20081143 Ver 1_Mitigation Bank Proposal_20090626

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(Version 21Nov03)
AGREEMENT TO ESTABLISH THE CRIPPLE CREEK STREAM AND WETLAND
MITIGATION BANK
IN ALAMANCE COUNTY, NORTH CAROLINA
This Mitigation Banking Instrument (MBI) is made and entered into on the _ day of
, 2009, by Restoration Systems, LLC, hereinafter Sponsor, and the U. S. Army Corps
of Engineers (Corps), and each of the following agencies, upon its execution of this MBI, the
Environmental Protection Agency (EPA), the U.S. Fish and Wildlife Service (FWS), the North
Carolina Wildlife Resources Commission (NCWRC), and the North Carolina Division of Water
Quality (NCDWQ). The Corps, together with the State and Federal agencies that execute this
MBI, are hereinafter collectively referred to as the Mitigation Bank Review Team (IRT).
WHEREAS the purpose of this agreement is to establish a mitigation bank (Bank) providing
compensatory mitigation for unavoidable wetland and stream impacts separately authorized by
Section 404 Clean Water Act permits in appropriate circumstances;
WHEREAS the Sponsor is the holder of record of a Conservation Easement of that certain
parcel of land containing approximately 20 acres located in Alamance County, North Carolina,
described in the Cripple Creek Stream and Wetland Mitigation Plan (Mitigation Plan), and as
shown on the attached survey (Property);
WHEREAS the Conservation Easement grants the Sponsor all rights and privileges necessary
to plan, implement, monitor and provide perpetual protection for the Cripple Creek Stream and
Wetland Mitigation Bank; and
WHEREAS the agencies comprising the Interagency Review Team (IRT) agree that the Bank
site is a suitable mitigation bank site, and that implementation of the Mitigation Plan is likely to
result in net gains in wetland functions at the Bank site, and have therefore approved the
Mitigation Plan;
THEREFORE, it is mutually agreed among the parties to this agreement that the following
provisions are adopted and will be implemented upon signature of this MBI.
General Provisions
1. The goal of the Bank is to restore and enhance first- and second-order stream reaches, and
to restore and enhance riparian and non-riparian wetlands, and their functions and values to
compensate in appropriate circumstances for unavoidable riparian and non-riparian wetland, and
stream impacts authorized by Section 404 of the Clean Water Act permits in circumstances
deemed appropriate by the Corps after consultation, through the permit review process, with
members of the IRT.
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JUN 2-9 2009
DENR - WATER QUALITY
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(Version 21NovO3)
2. Use of credits from the Bank to offset wetland and stream impacts authorized by Clean
Water Act permits must be in compliance with the Clean Water Act and implementing
regulations, including but not limited to the 404(b)(1) Guidelines, the National Environmental
Policy Act, and all other applicable Federal and State legislation, rules and regulations. This
agreement has been drafted following the regulations set forth in the Compensatory Mitigation
for Losses of Aquatic Resources, Final Rule (33 CFR Parts 325 and 332) (Compensatory
Mitigation Rule).
3. The IRT shall be chaired by the representative of the U.S. Army Corps of Engineers,
Wilmington District. The IRT shall review monitoring and accounting reports as described
below. In addition, the IRT will review proposals for remedial actions proposed by the Sponsor,
or any of the agencies represented on the IRT. The IRT's role and responsibilities are more fully
set forth in the Compensatory Mitigation Rule. The IRT will work to reach consensus on its
actions.
4. The Corps, after consultation with the appropriate Federal and State review agencies
through the permit review process, shall make final decisions concerning the amount and type of
compensatory mitigation to be required for unavoidable, permitted wetland and stream impacts,
and whether or not the use of credits from the Bank is appropriate to offset those impacts. In the
case of permit applications and compensatory mitigation required solely under the Section 401
Water Quality Certification rules of North Carolina, the N.C. Division of Water Quality
(NCDWQ) will determine the amount of credits that can be withdrawn from the Bank.
Mitigation Plan
5. The Bank site is a +/- 20-acre portion of an active farm in northeast Alamance County,
which is utilized for grazing horses and production of hay. Approximately 4,137 linear feet of
stream associated with an unnamed tributary to Boyds Creek and its secondary tributaries, as
well as 8.8 acres of hydric soils exhibit mitigation potential within The Bank. These areas are
accessible to livestock and are regularly maintained and mowed for hay production, resulting in
local disturbances to stream banks and wetland soil surfaces. Historical land use practices,
including the maintenance and removal of riparian vegetation, and the relocation, dredging, and
straightening of onsite streams has resulted in degraded water quality, unstable channel
characteristics (stream entrenchment, erosion, and bank collapse), and reduced storage
capacity/floodwater attenuation. Proximity of stream channels to adjacent floodplains, including
seepage areas and their degraded morphology has removed wetland hydrology from adjacent
landscapes that are dominated by a hydric soil matrix. A more detailed description of the
baseline conditions on the site is contained in the Mitigation Plan.
6. The Sponsor will perform work described on pages 17-24 of the Mitigation Plan, including
• Restoration of approximately 4,265 linear feet of stream channels along the upper
reaches of UT 1 and lower reaches of UT 2;
• Enhancement (Level II) of approximately 633 linear feet of degraded stream channel;
• Establishment of vegetated buffers on both sides of affected stream channels;
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• Restoration of 5.7 acres of forested riparian wetlands and 1.2 acres of forested
nonriparian wetlands by: (1) restoring active floodplain attributes through stream
restoration/enhancement methods, (2) reducing the draw-down effect of nearby
channels, and (3) reestablishing a wetland plant community;
• Enhancement of 1.4 acres of riparian wetlands and 0.5 acre of non-riparian wetland
by: reestablishing wetland plant community and eliminating vegetation maintenance
and livestock grazing activities.
• Planting of 18.7 acres of woody riparian vegetation, including 8.8 acres of wetland
community and approximately 10 acres of non-wetland, riparian community. In
addition, substrate modifications will be made to areas that are highly compacted
from equipment and livestock usage, and to add microtopograhpic variation in the
land surfaces to facilitate slowing and trapping surface water flows.
The purpose of this work, and the objective of the Bank, is to:
• Remove nonpoint sources of pollution associated with agricultural activities,
including: a) removal of livestock from streams, stream banks, and floodplains; b)
cessation of broadcasting fertilizer, pesticides, and other agricultural materials into
and adjacent to The Bank streams and wetlands; and c) provide a native woody
riparian buffer adjacent to streams and wetlands to treat surface runoff, which may be
laden with sediment and/or agricultural pollutants.
• Reduce sedimentation within onsite and downstream receiving waters through: a)
reduction of bank erosion associated with hoof shear, vegetation maintenance, and
agricultural plowing, and b) planting a native woody riparian buffer adjacent to The
Bank streams.
• Reestablish stream stability and the streams' capacity to transport watershed flows
and sediment loads by restoring a stable dimension, pattern, and profile supported by
natural in-stream habitat and grade/bank stabilization structures.
• Promote floodwater attenuation through a) reconnection of bankfull stream flows to
the abandoned floodplain terrace, b) reduce floodwater velocities within smaller
catchment basins by restoring the secondary, entrenched tributaries, c) restore
depressional floodplain wetlands, thereby increasing the storage capacity for
floodwaters within the Site, and d) revegetate floodplains to increase frictional
resistance on floodwaters crossing The Bank.
• Improve aquatic habitats by enhancing stream bed variability and the wise use of in-
stream structures.
• Provide wildlife habitat, including seepage slope wetlands, which are relatively
uncommon in the piedmont portion of the State.
• Provide an opportunity for providing compensatory mitigation to offset unavoidable
impacts authorized by the DE and NCDWQ in consultation with state and federal
partner agencies.
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7. The Sponsors shall monitor the Bank Site as described on pages 24-26 of the Mitigation
Plan, until such time as the IRT determines that the success criteria described on page 25-26 of
the Mitigation Plan have been met.
8. The Sponsor is responsible for assuring the success of the restoration and enhancement
activities at the Bank Site, and for the overall operation and management of the Bank.
9. The Sponsor shall provide to each member of the IRT the reports described on page 24 of
the Mitigation Plan.
10. The Corps shall review said reports, and may, at any time, after consultation with the
Sponsor and the IRT, direct the Sponsor to take remedial action at the Bank site. Remedial
action required by the Corps shall be designed to achieve the success criteria specified above.
All remedial actions required under this paragraph shall include a work schedule and monitoring
criteria that will take into account physical and climactic conditions.
11. The Sponsor shall implement any remedial measures required pursuant to the above.
12. In the event the Sponsor determines that remedial action may be necessary to achieve the
required success criteria, it shall provide notice of such proposed remedial action to all members
of the IRT. No remedial actions shall be taken without the concurrence of the Corps, in
consultation with the IRT.
