20140957 Ver 2_20170913 USACE SAW Draft Mitigation Plan_20170913

Strickland, Bev
From: Stephanie Collins <[e-mail]>
Sent: Wednesday, September 13, 2017 10:31 AM
To: [e-mail]; [e-mail]
Cc: Higgins, Karen; Spencer Trichell; [e-mail]; T.J. Mascia;
Daniel Ingram
Subject: Draft Compensatory Mitigation Plan - ACP in NC
Attachments: 20170913 USACE SAW Draft Mitigation Plan.pdf
Good Morning,
On behalf of Atlantic Coast Pipeline, LLC (Atlantic), RES is submitting the attached Draft Compensatory Mitigation Plan
for unavoidable wetland and stream impacts associated with the construction of the proposed Atlantic Coast Pipeline
(ACP) in North Carolina. Upon review of the attached, please contact Spencer Trichell at [phone] or
[e-mail] if there are any questions or comments.
Thank you,
Stephanie
Stephanie Collins
Regulatory Specialist
RES I res.us
Direct: 804.729.8994 1 Mobile: [phone]
CONFIDENTIALITY NOTICE: This e-mail message, including any attachments, is for the sole use of the intended recipient(s) and
may contain confidential and privileged information or otherwise protected by law. Any unauthorized review, use, disclosure or
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original message.

Dominion Energy services, Inc.
5000 Dominion Boulevard,
Glen Allen, VA 23060
September 12, 2017
Ms. Samantha Dailey
U.S. Army Corps of Engineers — Wilmington District
Regulatory Division
3331 Heritage Trade Drive, Suite 105
Wake Forest, North Carolina 27587
Samantha.J.Dai leyy�a,usace.army.mil
Ms. Emily (Pearl) Greer
U.S. Army Corps of Engineers — Wilmington District
Regulatory Division
69 Darlington Avenue
Wilmington, NC 28403
Emily. C.GreerQusace, army. mil
OWM
Dominion
WEnergy.
Re: Atlantic Coast Pipeline
Submittal of Compensatory Mitigation Plan for the Proposed Atlantic Coast Pipeline
Project in North Carolina
Dear Ms. Dailey and Ms. Greer:
Atlantic Coast Pipeline, LLC, (Atlantic) is pleased to present this Compensatory Mitigation Plan (Plan)
for unavoidable wetland and stream impacts associated with the construction of the proposed Atlantic
Coast Pipeline (ACP) in ten (10) Hydrologic Unit Codes (HUCs) in North Carolina. The goal of this Plan
is to fulfill the requirements and conditions of the Nationwide Permit (NWP) 12, in accordance with
Sections 404 and 401 of the Clean Water Act.
This Plan describes how Atlantic will compensate for the unavoidable wetland and stream impacts in the
subject HUCs through a combination of mitigation bank credit purchase, ILF credit purchase (where
applicable), and watershed -based off-site permittee responsible mitigation (PRM). In the HUCs where
PRM is proposed, Atlantic has contracted with Resource Environmental Solutions, LLC, and Clearwater
Mitigation Solutions to implement PRM plans, monitor and ensure performance standards are met, and
long-term management of the PRM sites as described in 33 CFR 3323 (1) (Federal Register 2008).

U.S Army Corps of Engineers —Raleigh and Wilmington Districts
Atlantic Coast Pipeline — Compensatory Mitigation Plan
September 12, 2017
Page 2 of 2
Atlantic requests your review and approval of this Plan. Atlantic appreciates the coordination to date and
looks forward to continuing to work with you on this project. Please contact Spencer Trichell at (804)
273-3472 or Soencer.Trichellna dominionener¢y com• if there are questions regarding this submittal.
Please direct written responses to:
Richard Gangle
Dominion Energy Resources, Inc.
5000 Dominion Boulevard
Glen Allen, Virginia 23060
Sincerely,
Richard Gangle
Environmental Manager, Atlantic Coast Pipeline
cc: ISpencer Trichell, Dominion
Karen Higgins, NC Department of Water Resources
Attachments

Compensatory Mitigation Plan for the Proposed
Atlantic Coast Pipeline in North Carolina
Atlantic
Coast
Pipeline .
Prepared for:
Mr. Richard Gangle
Dominion Energy Services, Inc.
5000 Dominion Boulevard
Glen Allen, Virginia 23060
Submitted to:
Ms. Samantha Dailey
.S. Army Corps of Engineers — Wilmington District
Regulatory Division
k,; 3331 Heritage Trade Drive, Suite 105
Wake Forest, North Carolina 27587
Ms. Emily (Pearl) Greer
S. Army Corps of Engineers — Wilmington District
Regulatory Division
69 Darlington Avenue
Wilmington, NC 28403
Prepared by:
pres
Resource
Environmental
Solutions

