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HomeMy WebLinkAboutNCC241337_FRO Submitted (3)_20240503 Book 3244 Page 1010 • 111111111111111111110111111111 2015029383 00054 FORSYTH CO,NC FEE$58.00 PRESENTED L RECORDED: 08-05-2015 10:31:33AM C.NORMAN HOLLEMAN REGISTER OF DEEDS BY:OLMA DOYLE ASST BK: RE 3244 PG: 1010-1032 Prepared by and return after recording to: Finger,Roemer,Brown& Mariani,L.L.P.(HCR) 102 West Third Street,Suite 200-B LLZc a9.Q—�o: /Y\4,7 Winston-Salem,NC 27101 1 F2NOGw.s-2. STATE OF NORTH CAROLINA COUNTY OF FORSYTH AMENDED AND SECOND RESTATED DECLARATION OF COVENANTS,CONDITIONS AND RESTRICTIONS FOR THE SHOPPES @ GLENN CROSSING THIS AMENDED AND SECOND RESTATED DECLARATION OF COVENANTS, CONDITIONS AND RLSTRICTIONS FOR THE SHOPPES @ GLENN CROSSING (the "Declaration") is entered into this c* ay of August, 2015, by and among GLENN CROSSING ASSOCIATES, LLC, a North Carolina limited liability company, PRIME PROPERTY, LLC, a North Carolina limited liability company, WEST POINTE VILLAGE ASSOCIATES, a North Carolina general partnership, being the same as West Point Village Associates (hereinafter Glenn Crossing Associates, LLC, Prime Property, LLC and West Pointe Village Associates shall be collectively referred to as "Declarant") with the consent of PTM, L.P., a Delaware limited partnership ("PTM"). RECITALS WHEREAS, Declarant is the record title owner of certain real property located in Winston Township, Forsyth County,North Carolina and described as follows: BEING all of those lots as set forth on Final Plat Revised Map of The Shoppes @ Glenn Crossing, as recorded in Plat Book 52, Page 85, in the Office of the Register of Deeds of Forsyth County, North Carolina, to which reference is hereby for a more particular description hereof (the "Declarant Property") less and except the Sheetz Lot (as defined below). WHEREAS, Glenn Crossing Associates, LLC conveyed to PTM that certain real property located in Winston Township, Forsyth County,North Carolina described as follows: BEING all of that certain Lot shown as "New Lot A" as set forth on plat recorded in Plat Book 63, Page 22, in the Office of the Register of Deeds of Forsyth County, North Carolina, to which Book 3244 Page 1011 reference is hereby for a more particular description hereof (the "Sheetz Property", with the Declarant Property,the "Property"). WHEREAS, Declarant subjected the Property to certain restrictions as set forth in that certain Declaration of Covenants, Conditions and Restrictions for the Shoppes @ Glenn Crossing recorded in Book 3186, Page 3705 of the Forsyth County Registry, which was amended and restated in its entirety by a certain Amended and Restated Declaration of Covenants, Conditions and Restrictions for the Shoppes @ Glenn Crossing recorded in Book 3199, Page 3149 of the Forsyth County Registry, and a certain First Amendment to Amended and Restated Declaration of Covenants, Conditions and Restrictions for the Shoppes @ Glenn Crossing (the "First Amendment") recorded in Book in Book 3209, Page 2978 of the Forsyth County Registry (collectively the "Superceded Declaration"); WHEREAS, Declarant deems it desirable to hereby amend the Superceded Declaration and restate such declaration in its entirety, with the consent of PTM; WHEREAS. it is the intention of the Declarant that the Superceded Declaration shall be amended and restated, in its entirety,to read as follows and shall not otherwise be of any force or effect; WHEREAS Declarant desires to create, as permitted under local zoning ordinances, a professional commercial development to be known as"The Shoppes @ Glenn Crossing"; WHEREAS, Declarant desires to insure the attractiveness of the development; and to preserve, protect and enhance the values, appearance and amenities thereof; to provide for a method for the maintenance, repair, replacement and operation of certain improvements as described in this Declaration or appurtenant to the Property; and, to this end desires to subject the Property to the covenants, conditions, restrictions, easements, charges and liens hereinafter set forth, each and all of which is and are for the benefit of said Property and each Owner thereof; WHEREAS, Declarant, in order to further the objectives set forth herein, has deemed it desirable to create an organization to which will be delegated and assigned the power of maintaining, repairing, replacing, operating and administering the aforesaid improvements, and administering and enforcing the covenants and restrictions and collecting and disbursing the Assessments and charges hereinafter created; WHEREAS, Declarant has incorporated or will incorporate under North Carolina law, The Shoppes @ Glenn Crossing Property Owners' Association, Inc. as a non-profit membership corporation for the purpose of exercising and performing the aforesaid functions; NOW, THEREFORE, Declarant with the consent of PTM hereby amends and restates the Superseded Declaration in its entirety, and declares that all of the Property, as 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 such real property and be binding on all parties having any right, title or interest in the described real property or any part thereof,their heirs, successors and assigns, and shall inure to the benefit of each owner thereof, and further to provide for the care and maintenance of certain improvements, including storm water control structures as required by Forsyth County, North Carolina. 2 Book 3244 Page 1012 ARTICLE I DEFINITIONS/CERTAIN USE RESTICTIONS "Association" shall mean and refer to The Shoppes @ Glenn Crossing Property Owners' Association, Inc., a North Carolina non-profit corporation, its successors and assigns. "Owner" shall mean any record owner (including the Declarant), whether one or more persons or entities, of fee simple title to the Property (said property being hereinafter referred to individually as a "Lot" or as the "Lots") derived from a subdivision of one or more of the Lots which is part of the Property, including contract sellers, but excluding those having such interests merely as security for the performance of an obligation. "Property" shall mean and refer to Declarant Property and the Sheetz Property, as defined above, and any additional land annexed to the Property pursuant to the terms and provisions of this Declaration. "Lot" shall mean shall mean and refer to each of the lots or out parcels denominated as Lots 1, 2, New Lot A, 5, 6, 7, 8, 9 and Out Parcels IA and 2A as shown on the Plat or any other plat now or hereafter recorded in the Office of the Register of Deeds of Forsyth County, North Carolina, and any other lots or outparcels within the Property which may hereafter be established of record and shall include any improvements constructed thereon. Declarant hereby reserves the right to reconfigure, from time to time and without the consent of the Owners,the boundaries of any Lot or lots owned by Declarant. "Declarant" shall mean and refer to collectively (1) Glenn Crossing Associates, LLC, (2) Prime Property, LLC and (3) West Pointe Village Associates so long as they, or any one of them, own a Lot in the Property. If one of the aforesaid entities sells its Lots, such entity shall cease to be a Declarant. "Declaration" shall mean this Amended and Restated Declaration of Covenants, Conditions and Restrictions for the Shoppes @ Glenn Crossing in substitution of the Superseded Declaration recorded in Book 3209,Page 2978, Forsyth County Registry,which is terminated for any and all purposes. "Member" or"Members"shall mean and refer to the Declarant and to any Owner of any Lot. "Detention Pond Stormwater System" shall mean and refer to those storm water ponds and structures constructed within an area designated on Lot 1 as shown on the Plat and any related stormwater structures, piping, catch basins, etc. related thereto, wherever they may be located