13. The members of the IRT will be allowed reasonable access to the Property for the
purposes of inspection of the Property and compliance monitoring of the Mitigation Plan.
Use of Mitigation Credits
14. The Geographical Service Area (GSA ) is the designated area wherein a bank can
reasonably be expected to provide appropriate compensation for impacts to wetland or other
aquatic resources. The GSA for this Bank shall include the Cape Fear River Hydrologic Unit
03030002 in North Carolina. Use of a Bank Site to compensate for impacts beyond the
geographic service area may be considered by the Corps or the permitting agency on a case-by-
case basis.
Table 1. Proposed Mitigation Quantities vs. Mitigation Credits
Proposed Mitigation Activity Proposed Mitigation Quantity
Sreams (I) Wetlands (ac) Mitigation Units (Credits)
Stream Units Wetland Units
Stream Restoration 4265 4265
Stream Enhancement (Level II) 633 253
Riparian Wetland Restoration 5.7 5.7
Nonriparian Wetland Restoration 1.2 1.2
Riparian Wetland Enhancement 1.4 0.7
Nonriparian Wetland Enhancement 0.5 0.25
Tota1:4518 Total: 7.85
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15. It is anticipated by the parties to this agreement that use of mitigation credits shall be
"in-kind;" that is, that riparian wetland credits will be used to offset riparian wetland impacts.
16. Is anticipated by the parties that in most cases in which the Corps, after consultation
with the IRT, has determined that mitigation credits from the Bank may be used to offset wetland
impacts authorized by Section 404 permits, for every one acre of impacts, two credits will be
debited from the Bank. One of those credits must be a restoration credit; the remaining credit
will be made up of any combination of restoration, enhancement, creation or preservation credits,
as selected by the Sponsor and approved by the Corps during its permit process. Additionally,
decisions regarding stream mitigation will be made consistent with current policy and guidance
and will be made on a case by case basis. Deviations from the both wetland and stream
compensation ratio may be authorized by the USACE on a case-by-case basis where justified by
considerations of functions of the wetlands and/or streams impacted, the severity of the wetland
and/or stream impacts, whether the compensatory mitigation is in-kind, and the physical
proximity of the wetland and/or stream impacts to the Bank site, except that in all cases, a
minimum of a one-to-one ratio of impact acres/linear feet to restoration mitigation credits (acres
and/or linear feet) must be met.
17. Notwithstanding the above, all decisions concerning the appropriateness of using
credits from the Bank to offset impacts to waters and wetlands, as well as all decisions
concerning the amount and type of such credits to be used to offset wetland and water impacts
authorized by Department of the Army permits, shall be made by the Corps of Engineers,
pursuant to Section 404 of the Clean Water Act and implementing regulations and guidance,
after notice of any proposed use of the Bank to the members of the IRT, and consultation with
the members of the IRT concerning such use. Notice to and consultation with the members of
the IRT shall be through the permit review process.
18. Fifteen percent (15%) of the Bank's total restoration credits shall be available for
sale immediately upon completion of all of the following:
a. Execution of this MBI by the Sponsor, the Corps, and other agencies eligible for
membership in the IRT who choose to execute this agreement;
b. Approval of the final mitigation plan;
c. Delivery of the financial assurance described in paragraph 23 of this MBI; and
d. Recordation of the preservation mechanism described in paragraph 22 of this MBI, as
well as a title opinion covering the property acceptable to the Corps;
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Additionally, the Sponsor must complete the initial physical and biological improvements to
the bank site pursuant to the mitigation plan no later than the first full growing season following
initial debiting of the Bank.
19. Subject to the Sponsor's continued satisfactory completion of all required success
criteria and monitoring, additional restoration mitigation credits will be available for sale by the
Sponsor on the following schedule:
Credit Release Schedule
Task Completion Verification % of Credits Released
Wetlands Streams
I (Preconstruction)* Execution of MBI 15 15
II (Construction) Site Inspection b USACE 15 15
III (1st Year Monitoring) Monitoring Report 5 10
IV (2° Year Monitoring) Monitoring Report 10 10
V (3` Year Monitoring) Monitoring Report 10 10
VI (4 Year Monitoring) Monitoring Report 10 10
VII (5 Year Monitoring) Monitoring Report 10 15
VIII (6 Year Monitoring) Monitoring Report 10 -
IX (7 Year -Monitoring) Monitorin Report-Close Out 15 -
X (Full Site Success & transfer of
CE to long term holder) Based on Success Criteria - 15
Tot al 100 100
* Task I includes the execution of the MBI, MBRT approval of the Mitigation Plan, delivery of financial assurances, recordation
of the conservation easement, and delivery of the title option to the MBRT. (As described in Section 19)
** Denotes that the release of 15 percent is contingent upon two bankfull events during the five-year monitoring period. If only
one bankfull event occurs, release of remaining credit is subject to IRT approval.
The above schedule applies only to the extent the Sponsor documents acceptable survival and
growth of planted vegetation, and attainment of acceptable wetland hydrology as described under
the success criteria in the monitoring section of the mitigation plan. The final 25% of credits will
be available for sale only upon a determination by the IRT of functional success as defined in the
mitigation plan.
20. The Sponsor shall develop accounting procedures acceptable to the IRT for
maintaining accurate records of debits made from the Bank. Such procedures shall include the
generation of a report by the Sponsor showing credits used at the time they are debited from the
Bank, which the Sponsor shall provide within 30 days of the debit to each member of the IRT.
In addition, the Sponsor shall prepare an annual report, on each anniversary of the date of
execution of this agreement, showing all credits used, and the balance of credits remaining, to
each member of the IRT, until such time as all of the credits have been utilized, or this agreement
is otherwise terminated. All reports shall identify credits debited and remaining by type of credit
(e. g., pocosin wetland), and shall include for each reported debit the Corps Action ID number
for the permit for which the credits were utilized.
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Property Disposition
21. The Sponsor currently holds a conservation easement (see MBI Appendix B) over the
+/- 20 acres comprising the Cripple Creek Stream and Wetland Mitigation Bank. This easement
allows for the construction and maintenance of the mitigation project, but prohibits all but the
most passive activities within the project area (see Section II of the Conservation Easement). The
easement will provide these protections upon the land in perpetuity. The Sponsor will continue to
hold the Conservation Easement throughout project implementation and monitoring. As shown
in Paragraph 19, the Sponsor will transfer the Conservation Easement to a long term holder prior
to the final release of credits. Once the project has entered the monitoring phase, the Sponsor will
be on site quarterly to check the easement area. The monitoring activities will be conducted by
an outside consultant.
Piedmont Land Conservancy (PLC) will be the long term holder of the conservation easement.
The Sponsor met with PLC on February 5 and February 11, 2009 (at the Cripple Creek site) and
PLC has agreed to assume the role of long-term holder of the conservation easement. On these
two dates, discussions were held with Kalen Kingsbury, Associate Director and General
Counsel, and with Ken Bridle, Stewardship Director, and Greg Messinger, Land Protection
Specialist.
Throughout the project's life cycle, the Sponsor will be implementing principles of "adaptive
management" and continuously assessing the progress of the project as it relates to the
restoration plan, construction documents and monitoring provisions described herein. If at any
time such plans need revision or modification to ensure a successful restoration, the Sponsor will
notify the IRT and work to appropriately modify project plans. As the primary goal of the project
is to restore natural stream and wetland systems to the site, it is not anticipated that long-term
management (other than oversight of human activity as described above) will be necessary
beyond the monitoring period.
The Sponsor shall grant a conservation easement, in form acceptable to the IRT, sufficient to
protect the Bank site in perpetuity. The conservation easement shall be perpetual, preserve all
natural areas, and prohibit all use of the property inconsistent with its use as mitigation property,
including any activity that would materially alter the biological integrity or functional and
educational value of wetlands within the Bank site, consistent with the mitigation plan. The
purpose of the conservation easement will be to assure that future use of the Bank site will result
in the restoration, protection, maintenance and enhancement of wetland functions described in
the mitigation plan. The Sponsor shall deliver a title opinion acceptable to the Corps covering
the mitigation property. The property shall be free and clear of any encumbrances that would
conflict with its use as mitigation, including, but not limited to, any liens that have priority over
the recorded preservation mechanism.
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Financial Assurances
22. The Sponsor shall provide financial assurances in a form acceptable to the IRT sufficient
to assure completion of all remaining mitigation work, required reporting and monitoring, and
any remedial work required pursuant to this MBI.
1) The Cripple Creek Site is not a complex site. Specifically, the site has only one
landowner, the topography, geography and hydrology are straight forward, and the site is
easily accessible. RS has a substantial track record of performing successful wetland and
stream mitigation projects in the Cape fear 02 HUC, including the Causey Farm wetland
and stream mitigation site which has been used by both the USACE and the NCDWQ for
the purpose of training their staff on a high quality Piedmont wetland and stream
restoration site. It comprises all of the offsite mitigation for the Piedmont Triad Airport
Authority's FedEx expansion. RS has also completed the Holly Grove Stream
Restoration project for the EEP, which is the largest piedmont stream restoration project
to date.
