WQ0035809_Final Permit_20160331

Water Resources
ENVIRONMENTAL QUALITY
PAT MCCRORY
Govemor
DONALD R. VAN DER VAART
Secretary
S. JAY ZIMMERMAN
Director
March 31, 2016
MICHAEL J. MYERS — MANAGING MEMBER
OLD NORTH STATE WATER COMPANY, LLC
1620 CHALK ROAD
WADE FOREST, NORTH CAROLINA 27587
Dear Mr. Myers:
Subject: Permit No. WQ0035809
Stateside WWTP
High -Rate Infiltration System
Onslow County
In accordance with your permit change of ownership request received August 18, 2015, and
subsequent additional information received March 22, 2016, we are forwarding herewith Permit No.
WQ0035809 dated March 31, 2016, to the Old North State Water Company, LLC for the construction and
operation of the subject wastewater treatment and high -rate infiltration facilities.
Please note the Permittee has been changed from Weyerhaeuser Real Estate Development
Company to Old North State Water Company, LLC.
This permit shall be effective from the date of issuance until July 31, 2017, shall void Permit No.
WQ0035809 issued August 16, 2012, and shall be subject to the conditions and limitations as specified
therein. Please pay particular attention to the monitoring requirements listed in Attachments A, B and C,
for they may differ from the previous permit issuance. Failure to establish an adequate system for collecting
and maintaining the required operational information shall result in future compliance problems.
For your convenience, customized electronic copies of your facility's NDMR and NDAR-2
reporting forms are available for download at: http://portal.ncdenr.or web/wq/aps/lau/reporting.
Please note the following permit condition has been removed since the last permit issuance
dated August 16,2012:
➢ Old Condition I1.6. — This condition has been removed because the Permittee is no longer a
developer, but a privately -owned public utility.
Please note the following permit condition has been added since the last permit issuance dated
August 16, 2012:
➢ Condition 1.1. — This condition allows the use of Infiltration Basins Number 1 and 2, but
prohibits the use of the three remaining infiltration basins until certain conditions are met.
State of North Carolina I Environmental Quality I Water Resources I Water Quality Permitting I Non -Discharge Permitting
1617 Mail Service Center I Raleigh, North Carolina 27649-1617
919 807 6464

Mr. Michael J. Myers
March 31, 2016
Page 2 of 2
If any parts, requirements or limitations contained in this permit are unacceptable, the Permittee
has the right to request an adjudicatory hearing upon written request within 30 days following receipt of
this permit. This request shall be in the form of a written petition, conforming to Chapter 150B of the North
Carolina General Statutes, and filed with the Office of Administrative Hearings at 6714 Mail Service
Center, Raleigh, NC 27699-6714. Unless such demands are made, this permit shall be final and binding.
If you need additional information concerning this permit, please contact David Goodrich at (919)
807-6352 or [e-mail].
Sincerely,
7
S. Say Zimmerman, P.G., Dire',
#or
Division of Water Resources
cc: Onslow County Health Department (Electronic Copy)
Wilmington Regional Office, Water Quality Regional Operations Section (Electronic Copy)
Scott Smart, P.E., Envirolink, Inc. ssmart�}aQ,envirolinkinc.com (Electronic Copy)
Digital Permit Archive (Electronic Copy)
Central Files

