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HomeMy WebLinkAboutPending Sales Agreement - Northgate Spout Springs - Fully Executed contractV AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY THIS AGREEMENT, including any and all addenda attached hereto ("Agreement"), is by and between BISCUITVILLE, INC., a North Carolina corporation, or its assignee ("Buyer"), and RALPH HUFF HOLDINGS, LLC, a North Carolina limited liability company ("Seller"). FOR AND IN CONSIDERATION OF THE MUTUAL PROMISES SET FORTH HEREIN AND OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLEDGED, THE PARTIES HERETO AGREE AS FOLLOWS: Section 1. Terms and Definitions: The terms listed below shall have the respective meaning given them as set forth adjacent to each term. (a) "Property": That real property (or portions thereof) located at or on NC HIGHWAY 24-87, HARNETT COUNTY, NORTH CAROLINA, containing approximately 1. 11 gross acres, more particularly highlighted on "Exhibit A" attached hereto and incorporated herein by this reference, together with all and singular the rights and appurtenances pertaining to such land, including any right, title and interest of Seller in and to adjacent streets, alleys or rights of way and any other improvements, or fixtures situated thereon or attached thereto. Buyer may engage a licensed surveyor to prepare a survey in accordance with ALTA standards (the "Survey") of the Property suitable for Buyer's Intended Use (as described below) and shall deliver the Survey to Seller within ten (10) days after Buyer's receipt of same. The Survey shall be subject to Buyer's approval during the Examination Period as set forth below, and the legal description derived from such Survey, if satisfactory to Buyer, shall be the legal description attached to the Special Warranty Deed conveyed from Seller to Buyer herein. Tax Map Reference: Lot #5C and Lot #5B, Northgate, Map#2013-259 Parcel ID Nos.: 019594003509 and 019594003508, Harnett County. Deed Reference: Book 2927, Page 406. $565,000.00 (b) "Purchase Price" shall mean the sum of FIVE HUNDRED SIXTY-FIVE THOUSAND & 00/100 Dollars, payable on the following terms: $5,000.00 (i) "Earnest Money" shall mean FIVE THOUSAND & 00/100 Dollars. Upon this Agreement becoming a contract in accordance with Section 14, the Earnest Money shall be promptly deposited in a non-interest bearing escrow with ISAACSON ISAACSON SHERIDAN FOUNTAIN & LEFTWICH, LLP, GREENSBORO, NC, to be applied as part payment of the Purchase Price of the Property at Closing, or disbursed as agreed upon under the provisions of Section 10 herein. $560,000.00 (ii) Cash, balance of Purchase Price, at Closing in the amount of FIVE HUNDRED SIXTY THOUSAND & 00/100 Dollars, (c) "Closing" shall mean the date and time of recording of the deed. Closing shall occur on or before forty-five (45) days following expiration of the Entitlement Period, as it may be extended, and satisfaction or waiver by Buyer of all other conditions. (d) "Contract Date" means the date this Agreement has been fully executed by both Buyer and Seller. (e) "Examination Period" shall mean the period beginning on the Contract Date and extending through SEVENTY-FIVE (75) days thereafter (Initial Examination Period"). Buyer may extend the Initial Examination Period for ONE (1) additional THIRTY (30) day period upon written notice to Seller and payment to Escrow Agent of the sum of ONE THOUSAND and 00/100 Dollars ($1,000.00) for such extension, which additional sum shall be nonrefundable to Buyer but shall be credited against the Purchase Price at Closing. During the Examination Period (as it may be extended), Buyer shall conduct such studies and perform such due diligence at the Property as it elects. If, during the Examination Period (as it may be extended), Buyer concludes, in its sole discretion, that development of the Property for a free-standing, single occupancy building to be operated as a Biscuitville® fast food style restaurant with drive through window (the "Intended Use") is not feasible, or for any reason or for no reason, then in such event, Buyer shall have the right to terminate this Agreement upon written notice to Seller given before the end of the Examination Period (as it may be extended). If Buyer terminates the Agreement before 6:00 p.m. on the last day of the Initial Examination Period, then Escrow Agent shall return the Earnest Money to Buyer with no further consent or action by Seller required. Upon expiration of the Initial Examination Period, the Earnest Money (including any payments made for extensions of the Initial Examination Period) shall become non-refundable, but shall be credited against the Purchase Price at Closing. If Buyer breaches this Agreement, the Earnest Money shall be paid by Escrow Agent to Seller as liquidated damages. (f) "Broker(s)" shall mean: Seller and Buyer each warrant to the other that no real estate brokers or sales agents other than: HENRY CARRISON of Bell Commercial