2) RS expects that from the start of construction the time to complete all work will be
between 90 -120 days depending on weather.
3) Because of the factors discussed above in addition to the focus and quality of contractors
who RS will use in design, implementation, monitoring and long term stewardship, the
likelihood of success for this project is high.
4) Past performance of sponsor in terms of both number of projects successfully completed
and the quality of the work performed should be regarded very favorably by the USACE.
5) The Sponsor shall provide a Performance Bond underwritten by a surety company
licensed to do business in North Carolina with a Best's current rating of not less than "A-
", with the Obligee being the Piedmont Land Conservancy.
a. As described herein, Piedmont Land Conservancy will be the longterm holder of
the Conservation Easement. As such, Piedmont Land Conservancy will be in the
best position to access the site and assess its needs once the mitigation banking
activities have been completed.
b. Additionally, the Conservation Easement designates the U.S. Army Corps of
Engineers as a party enabled to access the site and this document requires all
project-specific reports and records to be provided to the Corps. As such, the
Corps is enabled determine the status of the site and to determine the occurrence
of default of the mitigation bank as defined in the bonding instrument. The
bonding instrument shall be presented to the Corps for timely review prior to
execution.
c. Prior to determination of default, the bank sponsor shall be given a full
opportunity to remedy the Site to the satisfaction of the Corps.
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d. The total value of the Performance Bonds shall be $749,168.00, which will be
split between a construction bond and the subsequent monitoring bond. This
value includes the amount necessary to complete all tasks associated with the
project from its current point through to completion. These include, but are not
limited to, permitting, construction, planting, monitoring, and a 30% contingency
for regrading and/or replanting. Upon successful completion of the construction
phase, the value of the bond shall decrement in amounts proportional to the cost
of carrying the bank through to completion. One bond shall be obtained to cover
site construction; the term of this bond is anticipated to be two years. Thereafter a
monitoring bond shall be obtained. The bonds, bonding amounts, and
decrementation schedule are shown in Appendix D attached hereto. The Bank
Sponsor will maintain communication with the surety and keep the Corps
apprised of any issues that may affect the project's bond.
Lone-term Management
24. The Sponsor will implement the long-term management measures described in the
Mitigation Plan by securing the mitigation bank lands with a conservation easement and securing
a commitment from the Piedmont Land Conservancy to be the longterm holder of the easement.
In the event that significant remedial measures become necessary to ensure the functioning of the
aquatic resources, the Sponsor shall notify the Corps prior to taking action with the exception of
emergency situations in which case Sponsor may take action concurrent with notification to the
Corps.
Miscellaneous
25. Any agency participant may terminate its participation in the IRT with notice in
writing to all other parties to this agreement. Termination shall be effective seven (7) days from
placing said notices in the United States mail. Member withdrawal shall not affect any prior sale
of credits and all remaining parties shall continue to implement and enforce the terms of this
MBI. Except for termination as described above, this agreement may be modified only with the
written agreement of all remaining parties to this agreement at the time of the modification.
26. Any delay or failure of Bank Sponsor shall not constitute a default hereunder if and
to the extent that such delay or failure is primarily caused by any act, event or conditions beyond
the Sponsor's reasonable control and significantly adversely affects its ability to perform its
obligations hereunder including: (i) acts of God, lightning, earthquake, fire, landslide, hurricane,
flood, or interference by third parties; (ii) condemnation or other taking by any governmental
body; (iii) change in applicable law, regulation, rule, ordinance or permit condition, or the
interpretation or enforcement thereof; (iv) any order, judgment, action or determination of any
federal, state or local court, administrative agency or government body; or (v) the suspension or
interruption of any permit, license, consent, authorization or approval. If the performance of the
Bank Sponsor is affected by any such event, Bank Sponsor shall give written notice thereof to
9
(Version 21Nov03)
the IRT as soon as is reasonably practicable. If such event occurs before the final availability of
all credits for sale, the Sponsor shall take remedial action to restore the property to its condition
prior to such event, in a manner sufficient to provide adequate mitigation to cover credits that
were sold prior to such delay or failure to compensate for impacts to waters, including wetlands,
authorized by Department of the Army permits. Such remedial action shall be taken by the
Sponsor only to the extent necessary and appropriate, as determined by the IRT.
27. No third party shall be deemed a beneficiary hereof and no one except the signatories
hereof, their successors and assigns, shall be entitled to seek enforcement hereof.
28. This MBI constitutes the entire agreement between the parties concerning the subject
matter hereof and supersedes all prior agreements or undertakings.
29. In the event any one or more of the provisions contained in this MBI are held to be
invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceablility
will not affect any other provisions hereof, and this MBI shall be construed as if such invalid,
illegal or unenforceable provision had not been contained herein.
30. This MBI shall be governed by and construed in accordance with the laws of North
Carolina and the United States as appropriate.
31. This MBI may be executed by the parties in any combination, in one or more
counterparts, all of which together shall constitute but one and the same instrument.
32. The terms and conditions of this MBI shall be binding upon, and inure to the benefit
of the parties hereto and their respective successors.
33. All notices and required reports shall be sent by regular mail to each of the parties at
their respective addresses, provided below:
Sponsor: Restoration Systems, LLC
Name John Preyer
Title Vice President
Address 1101 Haynes Street, Suite 211 Raleigh, NC 27604
Corps:
Mr./Ms.
U.S. Army Corps of Engineers
Regulatory Division
Address
10
(Version 21Nov03)
EPA:
Mr./Ms.
Wetlands Section - Region IV
U.S. Environmental Protection Agency
61 Forsyth Street, SW
Atlanta, Georgia 30303
FWS:
Mr./Ms.
U.S. Fish and Wildlife Service
Post Office Box 33726
Raleigh, North Carolina 27636-3726
NCDWQ:
Mr./Ms. *
Division of Water Quality
North Carolina Department of Environment and
Natural Resources
Post Office Box 29535
Raleigh, NC 27626-0535
NCWRC:
Mr./Ms. *
North Carolina Wildlife Resources Commission
*Address
11
(Version 21Nov03)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement entitled "Agreement
To Establish The Cripple Creek Stream and Wetland Mitigation Bank In Alamance County,
North Carolina":
Sponsor: Restoration Systems, LLC
By:
U.S. Army Corps of Engineers:
Date:
By: Date:
12
(Version 21Nov03)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement entitled "Agreement
To Establish the Cripple Creek Stream and Wetland Mitigation Bank In Alamance County,
North Carolina":
U.S. Environmental Protection Agency:
By:
Date:
U.S. Fish and Wildlife Service:
By: Date:
N.C. Division of Water Quality:
By: Date:
N.C. Wildlife Resources Commission:
By: Date:
13
(Version 21NovO3)
List of Appendices
Appendix A: Cripple Creek Stream and Wetland Mitigation Bank Final Mitigation Plan
Appendix B: Property Survey and Legal Description
Appendix C: Map - Geographic Service Area
Appendix D: Project Costs, including Financial Assurances
Appendix E: Form of Financial Assurance
Appendix F: Form of Preservation Mechanism
14
Appendix A - Cripple Creek Final Mitigation Plan
Appendix B - Property Survey
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1:625,000
Source: Hydrologic Unit Map - 1974 State of North Carolina
Dwn, by:
2126 Rowland Pond Drive CLF FIGURE
Willow Spring, NC27592 MITIGATION SERVICE AREA Ckdby: WGL
. [phone] CRIPPLE CREEK MITIGATION SITE Date:
, [phone] fax
Alamance County, North Carolina April Zoos
:e.anE.wamr..t nc ProJec:: 07-016
Appendix D - Project Costs
Cripple Creek Cost Estimates

Item Total
Project
Cost Cost of
Completed
Work Future
(Bonded)
Cost
Contingency
Fees (30%)
Land $100,038 $100,038 $0
Surveying $20,000 $5,300 $14,700
Easement $15,000 $15,000
Restoration Plan Develo ment $176,428 $92,195 $84,233
Vegetation Planting $20,000 $20,000 $6,000
Project Construction $338,200 $338,200 $101,460
As-built Report $5,000 $5,000
Project Monitoring $100,000 $100,000
Company Labor $16,858 $13,620 $3,238
Legal Fees $7,050 $4,050 $3,000
Corps Administrative Fee (10%) $58,337
Total $798,574 $215,203 $641,708 $107,460
Financial assurance to complete all remaining tasks for the project will be divided into
two Bonds, a Performance Bond for Construction (including the as-built drawings and report)
and one for Monitoring. Contingency fees (30% of the cost) for grading and planting are
included in the Construction Bond. The Corps of Engineers' Administrative Fee (10% of all
costs for remaining work) was prorated by the percentages of the cost of Construction (85.4%)
and Monitoring (14.6%). Remaining costs for the Sponsor's labor and legal fees were similarly
prorated. Based on these calculations, the Construction Bond presented will be for $639,735.00
and the Monitoring Bond will be for $109,433.00.
