20160130 Ver 1 _Conservation Easement _20160524

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RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
Wildlands Engineering, Inc.
1430 South Mint Street, Suite 104
Charlotte, North Carolina 28203
Attention: Lee Knight Caffer
FOR REGISTRATION
Na O
REGISTER OF OE EDS
Durham CounlYY NC
2016 MAY 16 12:3d: 17
BK:7930 PG:544-552
SEFEEN$26.00NT
INSTRUMENT R 2016015207
SMMARSH
111 11� 1111111 111� 11111 Il111111
2016015207
SPAIG AHOVE THIS LINE FOR RECORDER'S USE
PERMANENT CONSERVATION EASEMENT
THIS CONSERVATION EASEMENT ("Conservation Easement") made this 13th day of May, 2016
by and between Michael C Waters and wife Angela D Waters, ("Grantor") and Wildlands Holdings II,
LLC. (Grantee).
The designation Grantor and Grantee as used herein shall include said parties, their heirs, successors
and assigns, and shall include singular, plural, masculine, feminine or neuter as required by context.
RECITALS
WHEREAS, Grantor owns in fee simple certain real property situated, lying and being in Durham
County, North Carolina, more particularly described in Exhibit A attached hereto and incorporated
herein ("Property") and being a portion of the property conveyed to the grantor by deed as recorded in
Deed Book 2903 at Page 944 of the Durham County Registry, North Carolina (PIN 0828-03-01-9714);
WHEREAS, Grantee agrees that it shall cause the appropriate environmental mitigation and restoration
to be accomplished on the Property as more particularly set forth herein and, upon completion such
restoration, mitigation and a five year monitoring period, Grantee will transfer ownership of the
conservation easement to a nonprofit corporation or trust whose purpose is the conservation of the
property and which is qualified to be the Grantee of a conservation easement pursuant to N.C. Gen.
Stat.§ 121-35;
WHEREAS, Grantor and Grantee recognize the conservation, scenic, natural, or aesthetic value of the
property in its natural state, which includes the following natural communities: unnamed tributaries and
open field ditches to the Neuse River. The purpose of this Conservation Easement is to maintain
riparian resources and other natural values of the Property, and prevent the use or development of the
Property for any purpose or in any manner that would conflict with the maintenance of the Property in
its natural condition.
WHEREAS, the preservation of the Property is required by the Wildlands Holdings Il, LLCs
("Wildlands") North Fork Little River Mitigation Banking Instrument (DWR #2016-0130). The

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Property will be restored to a natural vegetated condition as provided in and specified in the North Fork
Little River Bank Parcel Development Package (`BPDP") approved by the Division of Water
Resources. The North Fork Little River Mitigation Bank is intended to be used to compensate for
unavoidable buffer impacts authorized by permits issued by the North Carolina Division of Water
Resources (NCDWR) and to provide mitigation for nutrient offsets due to development (both existing
and proposed) within restricted areas of the Upper Neuse River Basin. Grantor and Grantee agree that
third party rights of enforcement shall be held by the NCDWR and that these rights are in addition to,
and do not limit the rights of the parties to the Mitigation Banking Instrument.
NOW, THEREFORE, for and in consideration of the covenants and representations contained herein
and for other good and valuable consideration, the receipt and legal sufficiency of which is hereby
acknowledged, Grantor hereby unconditionally and irrevocably grants and conveys unto Grantee, its
heirs, successors and assigns, forever and in perpetuity a Conservation Easement of the nature and
character and to the extent hereinafter set forth, over the Property described on Exhibit A, together with
the right to preserve and protect the conservation values thereof, as follows:
ARTICLE I.
DURATION OF EASEMENT
This Conservation Easement shall be perpetual. This conservation Easement is an easement in gross,
runs with the land and is enforceable by Grantee against Grantor, Grantor's personal representatives,
heirs, successors and assigns, lessees, agents and licensees.
ARTICLE II.
PROHIBITED AND RESTRICTED ACTIVITIES
Any activity on, or use of, the Property inconsistent with the purpose of this Conservation Easement is
prohibited. The Property shall be preserved in its natural condition and restricted from any
development that would impair or interfere with the conservation values of the Property.
Without limiting the generality of the foregoing, the following activities and uses are expressly
prohibited, restricted or reserved as indicated hereunder:
A. Disturbance of Natural Features. Any change disturbance, alteration or impairment of
the natural features of the Property or any introduction of non-native plants and/or animal species is
prohibited.
B. Construction. There shall be no constructing or placing of any building, mobile home,
asphalt or concrete pavement, billboard or other advertising display, antenna, utility pole, tower,
conduit, line, pier, landing, dock or any other temporary or permanent structure or facility on or above
the Property.
C. Industria] Commercial and Residential Use. Industrial, residential and/or commercial
activities, including any right of passage for such purposes are prohibited.
D. Agricultural Grazing and Horticultural Use. Agricultural, grazing, animal husbandry,
and horticultural use of the Property are prohibited.