NORTH CAROLINA
ENVIRONMENTAL MANAGEMENT COMMISSION
DEPARTMENT OF ENVIRONMENTAL QUALITY
1:7111.X14101
HIGH -RATE INFILTRATION SYSTEM PERMIT
In accordance with the provisions of Article 21 of Chapter 143, General Statutes of North Carolina as
amended, and other applicable Laws, Rules and Regulations
PERMISSION IS HEREBY GRANTED TO
Old North State Water Company, LLC
Onslow County
FOR THE
operation of a 99,000 gallon per day (GPD) wastewater treatment and high -rate infiltration facility
consisting of the:
construction and operation of a 150,000 GPD wastewater treatment facility consisting of: a manual bar
screen; a 37,519 gallon flow equalization chamber; a flow splitter box; two 4,909 gallon anaerobic basins;
two 9,490 gallon pre -anoxic basins; two 72,977 gallon aeration basins; two 17,998 gallon post -anoxic
basins; two 12,500 gallon clarifiers; two 17,502 gallon tertiary filter cells; a 9,268 gallon clearwell chamber;
a 7,540 gallon mudwell chamber; a three -cell 3,125 gallon chlorine contact chamber; a 33,380 gallon
aerobic digester; associated pumps, blowers, and mixers; a 125 kilowatt (kW) auxiliary generator; effluent
flow measuring devices; and all associated piping, valves, controls and appurtenances; the
construction and operation of a 99,000 GPD high -rate infiltration system consisting of: two high -rate
infiltration basins with a cumulative area of 0.92 acres at a permitted loading rate of 2.47 gallons per day
per square foot (GPD/ft2); and all associated piping, valves, controls and appurtenances; the
construction and operation of a groundwater lowering system consisting of: approximately 4,726 linear feet
(LF) of 8 -inch perforated pipe to remove an average of 413,000 GPD of groundwater onto rip rap aprons
prior to entering wetlands adjacent to Margaret Branch; and all associated piping, valves, controls and
appurtenances; and the
construction only of an approximately 400,000 GPD high -rate infiltration system consisting of: three high -
rate infiltration basins with a cumulative area of 1.77 acres at a permitted loading rate of 5.16 GPD/ft2,
which shall be limited to 0 GPD/ft' until the required property line setback waiver has been recorded in the
Onslow County Register of Deeds, and a permit modification has been requested and subsequently
approved to operate the three high -rate infiltration basins; and all associated piping, valves, controls and
appurtenances
to serve the Stateside W WTF receiving flow from 416 three bedroom homes, with no discharge of wastes
to surface waters, pursuant to the application received August 18, 2015, and subsequent additional
information received by the Division of Water Resources, and in conformity with the project plans,
specifications, and other supporting data subsequently filed and approved by the Department of
Environmental Quality and considered a part of this permit.
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This permit shall be effective from the date of issuance until July 31, 2017, shall void Permit No.
WQ0035809 issued August 16, 2012, and shall be subject to the following specified conditions and
limitations:
I. SCHEDULES
1. Prior to approval to operate Infiltration Basins 3, 4 and 5, the Permittee shall submit a permit
modification request that includes documentation that North Carolina State University has approved
the necessary setback reduction to 77 feet for the subject three basins. Documentation shall also be
provided demonstrating that the setback waiver has been recorded in the Onslow County Register of
Deeds. Until the Permittee has submitted the required information, and received a modified permit, the
Permittee is strictly prohibited from operating Infiltration Basins 3, 4 and 5. [15A NCAC 02T
.0108(b)(2)]
2. Upon completion of construction and prior to operation of this permitted facility, a certification
(attached) shall be submitted from a licensed North Carolina Professional Engineer certifying that the
permitted facility has been installed in accordance with this permit, Division approved plans and
specifications, and other supporting documentation, including the location of all monitoring wells as
applicable. If this project is to be com leted in phases and partially certified the Permittee shall retain
the responsibility to track further construction approved under the same permit, and shall provide a
final certificate of completion once the entire project has been completed. Mail the Certification to the
Division of Water Resources, Water Quality Permitting Section, 1617 Mail Service Center, Raleigh,
NC 27699-1617. [ 1 SA NCAC 02T .0116(a)]
Upon completion of construction and prior to operation of the high rate infiltration basins, the basin
shall be inspected by a licensed Professional Geologist to verify that the constructed basins will be
capable of receiving the wastewater at the permitted loading rates. The results of this inspection, along
with the results of any testing performed, shall be signed, sealed and submitted to the Water Quality
Permitting Section, Non -Discharge Permitting Unit, 1617 Mail Service Center, Raleigh, NC 27699-
1617. [ 15A NCAC 02T .0108(b)(2)]
4. If the infiltration basins are to be completed in phases, at a minimum, two infiltration basins shall be
constructed initially to ensure compliance with the operation and maintenance requirements in 15A
NCAC 02T.0707. [ 15A NCAC 02T .0108(b)(1), 02T.0707.]
5. The Wilmington Regional Office, telephone number [phone], shall be notified at least 48 hours
in advance (excluding weekends and holidays) of operation of the installed facilities such that an in-
place inspection can be made. Notification to the regional supervisor shall be made from 8:00 a.m.
until 5:00 p.m. on Monday through Friday, excluding State Holidays. [15A NCAC 02T .0108(b)(2)]
6. The Wilmington Regional Office, telephone number (910) 796-72 15, shall approve monitoring wells
MW -1, MW -2, MW -3, MW -4, MW -5 and MW -6 prior to installation, and the monitoring wells shall
be installed prior to beginning waste disposal operations. The regional office shall be notified at least
48 hours prior to the construction of any monitoring well, and such notification to the regional
supervisor shall be made from 8:00 a.m, until 5:00 p.m. on Monday through Friday, excluding State
Holidays. The monitoring wells shall be constructed such that the water level in the well is never above
or below the screened (open) portion of the well at any time during the year, and in accordance with
15A NCAC 02C .0108. The general location and name for each monitoring well is marked on figure
2. [15A NCAC 02C .0108, 02T .0108(b)(2)]
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7. Within 60 days of completion of the monitoring wells, the Permittee shall submit two original copies
of a site map with a scale no greater than i -inch equals 100 feet; however, special provisions may be
granted upon prior approval for large properties. At a minimum, the map shall include the following
information:
a. The location and identity of each monitoring well.
b. The location of major components of the waste disposal system.
c. The location of property boundaries within 500 feet of the disposal areas.
d. The latitude and longitude of the established horizontal control monument.
e. The elevation of the top of the well casing (i.e., measuring point) relative to a common datum.
f. The depth of water below the measuring point at the time the measuring point is established.
g. The location of compliance and review boundaries.
h. The date the map is prepared and/or revised.
Control monuments shall be installed in such a manner and made of such materials that the monument
will not be destroyed due to activities taking place on the property. The map and any supporting
documentation shall be sent to the Division of Water Resources, Water Quality Permitting Section,
1617 Mail Service Center, Raleigh, NC 27699-1617. [15A NCAC 02T .0108(b)(2)]
8. Gauges to monitor waste levels in the five high -rate infiltration basins shall be installed /prior to
operation. [15A NCAC 02T .0108(b)(2), 02T .0705(c)]
9. No later than six months prior to the expiration of this permit, the Permittee shall request renewal of
this permit on official Division forms. Upon receipt of the request, the Division will review the
adequacy of the facilities described therein, and if warranted, will renew the permit for such period of
time and under such conditions and limitations as it may deem appropriate. Please note Rule 15A
NCAC 02T.01 05(d) requires an updated site map to be submitted with the permit renewal application.
[15A NCAC 02T.01 05(d), 02T.01 06, 02T.0109, 02T.0 1 15(c)]
II. PERFORMANCE STANDARDS
L The subject non -discharge facilities shall be effectively maintained and operated at all times so there is
no discharge to surface waters, nor any contravention of groundwater or surface water standards. In
the event the facilities fail to perform satisfactorily, including the creation of nuisance conditions due
to improper operation and maintenance, or failure of the infiltration areas to adequately assimilate the
effluent, the Permittee shall take immediate corrective actions including Division required actions, such
as the construction of additional or replacement wastewater treatment or infiltration facilities. [G.S.
143-215.1, 143-213.3(a)]
2. This permit shall not relieve the Permittee of their responsibility for damages to groundwater or surface
water resulting from the operation of this facility. [15A NCAC 02B .0200, 02L .0100]
3. All wells constructed for purposes of groundwater monitoring shall be constructed in accordance with
15A NCAC 02C .0 10 8 (Standards of Construction for Wells Other than Water Supply), and any other
jurisdictional laws and regulations pertaining to well construction. [15A NCAC 02C .0108]
4. Effluent quality shall not exceed the limitations specified in Attachment A. [15A NCAC 02T
.0108(b)(1), 02T .0705(b)]
5. Application rates, whether hydraulic, nutrient or other pollutant, shall not exceed those specified in
Attachment B. [ 15A NCAC 02T .0705(m)]
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This disposal system was individually permitted on or after December 30, 1983; therefore, the
compliance boundary is established at either 250 feet from the effluent disposal area, or 50 feet within
the property boundary, whichever is closest to the effluent disposal area. An exceedance of
groundwater standards at or beyond the compliance boundary is subject to remediation action according
to 15A NCAC 02L .0106(d)(2) as well as enforcement actions in accordance with North Carolina
General Statute 143-215.6A through 143-215.6C. [15A NCAC 02L .0106(d)(2), 02L .0107(b)]
7. In accordance with 15A NCAC 02L .0108, the review boundary is established midway between the
compliance boundary and the effluent disposal area. Any exceedance of groundwater standards at the
review boundary shall require action in accordance with 15A NCAC 02L .0106. [15A NCAC 02L
.0 106, 02L .0108]
8. The Permittee shall apply for a permit modification to establish a new compliance boundary prior to
any sale or transfer of property affecting a compliance boundary. [15A NCAC 02L .0107(c)]
9. In accordance with 15A NCAC 02L .0107(d), no wells, excluding Division approved monitoring wells,
shall be constructed within the compliance boundary except as provided for in 15A NCAC 02L
.0107(g). [15A NCAC 02L .0107]
10. Except as provided for in 15A NCAC 02L .0107(g), the Permittee shall ensure any landowner who is
not the Permittee and owns land within the compliance boundary shall execute and file with the Onslow
County Register of Deeds an easement running with the land containing the following items:
a. A notice of the permit and number or other description as allowed in 15A NCAC 02L .0107(f)(1);
b. Prohibits construction and operation of water supply wells within the compliance boundary; and
c. Reserves the right of the Permittee or the State to enter the property within the compliance boundary
for purposes related to the permit.
The Director may terminate the easement when its purpose has been fulfilled or is no longer needed.
[15A NCAC 02L .0107(f)]
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11. The facilities permitted herein shall be constructed according to the following setbacks:
a. The setbacks for high -rate infiltration sites permitted under 15A NCAC 02T .0700 shall be as
follows (all distances in feet):
i. Any habitable residence or place of public assembly under separate ownership;
400
ii. Any habitable residence or place of public assembly owned by the Permittee:
200
iii. Any private or public water supply source:
100
iv. Surface waters:
50 '
v. Groundwater lowering ditches:
50 1
vi. Surface water diversions:
50
vii. Any well with exception of monitoring wells:
100
viii. Any property line:
200
ix. Top of slope of embankments or cuts of two feet or more in vertical height:
100
x. Any water line from a disposal system:
10
xi. Subsurface groundwater lowering drainage systems:
50'
xii. Any swimming pool:
100
xiii. Public right of way:
50
xiv. Nitrification field:
20
xv. Any building foundation or basement:
15
1 Setbacks to surface waters, groundwater lowering ditches and subsurface
groundwater
lowering drainage systems have been reduced to 50 feet because the treatment units are
designed to meet a Total Nitrogen of 4 mg/L and a Total Phosphorus of 2 mg/L in
accordance
with 15A NCAC 02T .0706(c).
[15A NCAC 02T .0706(a), 02T .0706(c)]
b. The setbacks for storage and treatment units permitted under 15A NCAC 02T .0700 shall be as
follows (all distances in feet):
i. Any habitable residence or place of public assembly under separate ownership: 100
ii. Any private or public water supply source: 100
iii. Surface waters: 50
iv. Any well with exception of monitoring wells: 100
v. Any property line: 50
[15A NCAC 02T .0706(d)]
III. OPERATION AND MAINTENANCE REQUIREMENTS
1. The facilities shall be properly maintained and operated at all times. The facilities shall be effectively
maintained and operated as a non -discharge system to prevent the discharge of any wastewater resulting
from the operation of this facility. The Permittee shall maintain an Operation and Maintenance Plan,
which at a minimum shall include operational functions, maintenance schedules, safety measures and
a spill response plan. [15A NCAC 02T .0707.]
2. Upon the Water Pollution Control System Operators Certification Commission's (WPCSOCC)
classification of the subject non -discharge facilities, in accordance with 15A NCAC 08G .0200 the
Permittee shall designate and employ a certified operator in responsible charge (ORC) and one or more
certified operator(s) as backup ORC(s). The ORC or their back-up shall visit the facilities in
accordance with 15A NCAC 08G .0200, and shall comply with all other conditions specified in the
previously cited rules. [15A NCAC 02T .0117]
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3. Only effluent from the Stateside WWTP shall be infiltrated on the sites listed in Attachment B. [G.S.
143-215.1]
4. No automobiles or machinery shall be allowed on the infiltration sites except during equipment
installation or while maintenance is being performed. [15A NCAC 02T .0108(b)(1)]
5. Public access to the infiltration sites and wastewater treatment facilities shall be prohibited. [ 15A
NCAC 02T .0705(p)]
6. The residuals generated from the wastewater treatment facilities shall be disposed or utilized in
accordance with 15A NCAC 02T .1100. The Permittee shall maintain a residual management plan
pursuant to 15A NCAC 02T.0708. [ 15A NCAC 02T .0708, 02T .1100]
7. Diversion or bypassing of untreated or partially treated wastewater from the treatment facilities is
prohibited. [15ANCAC 02T .0705(i)]
S. Freeboard in the five high -rate infiltration basins shall not be less than two feet at any time. [15A
NCAC 02T .0705(c)]
9. Gauges to monitor waste levels in the five high -rate infiltration basins shall be provided. These gauges
shall have readily visible permanent markings, at inch or tenth of a foot increments, indicating the
following elevations: maximum liquid level at the top of the temporary liquid storage volume•,
minimum liquid level at the bottom of the temporary liquid storage volume; and the lowest point on
top of the dam. [15A NCAC 02T .0108(b)(1)]
10. A protective vegetative cover shall be established and maintained on all earthen embankments (i.e.,
outside toe of embankment to maximum allowable temporary storage elevation on the inside of the
embankment), berms, pipe runs, erosion control areas, and surface water diversions. Trees, shrubs, and
other woody vegetation shall not be allowed to grow on the earthen dikes or embankments. Earthen
embankment areas shall be kept mowed or otherwise controlled and accessible. [ 15A NCAC 02T
.0108(b)(1)]
11. The infiltration basins shall be periodically dredged to remove deposited materials that may impede the
infiltration process. Cleaning records shall be maintained at the facility for a period of no less than five
years, and shall be made available to the Division upon request. The Wilmington Regional Office,
telephone number [phone], shall be notified prior to each cleaning. [15A NCAC 02T
.0108(b)(1)]
12. The Permittee shall expand the rip rap beds at the terminus of the drains or take other mitigating actions
when deemed necessary by the Division staff upon the witness of sediment travel away from rip rap
material or degradation of the wetland. [15A NCAC 02T .0108(b)(1)]
IV. MONITORING AND REPORTING REQUIREMENTS
1. Any Division required monitoring (including groundwater, plant tissue, soil and surface water analyses)
necessary to ensure groundwater and surface water protection shall be established, and an acceptable
sampling reporting schedule shall be followed. [ 15A NCAC 02T .0108(c)]
2. A Division certified laboratory shall conduct all laboratory analyses for the required effluent,
groundwater or surface water parameters. [15A NCAC 02H .0800]
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3. Flow through the treatment facility shall be continuously monitored, and daily flow values shall be
reported on Form NDMR.
The Permittee shall install and maintain an appropriate flow measurement device to ensure the accuracy
and reliability of flow measurement consistent with accepted engineering and scientific practices.
Selected flow measurement devices shall be capable of measuring flows with a maximum deviation of
less than ten percent from true flow; accurately calibrated at a minimum of once per year; and
maintained to ensure the accuracy of measurements is consistent with the selected device's accepted
capability. The Permittee shall maintain records of flow measurement device calibration on file for a
period of at least five years. At a minimum, documentation shall include:
a. Date of flow measurement device calibration,
b. Name of person performing calibration, and
c. Percent from true flow.
[I5A NCAC 02T .0105(k)]
4. The Permittee shall monitor the effluent from the subject facilities at the frequencies and locations for
the parameters specified in Attachment A. [15A NCAC 02T .0108(c)]
The Permittee shall maintain adequate records tracking the amount of effluent infiltrated. At a
minimum, these records shall include the following information for each infiltration site listed in
Attachment B:
a. Date of infiltration;
b. Volume of effluent infiltrated.-
c.
nfiltrated;c. Site infiltrated;
d. Loading rates to each infiltration site listed in Attachment B; and
e. Weather conditions.
[I5A NCAC 02T .0108(c)]
6. Freeboard (Le., waste level to the lowest embankment elevation) in the five high -rate infiltration basins
shall be measured to the nearest inch or tenth of a foot, and recorded weekly. Weekly freeboard records
shall be maintained at the facility for a period of no less than five years, and shall be made available to
the Division upon request. [15A NCAC 02T .0108(c)]
7, Three copies of all monitoring data (as specified in Conditions IV.3. and IVA-) on Form NDMR for
each PPI and three copies of all operation and disposal records (as specified in Conditions IV.5. and
IV.6. on Form NDAR-2 for every site in Attachment B shall be submitted on or before the last day of
the following month. If no activities occurred during the monitoring month, monitoring reports are still
required documenting the absence of the activity. All information shall be submitted to the following
address:
Division of Water Resources
Information Processing Unit
1617 Mail Service Center
Raleigh, North Carolina 27699-1617
[I 5A NCAC 02T.0 105(l)]
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8. A record shall be maintained of all residuals removed from this facility. This record shall be maintained
at the facility for a period of no less than five years, and shall be made available to the Division upon
request. At a minimum, this record shall include:
a. Name of the residuals hauler;
b. Non -Discharge permit number authorizing the residuals disposal, or a letter from a municipality
agreeing to accept the residuals;
c. Date the residuals were hauled; and
d. Volume of residuals removed.
[15A NCAC 02T .0108(b)(1)]
9. A maintenance log shall be maintained at this facility. This log shall be maintained at the facility for a
period of no less than five years, and shall be made available to the Division upon request. At a
minimum, this log shall include:
a. Date of calibration of flow measurement device;
b. Visual observations of the plant and plant site; and
c. Record of preventative maintenance (e.g., changing of equipment, adjustments, testing, inspections
and cleanings, etc.).
[I 5A NCAC 02T .0108(b)(1)]
10. Monitoring wells shall be sampled after construction and within 3 months prior to initiating non -
discharge disposal operations. Monitoring wells shall be sampled thereafter at the frequencies and for
the parameters specified in Attachment C. All ingpping, well construction forms well abandonment
forms and monitoring data shall refer. to the permit number and the well nomenclature asrn oyided in
Attachment C and Figure 2. [ 15A NCAC 02T ,0105(m)]
11. For initial sampling of monitoring wells, the Permittee shall submit a Compliance Monitoring Form
(GW -59) and a Well Construction Record Form (GW -1) listing this permit number and the appropriate
monitoring well identification number. Initial Compliance Monitoring Forms (GW -59) without copies
of the Well Construction Record Forms (GW -1) are deemed incomplete, and may be returned to the
Permittee without being processed. [ 15A NCAC 02T A 105(m)]
12. Two copies of the monitoring well sampling and analysis results shall be submitted on a Compliance
Monitoring Form (GW -59), along with attached copies of laboratory analyses, on or before the last
working day of the month following the sampling month. The Compliance Monitoring Form (GW -59)
shall include this permit number, the appropriate well identification number, and one GW -59a
certification form shall be submitted with each set of sampling results. All information shall be
submitted to the following address:
Division of Water Resources
Information Processing Unit
1617 Mail Service Center
Raleigh, North Carolina 27699-1617
[I5A NCAC 02T.0 I 05(m)]
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V.
13. Noncompliance Notification:
The Permittee shall report by telephone to the Wilmington Regional Office, telephone number (910)
796-7215, as soon as possible, but in no case more than 24 hours, or on the next working day following
the occurrence or first knowledge of the occurrence of any of the following:
a. Treatment of wastes abnormal in quantity or characteristic, including the known passage of a
hazardous substance.
b. Any process unit failure (e.g., mechanical, electrical, etc.), due to known or unknown reasons,
rendering the facility incapable of adequate wastewater treatment.
c. Any facility failure resulting in a by-pass directly to receiving surface waters.
d. Any time self-monitoring indicates the facility has gone out of compliance with its permit
limitations.
e. Effluent breakout from the infiltration basins.
Any emergency requiring immediate reporting (e.g., discharges to surface waters, imminent failure of
a storage structure, etc.) outside normal business hours shall be reported to the Division's Emergency
Response personnel at telephone number [phone], [phone], or [phone]. Persons
reporting such occurrences by telephone shall also file a written report in letter form within five days
following first knowledge of the occurrence. This report shall outline the actions taken or proposed to
betaken to ensure the problem does not recur. [15A NCAC 02T .0105(l), 02T .0108(b)(1)]
1. The Permittee shall provide adequate inspection and maintenance to ensure proper operation of the
wastewater treatment and infiltration facilities. [15A NCAC 02T .0108(b)]
The Permittee or their designee shall inspect the wastewater treatment and infiltration facilities to
prevent malfunctions, facility deterioration and operator errors resulting in discharges, which may cause
the release of wastes to the environment, a threat to human health or a public nuisance. The Permittee
shall maintain an inspection log that includes, at a minimum, the date and time of inspection,
observations made, and any maintenance, repairs, or corrective actions taken. The Permittee shall
maintain this inspection log for a period of five years from the date of the inspection, and this log shall
be made available to the Division upon request. [15A NCAC 02T .0108(b)]
3. Any duly authorized Division representative may, upon presentation of credentials, enter and inspect
any property, premises or place on or related to the wastewater treatment and infiltration facilities
permitted herein at any reasonable time for the purpose of determining compliance with this permit;
may inspect or copy any records required to be maintained under the terms and conditions of this permit,
and may collect groundwater, surface water or leachate samples. [G.S. 143-21.5.3(a)(2)]
VI. GENERAL CONDITIONS
1. Failure to comply with the conditions and limitations contained herein may subject the Permittee to an
enforcement action by the Division in accordance with North Carolina General Statutes 143-215.6A to
143-215.60. [G.S. 143-215.6A to 143-215.6C]
2. This permit shall become voidable if the permitted facilities are not constructed in accordance with the
conditions of this permit, the Division approved pians and specifications, and other supporting
documentation. [15A NCAC 02T .0110]
3. This permit is effective only with respect to the nature and volume of wastes described in the permit
application, Division approved plans and specifications, and other supporting documentation. No
variances to applicable rules governing the construction or operation of the permitted facilities are
granted, unless specifically requested and approved in this permit pursuant to 15A NCAC 02T .0105 (n).
[G.S. 143-21.5.1]
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4. The issuance of this permit does not exempt the Permittee from complying with any and all statutes,
rules, regulations, or ordinances, which may be imposed by other jurisdictional government agencies
(e.g., local, state, and federal). Of particular concern to the Division are applicable river buffer rules in
15A NCAC 02B .0200; erosion and sedimentation control requirements in 15A NCAC Chapter 4 and
under General Permit NCG010000; any requirements pertaining to wetlands under 15A NCAC 02B
.0200 and 02H.0500; and documentation of compliance with Article 21 Part 6 of Chapter 143 of the
General Statutes. [15A NCAC 02T .0105(c)(6)]
5. In the event the permitted facilities change ownership or the Permittee changes their name, a formal
permit modification request shall be submitted to the Division. This request shall be made on official
Division forms, and shall include appropriate property ownership documentation and other supporting
documentation as necessary. The Permittee of record shall remain fully responsible for maintaining
and operating the facilities permitted herein until a permit is issued to the new owner. [15A NCAC
02T .0104]
6. The Permittee shall retain a set of Division approved plans and specifications for the life of the facilities
permitted herein. [15A NCAC 02T .0108(b)(1)]
7. The Permittee shall maintain this permit until all permitted facilities herein are properly closed or
permitted under another permit issued by the appropriate permitting authority. [15A NCAC 02T
.0105(])]
8. This permit is subject to revocation or unilateral modification upon 60 days notice from the Division
Director, in whole or part for the requirements listed in 15A NCAC 02T.01 10. [ 15A NCAC 02T .0110]
9. Unless the Division Director grants a variance, expansion of the permitted facilities contained herein
shall not be granted if the Permittee exemplifies any of the criteria in 15A NCAC 02T .0120(b). [ 15A
NCAC 02T.0120]
10. The Permittee shall pay the annual fee within 30 days after being billed by the Division. Failure to pay
the annual fee accordingly shall be cause for the Division to revoke this permit. [15A NCAC 02T
A105(c)(3)]
Permit issued this the 31St day of March 2016
NORTH CAROLINA ENVIRONMENTAL MANAGEMENT COMMISSION
—F -S. Jay Zimmerman, P.G., Director
Division of Water Resources
By Authority of the Environmental Management Commission
Permit Number WQ0035809
WQ0035809 Version 1.1 Shell Version 151201 Page 10 of 1 1