Table of Contents
1.0 Introduction.........................................................................................................................
1.1 Mitigation Banks.............................................................................................................
1.2 In -Lieu Fee Fund.............................................................................................................
1.3 Permittee Responsible Mitigation...................................................................................
Attachment A
Attachment B
Table: Cumulative Impacts in North Carolina
Letters of Availability from Mitigation Banks
2
3
3
4

1.0 Introduction
Atlantic Coast Pipeline, LLC, (Atlantic)/(Permittee) presents this Compensatory Mitigation Plan for
compensatory mitigation for unavoidable wetland impacts associated with the construction of the proposed
Atlantic Coast Pipeline (ACP) in the following Hydrologic Unit Codes (HUCs): 03010107, 03010204,
03020101, 03020102, 03020201, 03020203, 03030004, 03030005, 03030006, and 03040203.
This Plan is prepared in accordance with the Compensatory Mitigation for Losses of Aquatic Resources;
Final Rule issued on April 10, 2008 as detailed in §332.4 (c) of the Federal Register (Volume 73 Number
70).
Atlantic has completed field surveys on all accessible parcels, analyzed and confirmed impacts, and secured
appropriate compensatory mitigation in accordance with the approach outlined below. Atlantic has prepared
this Compensatory Mitigation Plan with precise details on compensatory mitigation by HUC for all affected
HUCs, in accordance with the requirements of Nationwide Permit 12 (NWP 12) for the proposed Atlantic
Coast Pipeline (ACP) within the Wilmington District.
Compensation for temporary wetlands impacts occurring outside of the maintenance corridor of 15 feet on
each side of the pipeline will be achieved via onsite restoration activities to be implemented in accordance
with the Federal Energy Regulatory Commission (FERC) Right -of -Way (ROW) restoration guidelines for
wetlands and waterbodies.
Permanent loss of wetlands or streams is not anticipated to occur as a result of the ACP mainline pipeline
construction or associated facilities in North Carolina. However, loss of waters of the U.S will occur as a
result of access road improvements. Existing access roads will be utilized as much as possible where
feasible. Where access road improvements are necessary for use, impacts will be minimized to the
maximum extent practicable, and, in conjunction with other impacts will not result in more than 0.5 acre or
150 linear feet loss of waters of the U.S. at any single and complete project.
Atlantic will compensate for the permanent conversion of palustrine forested (PFO) wetlands to scrub -
shrub (PSS) and emergent (PEM) wetlands, due to proposed ongoing maintenance along the centerline of
the ACP ROW, and for permanent losses of wetlands and streams at access roads through the use of the
most environmentally preferable options consistent with the 2008 Mitigation Rule (33 CFR 332.1 et. seq.).
Permanent losses of wetlands, streams, and other waters as a result of access roads are proposed to be
mitigated at the following ratios:
Y 2:1 ratio for riparian wetland
Y 1.5:1 ratio for non -riparian wetland
Y 2:1 for stream impacts
A table detailing the cumulative permanent impacts associated with the North Carolina portion of the ACP,
the ratio utilized, and compensation requirements is provided in Attachment A.
2

1.1 Mitigation Banks
Atlantic will purchase commercially available mitigation credits from an Interagency Review Team (IRT) -
approved mitigation bank as a first option. Where available in sufficient quantity to satisfy the respective
mitigation need, in-kind mitigation bank credits will be purchased from mitigation banks with released
credits servicing the affected areas where the permanent conversion of non -inundated deciduous hardwood
wetlands or loss of wetlands, streams, and other waters would occur.
Atlantic has completed research to identify wetland and stream mitigation banks with available credits that
are able to service the permanent loss and conversion impacts associated with the ACP. Available credits
will be purchased to mitigate for permanent loss and conversion impacts in the following HUCs:
Y 03030004 (non -riparian wetland credits only)
Y 03030005 (non -riparian and riparian wetland credits and stream credits)
Y 03030006 (stream credits only)
Letters of availability from the mitigation banks that are able to service impacts in the above -referenced
HUCs are provided in Attachment B.
1.2 In -Lieu Fee (ILF) Fund
The North Carolina Department of Environmental Quality (NCDEQ) Division of Mitigation Services
(DMS) ILF program will be utilized in HUCs where bank credits are not available and the required
mitigation is low enough that permittee responsible mitigation (PRM) is not ecologically preferable. As
part of their due diligence in the planning and pre -application phases of the ACP project, Atlantic sought
DMS acceptance of all potential required mitigation, including riparian buffer impacts for the purposes of
the NCDEQ Section 401 Water Quality Certification; while simultaneously brokering available bank credit
purchases and engaging a PRM approach in select HUCs. Atlantic received correspondence from DMS on
August 31, 2017, indicating that DMS is willing to accept payment for compensatory mitigation for impacts
associated with construction of the proposed ACP. DMS is willing to accept payment for the mitigation
required under the conditions indicated below based on credit availability:
Y DMS proposes to use in-kind closed -out surplus credits from Pasquotank 03010205 for the Chowan
04 non -riparian wetland impacts;
Y DMS proposes to use closed -out surplus riparian credits from Tar -Pamlico 03020102 for the
riparian wetland impacts in Tar -Pam 01;
Y In accordance with the directive from the February 8, 2011 IRT meeting, non -riparian wetland
impacts located in the mountains and piedmont areas of North Carolina (Neuse 01) can be accepted
as requested, but mitigated utilizing riparian wetland mitigation credits and invoiced using the
riparian wetland fee schedule; and
Y DMS proposes to use in-kind closed -out surplus credits from Cape Fear 03030005 for the Cape
Fear 03030006 riparian wetland impacts.