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E. Vegetation. There shall be no removal, burning, destruction, harming, cutting or mowing
of trees, shrubs, or other vegetation on the Property.
F. Roads and Trails. There shall be no construction of roads, trails or walkways on the
property; nor enlargement or modification to existing roads, trails or walkways.
G. Signage. No signs shall be permitted on or over the Property, except the posting of no
trespassing signs, signs identifying the conservation values of the Property, signs giving directions or
proscribing rules and regulations for the use of the Property and/or signs identifying the Grantor as
owner of the property.
H. Dumping or Storage. Dumping or storage of soil, trash, ashes, garbage, waste, abandoned
vehicles, appliances, machinery or hazardous substances, or toxic or hazardous waste, or any placement
of underground or aboveground storage tanks or other materials on the Property is prohibited.
I. Excavation Dredging or Mineral Use. There shall be no grading, filling, excavation,
dredging, mining or drilling; no removal of topsoil, sand, gravel, rock, peat, minerals or other materials,
and no change in the topography of the land in any manner on the Property.
J. Water Ouality and Drainage Pattern. There shall be no diking, draining, dredging,
channeling, filling, leveling, pumping, impounding or related activities, or altering or tampering with
water control structures or devices, or disruption or alteration of the restored, enhanced, or created
drainage patterns. In addition, diverting or causing or permitting the diversion of surface or
underground water into, within or out of the easement area by any means, removal of wetlands,
polluting or discharging into waters, springs, seeps, or wetlands, or use of pesticide or biocides is
prohibited.
K. Development Rights No development rights that have been encumbered or extinguished
by this Conservation Easement shall be transferred pursuant to a transferable development rights
scheme or cluster development arrangement or otherwise.
L. Vehicles. The operation of mechanized vehicles, including, but not limited to,
motorcycles, dirt bikes, all -terrain vehicles, cars and trucks is prohibited, other than for temporary
access for purposes of maintaining the Property during the five-year monitoring period as
described in the BPDP.
M. Other Prohibitions. Any other use of, or activity on, the Property which is or may become
inconsistent with the purposes of this grant, the preservation of the Property substantially in its natural
condition, or the protection of its environmental systems, is prohibited.
ARTICLE III
GRANTOR'S RESEVERED RIGHTS
The Grantor expressly reserves for himself, his personal representatives, heirs, successors or assigns,
the right to continue the use of the property for all purposes not inconsistent with this Conservation
Easement, including, but not limited to, the right to quiet enjoyment of the Property, the rights of

