling ponds located on the Property south of Crabtree
Creek.
B. a s 's Use of the PropE!jj
1. Hanson shall have the right to use the Property in accordance with the zoning
memorandum of opinion dated February B, 2014 from the City of Raleigh Zoning
Enforcement Administrator, attached hereto as Exhibit 2.
2. Hanson shall not extract Aggregate on any portion of the Property other than the
portion of the Northern Property detailed in the survey provided in accordance with
paragraph C(2) hereof. Further Hanson shall not remove overburden or topsoil on any
portion of the Property other than the portion of the Northern Property detailed in the
survey provided in accordance with paragraph C(2) hereof or the Settling Pond area
south of Crabtree Creek in accordance with paragraph C(7)(d) hereof.
3. Hanson shall use the Property and the NCDOT land, and conduct operations thereon,
only as expressly set forth herein.
3

C. Operational .. Terms
1. End of Business Activities. Hanson shall cease all Business Activities at the
Property and the NCDOT land on the earlier of thirty eight (38) years from the
Effective Date or when, subsequent to the Effective Date, 30 million tons of
Aggregate has been removed from the Northern Property. However,
notwithstanding the foregoing, during the Reclamation Period, any remaining
Aggregate that was extracted during the Excavation Period and any materials
stockpiled in the Temporary Stockpile Area may be removed and /or sold from the
Property.
2. Delineation of Excavation Pit. Within ninety (90) days of the Effective Date,
Hanson shall provide the City with a survey delineating the maximum extent of the
Excavation Pit. The survey shall provide the precise boundaries of the Excavation
Pit, which are generally depicted in Exhibit 1 hereto and shall conform to that
which is depicted in Exhibit 1. If the City determines that the survey does not
substantially conform, the City shall notify Hanson within thirty (30) days after
receiving the survey and Hanson shall allow the City to perform its own survey at
the City's expense. The parties shall confer in good faith after the completion of
the City's survey and use their best efforts to resolve all discrepancies concerning
the boundaries.
3. Sale of Portion of Northern Property of Crabtree Creek to the City. Within
ninety (90) days of the release of the Reclamation Bond, upon request of the City,
Hanson shall convey to the City title to that portion of the Northern Property,
depicted in Exhibit 3 hereto, to the City for the nominal value of Ten U.S. Dollars
($10.00).
The parties shall record the option agreement attached as Exhibit 3 or another
instrument with the Wake County Register of Deeds documenting the interest
described in this section within sixty (60) days from the Effective Date.
The NCDOT Mineral Lease states that it expires ten (10) years after its December
11, 2007 effective date unless Hanson exercises its right to a five (5) year renewal.
After the expiration of the NCDOT Mineral Lease and its five (5) year renewal,
Hanson shall use all reasonable efforts to enter into a lease with NCDOT sufficient
to allow it to continue operations. Notwithstanding the foregoing, if Hanson is
unable to negotiate a lease for NCDOT land throughout the Excavation Period
through no fault of Hanson and, as a result, Hanson is prevented from conducting
operations for the entire Excavation Period, Hanson is under no obligation to
convey the portion of the Northern Property to the City. Hanson shall in good faith
use its best efforts to diligently seek the issuance or renewal of NCDOT leases
necessary for conducting operations as contemplated in Sections B and C hereof.
4

4. Noise and Vibration Mitigation.
a. Berm. Within six months of commencement of mining operations
in an area north of the existing quarry Hanson shall begin construction of a
landscaped earthen berm along the northern boundary of the Property, in
accordance with the plan attached hereto as Exhibit 4. The construction of
the earthen berm shall be completed before excavation of the overburden
is any closer than 750 feet from the northern property boundary and no
later than eight (8) years from the Effective Date. Hanson shall maintain
the berm and shall replace any element of the landscaping that dies or
becomes diseased or as otherwise required by law or regulation at the time
of the berm construction.
b. Blasting Techniques Required. Hanson shall design each blast
using the latest available techniques to minimize impacts from blasting.
Techniques to be employed include laser profiling of the face and
orientation of the blasts away from the adjacent properties to the north of
the quarry to reduce impacts from both ground vibrations and air blasts. In
addition, Hanson shall be sensitive to weather events that might increase
air blast impacts on neighbors and shall postpone blasting during such
events.
C. Blasting Limits. During all blasting operations implemented from
top -of -rock to a depth of 250 feet below top -of -rock, the maximum peak
particle velocity ( "PPV ") of any component of ground motion shall not
exceed 75% of the current legally allowable limit applicable to Crabtree
Quarry.
During all blasting operations implemented below a depth of 250 feet
below top -of -rock, the PPV of any component of ground motion shall not
exceed 50% of current legally allowable limit applicable to Crabtree
Quarry.
A table depicting the maximum limits allowed hereunder is attached
hereto as Exhibit 5.
d. Enforcement of Blasting Limits. All records maintained by
Hanson concerning blasting, including those documenting the PPV
associated with blasting operations, shall be available to the City upon
request, within 24- hours. Hanson shall self -report to the City any
violation of the blasting limits set forth herein. If a violation occurs,
Hanson shall cease all blasting at the depth at which the violation occurred
until the violation has been investigated and a corrective action plan
implemented. Any corrective action plan shall contain sufficient
remedial measures so that no future violation is likely to occur.
R