Appendix E - Form of Financial Assurances
PERFORMANCE BOND Travelers Casualty and Surety Company of America
One Tower Square, Hartford, CT 06183
Bond No.
KNOW ALL MEN BY THESE PRESENTS, that we, Restoration Systems. LLC, as Principal, and Travelers Casualty
and Surety Company of America, licensed to do business in the State of NC as Surety, are held and firmly bound unto
Piedmont Land Conservancy (Obligee), in the penal sum of Six Hundred Thirty Nine Thousand Seven Hundred
Thirty Five and no/00 Dollars ($639,735.00), lawful money of the United States of America, for the payment of which
sum, well and truly to be made, the Principal and Surety do bind themselves, their heirs, executors, administrators, and
successors and assigns, jointly and severally, firmly by these presents.
THE CONDITION OF THIS OBLIGATION IS SUCH, that whereas the above bounden Principal has entered into certain
written Mitigation Banking Instrument (MBI) with the United States Army Corps of Engineers and other State and Federal
Agencies (collectively the Interagency Review Team), effective the xxth day of xxxx, 2009, for the Cripple Creek Stream
and Wetland Mitigation Bank and more fully described in said MBI, a copy of which is attached, which Instrument is
made a part hereof and incorporated herein by reference, except that nothing said therein shall alter, enlarge, expand or
otherwise modify the term of the bond as set out below.
NOW, THEREFORE, if Principal, its executors, administrators, successors and assigns shall promptly and faithfully
perform the Tasks described in said MBI, according to the terms, stipulations or conditions thereof, then this obligation
shall become null and void, otherwise to remain in full force and effect. This bond is executed by the Surety and accepted
by the Obligee subject to the following express condition:
Notwithstanding the provisions of the MBI, this bond will commence on the date of the MBI execution and will terminate
upon the completion of Task II, but may be extended by the Surety at its sole option by Continuation Certificate.
However, neither nonrenewal by the Surety, nor the failure or inability of the Principal to file a replacement bond in the
event of nonrenewal, shall itself constitute a loss to the Obligee recoverable under this bond or any renewal or
continuation thereof. The liability of the Surety under this bond and all Continuation Certificates issued in connection
therewith shall not be cumulative and shall in no event exceed the amount as set forth in this bond or in any additions,
riders, or endorsements properly issued by the Surety as supplements thereto.
Sealed with our seals and dated this xxth day of xxxx. 2009.
Witness
Witness
Agreed and acknowledged this _ day of , 2009
By:
Restoration Systems, LLC
Principal
Travelers Casualty and Surety Company of America
Kitara A. Smith, Attorney-in-Fact
Obligee
S-5025 (08-99)
PERFORMANCE BOND Travelers Casualty and Surety Company of America
FOR MONITORING One Tower Square, Hartford, CT 06183
Bond No.
KNOW ALL MEN BY THESE PRESENTS, that we, Restoration Systems, LLC, as Principal, and Travelers Casualty
and Surety Company of America, licensed to do business in the State of NC, as Surety, are held and firmly bound unto
Piedmont Land Conservancy (Obligee), in the penal sum of One Hundred Nine Thousand Four Hundred Thirty
Three and 00/100 Dollars ($109,433.00 ), lawful money of the United States of America, for the payment of which sum,
well and truly to be made, the Principal and Surety do bind themselves, their heirs, executors, administrators, and
successors and assigns, jointly and severally, firmly by these presents. The Penal Sum of this bond shall decrement 14%
from the original face value upon successful completion of each of the eight years of monitoring (Tasks III-X).
THE CONDITION OF THIS OBLIGATION IS SUCH, that whereas the above bounden Principal has entered into certain
written Mitigation Banking Instrument (MBI) with the United States Corps of Engineers and other State and Federal
Agencies (collectively the Mitigation Bank Review Team), effective the xxth day of xxxx, 2009, for the Cripple Creek
Stream and Wetland Mitigation Bank. This bond commences with initiation of the monitoring obligations contained in
the above referenced MBI, as noted in Task III, and terminates upon the successful completion of Year 7 Monitoring (Task
IX).
NOW, THEREFORE, if Principal, its executors, administrators, successors and assigns shall promptly and faithfully
perform the monitoring in accordance with the above outlined condition, then this obligation shall become null and void,
otherwise to remain in full force and effect.
Notwithstanding the provisions of the Contract, the liability of the Surety under this bond shall not exceed the penal sum
stated above. This bond is executed by the Surety and accepted by the Obligee.
Sealed with our seals and dated this xxth day of xxxx, 2009.
Witness
Witness
Restoration Systems, LLC
Principal
Travelers Casualty and Surety Company of America
Kitara A. Smith, Attorney-in-Fact
Agreed and acknowledged this _ day of , 2009
By:
Obligee
S-5025 (08-99)
Appendix F - Form of Preservation Mechanism (including Title Opinion)
/z1:5- 3'?
IIIIIII (II?II III VIII VIII VIII IIII) VIII VIII VIII IIII) VIII VIII (IIII II? IIII
Doc ID: 010043930002 Type: CRP
Recorded: 05/13/2009 at 03:32:21 PM
Fee Amt: $17.00 Page 1 of 2
Alamance, NC
DAVID J.P. BARBER REGISTER OF DEEDS
BK2814 PG761-762
Prepared by and return to: William P. Aycock 11. Esquire
Schell Bray Aycock Abel $ Livingston PLLC
P. O. Box 21847
Greensboro, North Carolina 27420
STATE OF NORTH CAROLINA
COUNTY OF ALAMANCE
ASSIGNMENT
THIS DEED OF ASSIGNMENT, made this 1 2 day of 2009, by and
between AXIOM ENVIRONMENTAL, INC., a North Carolina corpo ation, party of the first
part, and RESTORATION SYSTEMS, LLC, a North Carolina limited liability company,
whose mailing address is 1101 Haynes Street, Suite 211, Raleigh. North Carolina, 27604, party
of the second part.
WITNESSETH:
THAT WHEREAS, Bruce Dane Taylor and spouse, Susan A. Taylor, heretofore
executed and delivered to said party of the first part an Amended and Restated Pennanent
Conservation Easement upon certain lands therein described, dated April 24, 2009, and recorded
in Book 2811, Pages 618-628, in the office of the Register of Deeds of Alamance County, North
Carolina; and
WHEREAS, said party of the first part has agreed to transfer and assign said Amended
and Restated Permanent Conservation Easement to said party of the second part.
NOW. THEREFORE, said party of the first part. as aforesaid, in consideration of One
Dollar ($1.00), has assigned, bargained and sold and does hereby assign, bargain, sell and
convey unto said party of the second part, its successors and assigns. all right, title and interest of
said party of the first part in and to said Amended and Restated Permanent Conservation
Easement and in and to the lands therein described and conveyed. together with all rights and
#227653N1

powers therein given to said part}' of the first part as aforesaid. Said Amended and Restated
Permanent Conservation Easement is incorporated herein by reference as if set out herein in full.
TO HAVE AND TO HOLD the same to it. the said pai-ty of the second part, its
successors and assigns. in the same manner and to the same extent as said party of the first part
now holds the same.
IN TESTIMONY WHEREOF. said party of the first part has caused this instrument to be
executed on its behalf on the day and year first above written.
AXIOM ENVIRONMENTAL, INC..
a North Carolina corporation
?' 7l
By: (SEAL)
Name: W. Grant Lewis
Title: President
STATE OF NORTH CAROLINA
COUNTY OF
I certify that the following person(s) personally appeared before me this day. each
acknovvl edging to me that he or she signed the foregoing document:
W. Grant LeNvis
b
WITNESS my hand and official seal. this I l ??t day of tv 6' . ?009.
n
l fIvv
Notary 's e) facial ignature
Travis L Hamrick
iab1 [rnty North Carolina ,
r t?_ V--yL
Expires Au?usi 3, 201 l 1,;, ? 1-tykE:
Notary public Notary's Printed or Typed Fame
,1,1v commission expires: 5 Z)z i l
SCHELL BRAY AYCOCK ABEL & LIVINGSTON PLLC
OPINION ON TITLE FOR
RESTORATION SYSTEMS LLC
The undersigned has carefully examined the record title on the Alamance County records (and
municipal tax and assessment records if within a municipality) for the period shown below relative to title to the
real property described below and, in our opinion, Restoration Systems, LLC, a North Carolina limited
liability company, is the owner of a Conservation Easement therein, having been granted, by an
ASSIGNMENT of the Amended and Restated Permanent Conservation Easement from Axiom Environmental,
Inc., a North Carolina corporation, dated May 12, 2009, recorded May 13, 2009, at 3:32 P.M. in Book 2814,
Page 761 of the Alamance County Register of Deeds, subject only to the Special Information and Exceptions
hereinafter enumerated or referred to and subject to the Standard Exceptions shown on the reverse side
hereof.