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ingress and egress, the right to hunt, fish, and hike on the Property, the right to sell, transfer, gift or
otherwise convey the Property, in whole or in part, provided such sale, transfer or gift conveyance is
subject to the terms of, and shall specifically reference, this Conservation Easement.
Notwithstanding the foregoing Restrictions, Grantor reserves for Grantor, its successors and assigns,
the right to construct a nutrient offset and riparian buffer mitigation bank on the Property, in accordance
with the North Fork Little River Bank Parcel Development Package approved in accordance with the
Wildlands North Fork Little River Banking Instrument.
ARTICLE IV.
GRANTEE'S RIGHTS
The Grantee or its authorized representatives, successors and assigns, and NCDWR, shall have the tight
to enter the Property at all reasonable times for the purpose of inspecting said property to determine if
the Grantor, or his personal representatives, heirs, successors, or assigns, is complying with the terms,
conditions, restrictions, and purposes of this Conservation Easement. The Grantee shall also have the
right to enter and go upon the Property for purposes of making scientific or educational observations
and studies, and taking samples. The easement rights granted herein do not include public access
rights.
ARTICLE V
ENFORCEMENT AND REMEDIES
A. To accomplish the purposes of this Easement, Grantee is allowed to prevent any activity on or use
of the Property that is inconsistent with the purposes of this Easement and to require the restoration of
such areas or features of the Property that may be damaged by such activity or use. Upon any breach
of the terms of this Conservation Easement by Grantor that comes to the attention of the Grantee, the
Grantee shall notify the Grantor in writing of such breach. The Grantor shall have 30 days after receipt
of such notice to correct the conditions constituting such breach. If the breach remains uncured after
30 days, the Grantee may enforce this Conservation Easement by appropriate legal proceedings
including damages, injunctive and other relief. Notwithstanding the foregoing, the Grantee reserves
the immediate right, without notice, to obtain a temporary restraining order, injunctive or other
appropriate relief if the breach of the term of this Conservation Easement is or would irreversibly or
otherwise materially impair the benefits to be derived from this Conservation Easement. The Grantor
and Grantee acknowledge that under such circumstances damage to the Grantee would be irreparable
and remedies at law will be inadequate. The rights and remedies of the Grantee provided hereunder
shall be in addition to, and not in lieu of, all other rights and remedies available to Grantee in connection
with this Conservation Easement. The costs of a breach, correction or restoration, including the
Grantee's expenses, court costs, and attorneys' fees, shall be paid by Grantor, provided Grantor is
determined to be responsible for the breach. NCDWR shall have the same right to enforce the terms
and conditions of this easement as the Grantee.
B. No failure on the part of the Grantee to enforce any covenant or provision hereof shall discharge or
invalidate such covenant or any other covenant, condition, or provision hereof or affect the right to
Grantee to enforce the same in the event of a subsequent breach or default.
C. Nothing contained in this Conservation Easement shall be construed to entitle Grantee to bring

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any action against Grantor for any injury or change in the Property resulting from causes beyond the
Grantor's control, including, without limitation, fire, flood, storm, war, acts of God or third parties,
except Grantor's lessees or invitees; or from any prudent action taken in good faith by Grantor under
emergency conditions to prevent, abate, or mitigate significant injury to life, damage to property or
harm to the Property resulting from such causes.
ARTICLE VI
MISCELLANEOUS
A. Warranty. Grantor warrants, covenants and represents that it owns the Property in fee simple,
and that Grantor either owns all interests in the Property which may be impaired by the granting of this
Conservation Easement or that there are no outstanding mortgages, tax liens, encumbrances, or other
interests in the Property which have not been expressly subordinated to this Conservation Easement.
Grantor further warrants that Grantee shall have the use of and enjoy all the benefits derived from and
arising out of this Conservation Easement, and that Grantor will warrant and defend title to the Property
against the claims of all persons.
B. Subsequent Transfers. The Grantor agrees to incorporate the terms of this Conservation
Easement in any deed or other legal instrument that transfers any interest in all or a portion of the
Property. The Grantor agrees to provide written notice to the Grantee of such transfer at least thirty
(30) days prior to the date of the transfer. The Grantor and Grantee agree that the terms of this
Conservation Easement shall survive any merger of the fee and easement interests in the Property or
any portion thereof and shall not be amended, modified or terminated without the prior written consent
and approval of NCDWR.
C. Assignment. The parties recognize and agree that the benefits of this Conservation Easement are
in gross and assignable provided, however that the Grantee hereby covenants and agrees, that in the
event it transfers or assigns this Conservation Easement, the organization receiving the interest will be a
qualified holder under N.C. Gen. Stat. § 121-34 et seq. and § 170(h) of the Internal Revenue Code, and
the Grantee further covenants and agrees that the terms of the transfer or assignment will be such that
the transferee or assignee will be required to continue in perpetuity the conservation purposes described
in this document.
D. Entire Agreement and Severability. This instrument sets forth the entire agreement of the parties
with respect to the Conservation Easement and supersedes all prior discussions, negotiations,
understandings or agreements relating to the Conservation Easement. If any provision is found to be
void or unenforceable by a court of competent jurisdiction, the remainder shall continue in full force
and effect.
E. Obligations of Ownership. Grantor is responsible for any real estate taxes, assessments, fees, or
charges levied upon the Property. Grantor shall keep the Property free of any liens or other
encumbrances for obligations incurred by Grantor. Grantee shall not be responsible for any costs or
liability of any kind related to the ownership, operation, insurance, upkeep, or maintenance of the
Property, except as expressly provided herein. Nothing herein shall relieve the Grantor of the obligation
to comply with federal, state or local laws, regulations and permits that may apply to the exercise of the
Reserved Rights.