In accordance with NCDEQ guidance, Atlantic will provide compensatory mitigation for impacts to
riparian buffers where other wetland mitigation will not occur through the purchase of DMS riparian buffer
credits. The acceptance letter, including the above -referenced conditions, from DMS is provided in
Attachment B.
1.3 Permittee Responsible Mitigation
In the event that a permanent conversion or loss of jurisdictional wetlands or streams occurs in a sub -
watershed where sufficient released mitigation bank credits are not available, Atlantic is securing
appropriate mitigation via implementation of PRM in accordance with the approved Permittee Responsible
Mitigation Plan (PRMP). Consistent with the 2008 Mitigation Rule, utilization of these alternatives is based
on ecological and other relevant factors in light of the specific nature of the impacts.
Atlantic is implementing PRM projects within several of the affected subbasins in North Carolina as a
primary means of compensating for wetland impacts. These include the following: Tar -Pamlico (HUCs
03020101 and 03020102), Neuse (HUCs 03020201 and 03020203), Cape Fear (HUC 0303006) and Lumber
(03040203). A PRMP for Tar -Pamlico (HUCs 03020] 01 and 03020102), Neuse (HUC 03020203), Cape
Fear (HUC 0303006) and Lumber (03040203) was submitted to the USACE Raleigh and Wilmington Field
Offices on August 4, 2017.
In the Neuse River Basin, HUC 03020201, Atlantic is proposing PRM at the Lowlands Wetland Mitigation
site in Johnston County. The Lowlands mitigation site is approximately 71.3 acres. Clearwater Mitigation
Solutions will provide wetland mitigation units generated from the Lowlands Wetland Mitigation Site to
offset unavoidable impacts to wetlands associated with the ACP. The ACP and its permanent 50 -ft ROW
are proposed to bisect the Site with pipeline construction scheduled for 2019. Appropriate measures and
considerations will be made to allow for the integration and construction of the ACP within the Site. A
PRMP for the Lowlands Wetland Mitigation site was originally submitted to the USACE Raleigh and
Will
correction was submitted on August 23, 2017.
4