PROPERTY DESCRIPTION: Located in Faucette Township, Alamance County:
See Exhibit "A" attached hereto and incorporated herein.
SPECIAL INFORMATION AND EXCEPTIONS
1. Ad valorem taxes are paid through and including those for the year 2008; ad valorem taxes for subsequent
years are a lien as of January 1 of each year and are excepted herefrom.
2. The subject property is subject to restrictive covenants.
3. Standard Exceptions numbered NONE and initialed on the reverse side hereof are deleted.
4. The subject property does have direct access to a public right of way.
5. Unpaid taxes, special assessments, state or federal tax liens, mortgages or deeds of trust, judgments,
recorded mechanics' or materialmen's liens, decedent's dying within two years, lis pendens and related pending suits,
easements, party wall agreements, oil and mineral rights, matters revealed by any indicated additional investigation made
of items 2 through 7 of Standard Exceptions, and other liens, objections or defects and matters shown on Fidelity National
Title Insurance Company Policy 08G78717-00 dated June 24, 2008, at 4:42 P.M.):
6. Ad valorem taxes for the year 2009, not yet due and payable.
7. Blanket Utility Easement to Duke Power Company recorded in Book 185, Page 23; Book 250,
Page 31 and Book 506, Page 339 of the Alamance County Register of Deeds.
8. General Permit to Southern Bell Telephone and Telegraph Company recorded in Book 180,
Page 341 of the Alamance County Register of Deeds.
9. Restrictions in Deed of Easement between Bruce Dane Taylor and Susan A. Taylor and Axiom
Environmental, Inc. recorded in Book 2710, Page 91 of the Alamance County Register of Deeds. NOTE: This
Deed of Easement was amended and restated in the document described in No. 11 below.
10. Assignment of a Conservation Easement between Axiom Environmental, Inc., and Restoration
Systems, LLC, dated June 10, 2008, recorded June 16, 2008 at 12:20 P.M. in Book 2722, Page 683 of the
Alamance County Register of Deeds.
10. Reassignment of Conservation Easement between Restoration Systems, LLC and Axiom
Environmental, Inc., dated April 14, 2009, recorded May 1, 2009, at 4:06 P.M. in Book 2811, Page 616 of the
Alamance County Register of Deeds.
11. Restrictions in Amended and Restated Permanent Conservation Easement recorded in Book
2811, Page 618 of the Alamance County Register of Deeds.
The search period is limited from Fidelity National Title Insurance Company Policy 08G78717-00
dated June 24, 2008 at 4:42 P.M. to May 13, 2009 at 3:32 P.M.
This opinion of title is an instrument of service to the parties to whom it is furnished, is not transferable,
and shall not be used by any other person or entity without prior written consent of the undersigned.
SCHELL BRAY AYCOCK ABEL & LIVINGSTON PLLC
P.O. Box 21847
Greensboro, N.C. 27420 By:
(336-370-8800) Attorney
213263_1
THE FOLLOWING STANDARD EXCEPTIONS APPLY TO THE SUBJECT PROPERTY UNLESS
OTHERWISE STATED ON THE REVERSE SIDE HEREOF
1. Interests or claims not disclosed by the public records, including but not limited to
(a) Unrecorded Mechanic's or Materialmen's liens (Liens may be filed by persons or entities furnishing labor or materials to any
improvements of real property within 120 days from the last day of performance and will upon perfection relate in priority to the first day of
performance as a valid lien on real property.) , .
(b) Unrecorded leases (Under North Carolina law parties in possession of the premises under a verbal or unrecorded lease of three
years or less duration may remain in possession under the terms of the tenancy.)
(c) Matters that may defeat or impair title which do not appear on the record (Evidence revealing missing heirs, forgeries, etc. may not
be on the public records, but such facts if properly established may impair or defeat what appears to be a good title on the record.)
(d) Taxes, special assessments and other governmental charges that are not shown as existing liens by the public records
(Governmental charges may be made for acreage fees, tap-on fees, cost of weed cutting, demolition of condemned buildings and other
matters that are not shown as existing liens on the property by the public records.)
(e) Unlisted personal property taxes. (If discovered such taxes may be assessed as a lien on the subject property.)
(f) Matters occurring prior to and subsequent to the inclusive dates of examination.
2. Any inaccuracies, discrepancies, or other matters which an accurate survey of the property may disclose (A survey, if produced from
a competent surveyor or civil engineer, will normally determine whether improvements lie within the boundaries of the property, whether
existing utility lines, roads, or other easements cross the premises, and whether there are any encroachments.)
3. Security interests that may have attached to fixtures on the subject property as provided in Article 9 of the Uniform Commercial Code
of North Carolina.
4. Compliance with any local, county, state or federal governmental law or regulation relative to zoning, subdivision, occupancy, use,
construction or development of the subject property.
5. Federal judgments, liens and proceedings filed only in the Federal Court (Upon the filing of a petition in Bankruptcy, title to real
property vests in the Trustee in Bankruptcy and notice thereof is not always required to be filed in the County in which the Bankrupt owns
property; federal condemnation proceedings may vest property in the federal government and notice thereof is not required to be
recorded among the County records.)
6. Matters which would be revealed by a review of the public records regarding the proposed purchaser/borrower, who is not a current
owner of the property.
7. Civil actions where no notice of lis pendens against subject appears of record.
NOTE: The matters included in Standard Exception 1. above set forth are items that cannot be checked. Standard Exceptions numbered
2, 3, 4, 5, 6, and 7 are not included in a normal search of the County records during examination of title. Upon special request additional
investigation may be made, and Standard Exceptions numbered 3, 4, 5, 6, and 7 can be eliminated. Any such elimination is evidenced by
the initialing of such exception in the left margin by the attorney opposite same, and items eliminated are referred to on the reverse side
hereof by number.
1416441
EXHIBIT "A"
All of Lots 1-A and 1-B as shown on Plat Book 57, Page 17, Office of the Register of
Deeds of Alamance County, North Carolina.
EXHIBIT "A-1"
CONSERVATION EASEMENT
BEGINNING at an iron stake set with cap, No. 5 Rebar, in Grantor's northeastern line (NC Grid
Coordinate N=869,597.2407'; E=1,887,587.1146'), which iron stake is located South 77° 36' 51" West
12,455.366 feet from NCGS Marker "Long" (N=872,268.859'; E=1,899,752.582'); thence from said
BEGINNING POINT with the western line of Roebuck (see Deed Book 306, Page 181), South 27° 3 P 44"
East 195.31 feet to an existing iron pipe; thence continuing with Roebuck's line, South 27° 33' 43" East
101.88 feet to an iron stake set; thence South 55° 22' 02" West 84.00 feet to an iron stake set; thence South
55° 22' 02"West 50.38 feet to an iron stake set; thence South 82° 13' 13" West 174.17 feet to an iron stake
set; thence South 36105' 09" West 238.25 feet to an iron stake set; thence South 10° 24' 29" East 192.58
feet to an iron stake set; thence South 12° 57' 35" West 398.57 feet to an iron stake set; thence South 79°
46' 16" West 109.82 feet to an iron stake set; thence South 37° 16' 02" West 430.65 feet to an iron stake
set; thence North 75° 32' 02" East 105.46 feet to an iron stake set; thence North 75° 32' 02" East 201.65
feet to an iron stake set; thence North 63° 31' 47" East 378.15 feet to an iron stake set; thence South 75° 52'
14" East 200.20 feet to an iron stake set; thence South 641 19' 23" East 149.32 feet to an iron stake set;
thence South 77° 05' 33" East 127.44 feet to an iron stake set; thence South 10° 29' 07" East 208.95 feet to
an iron stake set in the northern margin of Lot 11, Section Three, Lakeview Estates (see Deed Book 1554,
Page 447); thence with the northern lines of Lots 11, 10, 9, 8, 7, 6, 5, 4, 3, 2 and 1 of Section Three,
Lakeview Estates, the following nine (9) calls: North 88° 30' 47" West 222.78 feet to an existing iron pipe;
North 88° 46' 25" West 99.82 feet to an existing iron pipe; North 88° 26' 29" West 99.99 feet to an existing
iron pipe; North 88° 26' 37" West 100.02 feet to an existing iron pipe; North 88° 23' 27" West 99.97 feet to
an existing iron pipe; North 881 24' 00" West 100.01 feet to an existing iron pipe; North 88° 25' 20" West
99.99 feet to an existing iron pipe; North 88° 33' 52" West 99.96 feet to an existing iron pipe; North 88° 23'
42" West 264.05 feet to a non monumented corner in the northern margin of Lakeview Drive; thence
continuing with the northern margin of Lakeview Drive, North 88° 23' 42" West 156 feet to an iron stake
set ("Point A"); thence North 26° 05' 56" East 32.97 feet to an iron stake set; thence North 26° 05' 56"
East 585.30 feet to an iron stake set; thence North 03° 37' 25" West 254.01 feet to an iron stake set; thence
North 54° 44' 37" East 183.82 feet to an iron stake set; thence North 38° 27' 13" West 627.54 feet to an
iron stake set; thence North 85° 52' 40" West 81.31 feet to an iron stake set; thence North 531 56' 01" West
85.31 feet to an iron stake set; thence North 020 39' 52" East 235.22 feet to an iron stake set ("Point B");
thence North 87° 49' 06" East 103.23 feet to an iron stake set; thence South 41 ° 59' 40" East 273.45 feet to
an iron stake set; thence South 32° 55' 20" East 428.56 feet to an iron stake set; thence North 48° 31' 42"
East 95.48 feet to an iron stake set ("Point C"); thence North 48° 3 P 42" East 92.12 feet to an iron stake
set; thence North 40° 29' 32" East 188.56 feet to an iron stake set; thence North 59° 33' 02" East 161.55
feet to an iron stake set ("Point D"); thence North 59° 33' 02" East 147.07 feet to the POINT AND PLACE
OF BEGINNING, and containing 19.60± acres, excluding the 20' Ingress, Egress & Regress Easement
described below and as more particularly shown on the Conservation Easement Survey for Axiom
Environmental, Inc., prepared by K2 Design Group, P.A. and dated 4/4/08..