The parties acknowledge that failure to comply with Blasting Limits may
result in damages due to public disturbance and inconvenience, and
increased inspection and administrative costs. In view of the uncertainty
and difficulty of making a precise determination of any such damages,
the parties agree that the City shall be entitled to recover liquidated
damages in addition to actual costs /damages recoverable by the City for
matters other than public disturbance and inconvenience, and increased
inspection and administrative costs. This sum is a reasonable pre -
estimate of the probable damages to be incurred due to any potential
public disturbance and inconvenience, and increased inspection and
administrative costs. The parties intend such monies to provide for
payment of such damages and not a penalty.
If a second violation occurs at that same depth within six months of the
first violation, Hanson shall remit to the City liquidated damages in the
amount of $2,500 for the second violation. In addition, if a second
violation occurs, Hanson shall cease ail blasting at the depth at which the
violation occurred until the violation has been investigated and corrective
action plan implemented. If a third (and subsequent) violation occurs
within six months of the first violation, Hanson shall remit to the City
liquidated damages in the amount of $5,000 for the third (and each
subsequent) violation. In addition, if a third (or subsequent) violation
occurs, Hanson shall cease all blasting at the depth at which the violation
occurred until the violation has been investigated and corrective action
plan implemented.
e. Hours of Blasting. Unless otherwise necessitated as a result of
events or causes beyond its reasonable control, including acts of God or
the public enemy, acts and omissions of any governmental authority,
declared or undeclared wars, riots, terrorism, strikes, floods, earthquakes,
storms, epidemics, fires or other natural calamities, Hanson shall limit
blasting events to the hours of 10:00 a.m. to 4:00 p.m., Monday through
Friday and shall not conduct blasting events on Saturday or on Sunday. A
"blasting event" means any use of a substance in a manner intended to
cause an explosion.
E Hours of Operation of Crushing Equipment. Hanson shall limit
the operation of all crushing equipment to the hours of 6:00 a.m. to 9:00
p.m., Monday through Saturday and 1:00 p.m. to 9:00 p.m. on Sunday.
g. Low - Frequency Alarms. Hanson shall install low- frequency
back -up alarms on all machinery and equipment for which back -up alarms
are required by law or regulation.
5. Renovation of Primary Crusher and Maintenance of Processing Plant. During
the Excavation Period, as soon as practicable, Hanson shall renovate the primary
crusher at a location that is away from Crabtree Creek and that is, at a minimum,
0