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F. Extinguishment. In the event that changed conditions render impossible the continued use of the
Property for the conservation purposes, this Conservation Easement may only be extinguished, in
whole or in part, by judicial proceeding.
G. Eminent Domain. Whenever all or part of the Property is taken in the exercise of eminent domain
so as to substantially abrogate the Restrictions imposed by this Conservation Easement, Grantor and
Grantee shall join in appropriate actions at the time of such taking to recover the full value of the taking,
and all incidental and direct damages due to the taking.
H. Proceeds. This Conservation Easement constitutes a real property interest immediately vested in
Grantee. In the event that all or a portion of this Property is sold, exchanged, or involuntarily
converted following an extinguishment or the exercise of eminent domain, Grantee shall be entitled to
the fair market value of this Conservation Easement. The parties stipulate that the fair market value of
this Conservation Easement shall be determined by multiplying the fair market value of the Property
unencumbered by this Conservation Easement (minus any increase in value after the date of this grant
attributable to improvements) by the ratio of the value of this easement at the time of this grant to the
value of the Property (without deduction for the value of this Conservation Easement) at the time of this
grant. The values at the time of this grant shall be the values used, or which would have been used, to
calculate a deduction for federal income tax purposes, pursuant to Section 170(h) of the Internal
Revenue Code (whether eligible or ineligible for such a deduction). Grantee shall use its share of the
proceeds in a manner consistent with the purposes of this Conservation Easement.
I. Notification. Any notice, request for approval, or other communication required under this
Conservation Easement shall be sent by registered or certified mail, postage prepaid, to the following
addresses (or such address as may be hereafter specified by notice pursuant to this paragraph):
To Grantor:
Michael C Waters and Angela D Waters
10119 South Lowell Road
Bahama, NC 27503
To Grantee:
Wildlands Holdings II, LLC
1430 S. Mint Street, Suite 104
Charlotte, NC 28203
Fax — 704-332-3306
Attn: Shawn Wilkerson
To NCDWR:
NCDENR — Division of Water Resources
401 & Buffer Permitting Unit
1617 Mail Service Center
Raleigh, NC 27699-1617

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J. Failure of Grantee. if at any time Grantee is unable or fails to enforce this Conservation Easement,
or if Grantee ceases to be a qualified grantee, and if within a reasonable period of time after the
occurrence of one of these events Grantee fails to make an assignment pursuant to this Conservation
Easement, then the Grantee's interest shall become vested in another qualified grantee upon approval
by the NCDWR and in accordance with an appropriate proceeding in a court of competent jurisdiction.
K. Amendment. This Conservation Easement may be amended, but only in writing signed by all
parties hereto, and provided such amendment does not affect the qualification of this Conservation
Easement or the status of the Grantee under any applicable laws, and is consistent with the conservation
purposes of this grant.
L. Present Condition of the Property. The wetlands, scenic, resource, environmental, and other
natural characteristics of the Property, and its current use and state of improvement, are described in
Section 2 of the Bank Parcel Development Package, dated May 2016, prepared by Grantor and
acknowledged by the Grantor and Grantee to be complete and accurate as of the date hereof. Both
Grantor and Grantee have copies of the Bank Parcel Development Package. It will be used by the
parties to assure that any future changes in the use of the Property will be consistent with the terms of
this Conservation Easement. However, this report is not intended to preclude the use of other evidence
to establish the present condition of the Property if there is a controversy over its use.
TO HAVE AND TO HOLD the said rights and easements perpetually unto Grantee for the aforesaid
purposes.
IN TESTIMONY WHEREOF, the Grantor has hereunto set his hand and seal, the day and year first
above written.
By.
t�" �'��� / (SEAL)
Michael C. Waters \