TOGETHER WITH a new 20' Ingress, Egress & Regress Easement more particularly described as follows:
BEGINNING at an iron stake set, and identified as Point B identified above; thence North 000 00' 03" East
52.85 feet to an iron stake set in the northern margin of the Grantor's property (Lot 1-B as shown on Plat
Book 57, Page 17), which iron stake is also located in the southern terminus of NCSR 1777; thence with the
southern terminus of NCSR 1777 and Grantor's northern line, South 89° 59' 57" East 20 feet to a point;
thence South 00° 00' 03" West 52.85 feet to a point in the northern line of the Conservation Easement
described above; thence South 87° 49' 06" West 20.0 feet to the place of BEGINNING, and containing 0.02
acres, more or less, and identified as "Access Easement I" on the Conservation Easement Survey for Axiom
Environmental, Inc., prepared by K2 Design Group, P.A. and dated 4/4/08.
Grantor reserves unto themselves, their heirs, successors and assigns, the following three (3) access
easements across the Conservation Easement described above to provide access for ingress, egress and
regress across the easement area to connect portions of Grantor's property not included within the easement
as follows:
A new 16' Ingress, Egress & Regress Easement, eight feet (8') on each side of a centerline
described as follows: BEGINNING at an iron pin set and identified as Point C in the description of
the Conservation Easement described above and running thence South 41 ° 17' 54" East 259.81 feet
to an iron pin set in the boundary line of the above-described Conservation Easement and
containing .033 acres, more or less and identified as "Access Easement 2" on the Conservation
Easement Survey for Axiom Environmental, Inc. described above.
A new 30' Ingress, Egress & Regress Easement, fifteen feet (15') on each side of a centerline
described as follows: BEGINNING at an iron pin set and identified as Point B in the description of
the Conservation Easement described above and running thence South 39° 29' 32" East 306.74 feet
to an iron pin set in the boundary line of the above-described Conservation Easement and
containing 1.2 acres, more or less, and identified as "Access Easement 3" on the Conservation
Easement Survey for Axiom Environmental, Inc. described above.
A new 30' Ingress, Egress and Regress Easement more particularly described as follows:
BEGINNING at an iron pin set and identified as Point A in the description of the Conservation
Easement described above and running thence North 26° 05' 56" East 32.97 feet to an iron stake
set; thence South 88° 23' 42" East 133.56 feet to an iron stake set; thence North 59° 00' 25" East
78.44 feet to an iron stake set; thence North 75° 32' 02" East 105.46 feet to an iron stake set; thence
South 59° 00' 25" West 188.31 feet to a non monumented corner in the northern boundary of
Lakeview Drive; thence with the northern boundary of Lakeview Drive, North 88° 23' 42" West
156 feet to the point and place of BEGINNING and containing 0.19 acres, more or less, and
identified as "Access Easement 4" on the Conservation Easement Survey for Axiom Environmental,
Inc. described above.
05/01/2009 16:13 336-513-0029 INVESTERS TITLE GRHM PAGE 03/13
ifillimilmilligilifill
Doc ID: 010029650011 TYPO: CRP
Recorded: 05101/2009 at 04:97:25 PM
Fee Amt: $44.00 Page i of 11
Excise Tax: $0.00
Alamance.•NC
DAVID J.P. BARBER REOISTER OF DEEDS
eK2811 Pa618-628
Prepared by and mail to: William P. Aycock 11, Attorney
Schell Bray Aycock Abel & Livingston PLLC
P. 4. Box 21847, Greensboro, NC 27420
NORTH CAROLINA
ALAMANCE COUNTY
AMENDED AND RESTATED
PERMANENT CONSERVATION EASEMENT,
THIS AMENDED AND RESTATED DERMA.NE1VT CONSERVATION EAS1w1VENT
("Conservation Easement") made this Syr day of f, / L 2009, by and between BRUCE DANE
TAYLOR and spouse, SUSAN A. TAXLOR, ("Grantor") and AXIOM ENVIRONMENTAL, INC., a
North Carolina corporation, (Grantee).
The designation Grantor and Grantee as used herein shall include said parties, their heirs, successors
and assigns, and shall include singular, plural, masculine; feminine or neuter as required by context.
RF_CITALS
WREREA.S, Grantor owns in fee simple certain real property situated, lying and being in Alamance
County, North Carolina, and more particularly described on Exhibit A attached hereto and incorporated
herein (the "Land"); and
WHEREAS, Grantor and Grantee entered into a Deed of Easement dated May 13, 2008, and
recorded in Book 2710, Page 91, Alamance County Registry (the "Prior Easement"), in which Grantor
conveyed a conservation easement to Grantee over a portion of the Land, which portion is more particularly
described on Exhibit A-1 attached thereto (the "Property'); and
WHEREAS, Grantor and Grantee desire to amend and restate the Prior Easement in order to
facilitate the establishment of an environmental mitigation bank on the Property as more particularly
described herein; and
WHEREAS, Grantee agrees that it shall cause the appropriate environmental restoration to be
accomplished on the Property as more particularly set forth herein and, upon completion of such restoration,
Grantee will assign this Conservation Easement to a non-profit corporation or trust whose purpose is the
conservation of property and which is qualified to be the Grantee of a conservation easement pursuant to
N.C. Gen. Stat. § 121.34 at ?,,.,eq and Internal Revenue Code § 170(h); and
225290_1.DOC(419/2009)
IlAt4
05/01/2009 16:13 336-513-0029 INVESTERS TITLE GRHM PAGE 04/13
WB EREAS, Grantor and Grantee recognize the conservation, scenic, natural, or aesthetic value of
the Property in its restored state, which includes the following natural communities: degraded stream
channels, riparian areas, and wetlands that will be restored to stable stream morphology, a forested
streamside assemblage, and piedmont alluvial forest as appropriate for landscape conditions. The purpose of
this Conservation Easement is to maintain wetland and/or riparian resources and other natural values of the
Property, and prevent the use or development of the Property for any purpose or in any manner that would
conflict with the maintenance of the Property in its natural condition; and
WI fEREAS, the restoration and preservation of the Property is required by a Mitigation Banking
Instrument for the Cripple Creek Stream and Wetland Mitigation Bank, Department of the Army Action ID
# SAW-2007-01188-201. The Mitigation Bank is intended to be used to compensate for unavoidable stream
and/or wetland impacts authorized by permits issued by the Department of the Army. Grantor and Grantee
agree that third-party rights of enforcement shall be held by the U.S. Army Corps of Engineers, Wilmington
District (Corp, to include any successor agencies), and that these rights are in addition to, and do not limit,
the rights of the parties to the Mitigation Banking Instrument
NOW, THEREFORE, for and in consideration of the covenants and representations contained
herein and for other good and valuable consideration, the-receipt and legal sufficiency of which is hereby
acknowledged, Grantor hereby unconditionally and irrevocably grants and conveys unto Grantee, its heirs,
successors and assigns, forever and in perpetuity a Conservation Easement of the nature and character and to
the extent hereinafter set forth, over the Property described on Exhibit A-l., together with the right to preserve
and protect the conservation values thereof, as follows:
ARTICLE I.
DURATION OF EASEMENT
This Conservation Easement shall be perpetual. This Conservation Easement is an easement in
gross, runs with the land and is enforceable by Grantee against Grantor, Grantor's personal representatives,
heirs, successors and assigns, lessees, agents and licensees.