fifty (50) feet below the current grade surface level and at which the wall of the
Excavation Pit will function as a noise baffle_
6. Relocation of Access Point. Hanson may relocate its access point to Crabtree
Quarry as depicted in Exhibit 6. No later than one hundred and twenty (120) days
following the receipt of any and all federal, state and local approvals necessary to
re- locate the point of ingress /egress to Crabtree Quarry from Duraleigh Road,
Hanson shall install landscaping at the location of the current point of ingress /egress
and future point of ingress /egress to the Property from Duraleigh Road in
accordance with the plan attached hereto as Exhibit 6.
7. Activities and Limits on Use of Property South of Crabtree Creek; Waiver
and/or Relinquishment of Claims or Rights to Use Property South of Crabtree
Creek.
a. Hanson shall not use the portion of the Property south of Crabtree
Creek except as specifically set forth herein.
b. Hanson waives and relinquishes any claim or rights of any sort that
it might possess that the portion of the Property south of Crabtree Creek
constitutes a pre- existing non - conforming use except to the extent set out
in this Settlement Agreement.
C. Settling Ponds and Temporary Stockpile Area. During the
Excavation Period, Hanson may continue to use, operate and maintain the
existing settling ponds as part of its on -going operations and consistent
with past practice, but shall not expand the existing settling ponds.
Sediment removed from the settling ponds may continue to be stockpiled
temporarily in the Temporary Stockpile Area. Hanson shall restrict the
height of stockpiles to comply with current and future City ordinances
governing stockpile height. Stockpiling shall occur only in the Temporary
Stockpile Area. The parties specifically acknowledge that nothing in this
Settlement Agreement prevents stockpiled materials taken from the
settling ponds from being used as fill material as a part of the reclamation
process when a settling pond is removed or when the Reclamation Plan is
implemented at the end of the Excavation Period.
Hanson may maintain the existing pipe from the slurry pump to the
settling pond in the location that is shown on Exhibit 1, but may not
expand it or relocate it to any other place within the Buffer Zone described
below. If Hanson's activities concerning the pipe require disturbing
topsoil, then Hanson shall complete those activities as promptly as
possible and shall restore the area as nearly as possible to the condition
that existed prior to commencing its work.
If Hanson installs a settling pond for use in mining operations on the
Northern Property or on the NCDOT land, Hanson shall reduce the
7

footprint of its operations south of Crabtree Creek by an equivalent square
footage. However, to the extent that Hanson is required, by federal, North
Carolina, or local law or regulation to install a stormwater control or
management device on the Northern Property or the NCDOT land,
Hanson shall not be required to reduce the footprint of its operations south
of Crabtree Creek by an equivalent square footage.
d. Excavation Limited. No excavation of Aggregate shall occur
from the surface of the Property located south of Crabtree Creek except
for: i) removal of materials taken from the settling ponds located south of
Crabtree Creek and stockpiled in the Temporary Stockpile Area; or ii)
removal of materials necessary to maintain the existing settling ponds
within the area specifically designated for the settling ponds on Exhibit 1
and as previously allowed by the City.
e. Hanson agrees that no non - conforming use status applies to the
portion of the Property assigned PIN number 0786308569.
V
. Mining Permit Restrictions; i ree Preservation South of
Crabtree Creek. Hanson shall modify the Mining Permit, and
specifically the mining plan, to classify the portion of the Property south
of Crabtree Creek, except for that area in which the settling ponds,
Temporary Stockpile Area, and existing one -lane driveways are located,
as Buffer Zone in which no blasting, excavation, tree removal, or activity
inconsistent with applicable zoning regulations shall occur, except as set
forth herein ( "Buffer Zone "). Such modification will conform to the area
identified as Buffer Zone on Exhibit 1 hereto.
Hanson shall maintain the undisturbed vegetated buffer a minimum of 100
feet in width, as shown on Exhibit 1, existing as of the Effective Date,
around the perimeter of the portion of Property located south of Crabtree
Creek throughout the Excavation Period, except at such locations where
the City may remove vegetation for the construction and maintenance of a
greenway pursuant to rights granted in Section D of this Agreement. It is
the parties' intent that the undisturbed vegetated buffer continue to provide
visual screening of the settling ponds and the Temporary Stockpile Area.
Hanson shall preserve the 100' vegetated buffer until the Reclamation
Period ends and shall remove trees or vegetation only when the material is
diseased or dead, or when the City's Chief Arborist determines that it is
necessary to preserve the health of the 100' vegetated buffer or areas
surrounding it.
Except as allowed for greenway construction and maintenance by the City,
any tree removal conducted within the Buffer Zone shall be in compliance
with the Mining Permit and shall comply with applicable City regulations
in place at the time of removal, and any removal of trees within the Buffer
Area prior to the end of the Reclamation Period shall be in conformance
8