on, in, across or under any portion of the Property. "Plat" or"Plats" shall refer to any plat or plats showing portions of the Property, Lot or Lots, dedication of streets, road and easements and which is recorded in the Office of the Register of Deeds of Forsyth County, North Carolina, including, but not limited to the Plat recorded in Plat Book 52 at Page 85, Forsyth County Registry and Plat recorded in Plat Book 63 at Page 22, Forsyth County Registry. "Frontage Commercial Development Tracts" shall mean and refer to the Lots designated as Lots 2,New Lot A, 5 and Out Parcels 1A and 2A as shown on the Plats. Use Restrictions. Notwithstanding anything herein to the contrary, no portion of the Property shall be used as a: 3 Book 3244 Page 1013 i. industrial or manufacturing facility; ii. flea market,pawn shop or swap shop; iii. massage parlor, adult book store, or for the sale or display of pornographic materials (except for the typical sale or display of magazines in a convenience store or newsstand); iv. store for the sale of drug paraphernalia; v. bowling alley, arcade, shooting gallery, game room or skating rink; (provided, however, that an outdoor or indoor play area may be operated as part of a restaurant); vi. ballroom, dance hall, nightclub, discotheque or bar (for purposes of this restriction, the term "bar" shall mean any establishment which derives more than fifty percent(50%) of its gross revenues from the sale of alcoholic beverages for consumption on the premises) ; vii. barber college; viii. theater, auditorium, meeting hail, banquet facility, ballroom, school or other place of public assembly; ix. library, house of worship, reading room, or any operation catering primarily to attendees rather than to customers; x. funeral parlor; xi. off-track betting parlor, gambling or gaming facility; xii. carnival, amusement park, circus or outdoor amusement facility; xiii. junk yard; xiv. facility for animal raising and storage (other than as incidental to a full-line retail pet supply operation); xv. automobile, boat or other motor vehicle sale, leasing, repair or display establishment or used car lot, including body repair facilities and/or service stations; or xvi. outdoor meeting Area. No building or structure erected on the Frontage Commercial Development Tracts shall exceed a building height of more than 27 feet or with architectural features not more than 34 feet. Additional Use Restrictions. The following shall be additional"Use Restrictions": With the exception of New Lot A, no portion of the Property shall be occupied or used, in whole or in part, for: (1) the retail sale of gasoline and other motor fuels; or, (2) a discount tobacco store which derives 50% or more of its income from the sale of tobacco products; or (3) a "Convenience Store", for the purposes of this paragraph a Convenience Store is defined as a retail business with primary emphasis on providing the public a convenient location to quickly purchase a wide variety of products (predominantly food, gasoline or 4 Book 3244 Page 1014 tobacco products) and services, such as, by way of example, a BP Express, WAWA, 7-Eleven, Royal Farms, Kangaroo, or similar retail operators; or (4) an automated car wash facility, provided, that this latter restriction shall not apply if the initial purchaser from Glenn Crossing Associates, LLC of New Lot A does not construct a car wash facility within(3)years of the date it first takes title to said Lot. Lot 2 shall not be occupied or used, in whole or in part, for a fast food or quick service restaurant, by way of example only, such as a McDonald's, Subway, Wendy's, Taco Bell, Burger King, Bojangles, Biscuitville, or KFC, provided that this restriction shall not apply to sit-down or casual dining restaurants with table service. Additional Use Restrictions. The following shall also be additional "Use Restrictions": Lot 2 shall not be occupied or used, in whole or in part, for a fast food or quick service restaurant that is a chicken or biscuit competitor to Bojangles', by way of example only, such as a Biscuitville, McDonald's, Hardee's, Zaxby's, Church's Chicken, Popeye's Chicken, Jack's, Chick-fil-A and/or Kentucky Fried Chicken, provided that this restriction shall not apply to sit-down or casual dining restaurants with table service. ARTICLE II PROPERTY RIGHTS 1. Shared Access Easement/Detention Pond Stormwater System. Each of the Owners of a Lot or Lots and the Association shall have a right to a perpetual, non-exclusive, shared access easement for access to the Property for itself and its tenants and their respective licensees and invitees over that certain 60' Private Access Easement, Union Glenn Avenue, Glenn Center Drive and Glennview Drive, all as shown on the Plat until such time, if ever, as those roads are accepted for dedication by the City of Winston-Salem or other municipal entity (the collectively or individually as context requires, "Shared Access Easement"). During the term of the Shared Access Easement, the cost to maintain and repair the Shared Access Easement shall be borne pro rata by the Owners in accordance with the provisions of Article V hereof. Notwithstanding the foregoing, the payment of expenses and costs for the maintenance and repairs, including but not limited to paving and any other related improvements and repairs, of the 60' Private Access Easement as shown on Plat Book 52, Page 85 shall be separately assessed by the Association to Lot 1, Out Parcel lA and Out Parcel 2A. The pro rata share of the assessment for each of the aforesaid Lots shall be 33.333% of the relevant expense and costs incurred for such maintenance and repairs. The Association shall"maintain and repair"the improvements within the Shared Access Easement. The phrase "maintain and repair" or "maintenance and repair" shall mean maintaining, repairing and replacing, the paving within the Shared Access Easement, including repaving, and any other related improvements as well as the timely removal of snow and ice accumulations within the Shared Access Easement all as necessary to keep the surface areas of the Shared Access Easement in a smooth and even traveling condition with a macadamized or concrete surface. Each Owner (or Owner's Tenant, as a 24-7 operator), at Owner's option, shall have the right but not the obligation, to remove snow and ice accumulations from any portion of the Shared Access Easement and/or make such repairs as necessary to maintain the paving in good condition and free of potholes in the event the Association fails to do so. Upon dedication, the term Shared Access Easement shall refer to the same property albeit dedicated for maintenance by the relevant governmental authority. No assurance is being made that the acceptance of any dedication by a governmental authority will occur. The Detention Pond Stormwater System, together with other related improvements, which may include, but shall not be limited to, retention or detention ponds, rip rap or other drainage or erosion control devices and 5 Book 3244 Page 1015 landscaping, now is or hereafter may be located primarily on Lot 1 by the Association but shall also be located in the form of piping and other stormwater facilities throughout the Property. The Association shall maintain the Detention Pond Stormwater System as directed by the governmental office(s) having jurisdiction for watershed protection. Each Owner for any Lot, by acceptance of a deed therefor, whether or not it shall be so expressed in such deed, is deemed to covenant and agrees to pay a pro rata share of the cost of the maintenance of such Detention Pond Stormwater System and the Shared Access Easement. The Shared Access Easement and Detention Pond Stormwater System shall be appurtenant to and shall pass with the title to every Lot. Following the execution and recording of this Declaration, Declarant shall convey to the Association its right, title and interest to the common areas, including the roads, new common area for stormwater pond (as shown on a plat of Redivision of Lot 1 recorded by Declarant in Plat Book 63, Page 158, Forsyth County Registry), utilities and infrastructure. The Association shall further accept the assignment by Declarant of a certain contract for utility services with Duke Power Company. 