Permit No. WQ0035809 High -Rate Infiltration System
Old North State Water Company. LLC March 31, 2016
Stateside WWTP Onslow County
ENGINEERING CERTIFICATION
❑ Partial ❑ Final
In accordance with 15A NCAC 02T .0116,1,_ , as
a duly registered Professional Engineer in the State of North Carolina, having the Permittee's authorization
to ❑ periodically ❑ weekly ❑ fully observe the construction of the permitted facility, hereby state to the
best of my abilities that due care and diligence was used in the observation of the construction, such that
the facility was built within substantial compliance and intent of this permit, the Division -approved plans
and specifications, and other supporting documentation.
❑ Any variation to this permit, the Division -approved plans and specifications, and other supporting
documentation has been documented in the attached as -built drawings, and shall serve as the
Permittee's minor modification request to amend the permit accordingly.
Provide a brief narrative description of any variations:
THE COMPLETED ENGINEERING CERTIFICATION, INCLUDING ALL SUPPORTING
INFORMATION AND MATERIALS, SHALL BE SENT TO THE FOLLOWING ADDRESS:
NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY
DIVISION OF WATER RESOURCES
WATER QUALITY PERMITTING SECTION
NON -DISCHARGE PERMITTING UNIT
B U.S. Postal Service:
1617 MAIL SERVICE CENTER
By Courier/Special Delive :
512 N. SALISBURY ST.
RALEIGH, NORTH CAROLINA 27699-1617 RALEIGH, NORTH CAROLINA 27604
WQ0035809 Version 1.1 Shell Version 151201 Page 11 of 11