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NORTH CAROLINA
COUNTY OF DURHAM
I,yw'i � S.ye v nee k 1 , a Notary Public in and for the County and State aforesaid,
do hereby certify that (✓I ch.el C - AA�CVs , Grantor, personally appeared before me this
day and acknowledged the execution of the foregoing instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and Notary Seal this the13'�L
day of , 201b .
Notary Public 0c, V.K-eNne
My commission expires:
10`3( VbC7
NORTH CAROLINA
COUNTY OF DURHAM
I, DA y. N v nt+, a Notary Public in and for the County and State aforesaid,
do hereby certify that lot 0 • cif -1 , Grantor, personally appeared before me this
day and acknowledged th execution of the foregoing instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and Notary Seal this the 8 t"—
day of VIrl , 20_11,�.
Notary Pub is I1Gv; �, S QVAOC i -
My commission expires:
10 3t`2u1-7

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EXHIBIT A
Description of easement for Wildlands Holdings II, LLC located on the property of Michael C.
Waters and wife, Angela D. Waters, Mangum Township, Durham County, North Carolina. (All
references to the Durham County Register of Deeds unless otherwise noted.)
PIN: 0828-01-01-7582 (Durham Co. Parcel ID 189933)
Easement Area "A"
Beginning at a rebar and cap set in the western right of way of South Lowell Rd. (SR1464), said
rebar and cap being located S 4112829" W a distance of 10,702.32' from NCGS monument
"Quail II" with NC Grid Coordinates [NAD83(2011)] N=888,935.91 usft, E=2,028,862.75 usft;
thence, from the point of Beginning, with the right of way, S 46°17'36" W a distance of 434.49'
to a rebar and cap set, passing an existing iron pipe 264.00' on said line; thence with a curve turning
to the left with an arc length of 288.74', a radius of 2,247.87', a chord bearing of S 42°36'49" W, and
a chord length of 288.54' to a rebar and cap set; thence, leaving said right of way, crossing through
the property of Michael C. and Angela D. Waters (now or formerly, see Deed Book 2903, Page
944), N 38°46'01" W a distance of 141.08' to a rebar and cap set;
thence S 51°01'28" W a distance of 182.98' to a rebar and cap set;
thence S 75°24'56" W a distance of 378.41' to a rebar and cap set;
thence S 24°46'01" W a distance of 439.47' to a rebar and cap set;
thence S 27°29'06" W a distance of 488.87' to a rebar and cap set;
thence S 32°51'27" W a distance of 219.59' to a rebar and cap set;
thence N 68°00'26" W a distance of 409.67' to a rebar and cap set;
thence N 24°20'42" E a distance of 52.95' to a rebar and cap set;
thence N 34°17'13" E a distance of 177.21' to a rebar and cap set;
thence N 21'32'45" E a distance of 349.93' to a rebar and cap set;
thence N 30°36'52" E a distance of 363.11' to a rebar and cap set;
thence N 18°47'02" E a distance of 375.72' to a rebar and cap set;
thence N 22°49'54" E a distance of 477.66' to a rebar and cap set;
thence N 38°45'28" E a distance of 457.50' to a rebar and cap set;
thence S 62°44'29" E a distance of 1,110.47' to the point of Beginning;
containing 33.434 acres, more or less, and shown as Easement Area "A" on a plat by Turner
Land Surveying, PLLC of Raleigh, NC, entitled "Easement Plat for Wildland Holdings II, LLC,
North Fork Little River Nutrient and Riparian Buffer Bank Parcel, Property of Michael C.
Waters and wife, Angela D. Waters" recorded in Plat Book 195, Page 386 of the Durham
County Register of Deeds.
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