2. Certain Other Rights, Obligations and Limitations with Respect to Detention Pond Stormwater System and Shared Access Easement. Each of the Owners of a Lot or Lots shall have (1) a right and easement of enjoyment in and to the Detention Pond Stormwater System and (2) an obligation to cause the surface water drainage from each such Lot to flow as proximately and directly as possible into the Detention Pond Stormwater System. Such easement shall include the right and obligation to construct and attach such connections, within the boundaries of the Owner's Lot, as may be necessary for below ground storm water pipes and other drainage facilities necessary to permit the flow of surface water from such Owner's Lot into the Detention Pond Stormwater System, and for the maintenance thereof. Such easement shall be appurtenant to and shall pass with the title to every Lot. Each Owner's right and easement of enjoyment in and to the Shared Access Easement and Detention Pond Stormwater System shall be subject to the following provisions: (a) the right of the Association to dedicate or transfer to any public agency, authority, utility or Owner non-exclusive easements on, over and upon all or any part of the Shared Access Easement and Detention Pond Stormwater System for the purpose of providing service to the Shared Access Easement and Detention Pond Stormwater System or the Lots; (b) the right of the Association to borrow money for the purpose of improving the Shared Access Easement and Detention Pond Stormwater System and any improvements thereon and mortgage, pledge, deed in trust or hypothecate any or all of its real or personal property as security for money borrowed or debts incurred (any such mortgage shall be effective if it is executed on behalf of the Association by its duly authorized officers); provided, no mortgage, encumbrance or hypothecation or foreclosure of the lien thereby created, shall cause the Property to fail to comply with applicable law, regulations or ordinances, or be superior to the rights and easements created in this Declaration. 3. Covenants And Agreements Of Owners. From and after the date of first exercise of any of the hereinabove conferred and described property rights, Declarant, for each Lot owned within the Property, hereby covenants, and each Owner for any Lot, by acceptance of a deed therefore whether or not it shall be so expressed in such deed, is deemed to covenant and agree as provided in this Declaration and also specifically as follows: 6 Book 3244 Page 1016 (a) to indemnify the Association and Declarant, its successors and assigns, against and hold the Association and Declarant, its successor and assigns, harmless from, any and all claims, liabilities, losses and expenses, including, without limitation reasonable attorneys' fees and court cost, damages,judgments, actions, suits, liens and sums of money, of any and every type or nature, which may be asserted against or incurred by the Association or Declarant arising out of or in any way connected with the actions of any Owner, its tenants, agents invitees,etc. in the exercise of any of the hereinabove described property rights; (b) in exercising any of the property rights hereinabove conferred, to promptly remove all debris, excess soil, and rock and grade to existing ground levels and mulch or resow grass on all disturbed earth; and (c) to maintain, repair and replace all storm water pipes and drains, located within the Owner's Lot, installed to allow for the flow of surface waters from such Owner's Lot or any portion thereof to the Detention Pond Stormwater System. 4. Restoration Of Improvements To The Shared Access Easement and Detention Pond Stormwater System In the event that any improvements to the Shared Access Easement or Detention Pond Stormwater System shall be damaged or destroyed, the Association shall commence to repair and/or replace such improvements within sixty (60) days after the occurrence of such damage or destruction, and diligently prosecute the repair and/or replacement of the improvements to substantially the same condition as such improvements existed prior to the damage or destruction. The Association shall use the assessments described in Article V hereof to pay for such repairs and/or replacements. To the extent that the Reserve, as defined below, is insufficient to pay for such repairs and/or replacements, the Association shall levy a special assessment in accordance with the provisions of said Article V hereof. ARTICLE III OTHER SPECIFIC EASEMENTS,RESTRICTIONS AND OBLIGATIONS 1. Certain Owner Maintenance Obligation in Connection with Shared Access Easement and Internal Private Drives. The Owner of each Lot shall maintain the landscaped portion of property adjacent to the Shared Access Easement (and if dedication is accepted, the public roadway) located on its respective Lot at its own cost and expense. 2. No Barriers. The Shared Access Easement shall be maintained at a uniform grade along common property boundaries, and no barriers, fences or other obstructions shall be erected within the Shared Access Easement or elsewhere on the Property so as to interfere with the free flow of pedestrian and vehicular traffic upon the Shared Access Easement and between the Lots located on the Property. 3. Construction Easements. The Association hereby reserves a temporary non-exclusive easement over the Shared Access Easement and the Detention Pond Stormwater System and the utility easements shown on the plat, and ten (10) feet on each side of said areas for grading, installation of drainage and utility lines,paving, and other necessary construction on and upon said easement. 4. Maintenance Standards. Until such time as buildings or other improvements are constructed on its Lot, the Owner of each Lot shall maintain its Lot either in its natural state (mown regularly), or as a seeded, landscaped or natural area, shall promptly remove all high weeds or grass, trash and debris and generally shall maintain its Lot in a safe, neat and clean condition at all times. This maintenance obligation shall specifically include the obligation to keep any paved areas located on any Lot in good condition and repair. 7 Book 3244 Page 1017 After the development of each Lot,the Owner thereof shall maintain or cause to be maintained its Lot in a neat, clean and first-class manner, and shall maintain and repair at its expense all improvements on its Lot which need repair in order to keep the same in good condition and repair, in compliance with then current zoning laws, building codes and other governmental regulations, and in a condition substantially similar to that existing upon the initial completion of those improvements. This maintenance obligation shall include, without limitation,the following: a. To keep and maintain the exterior of all buildings, and all sidewalks, roadways, walkways and paved parking surfaces (specifically including the roadways and entrances on said Lot connecting to the access areas), in a good, safe, and clean condition at all times, and to remove promptly, to the extent reasonably practicable, snow, ice, surface water and debris. b. To keep all directional signs,pavement signs and parking lot striping distinct and legible. c. To repair, replace and renew exterior lighting fixtures and bulbs, tubes and ballasts for such lighting as may be necessary. d. To care for and replant all landscaped and planted areas so as not to allow dead plants to remain within its Lot. e. To