THIS PAGE BLANK

ATTACHMENT A — LINUTATIONS AND MONITORING REQUIREMENTS
PPI 001— WWTP Effluent with Infiltration Basins 1 and 2 Operational
Permit Number: WQ0035809 Version: 1.1
EFFLUENT CHARACTERISTICS
EFFLUENT LIMITS
MONITORING REQUIREMENTS
PCS
Code
Parameter Description
Units of
Measure
Monthly
Average
Monthly
Geometric Mean
Daily Minimum
Daily Maximum
Measurement
Frequency
Sample
Type
00310
BOD, 5 -Day (20 °C)
mg/L
10
2 x Month
Composite
00940
Chloride (as Cl)
mg/L
3 x Year
Composite
50060
Chlorine, Total Residual
mg/L
5 x Week
Grab
31616
Coliform, Fecal MF, M -FC Broth, 44.5 °C
#/100 mL
14
2 x Month
Grab
50050
Flow, in Conduit or thru Treatment Plant
GPD
9900
Continuous
Recorder
00610
Nitrogen, Ammonia Total (as N)
mg/L
4
2 x Month
Composite
00625
Nitrogen, Kjeldahl, Total (as N)
mg/L
2 x Month
Composite
00620
Nitrogen, Nitrate Total (as N)
mg/L
10
2 x Month
Composite
00600
Nitrogen, Total (as N)
mg/L
4
2 x Month
Composite
00400
pH
su
6.0
9.0
5 x Week
Grab
00665
Phosphorus, Total (as P)
mg/L
2
2 x Month
Composite
70300
Solids, Total Dissolved -- 180'C
mg/L
3 x Year
Composite
00530
Solids, Total Suspended
mg/L
15
2 x Month
Composite
1. 3 x Year sampling shall be conducted in February, June and October.
WQ0035809 Version 1.1 Attachment A Page 1 of 3

PPI 002 - WWTP Effluent with all Infiltration Basins Operational
EFFLUENT CHARACTERISTICS
EFFLUENT LIMITS
MONITORING REQUIREMENTS
PCS
Code Parameter Description
Units of Monthly Monthly
Daily Minimum Baily Maximum
Measure Average Geometric Mean
Measurement Sample
Frequency Type
00310 BOD, 5 -Day (20 °C)
mg/L 10
2 x Week Composite
00940
Chloride (as Cl)
mg/L
3 x Year
Composite
50060
Chlorine, Total Residual
mg/L
5 x Week
Grab
31616
Coliform, Fecal MF, M -FC Broth, 44.5 °C
#t/100 mL
14
2 x Week
Grab
50050
Flow, in Conduit or thru Treatment Plant
GPD
150,000
Continuous
Recorder
00610
Nitrogen, Ammonia Total (as N)
mg/L
4
_
2 x Week
Composite
00625
Nitrogen, Kjeldahl, Total (as N)
mg/L
2 x Week
Composite
00620
Nitrogen, Nitrate Total (as N)
mg1l
10
2 x Week
Composite
00600
Nitrogen, Total (as N)
mg/L
4
2 x Week
Composite
00400
pH
su
6.0
9.0
5 x Week
Grab
00665
Phosphorus, Total (as P)
mg/L
2
2 x Week
Composite
70300
Solids, Total Dissolved -180 °C
mg/L
3 x Year
Composite
00530
Solids, Total Suspended
mg/L
15
2 Week
Composite
1. 3 x Year sampling shall be conducted in February, June and October.
WQ0035809 Version 1.1 Attachment A
Page 2 of 3

PPI 003, PPI 004 & PPI 005 — Groundwater Lowering System Effluent
EFFLUENT CHARACTERISTICS
EFFLUENT LIMITS
MONITORING REQUIREMENTS
PCS
Code
Parameter Description
Units of
Measure
Monthly
Average
Monthly
Geometric Mean
Daily Minimum
Daily Maximum
Measurement
Frequency
Sample
Type
00680
Carbon, Total Organic (TOC)
mg/L
3 x Year
Grab
00940
Chloride (as Cl)
mg/L,
250
3 x Year
Grab
50060
Chlorine, Total Residual
mg/L
2 x Month
Grab
50050
Flow, in Conduit or thru Treatment Plant
GPD
Continuous
Recorder
00610
Nitrogen, Ammonia Total (as N)
mg/L
1 5
...........: .
2 x Month
Grab
00620
Nitrogen, Nitrate Total (as N)
mg/L
10
2 x Month
Grab
00600
Nitrogen, Total (as N)
mg/L
2 x Month
Grab
00400
pH
su
6.5
8.5
2 x Month
Grab
00665
Phosphorus, Total (as P)
mg/L
2 x Month
Grab
70300
Solids, Total Dissolved — 180'C
mg/L
500
3 x Year
Grab
PPI 006 (upstream) & PPI 007 (downstream) — Surface Water Monitoring on Margaret Branch
EFFLUENT CHARACTERISTICS
EFFLUENT LIMITS
MONITORING REQUIREMENTS
PCS
Code
Parameter Description
Units of
Measure
Monthly
Average
Monthly
Geometric Mean
Daily Minimum
Daily Maximum
Measurement
Frequency
Sample
Type
00300
DO, Oxygen, Dissolved
mg/L
2 x Month
Grab
00610
Nitrogen, Ammonia Total (as N)
mg/L
2 x Month
Grab
00600
Nitrogen, Total (as N)
mg/L
2 x Month
Grab
00400
pH
su
2 x Month
Grab
00665
Phosphorous, Total (as P)
mg/L
...........: .
2 x Month
Grab
WQ0035809 Version 1. 1 Attachment A Page 3 of 3

THIS PAGE BLANK

ATTACHMENT B - APPROVED LAND APPLICATION SITES AND LIMITATIONS
Old North State Water Company, LLC — Stateside WWTF
Permit Number: WQ0035809 Version: 1.1
INFILTRATION AREA INFORMATION
APPLICATION LIMITATIONS
Basin
Owner
County
Latitude
Longitude
Net
Acreage
Dominant
Soil Series
Parameter
Daily Rate
Units
I
Old North State Water Company, LLC
Onslow
34.879962°
-77.4824I3'
0.47
On —Onslow loamy fine sand
01284—Non-Discharge Application Rate
2.47
GPD/ft'
2
Old North State Water Company, LLC
Onslow
34.879775'
-77.481919°
0.45
On — Onslow loamy fine sand
01284 — Non -Discharge Application Rate
2.47
GPD/ft2
3
Old North State Water Company, LLC
Onslow
34.879938'
-77.480425°
0.83
On — Onslow loamy fine sand
01284 — Non -Discharge Application Rate
01/5.162
GPD/ft2
4
Old North State Water Company, LLC
Onslow
34.880176'
-77.480235°
0.51
On — Onslow loamy fine sand
01284 —Non -Discharge Application Rate
01/5,161
GPDIft2
5
1 Old North State Water Company, LLC
Onslow
34.880490°
-77.479990°
0.43
On — Onslow loamy fine sand
01284 — Non -Discharge Application Rate
01/5.161
GPD/ftp
Totals
2.69
1. Since the required property line setback waiver for Infiltration Basins 3, 4 and 5 has not been signed by North Carolina State University and subsequently recorded in the Onslow County
Register of Deeds, the loading rate for Infiltration Basins 3, 4 and 5 shall be limited to 0 GPD/ft2.
2. Once the property line setback waiver for Infiltration Basins 3, 4 and 5 has been signed by North Carolina State University and recorded in the Onslow County Register of Deeds, the Permittee
may submit a permit modification requesting operation of Infiltration Basins 3, 4 and 5 at the rate of 5.16 GPD/ft.
WQ0035809 Version 1.1 Attachment B Page i of I

THIS PAGE BLANK

ATTACHMENT C — GROUNDWATER MONITORING AND LIMITATIONS
Monitoring wells: MW -1, MW -2, MW -3, MW -4, MW -5 & MW -6
Permit Number: WQ0035809 Version: 1.1
GROUNDWATER CHARACTERISTICS
GROUNDWATER STANDARDS
MONITORING REQUIREMENTS
PCS Code
Parameter Description
Daily Maximum
Frequency Measurement
Sample Type
Footnotes
00680
Carbon, Tot Organic (TOC)
mg/L
3 x Year
Grab
1,6
00940
Chloride (as Cl)
250
mg/L
3 x Year
Grab
1
31616
Coliform, Fecal MF, M -FC Broth, 44.5 °C
#1100 mL
3 x Year
Grab
1
00610
Nitrogen, Ammonia Total (as N)
1.5
mg/L
3 x Year
Grab
1
00620
Nitrogen, Nitrate Total (as N)
10
mg/L,
3 x Year
Grab
1
00400
pH
6.5-8.5
su
3 x Year
Grab
1,2
00665
Phosphorus, Total (as P)
mg/L
3 x Year
Grab
I
70300
Solids, Total Dissolved -.180 °C
500
mg/L
3 x Year
Grab
1
GWVOC
Volatile Compounds (GC/MS)
Present: Yes/No
Annually
Grab
1, 4, 5
82546
Water Level, Distance from measuring point
feet
3 x Year
Calculated
1, 2, 3
1. 3 x Year monitoring shall be conducted in March, July & November; Annual monitoring shall be conducted every November.
2. The measurement of water levels shall be made prior to purging the wells. The depth to water in each well shall be measured from the surveyed point on the top of the casing. The measurement of
pH shall be made after purging and prior to sampling for the remaining parameters.
3. The measuring points (top of well casing) of all monitoring wells shall be surveyed to provide the relative elevation of the measuring point for each monitoring well. The measuring points (top of
casing) of all monitoring wells shall be surveyed relative to a common datum.
4. Volatile Organic Compounds (VOC) - In November only, analyze by one of the following methods:
a. Standard Method 6230D, PQL at 0.5 µg/L or less
b. Standard Method 6210D, PQL at 0.5 pg/L or less
c. BPA Method 8021, Low Concentration, PQL at 0.5 gg/L or less
d. EPA Method 8260, Low Concentration, PQL at 0.5 µg/L or less
e. Another method with prior approval by the Water Quality Permitting Section Chief
Any method used must meet the following qualifications:
a. A laboratory must be DWR certified to run any method used.
b. The method used.must, at a minimum, include all the constituents listed in Table VIII of Standard Method 6230D.
c. The method used must provide a PQL of 0.5 lug/L or less that must be supported by laboratory proficiency studies as required by DWR. Any constituents detected above the MDL but below
the PQL of 0.5 µg11, must be qualified (estimated) and reported.
5. If any volatile organic compounds (VOC) are detected as a result of monitoring as provided in Attachment C, then the Wilmington Regional Office supervisor, telephone number [phone],
must be contacted immediately for further instructions regarding any additional follow-up analyses required.
6. If TOC concentrations greater than 10 mg/L are detected in any downgradient monitoring well, additional sampling and analysis must be conducted to identify the individual constituents comprising
this TOC concentration. If the TOC concentration as measured in the background monitor well exceeds 10 mg/L, this concentration will be taken to represent the naturally occurring TOC
concentration. Any exceedances of this naturally occurring TOC concentration in the downgradient wells shall be subject to the additional sampling and analysis as described above.
7. Monitoring wells shall be reported consistent with the nomenclature and location information provided in Figure 1 and this attachment.
WQ0035809 Version 1.1 Attachment C Page 1 of 1