Attachment A
Table: Cumulative Impacts in North Carolina

Table: Cumulative Impacts in North Carolina
Compensation
Worland Convereiov Permavevl WUlnnd CompenaaBov Cnmp¢vannon Riparinn Hutto Cumpcnmtion
Projec[Torel (North Gro(ina) Impacts [sere) Requ'r"e°t Was (acre) Requirement lE:IJ WalerblvLdy Permanent lmpaet Regvirement(2:1) Impaet(SQFI) Requirement
154.81 154.81 O.RS 1.20 1 13.00 1 1,471.00 1 589,471.33 1,351,991.00
Cawartlin Claeeifieationl
Wetland Conversion
Campensaaon
Pe manent
Compensation
Permanent Waterbotly Compensation
Riparian Huffer
CampensaRon
HOGS Waferehetl
Waterbod y Type
RiparianMon-Riparian
Ira pulls lucre)
Re 9uiremevt(1:1)
Wetland Loss
Requirement 11:17
ImpeU (LF)
Requirement (2:1)
Impact (SQ FT)
Ratio
Requirement
PEM
N/A
0.00
0.00
0.00
p.11
N/A
N/A
N/A
N/A
N/A
PFO
N -Rim-
Riparian
113
1.]5
1.13
1.]5
0.00
0,00
000
q.pq
N/A
N/A
WA
N/A
WA
N/A
WA
N/A
WA
N/A
3010107
PSS
NortRipmdm
Ripunan
002
0.01
0.02
001
0.00
0.00
0.00
0.00
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Ephemeral
N/A
N/A
N/A
N/A
N/A
000
1)00
N/A
In[vmlidmt
NIA
N/A
N/A
N/A
N/A
0.00
-
N/A
N/A
N/A
Pere�mial
N/A
N/A
N/A
N/A
N/A
0.00
1)00
N/A
WA
N.
1.-1
Snurceo Mid' anon
3.91
2.91
DMS
0.00
0.00
0.00
0.00
0.00
0.00
PEM
0.00
000
0.00
N
N/A
N/A
N/A
N/A
N/A
PFO
N-.,-
Ripmian
145
654
1.45
6
0.00
0.01
0.00
0.02
N/A
N/A
N/A
N/A
N/A
N/A
N.
N/A
3010204
P63
Nvo-R Pm-
Riparian
0.04
0.01
0.04
001
0.00
000
000
0.1
NIA
NIA
WA
N/A
NIA
N/A
WA
N/A
N/A
MA
Epheneral
N/A
NIA
N/A
N/A
MA
o..00
0.00
N/A
WA
N/A
fntumident
N/A
N/A
N/A
N/A
N/A
0.00
0.00
N/A
N/A
N/A
Peremdal
NIA
NIA
N/A
N/A
N/A
0.00
0.00
N/A
N/A
N/A
Submml
B.Od
804
O.OI
O.OI
0.00
0.00
0.00
0.00
Smrrcen Miri vn'nn
DMS
DMS
PEM
0.00
0.00
0.00
0.00
N/A
MA
N/A
N/A
N/A
PFO
N -.R nm
ltipan
6.21
10.11
6.219.Oo
10.11
000
0.00
0.00
N/A
N/A
N/A
N/A
N/A
MA
N/A
N/A
N/A
N/A
X0_0101
PSS
N -Ripon
Riparian
p.1
0.03
0.00
0.03
000
0.00
0.00
0.00
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Ephmrcrai
N/A
N/A
NIA
N/A
0.00
000
N/A
N.
N/A
Insamlitlenl
Perennial
NIA
NIA
N/A
NIA
N/A
N/A
N/A
N/A
0.00
0.00
0.00
0.00
N/A
N/A
N/A
WA
N/A
N.
Ripanan Bullar Zone l
NIA
N/A
WA
N/A
NIA
N/A
]1,494.33
3:1
214,483.00
Riparian Buffer Zone 2
N/A
N/A
N/A
N/A
NIA
N/A
69.590.00
15:1
104,3R51
Submml
16.35
1.35
0.00
0.00
0.00
0.00
141,08433
318,86&00
Sources Mid'vd'on
PRM
DMS
PEM
100000
0.00
0.00
N/A
N/A
N/A
N/A
N/A
PFO
NortRipenm
Ripen
4.13
930
4.130,00
930
0.13
0.00
0.26
NIA
N/A
N/A
N/A
N/A
MA
N/A
N/A
N/A
N/A
3020102
PSS
N-Ri-a
Riparian
0.81
0.00
0.81
0.00
0.00
000
0.00
0.00
N/A
NIA
N/A
N/A
N/A
N/A
N/A
N/A
N/A
MA
Ephemeral
N/A
N/A
N.
N/A
0.00
0.00
N/A
N/A
N/A
Intembdant
N/A
N/A
N/A
N/A
000
0.00
NIA
N/A
N/A
Peres W
N/A
N/A
N.
N/A
0.00
0.00
N/A
N/A
N/A
Riparian Buller Zalw l
N/A
N/A
WA
N/A
N/A
N/A
73,084.33
3:1
219,253.00
Riparian Buffer Zmw2
N/A
N/A
N/A
N/A
N/A
WA
54,610.00
15:1
RI9151
Submml
14.14
1.24
0.13
0.26
0.00
0.00
12],69433
301,16&00
Sources Mid' ad'on
PRM
PRM
DMS
PEM
0.00
0.00
0.00
0.1
N/A
N/A
N/A
N/A
N/A
PFO
N.-,nan
Riparian
20,40
9.]9
20.40
9.]9
0.06
O.11
0.12
0.22
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
3020201
PSS
NoraRlpan
Riparian
043
0.11
043
0.11
O,00
0.00
0.00
0.00
NIA
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Ephemeral
N/A
N/A