repair any damage or breakage to utilities located beneath the pavement on its Lot serving only its Lot. If any Owner fails to maintain or cause to be maintained in good order and condition any roadways located on its Lot connecting to the Shared Access Easement, and such failure continues for a period of sixty (60) days after such Owner (the "Responsible Owner") has been given written notice by the Association, then the Association shall have the right to go on the Lot of the Responsible Owner to perform any necessary maintenance or repairs at the expense of the Responsible Owner. Notwithstanding the foregoing, the notice requirement shall not be applicable in the event of an emergency, but the Association shall make reasonable efforts to contact the Responsible Owner or its agents prior to commencing repairs. The Association shall have the right to collect the cost of any such repairs from the Responsible Owner, and to assert lien rights in the same manner as allowed by Article V hereof. In addition to the foregoing maintenance requirements, any Owner that damages any improvements located on any other Lot, or upon the Shared Access Easement, shall be obligated to repair or replace the damaged improvements at its own expense, and the Owner or tenant of the Lot on which the damaged improvements are located, and the Association, shall have the right to recover the cost of any such repairs from the Responsible Owner. Notwithstanding the foregoing, at such time as any of the Shared Access Easement are dedicated to the City of Winston-Salem, or the State of North Carolina and accepted by the applicable authority, the dedicating Lot or parcel owner shall be relieved of the obligations herein to maintain the portion of its Lot which has been dedicated. 8 Book 3244 Page 1018 5. General Standards. Each Owner shall have the following obligations: a. To keep its Lot clean, orderly, sanitary and free from objectionable odors and from termites, insects,vermin and other pests. b. To store all trash and garbage in adequate containers within its Lot or parcel, maintained in a clean and neat condition, and located so as not to be visible to the public and so as not to create any health or fire hazard, and to arrange for regular removal thereof at the Owner's expense. c. Not to burn any papers,trash or garbage of any kind in or about the Property. d. Not to install in or about its Lot any exterior amplification, exterior loudspeakers or similar devices (including a customer call system) that are audible outside the boundaries of its Lot, other than reasonable drive-up or drive-thru facilities as part of a restaurant, bank, convenience store with gasoline sales,pharmacy or similar drive-thru operation, and associated communications systems. e. To comply with all federal, state, county or municipal laws, ordinances, rules, regulations, directives, orders and/or requirements concerning all structural changes and/or additions on its Lot. f. To light its Lot adequately for security purposes from dusk until dawn each day. 6. General Building Restrictions. No structure of a temporary nature shall be allowed on the Property at any time, except that each Owner may place a construction trailer on its Lot for a reasonable time period during building construction. All buildings constructed upon the Property shall conform to the minimum standards specified by the applicable governmental building codes in effect at the time of such construction, and to all other rules, regulations, requirements, ordinances and laws of any local, 'state or federal governmental unit(s) or authorities having jurisdiction thereof. 7. Screening and Related Requirements. All storage tanks, trash containers and maintenance facilities located on any Lot shall either be housed in closed buildings or otherwise screened from view from any public street in a manner architecturally compatible with the buildings located on that Lot. All loading docks and associated areas shall have adequate space on each Lot so that loading and unloading of trucks and service vehicles will not be carried out within the Shared Access Easement. 8. Signage/Pylon Signs. No temporary signs (including mobile signs), no stick-up signs, and no banner signs outside buildings shall be allowed on any Lot, except that new business announcement signs, of a reasonable size, may remain on a Lot during the construction phase only, and must be removed when the Owner or tenant opens for business on the Lot. Typical advertising signs on or around gasoline pumps and islands are allowed, as long as such signage is kept reasonable in size and in good repair. All signage shall comply strictly with the then-current zoning and planning codes and requirements of Forsyth County,North Carolina. There shall be two pylon signs, one shall be on Lot 2 and the other shall be on either Lot 5 or Lot 9, in each case at a location and design to be determined in the sole discretion of Declarant. The businesses listed on such pylon signs and the size of such listings shall be in the sole discretion of Declarant. The cost of the construction and maintenance of such pylon sign that is to be located on Lot 2 shall be a separate assessment obligation and lien of Lot 1 and its Owner. The cost of the construction and maintenance of such pylon sign that is to be located on either Lot 5 or Lot 9 shall be a separate assessment obligation and lien of Lots 6, 7, 8, and 9 and their respective Owners. 9 Book 3244 Page 1019 9. Miscellaneous. In addition to the foregoing, no portion of the Shared Access Easement shall be altered or improved with any buildings. Additionally, all building improvements located on the Property shall be of all-brick construction. The applicable zoning requirements presently require landscaped berms along all public and private streets. The Association reserves the right to review and approve in advance the plans and specifications for such berms that are to be installed on the Property; provided, however, that the Association's criteria for such approval shall not exceed the requirements of the relevant zoning specifications and shall not require beans if the applicable zoning requirements shall cease to require berms. All landscaping plans shall be submitted in writing, in advance, to the Association, and the Association may reasonably require that certain varieties and types of plantings shall, or shall not, be used. In any event, said plans shall conform to then- current minimum governmental standards. The following are additional requirements and obligations of each respective Lot and their Owners: a. All utility lines shall be entirely underground; provided, however, that equipment such as transformers,junction boxes and meters may be located above ground. b. No on-site septic system or sanitary sewer treatment facility will be permitted on any Lot. c. Pavement markings, directional signs, and other traffic indicators upon each Lot shall be in accordance with applicable regulations and manuals on traffic control and shall provide for a reasonable traffic flow scheme consistent with that shown on the Plat. d. All buffer strips and other undeveloped land areas shall be landscaped with trees, shrubs, or suitable ground cover (which includes grass) in a uniform manner. Each Owner shall maintain landscaping to the back of the curb within the Shared Access Easement which abut its Lot. e. Each Lot shall be graded in such a manner that any stormwater runoff flows most directly into the stormwater management facilities located within the Property. f. No building improvements shall be constructed on any Lot until the following items have been approved in writing by the Association, which approval shall not be unreasonably withheld or delayed: (a) a site plan showing the location and dimensions of the buildings and the landscaping, bio-retention areas, paving (roadway, sidewalks