with a written Forestry Management Plan approved by the City's Chief
Arborist. The Forestry Management Plan shall allow thinning and other
forestry activities that protect the health of the trees within the Buffer
Zone and if required in order to use the one -lane driveways effectively or
safely, may also allow trimming or removal of trees that abut or overhang
those driveways.
Notwithstanding the foregoing, in the event Hanson desires to sell any
portion of the Property classified as Buffer Zone to an unaffiliated entity
for a purpose, other than for forestry or timbering, that is consistent
with the underlying zoning or with the City of Raleigh Comprehensive
Plan in effect at the time of the sale, such sale shall not violate the terms of
this Settlement Agreement.
g. Use of Southernmost Driveway. Hanson shall limit ingress and
egress from its southernmost driveway to the period 7:00 a.m. through
5:00 p.m., Monday through Friday, except as necessary to address
emergencies or events or causes beyond its reasonable control. The
parties also specifically acknowledge that dust suppression requirements
described herein apply to vehicles entering or exiting the southernmost
driveway.
S. Reclamation and Remediation. At the end of the Excavation Period, Hanson shall
immediately begin work to implement the Reclamation Plan. Hanson's reclamation
and remediation shall at minimum comply with the requirements of Mining Permit,
the N.C. Mining Act, and federal and State environmental laws and regulations
applicable at the time of reclamation and remediation. To this end, Hanson shall
remediate all known environmental conditions that have resulted from the use of the
Property by Hanson or its predecessors in interest for mining operations in
accordance with applicable regulatory requirements prior to the conveyance of the
Northern Property contemplated by paragraph C(3) hereof.
In addition, Hanson shall reclaim the portion of the Property south of Crabtree
Creek so that it is suitable for use compatible with the underlying zoning
classification in place at the time of reclamation.
Under this Settlement Agreement and in accordance with the City's prior zoning
interpretations, Hanson is permitted to stockpile materials removed from the settling
ponds temporarily in the Temporary Stockpile Area. Any stockpiled material
remaining at the end of the Excavation Period and not used as fill as a part of
reclamation shall be removed from the Property by Hanson.
Hanson shall complete all reclamation and remediation of the Property within a
reasonable time after work begins, in accordance with all applicable laws and
regulations, and no later than the termination of the Reclamation Period.
9. Environmental Permit Renewals and Modifications. If Hanson requests a
9

renewal of or modification to any of its environmental permits, Hanson shall not
request a permit condition that would impose a more lenient standard relating to
dust or noise than any such standard set forth in this Settlement Agreement or
otherwise in effect at the time of the request.
10. Community Outreach. As of the Effective Date, Hanson shall implement the
following community outreach activities:
a. Hanson shall maintain a call list / e -mail list by which to notify any
property owners within 2,500 feet of the Property, who request
notification, prior to blasting events.
b. Hanson shall establish and maintain a website, accessible to the
public, on which seismographic information and data shall be posted.
C. Hanson shall establish a Neighborhood Advisory Group consisting
of residents from the surrounding neighborhoods and shall meet with such
group two times per year at the request of the group, or fewer if no such
meeting is requested. Hanson shall give careful consideration to concerns
and suggestions from the Neighborhood Advisory Group.
d. Hanson shall implement and maintain a Protocol for Investigating
Blasting Complaints and Binding Arbitration Program similar to that
outlined in Exhibit 7 to address complaints arising from damages allegedly
caused by operations at the Property.
These community outreach activities shall continue throughout both the Excavation
Period and the Reclamation Period.
11. Dust Mitigation.
a. Dust Control Guidance Plan. Upon the Effective Date, Hanson
shall implement the Crabtree Quarry Dust Control Guidance Plan, a copy
of which is attached as Exhibit 8.
b. Opacity Standards. Hanson shall comply with applicable opacity
standards set forth in federal regulations regardless of any exception that
might otherwise apply.
C. Load Covers. For all trucks entering Crabtree Quarry, Hanson
shall ensure that any trucks leaving the Property have a working,
functioning load cover. Any such truck that does not have a functioning
load cover shall not be loaded by Hanson. Hanson shall use best efforts to
ensure that the loads of all trucks exiting Crabtree Quarry are covered.
Hanson shall also install signs on the Property stating that all loads must
be covered and that all violations related to load covers will be reported to
10