NIA
WA
0.00
N/A
N/A
N/A
N/A
Intarmidant
NIA
N/A
NIA
N/A
31.00
62.00
N/A
N/A
N/A
Pere ,
Ripmian B -Zane l
N/A
N/A
N/A
N/A
N/A
NIA
N/A
N/A
32,00
N/A
64.00
N/A
N/A
114,544.33
N/A
3:1
N/A
343.633.1
Riparian Buffer Zone2
N/A
N/A
N.
N/A
N/A
N/A
95,140.6]
15:17
IRI
S,-,
30.13
30.13
0.17
0.24
63.00
11.00
109,68500
486,344.00
Sourren Midmien
PRM
PRM
DMS
DMS
PEM
0.00
0.00
0.00
0.1
N/A
N/A
N/A
N/A
N/A
PFO
NO-,-
Riparian
'0.45
6.70
10.45
6700.00
0.00
0.1
0.1
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
3020203
PSS
N. -,non
Riparian
0.08
0.00
0.08
0.00
0.00
0.00
0.1
0.1
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Ephemeral
NIA
N/A
N/A
N/A
000
0.1
N/A
N/A
MA
Insemlivent
N/A
N/A
MA
N/A
0.00
0.1
N/A
N/A
N/A
Peremdal
NIA
NIA
N/A
N/A
0.o0
0.1
N/A
N/A
N/A
Riparian Buffer Zone l
NIA
N/A
N/A
N/A
N/A
N/A
52,733.6/
3:1
150,201.1
Riparian Buffer..2
N/A
N/A
N/A
N/A
N/A
N/A
51,2141
1.5:1
81,41100
Sumnlvl
Snurceo Min'vd'nn
17.23
1].13
PRM
0.00
0.00
0.00
0.00
111,007.67
145,611.00
DMS
PEM
0.00
0.00
0.00
0.1
NIA
N/A
N/A
N/A
N/A
PFO
No-ipsnan
Riparian
251
1.05
2.51
1.05
0.00
0.00
01
0.1
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
3030004
PSS
N. -Ripa-
Riparian
000
006
0.00
006
0.00
0.00
0.1
0.1
N/A
NIA
N/A
N/A
N/A
MA
N/A
N/A
N/A
N/A
Eph ,a
N/A
N.
N.
N/A
0.00
0.1
N/A
N/A
N/A
Intemlidant
N/A
NIA
N/A
N/A
30.00
60.1
N/A
N/A
N/A
Permmim
N/A
N/A
N/A
N/A
31.00
61.1
N/A
WA
N/A
Submml
3.63
3.61
0.00
0.00
61.00
121.
Source ofM:d'8vd'on
BaM (NR IYMf/'�
DMS
DMS (R IYMII
PEM
0.00
0.00
0.00
0.1
N/A
N/A
N/A
I\.A
M1 /.A
PFO
NonlOparian
Ripon
1053
1.49
1053
149
000
0.1
0.1
0.1
NIA
NIA
N/A
N/A
N/A
N/A
N'A
N/.A
NSA
N/.A
3030005
PSS
Nan -Ripen
Riparian
0.06
0:16
0.06
0:16
0,00
0.00
O.IXI
0.1
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N'/A
N/A
Ephemeral
NIA
N/A
N/A
N/A
0.00
0.1
N/A
N/A
N/A
Incemndent
N/A
N/A
N/A
N/A
0.00
01
N/A
N/A
N/A
Perennial
N/A
N/A
N/A
N/A
000
0.1
NIA
N/A
N/A
1.-1
11.24
1214
0.00
0.00
0.00
0.00
Source ofM;liBa(ion
avM
PEM
0.00
000
O.00
01
N/A
N/A
MA
N/A
N/A
PFO
N. -,H.16.56
Riparim
6.&4
16.56
6.84
0.00
0.00
0.1
0.1
N/A
N.
N/A
N/A
N/A
N/A
N/A
N/A
N/A
NFA
3030006
PSS
Non -Ripen
Ripen
00]
2.30
00]
2.30
0.00
0,34
0.1
0.68
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Ephemeral
NIA
NIA
MA
N/A
0.00
0.1
N/A
N/A
N/A
Intermidem
NIA
N/A
N/A
N/A
545.00
1,090.1
N/A
N/A
N/A
Peremdal
N/A
N/A
N/A
N/A
67.00
134.1
N/A
N/A
N/A
Submml
15.77
25.77
0.34
0.68
611.00
1,220.00
Soureeof8Rli8vlion
PRM
PRM
Bunk
PEM
0.00
0.00
0.00
0.1
N/A
N/A
N/A
N/A
N/A
PFO
Non-Ripmian
Zpunan
11.82
944
11.82
944
0.00
11.00
0.1
0.1
NIA
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N.
3040203
PSS
Non-Ripazian
Riparian
150
0.93
150
0.93
0.00
O.00
d1
0,1
NIA
NIA
N/A
N/A
N/A
N
N/A
WA
Ephemeral
N/A
N/A
N/A
N/A
0.00
0.1
N/A
N/A
N/A
Inmrminem
N/A
N/A
N/A
N/A
0.00
0.1
N/A
N/A
N/A
Perennial
NIA
N/A
WA
N/A
0.00
0.1
N/A
Submml
23.69
23.69
am
0.00
0..00
0.00
Source OfMlllrnl%On
PRM
Compensation
Worland Convereiov Permavevl WUlnnd CompenaaBov Cnmp¢vannon Riparinn Hutto Cumpcnmtion
Projec[Torel (North Gro(ina) Impacts [sere) Requ'r"e°t Was (acre) Requirement lE:IJ WalerblvLdy Permanent lmpaet Regvirement(2:1) Impaet(SQFI) Requirement
154.81 154.81 O.RS 1.20 1 13.00 1 1,471.00 1 589,471.33 1,351,991.00