ARTICLE II
PRpHIBITED AND RESTRICTED ACTIVITIES
Any activity on, or use of, the Property inconsistent with the purpose of this Conservation Easement
is prohibited. The Property shall be preserved in its restored condition and restricted from any development
that would impair or interfere with the conservation values of the Property.
Without limiting the generality of the foregoing, the following activities and uses are expressly
prohibited, restricted or reserved as indicated hereunder:
A. Disturbance of Natural Features. Any change disturbance, alteration or impairment of the
natural features of the Property or any introduction of non-native plants and/or animal species is prohibited.
B. Construction. There shall be no constructing or placing of any building, mobile home,
asphalt or concrete pavement, billboard or other advertising display, antenna, utility pole, tower, conduit,
line, pier, landing, dock or any other temporary or permanent structure or facility on or above the Property.
4 C. dustrial Commercial an widen ' Use. Industrial, residential and/or commercial
activities, including any right of passage for such purposes are prohibited.
05/01/2009 16:13 336-513-0029 INVESTERS TITLE GRHM PAGE 05/13
D. Agicultural Grazing and lIorticuitur Use. Agricultural, grazing, animal husbandry, and
horticultural use of the Property are prohibited.
E. Vegelation. There shall be no removal, burning, destruction, harming, cutting or mowing
of trees, shrubs, or other vegetation on the Property.
F. Roads and Trails There shall be no construction of roads, traits or walkways on the
Property; nor enlargement or modification to existing roads, trails or walkways.
G. SS ng_ggg_. No signs shall be permitted on or over the Property, except the posting of no
trespassing signs, signs identifying the conservation values of the Property, signs giving directions or
proscribing rules and regulations for the use of the Property and/or signs identifying the Grantor as owner of
the Property.
FL D in or t ra e. Dumping or storage of soil, trash, ashes, garbage, waste, abandoned
vehicles, appliances, machinery or hazardous substances, or toxic or hazardous waste, or any placement of
underground or aboveground storage tanks or other materials on the Property is prohibited.
I. ccavatio Dredging or Mi=al Use. There shall be no grading, filling, excavation,
dredging, mining or drilling; no removal of topsoil, sand, gravel, rock, peat, minerals or other materials, and
no change in the topography of the land in any manner on the Property, except to restore natural topography
or drainage patterns.
), Water Quality and ainage Pattern. There shall be no diking, draining, dredging,
channeling; filling, leveling, pumping, impounding or related activities, or altering or tampering with water
control structures or devices, or disruption or alteration of the restored, enhanced, or created drainage
patterns. In addition, diverting or causing or permitting the diversion of surface or underground water into,
within or out of the easement area by any means, removal of wetlands, polluting or discharging into waters,
springs, seeps, or wetlands, or use of pesticide or biocides is prohibited.
K. peveloleent Rights, No development rights that have been encumbered or extinguished
by this Conservation basement shall be transferred pursuant to a transferable development rights scheme or
cluster development arrangement or otherwise.
L.V Vehicles, The operation of mechanized vehicles, including, but not limited to, motorcycles,
dirt bikes, all-terrain vehicles, cars and trucks is prohibited.
Ni. Other Prohibitions Any other use of, or activity on, the Property which is or may become
inconsistent with the purposes of this grant, the preservation of the Property substantially in. its restored
condition, or the protection of its environmental systems, is prohibited.
ARTICLE III
GRANTOR'S RESEVERED RIG14TS
The Grantor expressly reserves for himself, his personal representatives, heirs, successors or
assigns, the fright to continue the use of the Property for all purposes not inconsistent with this Conservation
Easement, including, but not limited to, the right to quiet vajoyment of the Property, the rights of ingress
and egress, the right to hunt, fish, and hike on the Property, the right to sell, transfer, gift or otherwise convey
the Property, in whole or in part, provided such sale, transter or gift conveyance is subject to the terms of,
and shall specifically reference, this Conservation Easement.
05/01/2009 16:13 336-513-0029 INVESTERS TITLE GRHM PAGE 06/13
Notwithstanding the foregoing Restrictions, Grantor specifically grants to Grantee, its successors
and assigns, the right to construct wetland and stream mitigation on the Property, in accordance with the
detailed mitigation plan approved in accordance with the Mitigation Banking Instrument for the Cripple
Creek Stream and Wetland Mitigation Bank.
ARTICLE N.
GRANTEE'S RIGHTS
The Grantee or its authorized representatives, successors and assigns, and the Corps, shall have the
right to enter the Property at all reasonable times for the purpose of inspecting the Property to determine if
the Grantor, or has personal representatives, heirs, successors, or assigns, is complying with the terms,
conditions, restrictions, and purposes of this Conservation Easement The Grantee shall also have the right
to enter and go upon the Property for purposes of making scientific or educational observations and studies,
and tatting samples. The easement rights granted herein do not include public access rights.
ARTICLE V
ENFORCEMENT AND REMEDIES
A. To accomplish the purposes of this Easement, Grantee is allowed to prevent any activity on
or use of the Property that is inconsistent with the purposes of this Conservation Easement and to require the
restoration of such areas or features of the Property that may be damaged by such activity or use. Upon any
breach of the terms of this Conservation Easement by Grantor that comes to the attention of the
Grantee, the Grantee shall notify the Grantor in writing of such breach. The Grantor shall have 30
days after receipt of such notice to correct the conditions constimung such breach. If the breach
remains uncured after 30 days, the Grantee may enforce this Conservation Easement by appropriate
legal proceedings including damages, injunctive and other relief. Notwithstanding the foregoing, the
Grantee reserves the immediate right, without notice, to obtain a temporary restraining order, injunctive
or other appropriate relief if the breach of the term of this Conservation Easement is or would
irreversibly or otherwise materially impair the benefits to be derived from this Conservation
Easement. The Grantor and Grantee acknowledge that under such circumstances damage to the
Grantee would be irreparable and remedies at law will be inadequate. The rights and remedies of the
Grantee provided hereunder shall be in addition to, and not in.lieu of, all other rights and remedies
available to Grantee in connection with this Conservation Easement. The costs of a breach, cormetion
or restoration, including: the Grantee's expenses, court costs, and attorneys' fees, shall be paid by
Grantor, provided Grantor is determined to be responsible for the breach. The Corps shall have the
same right to enforce the terms and conditions of this Conservation Easement as the Grantee.
B? No. failure on the part of the Grantee or the Corps to enforce any covenant or
provision hereof shall discharge or invalidate such covenant or any other covenant, condition, or
provision hereof or affect the right to Grantee or the Corps to enforce the same in the event of a
subsequent breach or default.
C/ Nothing contained in this Conservation Easement shall be construed to entitle Grantee
to bring any action against Grantor for any injury or change in the Property resulting from causes
beyond the Grantor`s control, including, without limitation, fire, flood, stom, war, acts of God or
third parties, except Grantor's lessees or invitees; or from any prudent action taken in good faith by
Grantor under emergency conditions to prevent, abate, or mitigate significant injury to life, damage
to property or harm to the Property resulting from such causes.
05/01/2009 16:13 336-513-0029 INVESTERS TITLE GRHM PAGE 07/13
ARTICLE VI
MISCELLANEOUS
A, Warranty, Grantor warrants, covenants and represents that they own the Property in fee
simple, and that Grantor either owns all interests in the Property which may be impaired by the granting of
this Conservation Easement or that there are no outstanding mortgages, tax liens, encumbrances, or other
interests in the Property which have not been expressly subordinated to this Conservation Easement.
Grantor further warrants that Grantee shall have the use of and enjoy all the benefits derived from and
arising out of this Conservation Easement, and that Grantor will warrant and defend title to the Property
against the claims of all persons.
B/ Subsequent Tran &rss. The Grantor agrees to incorporate the terms of this
Conservation Easement in any deed or other legal instrument that transfers any interest in all or a
portion of the Property. The Grantor agrees to provide written notice of such transfer at least thirty
(30) days prior to the date of the transfer. The Grantor and Grantee agree that the terms of this
Conservation Easement shall survive any merger of the fee and easement interests in the Property or
any portion thereof and shall not be amended, modified or terminated without the prior written
consent and approval of the Corps.
C. Assigpment. The parties recognize and agree that the benefits of this Conservation
Easement are in gross and assignable provided, however that the Grantee hereby covenants and
agrees, that in the event it transfers or assigns this Conservation Easement, the organization
receiving the interest will be a qualified holder under N.C. Gen. Stat. § 121-34 et sell, and § 170(h)
of the Internal Revenue Code, and the Grantee further covenants and agrees that the terms of the
transfer or assignment will be such that the transferee or assignee will be required to continue to
monitor in perpetuity the terms of this Conservation Easement.
D. Enti Agreement an verabilit . This instrument sets forth the entire agreement of
the parties with respect to the Conservation Easement and supersedes all prior discussions,
negotiations, understandings or agreements relating to the Conservation Easement. If any provision is
found to be void or unenforceable by a court of competent jurisdiction, the remainder shall continue
in full force and effect.