N. C. D.M.V. Enforcement. Hanson shall instruct employees to report
all violations related to load covers to site management who will, in turn,
report such violations to N.C. D.M.V. or another State agency that
regulates motor vehicles.
C. Mining Permit Limitation. Hanson shall not request any
modification to the Mining Permit, or any raining permit hereinafter
issued to Hanson, that reduces or relaxes any standard applicable to dust
control or mitigation.
i° i
1. Dedication and Conveyance of Permanent Greenway Easement East and West of
Duraleigh Road
On the Effective Date, Hanson shall execute the easement agreement attached hereto as
Exhibit 9, conveying to the City a permanent greenway easement along the south bank of
Crabtree Creek, east of Duraleigh Road and, in addition, a permanent greenway easement
providing trail access to the multipurpose pathway along Duraleigh Road. These
easements are more particularly identified as "NEW CITY OF RALEIGH GREENWAY
EASEMENT ", comprising 22,585 sq.ft. (0.519 acres); 157,968 sq. ft. (3.626 acres); and
46,296 sq.ft. (1.063 acres) as shown and described on that exhibit plat entitled,
"EASEMENT ACQUISITION MAP FOR CRABTREE CREEK GREENWAY ", sheets
1 of 3, 2 of 3, and 3 of 3, respectively, prepared by Stewart Engineering Company, and
attached hereto as a part of Exhibit 9. The minimum width of the Permanent Greenway
Easement shall be 100 feet from the top of the bank of Crabtree Creek.
2. Dedication of Conservation Easement (Preservation of Catawba Rhododendron).
On the Effective Date, Hanson shall execute the easement agreement attached hereto as
Exhibit 10, conveying to the City a conservation easement to protect an approximately
0.96 acre tract along the southern bank of Crabtree Creek. This conservation easement is
more particularly identified Being the easement area identified as "NEW CITY OF
RALEIGH CONSERVATION EASEMENT ", comprising 41,716 sq. ft. (0.958 acre) as
shown and described on that exhibit plat entitled, "EASEMENT ACQUISITION MAP
FOR CRABTREE CREEK GREENWAY ", sheet 1 of 2 and 2 of 2, respectively,
prepared by Stewart Engineering Company, and attached hereto as a part of Exhibit 10.
3. Dedication and Conveyance of Temporary and Provisional Easement for Greenway
Purpose
On the Effective Date, Hanson shall execute (and the City shall join in execution thereof
for purposes of affirming its consent thereto) the easement agreement attached hereto as
Exhibit 11, conveying a Temporary and Provisional Greenway Easement extending
generally westward across the southern portions of the Property from Duraleigh Road to
Richland Creek and generally northward along Richland Creek ( "Temporary and
Provisional Greenway Easement "). These easements are more particularly identified as
11

Being those easement areas identified as "NEW CITY OF RALEIGH GREENWAY
EASEMENT ", comprising 46,921 sq.ft. (1.007 acres); 4,809 sq. ft. (.110 acre); 88,130
sq.ft. (2.032 acres); and 86,643 sq. ft. (1.989 acres), as shown and described on that
exhibit plat entitled, "EASEMENT ACQUISITION MAP FOR CRABTREE CREEK
GREENWAY", sheets 1 of 4, 2 of 4, 3 of 4, and 4 or 4, respectively, prepared by Stewart
Engineering Company, and attached hereto as a part of Exhibit 11.
In accordance with express provisions of the Temporary and Provisional Greenway
Easement, the Temporary and Provisional Greenway Easement shall expire at the earlier
of. i) the opening to the public of the Permanent Greenway Easement contemplated by
paragraph D(4); or ii) eighteen months after the expiration of the Reclamation Period.
The City shall construct and fence the greenway trails within the Temporary and
Provisional Greenway Easement at its own risk, such that, in the event this Settlement
Agreement fails as contemplated by paragraph E(12), the City shall be solely responsible
for the removal of any greenway trails then installed on the Property and any necessary
restoration of the Property within nine (9) months of the failure of the Settlement
Agreement.
4. Dedication and Conveyance of Permanent and Provisional Greenway Easement
South of Crabtree Creek
On the Effective Date, Hanson shall execute the easement agreement attached hereto as
Exhibit 12, conveying to the City a permanent greenway easement along the south bank
of Crabtree Creek, more particularly identified as "NEW CITY OF RALEIGH
GREENWAY EASEMENT," comprising 329,204 sq. ft. (7.558 acres) as shown and
described on that exhibit plat entitled, "EASEMENT ACQUISITION MAP FOR
CRABTREE CREEK GREENWAY", sheet 1 of 3, 2 of 3, and 3 of 3, respectively,
prepared by Stewart Engineering Company, and attached hereto as a part of Exhibit 12.
The minimum width of the Permanent Greenway Easement shall be 100 feet from the top
of the bank of Crabtree Creek. In accordance with express provisions of the permanent
greenway easement, the City agrees that it will have limited access to and will not operate
a greenway on this easement until the expiration of the Reclamation Period.
5. Nature Preserve Area
On the Effective Date, Hanson shall execute the instrument attached hereto as Exhibit 13,
conveying by Special Warranty Deed a fee simple interest to the City the approximate
7.46 acre portion of the Property located near the confluence of Crabtree and Richland
Creeks ( "Nature Preserve Area "), more particularly identified Being that parcel identified
as "NEW CITY OF RALEIGH NATURE PRESERVE AREA" as shown and described
on that exhibit plat entitled, "EASEMENT ACQUISITION MAP FOR CRABTREE
CREEK GREENWAY", sheet 1 of 2 and 2 of 2, respectively, prepared by Stewart
Engineering Company, and attached hereto as a part of Exhibit 13, to be used solely for
purposes of a nature preserve and conservation and as part of the Crabtree Creek
Greenway project.
12