and parking areas), signage, irrigation and other improvements to be constructed or installed on the Lot; (b) plans showing the exterior elevations of all sides of the building(s) and sign(s) to be constructed or installed on the Lot; and (c) specifications describing the principal building materials and color(s) to be used on the exterior of the proposed building(s), which exterior finishes shall be all brick, and shall be architecturally harmonious with the exterior lighting, paving, landscaping and irrigation placement and materials used on the other Lots. The Association shall approve or reject such plans within twenty (20) days after the Association's receipt of the said plans including a written notice requesting the Association's approval, and if the Association fails to respond to any such request within the twenty (20) day period, then the plans submitted shall be deemed approved. If an Owner fails to diligently complete the approved building and improvements and secure a certificate of occupancy and conduct business within one year of the acquisition of a Lot from the Declarant, the Association, after thirty (30) days' notice to such Owner, shall have the right to enter upon the Lot or Lots on which approved improvements are located and compete the improvements in accordance approved plans or conform the improvements to the requirements set forth herein. The cost of such correction, together with all interest and reasonable attorney's fees incurred in connection therewith, shall be due and owing the Association enforceable at law and in equity and shall also be a 10 Book 3244 Page 1020 • charge on the land of such Owner within the Property and a continuing lien until paid. ARTICLE IV MEMBERSHIP AND VOTING RIGHTS 1. Members. Every Owner of a Lot which is subject to Assessment (as such term is defined in Articles V, III and VI hereof) shall be a Member of the Association. Membership shall be appurtenant to and may not be separated from ownership of any Lot which is subject to Assessment. Notwithstanding the foregoing provisions, Declarant shall be deemed a Member, regardless of whether it is obligated to pay Assessments. 2. Voting. The voting rights of the membership shall be appurtenant to the ownership of the Lots. A majority of the Voting Rights Percentages, as set forth below, shall be required for the election of officers, directors, or as any act of the Association. The voting rights of each Lot shall be approximately proportional to the size of the Lot relative to the development, as follows: Lot Voting Rights Percentages New Lot 1 B 35.46% Lot 2 10.11% New Lot A 11.81% Lot 5 4.98% 1 Lot 6 5.80% 1 Lot 7 4.98% Lot 8 8.00% Lot 9 6.30% Out Parcel 1 A 6.34% Out Parcel 2A 6.22% TOTAL VOTING 100.00% PERCENTAGES The Owner of each Lot shall be entitled to exercise the voting rights related to such Lot on the date that the building located on such Lot is deemed substantially complete by the Association, and the Association notifies the Owner of the same. The Declarant has the right to exercise voting rights and its Voting Rights Percentages regardless of whether it has constructed any buildings on a Lot or Lots. 3. Notice and Quorum for Any Action. Written notice of any meeting called for the purpose of 1I Book 3244 Page 1021 taking any action requiring approval of the Members shall be sent to all Members not less than fifteen (15) days nor more than sixty (60) days in advance of the meeting. The presence in person or of proxies of Members entitled to cast fifty-one percent (51%) of the Voting Rights Percentages of the Total Voting Percentages shall constitute a quorum. Notwithstanding the above provisions, except in the case of Section 3, Article V (relating to increases in an assessment by more than 10% per year) and Section 4, Article V (relating to Special Assessments), the Declarant shall be entitled to fifty-one percent(51%) of the Voting Rights Percentages of the Total Voting Percentages of the Members for purposes of establishing a quorum and for voting on any Association matters until Declarant no longer owns any portion of the Property. Declarant's Voting Rights Percentages shall be counted in determining such quorum and voting rights. 4. Majority. Consistent with the rights granted to Declarant in Section 3 above, at a meeting at which a quorum is established, fifty-one percent (51%) of the Voting Rights Percentages of the Total Voting Percentages of the Members shall be required for any action of the Association requiring Member approval and shall be regarded as the act of the Members. 5. Board of Directors. The Association shall be governed by a Board of Directors (the "Board of Directors") in accordance with the Bylaws. So long as Declarant owns any portion of the Property, Declarant shall have the right to be the sole member of the Board of Directors. 6. Default by Member. During any period in which a Member shall be in default in the payment of an Annual, Special or other Assessment levied by the Association, such Member's rights to vote and all other rights and incidents of membership in the Association may be suspended by the Board of Directors until such Assessment is paid. ARTICLE V COVENANTS FOR ASSESSMENT 1. Creation of Lien and Obligation for Assessments. Declarant hereby covenants and agrees, and each Owner of any Lot,by acceptance of a deed therefore,whether or not it shall be so expressed in any such deed or conveyance, shall be deemed to covenant and agree to all the terms and provisions of this Declaration. Each Owner hereby agrees to pay the assessments set forth in this Article V (as well as in Article III, Section 8 and Article VI, Section 3, and as otherwise provided herein), such assessments to be fixed, established, and collected from time to time as hereinafter provided, and that each Owner's Lot shall be subject to the lien rights hereinafter set forth to insure payment of such assessments to the Association (herein, the "assessment" or "assessments" or "Assessment"or"Assessments"). Assessments, with such interest thereon and costs of collection therefore as hereinafter provided, shall be a charge and continuing lien on the Lot against which such assessment is made. Each such assessment,together with such interest thereon and cost of collection therefore as hereinafter provided, shall also be the personal obligation of the person or entity who was the Owner of such Lot at the time when the assessment fell due. In the case of co- ownership of a Lot,all such co-owners shall be jointly and severally liable for the assessment. 2. Purpose of Assessments. The assessments levied by the Association shall be used for payment of expenses of maintenance of the Shared Access Easement, including but not limited to paving and any other related improvements and repairs, and the maintenance of the Detention Pond Stormwater System, water and sewer lines and street lights that are for the common use of more than one Lot and the easements for them,taxes on the above, liability insurance for claims arising from the use of the above, repair and replacement of all 12 Book 3244 Page 1022 improvements to the above, utility easements and for the purposes of enforcing and carrying out the terms and provisions hereof and of any supplemental Declaration, and any other expenses, costs or charges provided for by this Declaration. These expenses are hereinafter referred to as the"Operating Costs." 