Attach
Letters of Availability from Mitigation Banks
Acceptance Letter from DMS

This CREDIT
entered into this _
Carolina limited
1.
2
3
4.
CREDIT SALES AGREEMENT
SALES AGREEMENT (hereinafter referred to as "Agreement") is made and
day of , 2017 by and between Restoration Systems, LLC, a North
liability company (hereinafter referred to as "Seller"), and
(hereinafter referred to as "Purchaser").
PROJECT NAME:
USACE PERMIT NUMBER:
Atlantic Coast Pipeline
(hereinafter the "Project")
PURCHASER: Leslie Hartz c/o Atlantic Coast Pipeline, LLC
707 East Main Street, 191h Floor
Richmond, Virginia 23219
PRICING:
Number of credits Credit type Credit price Total purchase
purchased (per unit) price
2.51 acres NON -Rip Wetland Mitigation $55,000 $165,0000
TOTAL $ 165,000.00
*Non Rip Wetland Credits are sold in tenth acre increments
PAYMENT:
3.1 Payment: Seller agrees to accept from Purchaser payment in the amount of thirty-
three thousand and 00/100 ($33,000), representing a twenty percent (20%) deposit for a
four (4) month credit reservation starting from the execution of this Agreement.
3.2 Sale and Transfer: Seller's receipt of the remaining purchase price of one hundred
thirty-two thousand and 00/100 ($132,000) shall result in Credits made available for
immediate transfer to Purchaser by Seller. No credits shall be transferred, sold, or otherwise
conveyed by Seller to Purchaser pursuant to this Agreement prior to Seller's receipt of the
Total Purchase Price.
CLOSING ON SALE OF CREDITS:
4.1 Once Agreement has been executed by Seller and Purchaser, Seller shall issue an
invoice for the deposit amount ($33,000). Receipt of deposit amount shall be paid by
Purchase to Seller by check or wire transfer within ten (10) days from date of this
Agreement.
1101 Haynes St., Suite 211 • Raleigh, NC 27604 • www.restorationsystems.com • Ph 919.755.9490 • Fx 919.755.9492

4.2 Receipt of the remaining purchase price ($132,000) of the Credits shall be paid by
Purchaser to Seller by check or wire transfer within four (4) months from date of this
Agreement or Seller's obligation to sell the Credits to the Purchaser shall automatically
terminate (provided, however, such four month period may be extended by the mutual
written agreement of the Purchaser and Seller and additional deposit paid by Purchaser).
S. DELIVERABLES: Compensatory Mitigation Responsibility Transfer Form provided by
the U.S. Army Corps of Engineers at permit issuance.
6. LIABILITY FOR COMPENSATORY MITIGATION: In consideration for receiving the Payment
from Purchaser, Seller shall assume liability for providing compensatory mitigation under
the terms of this Agreement and in accordance with U.S. Army Corps of Engineers Section 404
permit and NC Department of Environmental Quality - Division of Water Resources Section
401 certification requirements.
7. COMPLETE AGREEMENT: This Agreement constitutes the full and complete agreement by
and between Seller and Purchaser for the sale of compensatory mitigation credits for the
Project.
8. GOVERNING LAW: This Agreement shall be construed, interpreted, and enforced solely
under the laws of the State of North Carolina.
9. NONASSIGNABILITY: This Agreement may not be assigned without the consent, in writing,
of the other Party.
10. AGREEMENT BINDING ON SUCCESSORS: This Agreement shall be binding upon the Parties,
their legal representatives, heirs, successors, and assigns to the full extent of prevailing law.
(By) (By)
Leslie Hartz John Preyer
Atlantic Coast Pipeline, LLC President
Restoration Systems, LLC
Date: Date:
1101 Haynes St., Suite 211 • Raleigh, NC 27604 • www.restorationsystems.com • Ph 919.755.9490 • Fx 919.755.9492