6. Use and Maintenance of Temporary and Permanent Greenway Easements
Except as otherwise set forth herein, City shall be solely responsible for the construction,
operation and maintenance of Greenway trails, and other rights and interests under its
Greenway easement within the Temporary or Provisional Easements and Permanent
Easements located on property of Hanson. City shall secure all temporary and permanent
easements with fencing acceptable to Hanson to discourage and prevent users of the
Temporary or Provisional Easements from trespassing on those portions of the Property
in which Hanson conducts business operations. The parties acknowledge that a six (6)
foot high chain link fence is generally acceptable to Hanson.
7. Noise, Dust and Vibration Easement.
The City agrees to the inclusion of the following language of reservation in those
instruments conveying the interests described in paragraphs D(1), (2), (3), and (S) of this
Agreement:
"The Grantor expressly excepts from the provisions of the (insert instrument name] and,
for its successors and assigns, reserves the right to cause vibrations, noise, dust,
particulates, debris, and other similar materials and odors to be in the air above, descend
upon, go across, or go through the [insert name] Area, and in general to subject the
[insert name] Area to all similar consequences arising from the location and operation in
the vicinity of the [insert name] Area of the Crabtree Quarry and any related activities,
including without limitation equipment operation and truck traffic at, to and from
Crabtree Quarry. By accepting this grant of [insert instrument name], the City hereby
subordinates its rights under the [insert instrument name] to those of the Grantor relating
to noise, dust, and vibration as enumerated above ( "Noise, Dust, and Vibration
Exception "). Notwithstanding the foregoing, nothing contained herein shall be construed
to allow Grantor's vehicles, equipment, employees or customers to physically enter the
`insert name] Area or to conduct mining operations thereon. This Noise, Dust and
Vibration Exception shall terminate upon the expiration of the Reclamation Period, as
defined in that agreement between Grantor and the City dated ................ (ref: DB
PG , WCR)."
E. Miscellaneous
1. Covenant as to Ownership of the Property,
Hanson covenants that it owns all portions of the Property in fee simple absolute.
. City's Right to Verify Reserves and Audit Excavation.
The City and Hanson acknowledge that the City is subject to the North Carolina Public
Records Act, NCGS 132 -1 et seq., and specifically, those provisions of the Act
concerning the definition of public records, and requirements for disclosure thereof. The
13

City and Hanson further acknowledge that statutory penalties for violation of the Public
Records Act would be imposed against the City and its officers, and may be substantial.
With respect to any information, reports, calculations, data, inspection reports, or other
documentation provided by Hanson to the City or its representatives, and specifically to
any independent expert under provisions hereof ( "Provided Information "), it shall be the
responsibility of Hanson to indicate (prior to submission and in the form required by law)
that such Provided Information is claimed by Hanson to constitute a "trade secret" under
NCGS 66- 152(3), and is consequently exempted and protected from the disclosure
requirement of the law. Hanson acknowledges and agrees that, upon receiving Provided
Information which is claimed to constitute a Trade Secret, the City shall take any and all
actions necessary to comply with applicable federal, state, and local laws concerning
public records.
If a third party challenges any trade secret protection claimed by Hanson in association
with a discovery request or public records request, City will promptly notify Hanson of
the challenge. Before disclosing the information City: (a) must allow Hanson an
opportunity to support its trade secret assertion by seeking injunctive relief to prevent
City's disclosure of such information within forty -eight (48) hours of receiving
notification from City of the challenge; or (b) allow Hanson to affirmatively respond in
writing that it no longer makes a trade secret assertion for the information. If Hanson
does not respond in the manner set forth above within forty -eight (48) hours of receiving
notice from City of the challenge to the trade secrets assertion, the City may release the
material without penalty.
If, following notice of the challenge, Hanson maintains that the information described
above remains a trade secret, Hanson shall provide the City with a detailed legal
justification of the trade secrets assertion under North Carolina law. Hanson agrees to
indemnify, defend, and hold harmless the City from any costs associated with the City's
withholding of information indicated by the Hanson as a trade secret (including, without
limitation, reasonable attorney's fees borne by the City and any penalties or costs borne
by the City in the matter, including, but not limited to, any award of attorney's fees
against the City in favor of the party making the request for public information).
No later than February 1 of each year, Hanson shall prepare a report documenting the
total amount of Aggregate removed from the Property during the prior calendar year.
This report, which shall remain on premises at Hanson's office location in Wake County,
shall be made available for the City's inspection upon twenty -four (24) hour advance
notice. The report, and supporting documentation, shall constitute Provided Information
and may be designated and indicated by Hanson as a trade secret on the terms and
conditions described above.
The City may employ an independent expert to verify that 30,000,000 tons of Aggregate
remains within Excavation Pit. Should the City employ an independent expert, the parties
acknowledge that any supporting documentation provided to such expert by Hanson,
shall constitute Provided Information and may be designated and indicated by Hanson as
a trade secret on the terms and conditions described above.
14