as Buyer's agent and Dr. Chuck Maxwell and Neil Grant of Grant -Murray Real Estate, as listing anent (to be paid by Seller at Closing), are involved in this transaction. The Buyer and the Seller each agree to indemnify the other against and hold the other harmless from any commission, finder's fees, costs, expenses and other charges claimed by real estate brokers, salespersons or consultants by, through or under the indemnifying party except as specifically addressed herein. (g) "Seller's Notice Address" shall be as follows: RALPH HUFF HOLDINGS, LLC 2919 Breezewood Avenue Fayetteville, NC 28314 except as same may be changed pursuant to Section 12. (h) "Buyer's Notice Address" shall be as follows: BISCUTVILLE, INC. 1414 YancMille Street Greensboro, NC 27405 Attn: Real Estate Director except as same may be changed pursuant to Section 12. Section 2. Sale of Property and Payment of Purchase Price: Seller agrees to sell and Buyer agrees to buy the Property for the Purchase Price, Section 3. Proration of Expenses and Payment of Costs: Seller and Buyer agree that all property taxes (on a calendar year basis), leases, rents, mortgage payments and utilities or any other assumed liabilities as detailed on attached Exhibit B, if any, shall be prorated as of the date of Closing. Seller shall pay for preparation of a deed and all other documents necessary to perform Seller's obligations under this Agreement, excise tax (revenue stamps), any deferred or rollback taxes, and other conveyance fees or taxes required by law, and the following: K Buyer shall pay recording costs, costs of any title search, title insurance, 3survey, the cost of any inspections or investigations undertaken by Buyer under this Agreement and the following: Each party shall pay its own attorney's fees. Section 4. Deliveries: Seller agrees to use best efforts to deliver to Buyer as soon as reasonably possible after the Contract Date (but no later than five days after the Contract Date) copies of all information relating to the Property in possession of or available to Seller, including but not limited to: title insurance policies, surveys, environmental reports and copies of all presently effective warranties or service contracts related to the Property. Seller authorizes (1) any attorney presently or previously representing Seller to release and disclose any title insurance policy in such attorney's file to Buyer and both Buyer's and Seller's agents and attorneys; and (2) the Property's title insurer or its agent to release and disclose all materials in the Property's title insurer's (or title insurer's agent's) file to Buyer and both Buyer's and Seller's agents and attorneys. If Buyer does not consummate the Closing for any reason other than Seller default, then Buyer shall return to Seller all materials delivered by Seller to Buyer pursuant to this Section 4 (or Section 7, if applicable), if any, and shall, upon Seller's request, provide to Seller copies of (subject to the ownership and copyright interests of the preparer thereof and payment of costs of same) any and all studies, reports, surveys and other information relating directly to the Property prepared by or at the request of Buyer, its employees and agents, and shall deliver to Seller, upon the release of the Earnest Money, copies of all of the foregoing without any warranty or representation by Buyer as to the contents, accuracy or correctness thereof. Section 5. Evidence of Title: Seller agrees to convey fee simple marketable and insurable title to the Property free and clear of all liens, encumbrances and defects of title other than: (a) zoning ordinances affecting the Property, (b) Leases (if applicable) and (c) matters of record existing at the Contract Date that are not objected to by Buyer prior to the end of the Examination Period ("Permitted Exceptions"); provided that Seller shall be required to satisfy, at or prior to Closing, any encumbrances that may be satisfied by the payment of a fixed sum of money, such as deeds of trust, mortgages or statutory liens. Seller shall not enter into or record any instrument that affects the Property (or any personal property listed on Exhibit A) after the Contract Date without the prior written consent of Buyer, which consent shall not be unreasonably withheld, conditioned or delayed. Section 6. Conditions: This Agreement and the rights and obligations of the parties under this Agreement are hereby made expressly conditioned upon fulfillment (or waiver by Buyer, whether explicit or implied) of the following conditions: (a) New Loan: N/A. (b) Qualification for FinancinE: N/A. (c) Title Examination: After the Contract Date, Buyer shall, at Buyer's expense, cause a title examination to be made of the Property before the end of the Examination Period. In the event that such title examination shall show that Seller's title is not fee simple marketable and insurable, subject only to Permitted Exceptions, then Buyer shall promptly