WETLAND AND STREAM MITIGATION CREDIT PURCHASE AGREEMENT
Lower Cape Fear Umbrella Mitigation Bank
This Agreement made and entered into this the 23"d of August , 2017 ("Effective Date")
by and between LCFUMB, LLC ("Sponsor") and
("Purchaser") is an agreement for Sponsor to convey to Purchaser mitigation credits from Lower
Cape Fear Umbrella Mitigation Bank (hereinafter defined) ("Bank") pursuant to Section 404 of
the Clean Water Act, 33 U.S.C. § 1344 and for Purchaser to pay for same. In this Agreement,
Sponsor agrees to convey and Purchaser agrees to purchase and pay the cost of the mitigation
credits hereinafter identified ("Credits").
1. Obligations of Sponsor. Sponsor has applied to, and received approval from, the
United States Army Corps of Engineers ("Corps") and the Interagency Review Team ("IRT") to
preserve, restore and enhance stream and wetland ecosystems at the mitigation sites located in
Brunswick County, North Carolina and identified in the Mitigation Banking Instrument hereinafter
defined ("MBI"). Sponsor, at its cost, has or will design, build and maintain stream and wetland
habitat in accordance with the Final Mitigation Plan set forth in the MBI and create Credits as
approved by the Corps and IRT. All risks, financial, regulatory and otherwise associated with the
Bank are the responsibility of the Sponsor. Sponsor will supply the Corps with the annual
monitoring reports for seven (7) years from the date of the MBI and provide confirmation that the
stream and wetland restoration, enhancement and/or preservation has been completed at the end
of that term. The terms "Credits", "Interagency Review Team", "Mitigation Banking Instrument",
"Final Mitigation Plan" and "Lower Cape Fear Umbrella Mitigation Bank" each are defined in the
MBI.
2. Obligations of Purchaser. Purchaser is required under Section 404 of the Clean
Water Act to mitigate stream or wetland impacts for its project described as the Atlantic Coast
Pipeline Project ("Purchaser's Project"). Purchaser will provide copies of the granted Section
404 permit from the Corps and the granted Section 401 Water Quality Certification from North
Carolina Division of Water Resources ("DWR") (if applicable) ("Applicable Permits") for the
Purchaser's Project to Sponsor or its designated agent as identified in Paragraph 14 hereof
("Agent") upon receipt of such Applicable Permits so that the Sponsor can execute the associated
Mitigation Responsibility Transfer Form ("Credit Transfer Form") and obtain information
necessary for the Sponsor's requirements for credit ledger accounting.
3. Conveyance of Credits. Provided Purchaser complies with its obligations as set
forth in this Agreement, Sponsor will convey to Purchaser Credits for wetland mitigation (riparian
and non -riparian) and stream mitigation to apply toward the satisfaction of the mitigation
requirements of Purchaser's Section 404/401 authorizations with respect to Purchaser's Project.
Upon payment in full, Sponsor will supply an executed Credit Transfer Form from Sponsor to
Purchaser, to the Corps, and to DWR. This Credit Transfer Form will transfer mitigation
responsibilities and liability for Purchaser's Project from the Purchaser to the Sponsor to the extent
set forth in the MBI and the Applicable Permits.
1
Lower Cape Fear Umbrella Mitigation Bank
Credit Purchase Agreement August 22, 2017

4. Credits Purchase Table. The wetland Credits must be purchased in one-tenth
(1/10th) of an acre increments for wetland credits. The cost of the Credits purchased shall be
determined according to the following Credit Purchase Table (Table 1). The payments shall be
made by Purchaser to Sponsor in the amounts set forth in Table 1 below.
5. Purchase Price and Payment. The purchase price to be paid by Purchaser to
Sponsor for the Credits, including the cost and the deposit, shall be in the amount as set forth in
Table 1 below. The payments shall be made by Purchaser to Sponsor on the dates and in the
amounts set forth in Table 1 below. A non-refundable deposit in the amount of $200,000 shall be
made at the time of the execution of this agreement and no later than 14 days from the Effective
Date (i.e. the deposit must be received by September 6, 2017). The deposit will be applied to the
total balance due upon closing.
6. Closing. Purchaser agrees to close the purchase of the Credits and to pay the
purchase price of the Credits to Sponsor within six (6) months from the Effective Date (i.e. closing
required by February 23, 2018). Payment shall be made with certified funds made payable to
"LCFUMB Escrow Account" and transmitted to Land Management Group, Inc. (Agent) at 3805
Wrightsville Avenue, Suite 15, Wilmington, North Carolina, 28403.
Table 1:
Credit Cost Table
Mitigation Category
Mitigation Units Requested
0.10 increment for wetlands(per
Credit Price
unit
Total
Non -Riparian Wetland
10.8
$35,995.00
$388,746.00
Riparian Wetland
1.5
$65,571.00
$98,356.50
Stream
1,284
$351.00
$450,684.00
Total
$937,786.50
Non-refundable deposit due within 14 days
of Effective Date
$200,000.00
Balance due within 6 months from Effective Date
$737,786.50
Certified funds should be made payable to "LCFUMB Escrow Account" and transmitted to
Land Management Group, Inc. (Agent).
7. Entire Agreement. This Agreement constitutes the entire agreement between the parties
hereto and no modification of this Agreement shall be binding unless in writing and
signed by all parties hereto. The invalidity of one or more provisions of this Agreement
shall not affect the validity of any other provisions hereof and this Agreement shall be
construed and enforced as if such invalid provisions were not included.
8. Electronic Signature. This Agreement may be executed by one or both of the parties using
an electronic signature, which the parties agree shall be binding for all purposes and shall
constitute an original signature.
2

q. Paragraph Headings. Thci Paiiagrapf headings uscic in this Agraeiment are far the
convaniance cif refereneci oHy and nhal:i not Ni consideireid tcumns of this Agreement.
Cl. Desi�znat:ian of A cg_iw. 5Iponsor hcirabN dasignatesi as ils Agent,
Land Mannement Group, Inc., 3805 Wrightsville Avenue, Suite 15, Wilmington, NC 28403.
In testimonywhereof, the parties haves caused J is AgreemenNil to executad in a farm sio
as to be binding onthe Effective Date.
SPONSOR:
PURC HASB14:
BY:
Prinil :
Date I � i 27-- / I I Dada:
K