3. Establishing and Collecting Assessments. The pro rata obligations of each Lot shall be as follows: Lot Pro Rata Share New Lot 1 B 35.46% Lot2 10.11% NewLotA 11.81% Lot 5 4.98% Lot 6 5.80% Lot 7 4.98% Lot 8 8.00% Lot 9 6.30% Out Parcel iA 6.34% Out Parcel 2A 6.22% TOTAL 100.00% Beginning on the date of the first conveyance of any portion of the Property, and continuing thereafter on or before December 31 of each year during the term hereof,the Association shall set the amount of the assessment for the ensuing year for each Lot, taking into consideration, among other things, the then-current Operating Costs and estimated increases in Operating Costs, the then-current maintenance costs, estimated increases in maintenance costs, and the future needs attributable to the common elements. The assessment shall be due and payable as provided in Section 4 of this Article. The assessment for the year of 2015 shall be $25,680.00. Each year thereafter, assessments may not increase more than 10%from the prior year without the approval of at least 51%of the Voting Rights Percentages of the Total Voting Percentages of the Members. The Association shall provide each Owner with a copy of the applicable annual budget no later than January 31st of each year. 4. Due Date of Assessments. The assessments shall be due and payable on the dates specified by the Association, but not earlier than thirty days after notice of the amount of the assessment is given to an Owner. It is anticipated that assessments shall be charged annually ("Annual Assessment"), but special assessments may be required from time-to-time ("Special Assessment") upon the approval of at least 51% of the Voting Rights Percentages of the Total Voting Percentages of the Members. 5. Evidence of Payment. The Association shall, upon demand, and for a reasonable charge, at any 13 Book 3244 Page 1023 time furnish to any Owner liable for said assessment, or to any person interested in Owner's title, with the permission of Owner, a certificate in writing signed by a representative of the Association, setting forth whether said assessment has been paid; provided, however, that no Owner, or such person interested in Owner's title, shall be entitled to receive more than one (1) certificate for each payment. Such certificate shall be conclusive evidence of payment of any assessment therein stated to have been paid. 6. Effect of Nonpayment of Assessment. Any assessment that is not paid within ten (10) days after the due date shall incur a late charge in the amount of five percent (5%) of the amount of the assessment, and if such assessment is not paid within thirty(30) days after the due date,then such assessment and applicable late fee, shall become delinquent and shall,together with interest therefrom at the rate of eighteen percent(18%)per annum (or if illegal, the highest rate of interest permitted by law) from the due date, and the cost of collection thereof as hereinafter provided, become a charge and continuing lien on the Lot and all improvements thereon. If an assessment is not paid within thirty (30) days after the due date, the Association may bring an action at law against the Owner personally and/or foreclose the lien against the Lot, and there shall be added to the amount of such assessment the costs of collection, including reasonable attorneys' fees and expenses, and interest as provided above. No Owner may waive or escape liability for the assessments provided for herein by non-use of the Shared Access Easement and the Detention Pond Stormwater System or abandonment of its Lot. Each Owner, by its acceptance of a deed to a Lot,hereby expressly vests in the Association, or its agents or assigns,the right and power to bring all actions against such Owner personally liable for the collection of such charges as a debt and to enforce the aforesaid lien by all methods available for the enforcement of such liens, including foreclosure by an action brought in the name of the Association in a like manner as a mortgage or a deed of trust lien on real property and such Owner hereby expressly grants to the Association a power of sale in connection with foreclosure of said lien. The lien provided for in this action shall be in favor of the Association and shall be for the benefit of the Association and all other Owners. 7. Subordination of the Lien to Mortgages. The lien of the assessment provided for herein shall be prior to all other liens and encumbrances on a Lot except the lien of first deeds of trust or mortgages upon such Lot to or for the benefit of institutional lenders such as banks, savings and loan associations, insurance companies, and mortgage companies. Where the holder of a mortgage or deed of trust to an institutional lender, as aforesaid, or other purchaser of a Lot, obtains title to the Lot as a result of foreclosure of such mortgage or deed of trust or by deed in lieu of foreclosure, such purchaser, and its heirs, successors and assigns, shall not be liable for the assessments against such Lot which became due prior to acquisition of title to such Lot by such purchaser; provided, however, such unpaid assessments shall be deemed to be common expenses collectible from all Lot Owners including such purchaser, and its heirs, successors and assigns. The personal obligation for any delinquent assessment, together with interest, costs, and reasonable attorneys' fees, however, shall not pass to the Owner's successors in title, unless expressly assumed by them. 8. Exempt Property. The following property, individuals, partnerships and corporations subject to this Declaration shall be exempted from the assessment,charge and lien created herein: (a) Property conveyed to public utilities for the purpose of granting utility easements; (b) the Shared Access Easement and the Detention Pond Stormwater System; (c) All Property dedicated to, and accepted by, a local public municipality or authority. 9. Omission of Assessments. The omission by the Association, before the expiration of any year, to 14 Book 3244 Page 1024 - • fix the assessments hereunder for that or the next year, shall not be deemed a waiver or modification in any respect of the provisions of this Declaration, or a release of any Owner from the obligation to pay the assessments, or any installment thereof for that or any subsequent year, but the assessment fixed for the preceding year shall continue until a new assessment is fixed. 10. Reserves. The Association may, at its option, establish a multi-year reserve for repairs and maintenance of the Shared Access Easement or for anticipated maintenance to the Detention Pond Stormwater System or other Operating Costs (herein "Reserves" or "multi-year Reserves"). Such Reserves may be either created by Special Assessment at a meeting called in accordance with the provisions of Article IV hereof or designated as Reserves by the Association from other assessments. Lots retained by Declarant on which no building(s)have been constructed are exempt from the payment of assessments for multi—year Reserves. 1 1. Detention Pond Stormwater System Maintenance. The Association shall be responsible (with the right to recover actual costs) for maintaining the Detention Pond Stormwater System, as directed by the governmental office having jurisdiction for watershed protection. If the Association shall fail to maintain the Detention Pond Stormwater System, shall be dissolved or cease to exist without transferring and assigning its responsibility for such maintenance, then all Owners of Lots of record at the time of required maintenance shall be jointly and severally liable for any and all costs attendant thereto. 12. Annual Accounting. The Association shall keep books and accounting records in accordance with generally accepted accounting principles and shall furnish each Member with an annual report each year prepared by and certified to be true and correct by an officer of the Association or, at the election of the Association, an independent Certified Public Accountant selected by the Association's Board of Directors. ARTICLE VI INSURANCE AND CASUALTY LOSSES 1. Insurance. The Association shall have the authority to obtain and shall obtain, if available at a reasonable price, insurance for all insurable improvements on the Shared Access Easement and the Detention Pond Stormwater System against hazards of loss or damage, as well as a comprehensive public liability policy in the minimum amount of$3,000,000 covering the Association, the Shared Access Easement and the Detention Pond Stormwater System, and the individual Owners. Premiums for all such insurance contemplated hereunder shall be includible within the expenses assessed to Owners. 