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STATESIDE HIGH -RATE INFILTRATION SYSTEM
ONSLOW COUNTY
WQ0035809
SITE DETAIL MAP

AGREEMENT
between
A. SYDES CONSTRUCTION, INC.
and
OLD NORTH STATE WA'T'ER COMPANY, LLC
for the Installation, Conveyance, and Operation of the
WASTEWATER UTILI'T'Y SYSTEM
to be installed to serve
STATESIDE DEVELOPMENT
Onslow County, North Carolina
August to , 2015

AGREEMENT
This Agreement for the installation, conveyance, and operation of the wastewater utility
system to be installed to serve Stateside Development ("Agreement") is made as of the
day of August, 2015, by and between A. SYDES CONSTRUCTION ("ASCI"), a North Carolina
corporation, and OLD NORTH STATE WATER COMPANY, LLC, (ONSWC), a North
Carolina Limited Liability Corporation, ASCI and ONSWC shall collectively be referred to as
the "Parties".
WITNESSETH.
WHEREAS, ASCI has requested and ONSWC has agreed that upon completion; of the
Wastewater Utility System Phase (defined below), ASCI shall convey the Wastewater Utility
System Assets (defined below) constructed during such phase to ONSWC, and ONSWC shall
accept such Wastewater Utility Assets and, thereafter, own and operate such facilities, all in
accordance with this Agreement.
NOW, THEREFORE, for and in consideration of the premises and of the rights, powers,
and duties hereinafter set forth to be performed by each Party, ASCI and ONSWC do mutually
agree as follows:
DEFINITIONS
1.1. "Agreement" shall mean this Agreement for the installation, conveyance, and
operation of the wastewater utility systems serving Stateside. Development (defined below),
including all exhibits and schedules hereto, if any, as amended from time to time.
1.2. "Stateside Development" shall mean the property to be developed by ASCI
known as Stateside Subdivision and consisting of approximately TBD acres along NC Highway
TBD, Onslow County, North Carolina, which will consist of approximately TBD residences, and
the following amenities: TBD, TBD, and TBD, and other property owned, or to be acquired, by
ASCI located adjacent to or in near proximity to the Stateside Subdivision, herein referred to as
Extended Service Area.
1.3. "Certificate" shall mean the Certificate of Public Convenience and Necessity for
providing wastewater utility service in Stateside Development to be issued by the Commission
(defined below).
1.4. "Certificate Extension" shall mean an extension to the Certificate.
LS. "Closing" shall mean each instance upon which Wastewater Utility System
Assets (defined below), as the context rewires, are transferred from ASCI to ONSWC.
1.6. "Closing Date" shall mean the date of the applicable Closing, as the context
requires.

1.7. "Collection System Permit" shall mean the permit for the construction and
operation of the Wastewater Collection System issued by DWQ (defined below) as Permit No,
TBD.
1.8. "Commission" shall mean the North Carolina Utilities Commission.
1.9. "County.' shall mean Onslow COLin ty, North Carolina.
1.10. "DWR " shall mean the Division of Water Resources of the North Carolina
Department of Environment and Natural Resources.
1.11. "Extended Service Area (ESA)" shall mean any extended service areas acquired
by Developer and located outside but in the general vicinity of the Stateside Development to be
served by the Wastewater Utility System.
1.12. "GPD " means gallons per day -
1. 13.
ay_
1.13. "Groundwater Level Control Drains" shall mean the gravity de -watering drains
installed around the Infiltration Basins (defined below) to lower the water table in the
.Infiltrations Basins, which Groundwater Level Control Drains shall be owned by ONSWC.
1.14. "Infiltration Basins" shall mean the TBD acre infiltration basin with TBD gpd/ft'
loading rate and the TBD acre infiltration basin with a TBD gpd/ft' loading rate located at
Stateside Development, as illustrated on Exhibit 1.15.
1.15. "Non -Discharge Permit" shall mean the permit for the construction and operation
of the Wastewater Utility System issued by DWQ as Permit No. TBD, including all
modifications thereto.
1.16. "Permit" or "Permits" shall mean the Collection System Permit and/or the Non -
Discharge Permit (defined below), as the context requires,
1.17. "Residential Equivalent Unit" or "REU" shall mean a residential unit rate
determined as follows: The monthly rate shall be $45.00 per REU. To determine the REU for
any connection, divide the design flow of the facility estimated in GPD by 360 GPD.
1.19 "Treated Effluent" shall mean the wastewater that has been treated to the point
that it rneets the quality standards required by the Non -Discharge Permit.
1.18. "Wastewater Collection System" shall mean the wastewater service lines, gravity
collection lines, force mains, lift stations, and all appurtenant equipment that will deliver
wastewater from the customers in Stateside Development to the WWTP (defined below).
I.19_ "Wastewater Plans" are all plans and specifications for the Wastewater Utility
System approved by the County (if required), ONSWC, and DWQ and engineered by ASCI's
engineer_
A5 ONSW

1.20. "Wastewater Service Line" shall mean the portion of the individual household
wastewater line for which ONSWC will assume maintenance responsibility. The Wastewater
Service Line shall include only that portion of the individual household wastewater line that
extends from the sewer cleanout at or near the property line to ONSWC's wastewater train at or
near the street. The portion of the line extending from the .home to the sewer cleanout shall not
be included in the term "Wastewater Service Line."
1.21. "WCSDS" or "Wastewater Collection, Storage and Disposal Utility System" shall
mean the Wastewater Collection System, the Infiltration Basins, , the Groundwater Level
Control Drains, all lift stations, if any, and other facilities used in the collection, holding and
disposal of the wastewater. Attached as Exhibit 1.24 is a map of the Wastewater Utility System.
ASCI shall install the WCSDS. It shall be-ASCI's responsibility to install the WCSDS.
1.22. "Wastewater Collection, Storage and Disposal Utility System Assets" shall mean
the Wastewater Collection System, , Infiltration Basins, Groundwater Level Control Drains, sites
of adequate size for the WWTP, including adequate buffers, and the Wastewater Collection
System..
1.23. "Wastewater Utilio System Phase" shall mean any discrete phase of development
of the Wastewater Utility System.
1.24. "WWTP" or "Wastewater Treatment Plant" shall mean the 250,000 GPD
wastewater treatment plant to be located within Stateside Development, as illustrated on Exhibit
1.15. It shall be ONSWC's responsibility to install the WWTP.
1.25. "WWTP Easement' shall mean that certain Wastewater Treatment Plant Easement
Agreement, attached hereto as Exhibit 1.29, to be executed by ASCI and ONSWC, including all
exhibits and schedules thereto, if any, as amended from time to time.
1_.26. `'WWTP Site" shall mean the WWTP site of adequate size for the WWTP, Storage
Pond and Infiltration Basins, including adequate buffers, shown as "Easement #1" on the
illustration attached as Exhibit 1.30,
2. REPRESENTATIONS AND WARRANTIES OF ASCI
ASCI hereby represents and warrants as follows--
2.1.
ollows_
2.1. Organization; Good Standing: Power. ASCI is a corporation duly organized,
validly existing and in good standing under the laws of the State of North Carolina and has all
the requisite power and authority to own, lease and operate its properties, to carry on its business
as now being conducted and to enter into this Agreement and perform its obligations hereunder.
22. Authori Relative to Agreement. The execution, delivery and performance of
this Agreement by ASCI have been drily and effectively authorized by all necessary action. This
Agreement has been duly executed by ASCI and is a valid and legally binding obligation of
ASCI enforceable in accordance with its terms except (i) as limited by (a) applicable bankruptcy,
insolvency, reorganization, moratorium, fraudulent conveyance, or other Iaws of general
ASCI ONSWC
4

application relating to or affecting the enforcement of creditors' rights generally, (b) laws
relating to the availability of specific performance, injunctive relief, or other equitable remedies,
or (ii) to the extent the indemnification provisions may be limited by applicable federal or state
securities laws.
23. Effect of Agreement. The execution, delivery and performance of this Agreement
by ASCI and the consummation of the transactions contemplated hereby will not (i) require the
consent, approval or authorization of any person, corporation, partnership, joint venture or other
business association or public authority other than the Commission or DWQ, (ii) violate, with or
without the giving of notice or the passage of time or both, any provisions of law now applicable
to ASCI or (iii) result in a violation of articles of organization or operating agreement.
REPRESENTATIONS AND WARRANTIES OF ONSWC
ONSWC hereby represents and warrants as follows:
3.1. Organization,. Good Standing-, Power. ONSWC is a limited liability corporation
duly organized, validly existing and in good. standing under the laws of the State of North
Carolina, and has all requisite corporate power and authority to own, lease and operate its
properties, to carry on its business as now being conducted and to enter into this Agreement and
perform its obligations hereunder.
3.2. Authority Relative to Agreement. The execution, delivery and performance of
this Agreement by ONSWC have been duly and effectively authorized by all necessary corporate
action. This Agreement has been duly executed by ONSWC and is a valid and legally binding
obligation of ONSWC enforceable in accordance with its terms except (i) as limited by (a)
applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance, or other
Jaws of general application relating to or affecting the enforcement of creditors' rights generally,
(b) laws relating to the availability of specific performance, injunctive relief, or other equitable
remedies, or (ii) to the extent the indemnification provisions may be limited by applicable federal
or state securities laws.
3.3. Effect of Agreement. The execution, delivery and performance of this Agreement
by ONSWC and the consummation of the transactions contemplated hereby will not (i) require
the consent, approval or authorization of any person, corporation, partnership, Joint venture or
other business association or public authority other than the Commission or DWQ, (ii) violate,
with or without the giving of notice or the passage of time or both, any provisions of law now
applicable to ONSWC, or (iii) result in a violation of ONSWC's charter or bylaws.
3A No Claim by Third Parties. All negotiations relative to this Agreement and the
transactions contemplated hereby have been carried out by ONSWC directly with ASCI without
the intervention of any person on behalf of ONSWC in such manner as to give rise to any valid
claim by any person against ASCI for a finder's fee, brokerage commission or similar payment.
3.5 Experience. ONSWC is a public utility company, regulated by the Commission; and is
experienced in the ownership, operation and maintenance of wastewater collection., treatment
and disposal facilites .
ASCI swc