Mitigation Service
ENVIRONMENTAL QUALITY
August 31, 2017
Leslie Hartz
Atlantic Coast Pipeline, LLC
707 E. Main St., 191h Floor
Richmond, VA 23219
ROY COOPER
Governor
MICHAEL S. REGAN
S'e.relarr
Project: Atlantic Coast Pipeline Expiration of Acceptance: March 31, 2018
Counties: Northampton, Halifax, Nash, Wilson, Johnston, Sampson, Cumberland, Robeson
The purpose of this letter is to notify you that the NCDEQ Division of Mitigation Services (DMS) is willing to accept
payment for compensatory mitigation for impacts associated with the above -referenced project as indicated in the
table below. Please note that this decision does not assure that participation in the DMS in -lieu fee mitigation
program or the acceptance conditions will be approved by the permitting agencies as mitigation for project
impacts. It is the responsibility of the applicant to contact permitting agencies to determine if payment to the DMS
under the conditions stated below will be approved. You must also comply with all other state, federal or local
government regulations or authorizations associated with the proposed activity including G.S. § 143-214.11.
This acceptance is valid for six months from the date of this letter and is not transferable. If we have not
received a copy of the issued 404 Permit/401 Certification within this time frame, this acceptance will
expire. It is the applicant's responsibility to send copies of the permits to DMS. Once DMS receives a copy of
the permit(s) an invoice will be issued based on the required mitigation in that permit and payment must be made
prior to conducting the authorized work. The amount of the in -lieu fee to be paid by an applicant is calculated
based upon the Fee Schedule and policies listed on the DMS website.
Based on the information supplied by you in your request to use the DMS, the impacts for which you are
requesting compensatory mitigation credit are summarized in the following table. The amount of mitigation
required and assigned to DMS for this impact is determined by permitting agencies and may exceed the impact
amounts shown below. *DMS is willing to accept payment for the mitigation required under the conditions indicated
below based on credit availability.
State of North Carolina I Environmental Quality I Mitigation Services
1652 Mail Service Center I Raleigh, NC 27699-1652 � 217 W. Jones Street, Suite 3000
919 707 8976 T
Stream Impact Wetland Impact Buffer Buffer
River Basin
CU Location
(feet) (acres) Impact (ft2) Impact (ft2)
(8 -digit HUC)
Warm Riparian Non -Riparian Zone 1 Zone 2
_
Chowan
03010204* 0 6.57 1.49* 0 0
*DMS proposes to use in-kind closed -out surplus credits from Pasquotank 03010205 for the Chowan 04 non -riparian wetland impacts.
Roanoke 03010107 0 1.76 1.15 0 0
Tar -Pamlico
03020102 0
9.43
4.94 73,084 _54—,61 _0
03020101* 0
10.14*
6.21 71,494 69,590
*DMS proposes to use closed -out surplus riparian credits from Tar -Pamlico 03020102 for the riparian wetland impacts.
Neuse 03020203 0 6.7 10.53
52,734 58,274
03 020201* 63 10.01 20.89*
114,544 95,141
*In accordance with the directive from the February 8, 2011 IRT meeting, non -riparian wetland impacts located
in the mountains andpiedmont
areas of North Carolina can be accepted as requested, but mitigated utilizing riparian wetland mitigation
credits and invoiced using the
riparian wetland fee schedule.
_
Cape Fear 03030004 61 1.11 0
0 0
0 0
03030006* 0 9.48*
16.63
*DMS proposes to use in-kind closed -out surplus credits from Cape Fear 03030005 for the Cape Fear 03030006 riparian impacts.
Lumber
03040203 0 10.37 13.32 0 0
State of North Carolina I Environmental Quality I Mitigation Services
1652 Mail Service Center I Raleigh, NC 27699-1652 � 217 W. Jones Street, Suite 3000
919 707 8976 T

Upon receipt of payment, DMS will take responsibility for providing the compensatory mitigation assigned to DMS.
The mitigation will be performed in accordance with the In -Lieu Fee Program instrument dated July 28, 2010 and
15A NCAC 0213 .0295 as applicable.
Thank you for your interest in the DMS in -lieu fee mitigation program. If you have any questions or need
additional information, please contact Kelly Williams at [phone].
Sincerely,
am s. B Stanfill
s t Management Supervisor
cc: Stephanie Collins, agent