notify Seller in writing of all such title defects and exceptions, in no case later than the end of the Examination Period, and Seller shall have thirty (30) days to cure said noticed defects. If Seller does not cure the defects or objections within thirty (30) days of notice thereof, then Buyer may terminate this Agreement and receive a return of Earnest Money (notwithstanding that the Examination Period may have expired). If Buyer is to purchase title insurance, the insuring company must be licensed to do business in the state in which the Property is located. Title to the Property must be insurable at regular rates, subject only to standard exceptions and Permitted Exceptions. (d) Same Condition: If the Property is not in substantially the same condition at Closing as of the date of the offer, reasonable wear and tear excepted, then the Buyer may (i) terminate this Agreement and receive a return of the Earnest Money or (ii) proceed to Closing whereupon Buyer shall be entitled to receive, in addition to the Property, any of the Seller's insurance proceeds payable on account of the damage or destruction applicable to the Property. (e) Inspections: Buyer, its agents or representatives, at Buyer's expense and at reasonable times during normal business hours, shall have the right to enter upon the Property for the purpose of inspecting, examining, performing soil boring and other testing, conducting timber cruises, and surveying the Property, and specifically to evaluate the Property for Buyer's intended use of the Property for restaurant with drive-thru ("Intended Use"). Buyer shall conduct all such on-site inspections, examinations, soil boring and other testing, timber cruises and surveying of the Property in a good and workmanlike manner, shall repair any damage to the Property caused by Buyer's entry and on-site inspections and shall conduct same in a manner that does not unreasonably interfere with Seller's or any Seller's use and enjoyment of the Property. In that respect, Buyer shall make reasonable efforts to undertake on-site inspections outside of the hours any Seller's business is open to the public and shall give prior notice to any Sellers of any entry onto any Seller's portion of the Property for the purpose of conducting inspections. Upon Seller's request, Buyer shall provide to Seller evidence of general liability insurance. Buyer shall also have a right to review and inspect all contracts or other agreements affecting or related directly to the Property and shall be entitled to review such books and records of Seller that relate directly to the operation and maintenance of the Property, provided, however, that Buyer shall not disclose any information regarding this Property (or any Seller therein) unless required by law and the same shall be regarded as confidential, to any person, except to its attorneys, accountants, lenders and other professional advisors, in which case Buyer shall obtain their agreement to maintain such confidentiality. Buyer assumes all responsibility for the acts of itself, its agents or representatives in exercising its rights under this Section 6(f) and agrees to indemnify and hold Seller harmless from any damages resulting therefrom. This indemnification obligation of Buyer shall survive the Closing or earlier termination of this Agreement. Buyer shall, at Buyer's expense, promptly repair any damage to the Property caused by Buyer's entry and on-site inspections, Except as provided in Section 6(c) above, Buyer shall have from the Contract Date through the end of the Examination Period to perform the above inspections, examinations and testing. IF BUYER CHOOSES NOT TO PURCHASE THE PROPERTY, FOR ANY REASON OR NO REASON, AND PROVIDES WRITTEN NOTICE TO SELLER THEREOF PRIOR TO THE EXPIRATION OF THE EXAMINATION PERIOD AS IT MAY BE EXTENDED, THEN THIS AGREEMENT SHALL TERMINATE, AND, IF TERMINATED DURING THE INTIAL EXAMINATION PERIOD, BUYER SHALL RECEIVE A RETURN OF THE EARNEST MONEY. (f) Zoning, Site Plan and Permit Approval. Buyer's obligation to purchase the Property is expressly subject to and contingent upon Buyer's having obtained the City's (and/or County's, if required) and any other applicable governmental or quasi -governmental authority's final and unappealable approval of Buyer's site plan and issuance of a building permit for development of the Property for Buyer's Intended Use and the Property being zoned in such classifications for Buyer's Intended Use and as are approved by Buyer and City (and/or County, if applicable) and such other applicable governmental or quasi - governmental authority (together, the "City Approvals"), within a period of time commencing upon expiration of the Examination Period (as it may be extended) and continuing for not more than One Hundred Eighty (180) days (`Entitlement Period"). Upon written notice to Seller prior to the end of such Entitlement Period, Buyer may extend such Entitlement Period for up to three (3) additional periods of thirty (30) days each with payment to Escrow Agent of the amount of $1,000.00 for the first such extension, the sum of $1,500.00 for the second of such extensions and the sum of $5,000.00 for the third of such extensions (and such extension payments shall be nonrefundable but shall be credited against the Purchase Price at Closing). Seller agrees to actively support Buyer's zoning, site plan and/or building permit applications, and Seller agrees to execute such documents as Buyer considers appropriate or necessary to effect the acceptance and approval of such applications but such active approval shall not require Seller to expend any money. If said City Approvals are acceptable to Buyer, and if such City Approvals are obtained within said the Entitlement Period, or Buyer elects to waive such matters, Buyer will send written notice ("Notice of City Approval") to Seller on or before the expiration of said Entitlement Period. Notwithstanding anything contained herein to the contrary, the Notice of City Approval shall not be effective unless such Notice of City Approval shall has been signed by Maurice N. Jennings, Jr. or an officer of Buyer. And, further provided, however, that if such Notice of City Approval is not sent to Seller within the Entitlement Period, this Agreement shall automatically terminate. In the event of such automatic termination, upon written notice to Escrow Agent of such termination, the Earnest Money (other than the additional amounts paid hereunder) will be returned to Buyer by Escrow Agent (with no further consent of Seller required) and the parties shall have no further obligation to each other. (g) Seller's Work. Notwithstanding anything to the contrary, Buyer's obligation to close on the acquisition of the Property shall be subject to satisfaction, to Buyer's reasonable approval, of the following conditions: (i) The Property shall be delivered at Closing to Buyer graded and compacted in accordance with plans and specifications delivered by Seller to Buyer and approved by Buyer during the Due Diligence Period; (ii) The Project shall be recombined/subdivided such that the Property is a separate parcel in accordance with a subdivision plat to be prepared by Seller's engineer and approved by Buyer during the Entitlement Period and which shall be substantially in the same dimensions as outlined on Exhibit A to accommodate Buyer's Intended Use; (iii) Utility services (including sanitary sewer, water and stormwater retention pond or other suitable device (including piping to such device), electrical and gas services, shall be available at the Property line and shall be adequate for Buyer's Intended Use (provided Buyer shall pay any connection and/or tap fees and costs related thereto); and (iv) Buyer 4 and Seller shall have approved a Declaration of cross access, cross parking and restrictive covenants that will also describe and provide for a reasonable allocation of common area maintenance expenses related to shared driveways and other common area maintenance items, which Declaration shall be prepared by Seller and delivered to Buyer for review and approval during the Entitlement Period. (h) Specific Site Conditions. During the Examination Period and, if necessary, during the Entitlement Period, Buyer and Seller will review and agree upon the following site conditions, which agreement shall be a condition for Closing: (1) Seller will cooperate, at no cost or expense to Seller, in Buyer's review and, if necessary, in granting access easements and/or in making application with the appropriate governmental agency to, at Buyer's request, obtain an access drive onto Percy Boulevard as shown or described in Exhibit A, attached hereto. Seller will use its best efforts to obtain such approval within 180 days after the Contract Date. (2) Seller will grant and record, as needed, access agreements/easements at the entrance points described on Exhibit A to allow for not less than 15 parking spaces/stalls for use by the Property. (3) Buyer shall be entitled to its standard signage as provided in the applicable development ordinances or by applicable restrictive covenants. Section 7. Leases (Check one of the following, as applicable): ©If this box is checked, Seller affirmatively represents and warrants that there are no Leases (as hereinafter defined) affecting the Property. Section 8. Environmental: Seller represents and warrants that it has no actual knowledge of the presence or disposal, except as in accordance with applicable law, within the buildings or on the Property of hazardous or toxic waste or substances, which are defined as those substances, materials, and wastes, including, but not limited to, those substances, materials and wastes listed in the United States Department of Transportation Hazardous Materials Table (49 CFR Part 172.101) or by the Environmental Protection Agency as hazardous substances (40 CFR Part 302.4) and amendments thereto, or