3.6 Accuracy of Representations and Warranties. No representation or warranty by
ONSWC in this Agreement, or any statement or certificate furnished or to be furnished to ASCI
pursuant hereto or in connection with the transactions contemplated herein, contains or will
contain any untrue statement of a material fact or will omit to state a material fact necessary to
make the statements contained herein or therein not misleading.
4. INSTALLATION OF WASTEWATER TREATMENT PLANT
4.1 Design of WWTP. ONSWC shall pay for all engineering costs and permit fees
associated with the design and DWQ approval and permitting of the WTVTP.
4.2 Construction of WWTP. ASCI shall be obligated to prepare and grade the site
suitable for erection of the wastewater treatment plant- This includes the grading, leveling, and
placing of stone on the approved plant site. ASCI shall also construct the concrete slab to
ONSWC's specifications to which the plant shall be installed and the necessary yard piping. It is
anticipated that this shall include piping from the lift station to the WWTP. ONSWC shall be
obligated to construct a Wastewater Treatment Plant capable of treating up to 250,000 GPD of
wastewater treatment capacity in such a manner to meet the effluent permit requirements
established by NC DENR in Permit TBD. ONSWC will purchase the Wastewater Treatment
Plant and relocate it to Stateside. ASCI shall track its cost associated with the grading, leveling
and placing of stone on the plant site to include labor, equipment, and materials and provide a
written certification of ASCI's cost to ONSWC in accordance with Section 7.3 c (iii).
It is recognized that additional plant capacity beyond the 250,000 GPD Wastewater
Treatment Plant currently planned may be required to service future connections in the ESA. If
such capacity has not been constructed and, if such capacity is required in order to serve the lots
or other developments within the ESA, ONSWC or its successors, and ASCI shall execute a
separate Asset Purchase Agreement that will set forth the obligations of each party. Said future
Asset Purchase Agreement shall stipulate the cost to ASCI for the additional plant capacity
which shall not exceed $6.87 per gallon up to a maximum capacity of 500,000 gpd.
4.3 Transfer of Permits. The Parties acknowledge that DWQ has issued the Permits,
which names Weyerhaeuser Real Estate Development Company as the Permittee. Prior to
ONSWC beginning the construction of the WWTP, ASCI, at its own expense and with the
approval of ONSWC, shall authorize Weyerhaeuser Real Estate Development Company to have
the Non -Discharge Permit modified to substitute ONSWC for Weyerhaeuser Real Estate
Development Company as the Permittee. ONSWC, with the assistance and cooperation of ASCI
and Weyerhaeuser Real Estate Development Company, shall provide such information and
execute such documents and instruments as may be necessary to effect such modification.
4.4 Connection Fees. ONSWC shall collect a connection fee of $3,500 per
Residential Equivalent Unit (REU) connected to the Wastewater Utility System, Such
connection fee collected, shall be a one-time fee and shall be charged to the first builder or
homeowner requesting service at a particular Iot or unit in Stateside Development or any other
development or customer as may be approved by ASCI.
ASO ON �5C
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4.5 Purchase Price.
(a) The Purchase Price made by ONSWC to ASCI shall be $3,500/REU. The
Purchase Price payments shall begin with the 3011, connections have been made to the
Wastewater Collection System and end with when the last REU has been connected to the
250,000 GPD Wastewater Treatment Plant. The Purchase Price Payment shall be paid by the
Buyer to the Seller on a quarterly basis based on the number of connections installed during the
previous quarter, Such payments shall be made on or about January 31, April 30, July 3I, and
October 31 of each calendar year and in the month following each calendar quarter_
(b) The purchase price for connections within the ESA shall be more fully described
in a future Asset Purchase Agreement but buyer and seller agree that subject to NCUC approval,
the connection fees shall be consistent with those specified in Paragraph 4.4 of this Agreement
andprovidedASCI bears the cost for the future expansion, that the purchase price to ASCI shall
be no less than $4,000 per REU..
4.6 Tariff. In consideration of the Purchase Price, ONSWC shall request that NCUC
approve a tariff that establishes a monthly flat sewer rate of approximately $45.00 per REU. In
the event that, prior to Closing, the NCUC approves a tariff that establishes a flat monthly sewer
rate greater than $45.00 per REU, ASCI shall be entitled to terminate this Agreement Upon
written notice to ONSWC. ONSWC agrees that for a period of 10 years after ASCI executes this
Agreement, it will not seek NCUC approval of a rate per REU greater than the rate then, being
charged by Onslow Water and Sewer Authority._
4.7 Future Transfer of Unused Infiltration Pond Land. The existing DWR approved
plans consist of 500,000 GPD of infiltration pond disposal. The capacity of these ponds are such
that approximately 400,000 GPD of disposal capacity is contained within three ponds and
100,000 GPD of disposal capacity is contained within two ponds. It is anticipated that AS CI will
construct the ponds in two phases. Phase I will consist of the construction of three ponds
permitted for disposal of approximately 400,000 GPD of treated effluent. Phase 2, if
constructed, would consist of two ponds permitted for disposal of approximately 100,000 GPD
treated effluent. In the event that it is determined that the land required for the infiltration ponds
associated with Phase 2 are not needed, ASCI request that the land revert to ASCI for fixture
development. ONSWC shall not unreasonably withhold said request and upon approval, initiate
the transfer of the land back to ASCI. It is understood that the transfer of the land back to ASCI,
shall not constitute or create any violations of adequate buffers for the WWTP or the infiltration
ponds. Further the transfer back to ASCI shall not constitute any violations with federal, state, or
county laws, rules, or regulations.
5. INSTALLATION OF WASTENVATER COLLECTION, STORAGE AND
DISPOSAL UTILITY SYSTEM
t
nsc ONSWC
7

5.1 Design of WCSWC. The Wastewater Collection, Storage and Disposal System
(WCSWC) has previously been designed and permitted. Said permit for storage and disposal
shall be transferred to ONSWC and ONSWC shall pay for future modification of the storage and
disposal system as inay be required to serve the Stateside Development. ASCI shall pay for all
engineering cost and permits fees asassociated with the design and DWQ approval and
permitting of the Wastewater Collection System necessary to serve the Stateside Development:,
including all future phases.
5.2 Construction of WCSWC. ASCI shall be responsible for the construction and
installation of the WCSDS. ASCI shall construct the infiltration ponds in two phases. Phase 1
shall consist of three (3) infiltration ponds with a NC DWR permitted disposal capacity of
approximately 400,000 GPD. Phase 2, unless not constructed in accordance with Section 4.6,
shall consist of two (2) infItration ponds with a NC DWR permitted disposal capacity of
approximately 100,000 GPD and installation of these ponds shall begin upon written notice from
ONSWC after wastewater flows exceed 80% of the permitted capacity of the Phase 1 infiltration
ponds. In connection with development of each phase of Stateside Development, ASCI shall
cause to be installed, at ASCI's expense, a complete Wastewater Collection System to serve all
lots in that phase of Stateside Development. The entire Wastewater Collection System shall be
constructed in such a manner as to restrict entry of groundwater and surface waters into the
Wastewater Utility System to the greatest extent practicable and, at a minimum, shall conform to
the minimum standards established by the DWQ regulations for infiltrationfinfiow.
5.3 Review and a royal of WCSDS Plans. Prior to submittal to NC DWR for
approval to construct each phase of the collection system, ASCI shall cause its engineer to
prepare and submit to ONSWC a set of plans for the construction of the wastewater collection
system. ONSWC shall review the plans and coordinate any modifications to the plans in order to
meet ONSWC requirements. Upon approval by ONSWC of the plans, ONSWC shall execute
the NC DWR permit application and submit the permit application to NC DWR with a copy sent
to ASCI and their engineer,
5.4 The WCSDS shall be installed in accordance with the approved Wastewater Plans.
Furthermore: prior to the commencement of any construction work on the Wastewater Utility
System, ASCI shall obtain ONSWC's approval of all contractors and subcontractors who will
perform work on the installation of the Wastewater Utility System. Attached as Exhibit 4.5 is a
list of all utility contractors currently approved by ONSWC for Wastewater Utility System
installations at Stateside Development. ONSWC shall update this list whenever requested by
ASCI, with the list always having a minimum of three approved utility contractors. ASCI may
submit to ONSWC additional names of licensed utility contractors (including references) for
investigation and evaluation by ONSWC. ONSWC shall not unreasonably withhold, condition
or delay approval of such additional contractors.
5.5 ASCI shall furnish to ONSWC copies of all required surveys, maps, and
engineering drawings and specifications sufficient for filing an application with the Commission
for the Certificate or Certificate Extension. Surveys, maps and engineering drawings shall be
ASCI MWC

submitted to ONSWC in both paper and electronic versions, with the electronic files being in a
"-.dwg" format_
5.6 ONSWC may periodically inspect the construction and may require correction to
portions of the construction that are not consistent with the Wastewater Plans which changes
must be specifically authorized by the Wastewater Plans and in accordance with all applicable
law.
6. APPLICATION FOR CERTIFICATE.
After the execution of this Agreement, and prior to the installation of each Wastewater
Utility System Phase, ONSWC will apply to the Commission. as soon as may be practicable for a
Certificate or Certificate Extension to provide wastewater service to that phase of Stateside
Development. The Parties agree to fully cooperate and use commercially reasonable efforts to
obtain Commission issuance of the Certificate. ASCI shall furnish to ONSWC the necessary
financial information for utility plant investment including back-up invoices necessary for
ONSWC to complete the Certificate application and data request responses to the Commission.
ONSWC shall provide all bonds required by the Commission for the Certificate and each
Extension. ONSWC shall notify ASCI in writing upon the issuance of an order by the
Commission approving the Certificate or any Certificate Extension. ONSWC may terminate this
Agreement if the Commission, in conjunction with is issuance of the Certificate, does not
approve both the full purchase price as rate base for ONSWC and ONSWC's applied for rates
(including the connection fee specified in Section 4.4),
7. CONVEYANCE OF WASTEWATER UTILITY SYSTEM ASSETS
7.1. Conveyance of Wastewater Utility System Assets. At the times and on the terms
described below, ASCI shall convey to ONSWC, by easements and bill of sale, as appropriate,
the WCSDS assets and the WWTP Site. The WWTP site shalI front upon publicly dedicated
streets to provide free and reasonable access to the WWTP site located thereon, In the event that
the WWTP site does not front upon a publicly dedicated completed street, ASCI shall convey a
perpetual 30 foot easement for ingress, egress, regress, and access to the WWTP with an all-
weather gravel access road and also for the installation, operation, maintenance, repair and
replacement of such utilities.
Until such time as a permanent dedicated easement can be recorded, ASCI shall provide
ONSWC with an access road and right of entry for said road.
7.2. Execute and Delivery of WWTP Easement. ASCI and ONSWC shall execute the
WWTP Easement to allow ONSWC to access and the authority to construct and install the
WWTP and ONSWC shall cause the WWTP Easement to be recorded in the Onslow County
Register of Deeds. Upon transfer of the WWTP Site to ONSWC via a General Warranty Deed,
said easement shall be revoked or allowed to expire.
J