The City may employ an independent expert to audit Hanson's records concerning the
amount of Aggregate removed from the Property. The City shall provide Hanson with
thirty (30) days written notice of the audit. The expert shall produce a report to the City
showing the period audited, containing the total amount of Aggregate removed during
that period, and describing in detail any discrepancies or exceptions that the audit
revealed. Discrepancies involving less than 25,000 tons of Aggregate shall be considered
de minimis. Such discrepancies shall be added to or subtracted from, as the case may be,
the total aggregate removed from Crabtree Quarry so that no more than 30 million tons
shall be removed. The audit report (and supporting documentation) shall constitute
Provided Information and may be designated and indicated by Hanson as a trade secret
on the terms and conditions described above. The parties acknowledge that Hanson has
indicated an intent to designate these materials as a trade secret.
Hanson shall cooperate with any expert employed by the City to carry out activities
described in this section. Hanson shall make available all relevant business records
requested by the expert within a reasonable time after the request.
If the parties dispute the amount of Aggregate removed during any audit period, the
parties and any experts employed by them shall confer in good faith and use their best
efforts to resolve any disputes.
3. No Admission. Hanson and the City agree and understand that this Settlement
Agreement, subject to North Carolina General Statute § 1C -1, Rule 408, and the
settlement terms set out above are solely for purposes of settlement and are a compromise
of the dispute between the City and Hanson. Hanson and the City agree to the entry of
this Settlement Agreement, but this Settlement Agreement shall be not be deemed an
admission of any fact or position at law except and solely as necessary for enforcement of
this Settlement Agreement. The Parties have entered into this Settlement Agreement
solely to avoid the expense, uncertainty and inconvenience of litigation.
4. Injunctive Relief. Hanson and the City agree and understand that the terms of this
Settlement Agreement may be enforced by either Party by action for specific
performance, injunctive relief, or other remedy as by law provided or as set forth herein.
5. Remedies Cumulative. The remedies contained herein shall be cumulative and asserting
a particular remedy shall not preclude a party from asserting any other rights or seeking
any other remedies against any other party as provided herein or by applicable law.
6. Cooperation. Hanson and the City agree that should this Settlement Agreement be
challenged or appealed in a court of law or otherwise, Hanson and the City shall
cooperate in the defense of the Settlement Agreement. Hanson and the City will
vigorously defend this Settlement Agreement. Hanson further agrees that it shall provide
competent attorneys to defend the Settlement Agreement and that it shall pursue all
appeals and petitions available to it or to the City to challenge any adverse decision. In
addition, Hanson and the City agree that the City shall cooperate and shall not interfere
15