such substances, materials and wastes, which are or become regulated under any applicable local, state or federal law, including, without limitation, any material, waste or substance which is (i) petroleum, (ii) asbestos, (iii) polychlorinated biphenyls, (iv) designated as a Hazardous Substance pursuant to Section 311 of the Clean Water Act of 1977 (33 U.S.C. § 1321) or listed pursuant to Section 307 of the Clean Water Act of 1977 (33 U.S.C. § 1317), (v) defined as a hazardous waste pursuant to Section 1004 of the Resource Conservation and Recovery Act of 1976 (42 U.S.C. §6903) or (vi) defined as a hazardous substance pursuant to Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C. §9601). Seller has no actual knowledge of any contamination of the Property from such substances as may have been disposed of or stored on neighboring tracts. Seller has no actual knowledge of the presence of any storage tanks, on or under the Property, containing any Hazardous Substance. Seller shall indemnify and hold harmless Buyer from any costs, damages, claims or losses arising out of any breach of this representation. Section 9. Risk of Loss/Damage/Repair: Until Closing, the risk of loss or damage to the Property, except as otherwise provided herein, shall be bome by Seller. Except as to maintaining the Property in its same condition, Seller shall have no responsibility for the repair of the Property, including any improvements, unless the parties hereto agree in writing. Section 10. Earnest Money Disbursement: In the event that any of the conditions hereto are not satisfied, or in the event of a breach of this Agreement by Seller, then the Earnest Money shall be returned to Buyer, but such return shall not affect any other remedies available to Buyer for such breach. In the event this offer is accepted and Buyer breaches this Agreement, then the Earnest Money shall be forfeited to Seller as liquidated damages and not as a penalty as the parties agree that calculation of damages is extremely difficult under the circumstances. Section 11. Closing: At Closing, Seller shall deliver to Buyer a general warranty deed and other documents customarily executed or delivered by a seller in similar transactions, including without limitation, an owner's affidavit, lien waiver forms and a non -foreign status affidavit (pursuant to the Foreign Investment in Real Property Tax Act), and Buyer shall pay to Seller 5 the Purchase Price. At Closing, the Earnest Money shall be applied as part of the Purchase Price. The Closing shall be held at the office of Buyer's attorney or such other place as the parties hereto may mutually agree. Possession shall be delivered at Closing, unless otherwise agreed herein. Section 12. Notices: Unless otherwise provided herein, all notices and other communications which may be or are required to be given or made by any party to the other in connection herewith shall be in writing and shall be deemed to have been properly given and received on the date delivered in person or deposited in the United States mail, registered or certified, return receipt requested, or delivered by Federal Express (or other similar national overnight delivery service), to the addresses set out in Section 1(g) as to Seller and in Section 1(h) as to Buyer, or at such other addresses as specified by written notice delivered in accordance herewith. Section 13. Entire Agreement: This Agreement constitutes the sole and entire agreement among the parties hereto and no modification of this Agreement shall be binding unless in writing and signed by all parties hereto. Section 14. Enforceability: This Agreement shall become a contract when signed by both Buyer and Seller and such signing is communicated to both parties; it being expressly agreed that the notice described in Section 12 is not required for effective communication for the purposes of this Section 14. This Agreement shall be binding upon and inure to the benefit of the parties, their heirs, successors and assigns and their personal representatives. Section 15. Adverse Information and Compliance with Laws: (a) Seller Knowledge: Seller has no actual knowledge of (i) condemnation(s) affecting or contemplated with respect to the Property; (ii) actions, suits or proceedings pending or threatened against the Property; (iii) changes contemplated in any applicable laws, ordinances or restrictions affecting the Property; or (iv) governmental special assessments, either pending or confirmed, for sidewalk, paving, water, sewer, or other improvements on or adjoining the Property, and no pending or confirmed owners' association special assessments, except as follows: None. Seller shall pay all owners' association assessments and all governmental assessments confirmed as of the time of Closing, if any, and Buyer shall take title subject to all pending assessments, if any, unless otherwise agreed as follows: None. (b) Compliance: To Seller's actual knowledge, (i) Seller has complied