7.3. Initial CIosing for WWTP, WWTP Site, Groundwater Level Control Drains and
Infiltration Ponds.
(a) Pre -Closing Deliveries_
(i) ASCI shall deliver to ONSWC notice of installation of the Infiltration
Basins, and the Groundwater Level Control Drains, together with engineering certification of
completion of same;
(ii) ASCI shall deliver to ONSWC title insurance for the WVVTP Site,
pursuant to Section 7.8 of this Agreement;
(iii)
ONSWC shall deliver to ASCI notice of installation of the Wastewater Treatment Plant together
with engineering certification of completion of same.
(iv) ASCI shall deliver to ONSWC a draft General Warranty deed to the
Wastewater Treatment Plant site that includes the all five infiltration ponds with adequate buffers
and includes the Wastewater Treatment Plant with adequate buffers. ASCI shall depict a revised
plat showing the extent of the Wastewater Treatment Plant Site should ASCI execute the option
as described in Section 4.5 for the Phase 2 Infiltration Ponds.
(b) Initial Closing. Upon receipt of the last item described. in Section
7.3(a) of this Agreement, the Parties shall mutually agree upon a date for the transfer of the
WWTP Site of adequate size for the W V P, Groundwater Level Control Drains , and the
Infiltration Basins including adequate buffers, which date shall not be more than 30 days from the
date of delivery of the last item described above.
(c) Closing Deliveries. At the initial Closing,
(i) ASCI shall deliver bill of sale for the Wastewater Treatment Plant
Site, Infiltration Basins, and Groundwater Level Control Drains including adequate buffers.
(ii) The Parties shall deliver such other agreements, documents and
certificates necessary or desirable to effect such transfers.
(iii) ASCI shall deliver to ONSWC a written certification of ASCI's
installation cost with respect to the site work, Infiltration Basins and Groundwater Level Control
Drains.
(iv) ASCI shall cause its contractors to provide to ONSWC a one-year
warranty on components commencing on the date of issuance of the final engineering
certification.
ASC.�O:_-x�.
10

(d) Initial Closing.Representations, At the initial Closing, ASCI shall
represent and warrant the following to ONSWC:
(i) The conveyance of the Groundwater Level Control Drains,
Infiltration Basins, and the WWTP Site including adequate buffers, to be conveyed at tine
Closing will not violate any judicial, governmental or administrative order, award, judgment, or
decree applicable to ASCI or to such Wastewater Utility System Assets;
(ii) Except as described on Exhibit 5.3, there are no existing contracts or
commitments whatsoever of any type or nature in effect with respect to the Wastewater
Treatment Plant Site,, Infiltration Basins and Groundwater Level Control Drains, to be conveyed
at ,the initial Closing, other than this Agreement, and ASCI is not aware of any default by any
Party to any such agreement; and
(iii) Except as described herein, there are no liens, claims, or
encumbrances whatsoever of any type or nature upon or against the WWTP Site, Groundwater
Level Control Drains, , Infiltration Basins, to be conveyed at the initial Closing, including but
not limited to deeds of trust, financing statements or security agreements filed under the Uniform
Commercial Code either in the County or with the North Carolina Secretary of State.
7.4. Initial Wastewater Collection System Closing for First Please of the Development.
(a) Pre -Closing Deliveries.
(i) ASCI shall deliver to ONSWC notice of installation of the initial
phase of the Wastewater Collection System, together with engineering certification of
completion of same;
(ii) ASCI shall deliver to ONSWC title insurance commitments for the
perpetual easements for the collection mains, force mains, collection pumping stations, and for
the collection lift stations (if any) to be conveyed at the initial Closing, pursuant to Section 7.8 of
this Agreement, and
(iii) ASCI's engineer shall supply ONSWC with an electronic copy of
engineering drawings of the Wastewater Utility System as constructed ("as-builts") and also a
hard copy of the as-builts. The electronic version of the as-builts shall be submitted to ONSWC
in ".dwg" format with two spatial references to location and elevation.
(b) Initial Wastewater Collection System Closing Date. Upon receipt of the
last item described in Section 7.3(a) of this Agreement, the Parties shall mutually agree upon a
date for the transfer of the initial phase of the Wastewater Collection System, which date shall not
be more than thirty (30) days from the date of delivery of the last item described above,
(c) Closing Deliveries. At the initial Closing,
AM
II

(i) ASCI shall deliver bill of sale for the initial phase of the Wastewater
Collection System.
(ii) ASCI shall deliver to ONSWC the easements described in Section 7.6
and 7.7 of this Agreement.
(iii) The Parties shall deliver such other agreements, documents and
certificates necessary or desirable to effect such transfers.
(iv) ASCI shall deliver to ONSWC a written. certification of ASCI's
installation cost with respect to the initial Phase of the Wastewater Collection System.
(v) ASCI shall cause its contractors to provide to ONSWC a one-year
warranty on all WCSDS components commencing on the date of issuance of the final engineering
certification.
(vi) ASCI shall deliver to ONSWC the lot numbers andaddresses of all
properties to be served by the Wastewater Facilities.
(vii)ASCI shall deliver to ONSWC a recorded plat showing each unit in
the Subdivision.
(d) Initial Closing Representations. At the initial Closing, ASCI shall
represent and warrant the following to ONSWC:
(i) The conveyance of the initial phase of the Wastewater Collection
System to be conveyed at the Closing will not violate any judicial, governmental or
administrative order, award, judgment, or decree applicable to ASCI or to such Wastewater
Utility System Assets;
(ii) Except as described on Exhibit 5.3, there are no existing contracts or
commitments whatsoever of any type or nature in effect with respect to the initial phase of the
Wastewater Collection System to be conveyed at the initial Closing, other than this Agreement,
and ASCI is not aware of any default by any Party to any such agreement; and
(iii) Except as described herein, there are no liens, claims, or
encumbrances whatsoever of any type or nature upon or against the initial phase of the
Wastewater Collection System to be conveyed at the initial Closing, including but not limited to
deeds of trust, financing statements or security agreements filed under the Uniform Commercial
Code either in the County or with the North Carolina Secretary of State.
7.5. Subsequent Wastewater Collection System Closings.
(a) Notice. After the initial Closing, ASCI shall notify ONSWC in writing
upon the completion of each of the following items with respect to a Wastewater Utility System
Phase:
IIUv"
ASCI ONSWC
12