2. Disbursement of Proceeds. Proceeds of insurance policies shall be disbursed to repair damages or otherwise to protect the common interests of the Association and Owners. 3. Insufficient Proceeds. If the insurance proceeds are insufficient to repair or replace any loss or damage,or to pay any claim,the Association may levy a supplemental assessment to cover the deficiency. ARTICLE VII CONDEMNATION In the event that all or any part of the Shared Access Easement and the Detention Pond Stormwater System shall be taken (or conveyed in lieu of or under threat of condemnation)the award or benefit of 15 mmirre Book 3244 Page 1025 such transfer for such taking shall be allocable or payable to the Association to be held in trust for the benefit of the Association and the Owners. ARTICLE VIII GENERAL PROVISIONS 1. Duration. This Declaration and the covenants, restrictions and standards set forth herein shall run with and bind the Property and shall be to the benefit of every Owner of a Lot on the Property, including Declarant, and their respective heirs, successors, and assigns, for a term of twenty-five (25) years from the date this Declaration is recorded. Thereafter, the covenants, restrictions and standards set forth herein will automatically be extended for successive period(s) of five (5) additional years each unless and until the then current Owners representing seventy-five percent (75%) of the Voting Rights Percentages (as set forth in Article IV above) vote against such extension, which vote shall be evidenced by an appropriate instrument recorded on or before the next automatic extension period. Owners may vote in person or by proxy at a meeting duly called for such purpose, written notice of which shall have been given to all Owners at least thirty (30) days in advance of the date of such vote, which notice shall set forth the purpose of such meeting. Notwithstanding anything contained herein to the contrary,the easements for access over the Shared Access Easement and for storm water retention and detention in the Detention Pond Stormwater System shall not terminate upon the expiration of this Declaration and the obligations contained herein for maintenance of the Shared Access Easement and the Detention Pond Stormwater System shall not expire without the express consent of the Association,the Association's successor by assignment, and by the governing authority having oversight responsibility for the stormwater retention system. 2. Amendment. Subject to the limitations hereinafter contained,the provisions of this Declaration or any Supplemental Declaration may be amended or modified at any time at the election of Declarant so long as such amendment or modification(a)does not materially and adversely affect the substantive right or title to any Lot, and (b) has the consent of the then current Owners representing fifty-one percent (51%) of the Voting Rights Percentages (as set forth in Article IV above). Declarant's Voting Rights Percentages shall be counted in determining such fifty-one percent. Any amendment or modification that materially and adversely affects the substantive right or title to any Lot must be consented to in writing by the affected Lot Owner. Any amendment or modification shall become effective only when an instrument is filed for the public record in the Register of Deeds Office,Forsyth County,North Carolina,with the signatures of the requisite number of Owners (and the signature of Declarant). The foregoing shall not limit the rights of Declarant stated elsewhere herein to subject individual Lots or parcels to additional restrictions by inclusion of said restrictions in deeds of conveyance. Notwithstanding anything contained herein to the contrary, amendments to this Declaration affecting responsibility for the maintenance of the Detention Pond Stormwater System, including pipe retention runoff control structures shall not be permitted without review and approval by the governmental office having jurisdiction for watershed protection. 3. Enforcement. Enforcement of the controls, covenants, conditions, restrictions, easements, development guidelines, charges and liens for which provision is made in this Declaration shall be by any proceeding at law or in equity (or otherwise, as provided in this Declaration) against any person or persons violating or attempting to violate any such control, covenant, condition, restriction, easement, development guideline,charges or lien and in no event shall any delay in such enforcement be deemed a waiver of the right to do so thereafter or of any other or future violation of any thereof. Declarant and all Owners shall each independently have the right to enforce these covenants. 4. Severability of Provisions. If any paragraph, section, sentence, clause or phrase of this Declaration 16 Book 3244 Page 1026 • shall be or become illegal, null or void for any reason or shall be held by any court of competent jurisdiction to be illegal, null or void, the remaining paragraphs, sections, sentences, clauses and phrases shall remain effective irrespective of the fact that any one or more other paragraphs, sections, sentences, clauses,or phrases shall become or be illegal,null or void. 5. Notice. Any notice from an Owner to the Association or the Association to Owner will not be effective unless it is set forth in writing. Unless otherwise stated, notices will be deemed to have been given when addressed as set forth below and (i) deposited in the United States mail sent via Certified Mail, Return Receipt Requested and any notice sent in this manner will be deemed given even if the party to whom the notice is sent refuses to accept delivery; or (ii) sent by commercial national delivery service capable of providing written proof of delivery. As to Owner: To the last address provided by such Owner to the Association as provided in this section As to Association: The Shoppes @ Glenn Crossing Property Owners' Association, Inc. c/o GLENN CROSSING ASSOCIATES, LLC 424-D West Mountain Street Kernersville,NC 27284 Attn: President In the absence of such notice having been provided in any instance—whether Owner or the Association— in the case of an entity, the address of the entity's registered agent shall be the address for notice. An Owner or the Association may change its notice address by giving notice to the other party of the new address as provided in this section. 6. Titles. The titles, headings and captions which have been used throughout this Declaration are for convenience only and are not to be used in construing this Declaration or any part thereof. [remainder of page intentionally left blank] 17 Book 3244 Page 1027 IN WITNESS WHEROF,the undersigned have executed this Declaration effective as of the day and year first above written. GLENN CROSSING ASSOCIATES,LL SEAL) oil C y: Prime .pital Grou P tanager / ' y: /�,�Z : •m; o ,d +�c, its Manager P MEP' ! ' f TY,LL f (S -/ )/ re ,Af By. • .y • ''-'"-"�O";tee, i s • anager 4 WEST POIN • A LAGE : " O' AT L� SEAL) "gingB . : entu►•s, Inc. � ' - er iiiiBy: r//., .Prr',1„,I� / 'ay r:.