with all applicable laws, ordinances, regulations, statutes, rules and restrictions pertaining to or affecting the Property; (ii) performance of the Agreement will not result in the breach of, constitute any default under or result in the imposition of any lien or encumbrance upon the Property under any agreement or other instrument to which Seller is a party or by which Seller or the Property is bound; and (iii) there are no legal actions, suits or other legal or administrative proceedings pending or threatened against the Property, and Seller is not aware of any facts which might result in any such action, suit or other proceeding. Section 16. Survival of Representations and Warranties: All representations, warranties, covenants and agreements made by the parties hereto shall survive the Closing and delivery of the deed. Seller shall, at or within six (6) months after the Closing, and without further consideration, execute, acknowledge and deliver to Buyer such other documents and instruments, and take such other action as may be necessary to more effectively transfer to Buyer the Property described herein in accordance with this Agreement. Section 17. Applicable Law: This Agreement shall be construed under the laws of the state in which the Property is located. This form has only been approved for use in North Carolina. Section 18. Assignment: This Agreement is freely assignable by Buyer. Section 19. Tax -Deferred Exchange: In the event Buyer or Seller desires to effect a tax-deferred exchange in connection with the conveyance of the Property, Buyer and Seller agree to cooperate in effecting such exchange; provided, however, that the exchanging party shall be responsible for all additional costs associated with such exchange, and provided further, that a non - exchanging party shall not assume any additional liability with respect to such tax-deferred exchange. Seller and Buyer shall execute such additional documents, at no cost to the non -exchanging party, as shall be required to give effect to this provision. 2 Section 20. Memorandum of Contract: Upon request by either party, the parties hereto shall execute a memorandum of contract in recordable form setting forth such provisions hereof (other than the Purchase Price and other sums due) as either party may wish to incorporate. Such memorandum of contract shall contain a statement that it automatically terminates and the Property is released from any effect thereby as of a specific date to be stated in the memorandum (which specific date shall be no later than the date of Closing). The cost of recording such memorandum of contract shall be bome by the party requesting execution of same. Section 21. Authority: Each signatory to this Agreement represents and warrants that he or she has full authority to sign this Agreement and such instruments as may be necessary to effectuate any transaction contemplated by this Agreement on behalf of the party for whom he or she signs and that his or her signature binds such party. Section 22. Brokers: Except as expressly provided herein, Buyer and Seller agree to indemnify and hold each other harmless from any and all claims o[brokers, consultants or real estate agents by, through or under the indemnifying party for fees or commissions arising out of the sale of the Property to Buyer. Except as identified in Section 1 (f) above, Buyer and Seller represent and warrant to each other that they have not employed nor engaged any brokers, consultants or real estate agents to be involved in this transaction. Seller shall be responsible for any and all commissions to be paid to such brokers or agents. Section 23. Restrictions. Seller agrees not to allow the use of any real property owned or leased by the Seller and located within one-half mile of the exterior boundary of the Property for a Breakfast Concept restaurant for a period of 20 years after the Closing Date. A Breakfast Concept is defined as a restaurant deriving more that 25% of its sales, not including beverages, from breakfast food products such as eggs or eggs with or on biscuits, croissants, muffins, bagels, or contains the word or derivative of the word(s) donut (doughnut), biscuit, waffle or pancake in its name. Such restriction shall be included in the Deed at Closing SIGNATURES ON FOLLOWING PAGE 7 SIGNATURE PAGE BUYER: SELLER: BISCUITVILLE, INC. RALPH HUkF HOLDINGS, LLC By: By: Name: Maurice N. Jennings, Jr. Name: Title: Chief Executive Officer Title: Date: 1 Date: The undersigned hereby acknowledges receipt of the Earnest Money set forth herein and agrees to hold said Earnest Money in accordance with the terms hereof. Date: ISAACSON ISAACSON SHERIDAN FOUNTAIN & LEFTWICH, LLP By:_ Name: Exhibit A Description or Map of Property S 9 F -)(l -E-1 BIT A 0V 4 �yY Z � P •i� ^ i S � N �� e 6 ' 13iseuitville CIIENi: �` REVISims _ &iiY�E IL / COMMERCIAL n gg a a 8 N NC 24 - 87 CAMERON, NORTH CAROLINA SMUT SUn 3W GREENSBORO. NC 2—S / SITE DESIGN p 0V