(i) Installation of the components of the Wastewater Utility Svstem
relating to a Wastewater Utility System Phase pursuant to the Wastewater Plans, including the
interconnection and necessary upgrades to the existing Wastewater Collection System, and has
provided the engineering certification of completion-,
(ii) Procurement of the title insurance commitments for the perpetual
easements for the collection mains, force mains, collection pumping stations, and collection lift
stations pursuant to Section 7.8, and
(iii) Delivery to ONSWC of a written certification of ASCI's installation
cost with respect to such Wastewater Utility System Phase.
(b) CIosingDate for SbseQuent Closings: Upon receipt of the Iasi notice
described in Section 5.3(a) of this Agreement, the Parties shall mutually agree upon a date for the
transfer of such Wastewater Utility System Assets, which date shall not be more than thirty (30)
days from the date of notice provided by ASCI and described above,
(c) Closing Deliveries for Subsequent Closings. At each subsequent Closing:
(i) ASCI shall convey by warranty deed and bill of sale, and ONSWC
shall accept, the Wastewater Utility System Assets for such Wastewater Utility System. Phase.
(ii) ASCI shall convey to ONSWC the easements described in Sections
5.6 and 5,7 of this Agreement.
(iii) The Parties shall deliver such other agreements, documents and
certificates necessary or desirable to effect such transfers.
(iv) ASCI shall deliver to ONSWC a written certification of AASCI's
installation cost with respect to the initial Wastewater Facility Phase.
(v) ASCI shall cause its contractors to provide to ONSWC a one-year
warranty on all Wastewater Utility System components installed during such Wastewater Utility
System. Phase commencing on the date of issuance of the final engineering certification.
(vi) ASCI shall deliver to ONSWC the lot numbers and addresses of all
properties to be served by the Wastewater Facilities.
(vii) ASCI shall deliver a disk copy of Auto CAD program or other
drafting program used in the preparing the Wastewater Utility System plans for such Wastewater
Utility System Phase_
(viii) ASCI shall deliver to ONSWC a recorded plat showing each unit in
the Subdivision.
f. L,�- 6/1-2- -
ASU ONSWC
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(ix) At each Closing and thereafter, each Party shall execute and deliver
such other agreements, documents and certificates necessary or desirable to effect transfer of the
Wastewater Utility System Assets,
7.6. Subsequent Closing.Representations. At each Closing, ASCI shall. represent and
warrant the following to ONSWC.
(i) The conveyance of all the Wastewater Utility System Assets at the
Closing will not violate any judicial, governmental or administrative order, award, judgment, or
decree applicable to ASCI or the Wastewater Utility System. Assets.-
(h)
ssets;(ii) There are no existing contracts or commitments whatsoever of any
type or nature in effect with respect to the Wastewater Utility System Assets being transferred to
ONSWC, except this Agreement and as described on Exhibit 5.3 and ASCI is not aware of any
default by any party to any such agreement; and
(iii) Except as described herein, there are no liens, claims, or
encumbrances whatsoever of any type or nature upon or against any of the Wastewater Utility
System Assets being transferred to ONSWC, including but not limited to deeds of trust,
financing statements or security agreements filed under the Uniform Commercial Code either in
the County or with the North Carolina Secretary of State.
7.7. Easements for Force Mains and Collection Mains. At the time of completion of
the transfer of the Wastewater Utility System Assets relating to each Wastewater Utility System
Phase to ONSWC, ASCI shall convey to ONSWC a perpetual easement with a total width. of 20
feet centered on the main within that phase of ASCI for ingress, egress, regress, and access for
the installation, operation, maintenance, repair and replacement of the collection system lines,
valves and other equipment appurtenant to the Wastewater Collection System. These easements
may be conveyed to ONSWC by restrictive covenants recorded in the County Register of Deeds.
7.8. Easements for Wastewater Service Lines. Each Wastewater Service Line will
require a perpetual easement with a total width of 10 feet centered on the Wastewater Service
Line. These perpetual easements shall be for ingress, egress, regress, and access to install,
operate, repair, maintain and replace the Wastewater Service Line. ASCI, in each deed to a lot
purchaser and in the recorded restrictive covenants relating to such lot, shall reserve and convey
to ONSWC these perpetual easements for the Wastewater Service Line.
7.9. Title Insurance for Easements. ASCI shall also provide ONSWC title insurance
for all perpetual easements for the WWTP Site, wastewater collection lines, force mains,
collection pumping stations and collection lift stations not within publicly dedicated rights of
way. The title insurance shall insure the perpetual easements to be free and clear of all liens and
encumbrances, other than the Permitted Exceptions. ASCI shall procure a title commitment on
behalf of ONSWC with respect to each site prior to the applicable Closing and shall pay the
attorney's fees incurred in connection therewith. ONSWC shall pay the title insurance premiums
in connection with the issuance of an owner's policy after each. such Closing.
SO
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8. OPERATION OF THE WASTEWATER UTILITY SYSTEM ,ASSETS
8. I _ Operation of Wastewater Utility System Assets. After each Closing, ONSWC
shall provide wastewater service to the customers of such phase of Stateside Development to
which the Wastewater Utility System Phase relates, as described in this Agreement and in
accordance with the terms of the Certificate or Certificate Extension, as the same may be
amended from time to time. ONSWC WILL NOT BE RESPONSIBLE FOR ACHIEVING
WATER QUALITY LEVELS IN THE TREATED EFFLUENT BEYOND THE
REQUIREMENTS OF THE NON -DISCHARGE PERMIT.
8.2. Landscaping and Landscape Maintenance. ASCI shall have the right to install
and maintain landscaping around the Infiltration Basin Areas , at ASCFs sole cost, provided that
such landscaping does not violate any applicable requirements of the Non -Discharge Permit.
8.3. Responsibilities for the Wastewater Service Lines. ONSWC shall operate,
maintain, repair and replace the components of the Wastewater Service Lines,
8.4. Excess Treatment Plant CMacity to Provide service to Extended Service Area.
The Parties acknowledge that there may be excess treatment plant capacity beyond that which is
needed for Stateside Development. In such case, ONSWC may only provide wastewater
collection and treatment service to customers in such Extended Service Area ESA with the prior
written consent of ASCI, which may be withheld in its sole discretion. Before ONSWC agrees
to provide such service to customers in the ESA, ONSWC shall also provide ASCI the
opportunity to utilize the excess treatment and disposal capacity and to amend the definition of
Stateside Development in this Agreement to include additional areas to be served by the
Wastewater Utility System. Otherwise, all costs to extend service to customers in the ESA shall
be borne by ONSWC. ONSWC shall also collect a connection fee of $3,500per REU for each
connection to the Wastewater Collection System under this Section 8.4 which shall be paid to
ASCI pursuant to Section 4.5 of this Agreement.
8.5. Notices to Lot Purchasers. ASCI shall include in the related restrictive covenants
language describing the purchaser's responsibilities with respect to the wastewater collection line
serving the purchaser's lot, in accordance with the provisions of Section 5.6 and Section 6.8(b)
of this Agreement.
8.6. Gravity Collection Service Lines.
(a) Gravity services shall consist of a wastewater service tap, a 4" home
service line, and a cleanout at the easement or right of way line. ASCI shall use commercially
reasonable efforts to ensure that the employees, contractors, and subcontractors under its control
do not break, damage or bury these cleanouts.
(b) It shall be the responsibility of the owner of each dwelling unit with a
gravity service line to maintain such service line from their residence to the cleanout at or near
the property line. If the cleanout is not at or near the property line; then the owner of that
ASO
15

dwelling shall be responsible for maintenance of the gravity collection service line up to the
property line.
9. GENERAL PROVISIONS
M. _Execution of Future Agreements. After the execution of this Agreement, all
Stateside Development agreements entered into by ASCI with respect to development at
Stateside Development shall be consistent with the terms of this Agreement to the extent
addressing the provision of wastewater service to Stateside Development.
9.2_ Cooperation for All Necessary Government Approvals. ASCI and ONSWC agree
to cooperate in obtaining all necessary permits including the Permits and issuance of the
Certificate and/or Certificate Extensions by the Commission to ONSWC. ONSWC, at
ONSWC's cost, shall file for all Certificates and Certificate Extensions.
9.3. Representations Warranties, Covenants and Agreements Survive Closing. All
representations and warranties of ASCI and ONSWC hereunder shall survive each Closing.
Further, any covenant or agreement herein which contemplates performance after the time of any
Closing shall not be deemed to be merged into or -valved by the instruments delivered in
connection with such Closing, but shall expressly survive such Closing and be binding upon the
Parties obligated thereby.
9.4. Binding u on Successors and Assi s. This Agreement shall be binding upon
and shall inure to the benefit of ASCI and ONSWC, and the successors and permitted assigns of
each.
9.5. No Third P _Beneficiary Rights. Nothing expressed or referred to in this
Agreement will be construed to give any person other than the Parties any legal or equitable
right, remedy or claim under or with respect to this Agreement or any provision of this
Agreement, except such rights as shall inure to a permitted successor or assignee pursuant to
Section 9.4 of this Agreement.
9.6. Independent Contractors. The Parties are and shall be independent contractors to
one another, and nothing herein shall be deemed to cause this Agreement to create an agency,
partnership, or joint venture between the Parties.
9.7. Counterparts, This Agreement may be executed in one or more counterpart
signature pages, each of which (including counterpart signature pages transmitted by facsimile or
other electronic means) will be deemed to be an original of this Agreement and all of which,
when taken together, will be deemed to constitute one and the same agreement.
9.$. Headings. The headings of particular provisions of this Agreement are inserted
for convenience only and shall not be construed as a part of this Agreement or serve as a
limitation or expansion on the scope of any term or provision of this Agreement.
A SC[ 1V C
16

9.9. Enforcement of A eernent. Each Party acknowledges and agrees that the other
Party would be irreparably damaged if any of the provisions of this Agreement are not performed
in accordance with their specific terms and that any breach of this Agreement by a Party could
not be adequately compensated in all cases by monetary damages alone. Accordingly, in
addition to any other right or remedy to which a Party may be entitled, at law or in equity, it shall
be entitled to enforce any provision of this Agreement by a decree of specific performance and to
temporary, preliminary and permanent injunctive relief to prevent any breach or threatened
breach of any of the provisions of this Agreement, without pasting any bond or other
undertaking.
9.1 Q. Waiver. No waivers of, or exceptions to, any term, condition or provision of this
Agreement, in any instance or instances, shall be deemed to be, or construed as, a further or
continuing waiver of any such term, condition or provision.
9, 11, Entire Agreement. This writing and the documents referred to herein embody the
entire agreement and understanding between the Parties and there are no other agreements or
understandings, oral or written, with reference to the subject matter hereof that are not merged
herein and superseded hereby.
9.12. Modifications in Writing. This Agreement shall not be modified, amended, or
changed in any respect except in writing, duly signed by the Parties and each Party hereby
waives any right to amend this Agreement in any other way.
9.13. Consent to Jurisdiction. The Parties agree that the Superior Court of Onslow
County, North Carolina and/or federal courts of the Eastern District of North Carolina shall have
exclusive jurisdiction over this Agreement and any controversies arising out of, relating to, or
referring to this Agreement, the formation of this Agreement, and actions undertaken by the
Parties hereto as a result of this Agreement, whether such controversies sound in tort law,
contract law or otherwise. Each of the Parties hereto expressly and irrevocably consents to the
personal jurisdiction of such state and federal courts, agrees to accept service of process by mail,
and expressly waives any jurisdictional or venue defenses otherwise available.
9.14. Governing Law. This Agreement shall be governed by the internal substantive
laws of the State of North Carolina, without regard to such state's conflict of law or choice of
law rules.
9.15. Notices. All notices and other communications required or permitted hereunder
shall be in writing and shall be sent either (i) personally by hand delivery, (ii) by registered or
certified United States first-class inail, postage prepaid, return receipt requested, (iii) by
nationally recognized overnight courier, or (iv) by facsimile addressed to the address or Facsimile
number indicated below (or at such other address or facsimile number as such Party or permitted
assignee shall have furnished to the other Party hereto in writing). All such notices and other
written communications shall be effective on the date of delivery_
If to ASSCL such notice shall be addressed to:
17

A. Sydes Construction, Inc,
100 Carolina Plantations Blvd.
Jacksonville, NC 28540
If to ONSWC, such notice shall be addressed to:
ONSWC North Carolina, Inc.
1620 Chalk Road
Wake Forest, NC 27587
Attar: Michael Myers, Member
Copy to: Karen Kemerait, Esq.
Steers & Kemerait
I 101 Haynes Street, Suite 101
Raleigh, NC 27604
Integra Water, LLC
John L. McDonald, Manager
600 University Park Place, Suite 275
Birmingham, AL 35209
[Signature page follows]
.SO 0 WC p
IS

[Signature Page to Agreement]
IN WITNESS WHEREOF, the Parties have caused this Agree€hent to be duly executed in
their respective names, all by authority duly given, the day and year first above written.
A, SYD S CONSTRUCTION, ][NIC.
By: / 1, -A /�' 4v-
Name-
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,STATE OF NORTH CAROLINA
COUNTY OF ONSLOW
I certify that the following person personally appeared before me this day,
acknow ding to me t t he ignned the foregoing document in the capacity indicated thereon:
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Date: �A
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OLD NORTH STATE WATER COMPANY, LLC.
By:!�`
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STATE OF NORTH CAROLINA
COUNTY OF
I certify that the following person personally appeared before me this day,
acknowledging to me that he signed the foregoing document in the capacity indicated thereon.-
Date:
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