• i mac, 1 'resident P 18 Book 3244 Page 1028 • STATE OF NORTH CAROLINA COUNTY OF FORSYTH I, Mail 1L `ZOML�, Notary Public for said County and State, certify that Raymond L. Krawiec, came before me this day and acknowledged that he is the Manager of Prime Capital Group, LLC, which is the Manager of GLENN CROSSING ASSOCIATES, LLC, and that said Manager executed said document as the act of the limited liability company. WTTNFcc I„y hand an official seal, this day of August, 2015. MARY H ROE'MER NOTARY PUBUC FORSYTH C7rid�151K `_lam M►Corgaion 6ALJ My Commission expires: 11 ,`k STATE OF NORTH CAROLINA COUNTY OF FORSYTH I, ikki1 1F_1 -i, Notary Public for said County and State, certify that Raymond L. Krawiec, came before me this day and acknowledged that he is Manager of PRIME PROPERTY, LLC, and that said Manager executed said document as the act of the limited liability company. r . • ra r atgl .i . o facial seal, this 7 day of August, 2015. NOTARY PUBUC FORSYTH• ' ( i /-. 13 7bk-180-4----, My Commission expires: << 411 b . - . STATE OF NORTH CAROLINA COUNTY OF FORSYTH Moll I, Pr- lZ , �� Notary Public for said County and State, certify that Raymond L. Krawiec, came before me this day and acknowledged that he is the President of J & R Ventures, Inc., which is the Managing Partner of WEST POINTE VILLAGE ASSOCIATES, and that said Managing Partner executed said document as the act of the general partnership. At WITNESS my hand and official seal, this_ day of August, 2015 (SEAL) 0 1 -�` 7011". .,, My Commission expires: it j1� � FORSYTH C litCawiiin Ba es !S 19 Book 3244 Page 1029 PTM,L.P.,a Delaware limited partnership (SEAL) By: PIE, LLC, a Del.ware limited liability company its gen- I rtner By: I. Joseph;! Sheetz, Vice President STATE OF , rA t. COUNTY OF I� (i Iv- I, IY)QYY, rj. wiyvAnNotary Public for said County and State, certify that Joseph S. Sheetz, came before me this day and acknowledged that he is the Vice President of PIE, LLC, which is the General Partner of PTM, L.P., a Delaware limited partnership, and as such executed said document as the act of the limited partnership. WITNESS my hand and official seal,this day of July,2015 (SEAL) �.� ��� �C?� �� 1 My Commission expires: .-0 COMMONWEALTH OF PENNSYLVANIA NOTARIAL SEAL MARA B POORMAN Notary Public CITY OF ALTOONA.BLAiR COUNTY My Commission Exptm Mu 26.2016 20 Book 3244 Page 1030 • >1) 1714' A' LENDER CONSENT TO AMENDED AND SECOND RESTATED DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS FOR THE SHOPPES@GLENN CROSSING Branch Banking and Trust Company (the "Lender") and BB&T Collateral Service Corporation("Trustee") being the beneficiary/lender/trustee, as applicable, under the following deed of trust and related security instruments (collectively, the"Security Instruments") as follows: Prime Property Security Instruments: A. North Carolina Deed of Trust and Security Agreement given by Prime Property, LLC, a North Carolina limited liability company ("Grantor Prime Property)to Trustee for the benefit of Lender dated August 21,2009 and recorded in Book 2908 at Page 4473 of the Forsyth County,North Carolina Public Registry; and B. Assignment of Leases and Rents given by Grantor Prime Property to Lender dated August 21, 2009 and recorded in Book 2908 at Page 4482 of the Forsyth County,North Carolina Public Registry. Glenn Crossing Security Instruments: A. North Carolina Deed of Trust and Security Agreement given by Glenn Crossing Associates, LLC, a North Carolina limited liability company ("Grantor Glenn Crossing")to Trustee for the benefit of Lender dated August 21, 2009 and recorded in Book 2908 at Page 4458 of the Forsyth County, North Carolina Public Registry; and B. Assignment of Leases and Rents given by Grantor Glenn Crossing to Lender dated August 21, 2009 and recorded in Book 2908 at Page 4467 of the Forsyth County,North Carolina Public Registry. WITNESSETH WHEREAS, Grantor Prime Property, Grantor Glenn Crossing along with West Pointe Village Associates, a North Carolina general partnership, subjected certain property subject to the Prime Property Security Instruments and the Glenn Crossing Security Instruments to certain restrictions as set forth in that certain Declaration of Covenants, Conditions and Restrictions for the Shoppes @ Glenn Crossing recorded in Book 3186,Page 3705 of the Forsyth County Registry, which was amended and restated in its entirety by a certain Amended and Restated Declaration of Covenants, Conditions and Restrictions for the Shoppes @ Glenn Crossing recorded in Book 3199, Page 3149 of the Forsyth County Registry(the"Declaration"). WHEREAS,the property subject to the Declaration is all of those lots as set forth on Final Plat Revised Map of The Shoppes @ Glenn Crossing, as recorded in Plat Book 52, Page 85, in the Office of the Register of Deeds of Forsyth County,North Carolina, to which reference is hereby for a more particular description hereof (the "Property"). 21 Book 3244 Page 1031 • WHEREAS, Grantor Prime Property, Grantor Glenn Crossing and West Pointe Village Associates contemporaneously herewith are restated the Declaration by that certain Amended and Second Restated Declaration of Covenants, Conditions and Restrictions for The Shoppes @ Glenn Crossing(the"Second Restatement")to which this Lender Consent is attached. WHEREAS, Grantor Prime Property and Grantor Glenn Crossing have requested that the Lender make its rights under the Security Instruments subordinate to the Second Amendment. WHEREAS, for valuable consideration, Lender has agreed to subordinate its rights to the property encumbered under the Security Instruments and does hereby authorize and instruct Trustee to join in this Lender Consent to Second Restatement. NOW THEREFORE, Lender and Trustee, for valuable consideration, do hereby consent to the recordation of the Second Restatement, and Lender and Trustee do hereby consent and agree that from and after this date,the provisions of the Declaration, as amended by the Second Restatement, shall be superior to the lien of the Security Instruments on the Property to the extent that in the event of a foreclosure or other exercise of remedies under the Security Instruments, same shall not result in a termination of the terms and provisions of the Declaration, as amended by the Second Restatement. IN TESTIMONY WHEREOF, Lender and Trustee have caused this Lender Consent to Second Restatement to be duly executed effective as of the gircl day of July;2015 4, titt ty►St' Branch Bank and Trust Company,CC Beneficiary Attest: By: U 7J J , (4 By: � Title: V t L cte Va-- Title: SS), it.e A9Ak CORPORATE SEAL BB&T Co a al ervice o oration, Trustee Attest: By: By: 4"--2 Title: 5 e- V r c- Pres i de-j Title- ASS 1(3).64- V i v, 1"reStide.r- CORPORATE SEAL 22 Book 3244 Page 1032 State of North Carolina, County of Foi5 tin • r c I, latkVIV Q I a Notary Public of county of state aforesaid, certify that Saone S. personally 4f((L ersonall came befiore 'file this day and acknowledged that he/she is a WeftWeftWA secretary of Branch Bank and Trust Company, a national banking association and by authority duly given to him/her and as an act of the national banking association, the forgoing instrument wimigned in its name by its Ji tQ1 president and sealed with the corporate seal and attest by i V y( , mow- secretary. Witness my hand and official stamp or seal this the 31(64 day of auppsk, , 2015. &' "' { L aNtiCIAAPV Notary Public My commission expires 10 1« SEAL KATHRYN AN1BURGEY Notary P•. Forsyth Co.,Nor: Carolina My Commission Expires Oct.28,2019 State of North Carolina, County of it($( /1 I, owto alytugpi , a Notary Public of county of state aforesaid, certify that . LJ personally came before me this day and acknowledged that he/she is a 514i p1(QS secretary of BB&T Collateral Service Corporation, a North Carolina corporation and by authority duly given to him/her and as an act of said corporation, the forgoing instrument was signed in its name by its � SOW/ L president and sealed with the corporate seal and attest by its U . V i PIRSId H' secretary. Witness my hand and official stamp or seal this the ', Yd day of UUAQ�U5+ _,2015. attA44n f� ,h ��JJ ikUpt- Notary Public [w l�1 My commission expires I O lat$J ig SEAL KATHRYN AMB' ~I Notary Publ Forsyth Co., North Carolina My Commission Expires Oct.28,2019 23