with Hanson's efforts to renew its lease with the N.C. Department of Transportation
during the Excavation Period, so long as such renewal or modification is consistent with
the terms hereof.
Hanson and the City agree to execute any supplementary documents necessary to put the
terms of this Settlement Agreement into effect.
7. Release of All Claims Against City. Hanson, for itself and for its representatives,
agents, successors and assigns, unconditionally and forever releases the City, its
employees, its officers, and its elected officials of and from any and all actions,
compensation, claims, including claims for attorneys' fees, interest, costs, damages,
debts, expenses, suits at law or in equity, and demands of any description, whether known
or unknown, now existing or which may hereafter accrue, arising out of any matter or
thing done, omitted, or suffered to be done by any of the persons, firms, or corporations
herein released before, up to, and including the date of this Settlement Agreement on
account of any violations of right, injuries, losses, breaches of contract, or damage of any
kind, related in any way to the use of the Property, zoning restrictions on the Property,
the City's enforcement actions concerning the Property, or public records requests made
by or on behalf of Hanson, all occurring at any time prior to the Effective Date.
However, nothing in this release relinquishes Hanson's rights under this Settlement
Agreement.
8. Attorney's Fees. This Settlement Agreement resolves any claim for attorney's fees or
costs as between Hanson and the City, its employees, its officers, and its elected officials
related to the matters described in the Release of All Claims Against City and those
described in this Settlement Agreement. Each party shall bear its own attorney's fees and
costs.
9. Waiver of Rights. Hanson waives any rights it may have to use the Property as a non-
conforming use except as provided in this Settlement Agreement and the attachments to
it. Hanson specifically relinquishes and abandons any claim to use the portion of the
Property to the south of Crabtree Creek as a non - conforming use except for the use of the
settling ponds and Temporary Storage Area as set forth in this Settlement Agreement.
Hanson agrees that no non - conforming use status applies to the portion of the Property
assigned PIN numbers 0786308569, 0786512559, and 0786620033. Hanson further
agrees that the permissible scope of the non - conforming use of the Property is only as set
out in this Settlement Agreement and its attachments.
10. Full and Final Resolution. It is the intent of the parties that this Settlement Agreement
fully, finally, and forever ends all disputes about the non - conforming status of all
portions of the Crabtree Quarry, including the Property. Neither this Settlement
Agreement, nor any provision hereof, may be waived, modified, amended, discharged or
terminated except by written instrument signed by the City and Hanson.
11. Withdrawal of BOA Appeal. Within 45 days after the Effective Date, Hanson shall
withdraw its pending Board of Adjustment appeal so long as no appeal is taken from
16

Exhibit 2. If any appeal is taken from Exhibit 2, then Hanson shall withdraw its pending
Board of Adjustment appeal within 45 days after a final resolution of all of the challenges
to Exhibit 2 that substantially upholds the terms contained in Exhibit 2.
12. Non- severability. If any part of this Settlement Agreement is determined is held to be
illegal, invalid, or unenforceable under any current law or regulation, then the entire
Settlement Agreement shall be null and void and shall have no force and effect.
13. Bind and Benefit. The terms and conditions contained in this Settlement Agreement will
bind and inure to the benefit of the Parties and their respective representatives, successors
and assigns, including, but not limited to any and all future owners of the Property.
14. No Waiver. The failure of the City or Hanson or their successors or assigns to enforce any
covenant, condition, or restriction herein contained shall in no event be deemed a waiver
by the City or Hanson or their successors or assigns of their rights to thereafter enforce the
same nor shall any liability attach to the City or to Hanson for failure to enforce any
provision of this Settlement Agreement.
15. Declaration of Covenants, Conditions and Restrictions. Hanson and the City shall
cause to be recorded with the Wake County Register of Deeds the Declaration of
Covenants, Conditions and Restrictions attached as Exhibit 14 setting forth the terms and
conditions hereof that run with the land and that will bind future owners of the Property.
IN WITNESS WHEREOF, Hanson and the City have executed the foregoing, under seal, by
the signatures of their respective, duly authorized officers, the day and year first above written.
17

The City of Raleigh
C
Atte,
m "WWII
-j",
lolpmw; IA .Mall
18

Exhibits
Exhibit 1:
Operation Plan
Exhibit 2:
Memorandum of Opinion
Exhibit 3:
Option Agreement - Property to be Conveyed to City
Exhibit 4:
Berm, Northern Boundary
Exhibit 5:
Blasting Limits
Exhibit 6: Entrance Relocation and Landscaping
Exhibit 7: Arbitration Protocol
Exhibit 8:
Dust Control Guidance Plan
Exhibit 9:
Crabtree Creek East of Duraleigh Greenway Easement
Exhibit 10:
Conservation Easement
Exhibit 11:
Temporary and Provisional Greenway Easement
Exhibit 12:
Permanent Greenway Easement South of Crabtree Creek
Exhibit 13:
Nature Preserve Area
Exhibit 14:
Declaration of Covenants, Conditions, and Restrictions
19