EV Obligations of Qwnershin. Grantor is responsible for any real estate taxes,
assessments, fees, or charges levied upon the Property. Grantor shall keep the Property free of any
liens or other encumbrances for obligations incurred by Grantor. Grantee and its successors or assigns
shall not be responsible for any costs or liability of any kind related to the ownership, operation,
insurance, upkeep, or maintenance of the Property, except as expressly provided herein. Nothing
herein shall relieve the Grantor of the obligation to comply with federal, state or local laws,
regulations and permits that may apply to the exercise of the Reserved Rights.
P. Extin ui h ent. In the event that changed conditions render impossible the
continued use of the Property for the conservation purposes, this Conservation Easement may only be
extinguished, in whole or in part, by judicial proceeding.
G. Eminent Domain Whenever all or part of the Property is taken in the exercise of eminent
domain so as to substantially abrogate the Restrictions imposed by this Conservation Easement, Grantor
and Grantee shall join in appropriate actions at the time of such taking to recover the full value of the
taking, and all incidental and direct damages due to the taking.
05/01/2009 16:13 336-513-0029 INVESTERS TITLE GRHM PAGE 08/13
H, Proceeds . This Conservation Easement constitutes a real property interest immediately
vested in Grantee, In the event that all or a portion of this Property is sold, exchanged,.or involuntarily
converted following an extinguishment or the exercise of eminent domain, Grantee shall be entitled to the
fair market value of this Conservation Easement The parties stipulate that the fair market value of this
Conservation Easement shall be determined by multiplying the fair market value of the Property
unencumbered by this Conservation Easement (minus any increase in value after the date of this grant
attributable to improvements) by the ratio of the value of this easement at the time of this grant to the value of
the Property (without deduction for the value of this Conservation Easement) at the time of this grant. The
values at the time of this grant shall be the values used, or which would have been used, to calculate a
deduction for federal income tax purposes, pursuant to Section 170(h) of the Internal Revenue Code
(whether eligible or ineligible for such a deduction). Grantee shall use its share of the proceeds in a manner
consistent with the purposes of this Conservation Easement.
1. Notification. Any notice, request for approval, or other communication required under
this Conservation Easement shall be sent by registered or certified mail, postage prepaid, to the following
addresses (or such address as may be hereafter specified by notice pursuant to this paragraph):
To GramtorJ 2a-?2 Roney-Lineberry Road
Burlington, NC 27217
To Grantee: AXIOM Environmental, Inc.
1101 Haynes Strcet, Suite 211
Raleigh, North Carolina 27604
To the Corps: U. S, Army Corps of Engineers
Raleigh Regulatory Field Office
3331 Heritage Trade Drive, Suite 105
Wake Forest, North Carolina 27587
Attention: Regulatory Project Manager
3. F4= of Grantee. If at any time Grantee is unable or fails to enforce this
Conservation Easement, or if Grantee ceases to be a qualified grantee, and if within a reasonable
period of time after the occurrence of one of these events Grantee fails to make an assignment
pursuant to this Conservation Easement, then the Grantee's interest shall become vested in another
qualified grantee in accordance with an appropriate proceeding in a court of competent jurisdiction.
K. 6MZLdipent. This Conservation Easement may be amended, but only in a writing
signed by all parties hereto, and provided such amendment does not affect the qualification of this
Conservation Easement or the status of the Grantee under any applicable laws, and is consistent with the
conservation purposes of this grant.
L. Present Condition of the Proms, The wetlands, scenic, resource, environmental, and other
natural characteristics of the Property, and its current use and state of improvement, are described in Section
2 of the Mitigation Plan, dated February 2009, prepared by Grantor and acknowledged by the Grantor and
Grantee to be complete and accurate as of the date hereof, Both Grantor and Grantee have copies of this
report. It will be used by the parties to assure that any future changes in the use of the Property will be
05/01/2009 16:13 336-513-0029 INVESTERS TITLE GRHM PAGE 09/13
consistent with the terms of this Conservation Easement. However, this report is not intended to praolude
the use of other evidence to establish the present condition of the Property if there is a controversy over its
use.
TO HAVE AND TO HOLD the said rights and easements perpetually unto Grantee for the
aforesaid purposes.
IN TESTIMONY WHEREOF, the Grantor has hereunto set his hand and seal, the day and year
first above written.
(SEAL)
Bruce Dane Taylor V
?T'?-- (SEAL)
Susan A. Taylor z-
AXIOM ENVTRONMENTAL, INC.
BY=
Nama: I.? ( e&n t- LcsW_z
Title: 'dM dt
7
05/01/2009 16:13 336-513-0029 INVESTERS TITLE GRHM PAGE 10/13
STATE OF NORTH CAROLINA
COUNTY OF ALANIANCE
I certify that the following person(s) personally appeared before me this day, each
acknowledging to me that he or she signed the foregoing document:
Bruce Dane Taylor and Susan A. Taylor
WITNESS any band and official seal, this day of '2009.
:' ASS
pT
? 10
(Of craI Seal) _
;r A
:per ?e L 1 ?` ?V
COUN STATE OF NORTH CAROLINA

COUNTY OF ALAIMANCE
':
Notary's Official Signature
Notary's Printed or Typed N e
My commission expires: C.3
I certify that the following person(s) personally appeared before me this day, each
acknowledging to me that he or she signed the foregoing document:
W. Grant Lewis
WITNESS my hand and official seal, this day of , 2009.

??
' r't'e??f/) t2'
r?<„•?. ?`.. _ (?

Notary's Official Signature
Notary's Printed or Typed Name
My commission expires; I "a, r? tea/ 2.0 U
05/01/2009 16:13 336-513-0029
INVESTERS TITLE GRHM
V ?
Doc ID: 010029640002 TYPO: CAP
Recorded: 05/01/2008 at 04:06:25 FM
Fee Amt: $17.00 Page i of 2
Excise Tax. $0.00
Alamance. Nc
DEEDS
VIDJ.P. BARBER REGI
BK2Q11 Pr-616-617
8
Prepared by and return to: William, P. Aycock U, Esquire
Schell Bray Aycock Abel & Livingston P.L.L.C.
P. 0. Box 21847
Greensboro, North Carolina.27420
STATE OF NORTH CAROLINA
COUNTY OF ALAMANCE
l?-
PAGE
REASSIGNMENT
OF
CONSERVATION EASEMENT
THIS D ED, OF REASSIGNMENT OF CONSERVATION EASEMENT, made this
1 _ day of r-r 2009, by and between RESTORATION SYSTEMS, LLC, a
North Carolina limited liability company, whose mailing address is 1101 Haynes Street, Suite
211, Raleigh, North Carolina, 27604, parry of the first part, and AXIOM ENVIRONMENTAL,
INC., a North Carolina corporation, party of the second part.
WITNESSETH:
THAT WHEREAS, Bruce Dane Taylor and spouse, Susan A. Taylor, heretofore
executed and delivered to said party of the second part a Conservation Eascrnont upon ccrtain
lands therein described, dated May 13, 2008, and recorded in Book 2710, Rage 91, in the office
of the Register of Deeds of Alamance County, North Carolina; and
WHEREAS, by Assignment recorded in Book 2722, Page 683, Alamance County
Registry, party of the second part assigned all of its right, title and interest in said Conservation
Easement to party of the first part; and
WHEREAS, the parties have agreed that said party of the first part will transfer and
reassign said Conservation Easement to said party of the second part and the party of the second
part has agreed to accept such reassignment.
NOW, THEREFORE, said party of the first part, as aforesaid, in consideration of One
Dollar (51.00) and other good and valuable considerations, has assigned, bargained and sold and
RS TAYLOR AXIOM_ Reassignment of Conservation Easement from RS to Axiom.DOC(4/14!49)
01/13
411
e3/01/2009 16:13 336-513-0029 INVESTERS TITLE GRHM PAGE 02/13
does hereby assign, bargain, sell and convey unto said party of the second part, its successors and
assigns, all right, title and interest of said party of the first part in and to said Conservation
Easement and in and to the lands therein described and conveyed, together with all rights and
powers therein given to said party of the first part as aforesaid. Said Conservation Faseznent is
incorporated herein by reference as if set out herein in full.
TO HAVE AND TO HOLD the same to it, the said party of the second part, its
successors and assigns, in the same manner and to the same extent as said party of the first part
now holds the same.
IN TESTIMONY WHEREOF, said party of the first part has caused this instrument to be
executed on its behalf on the day and year first above written.
RESTORATION SYSTEMS, LLC,
a North Carolina limited liability company
STATE OF NORTH CAROLINA.
COUNTY OF WA)Z(-
By: (SEAL)
Name: -?' AAP& w
Title:
I certify that the following person(s) personally appeared before me this day, each
acknowledging to juae that he or she signed the foregoing document:
-i- V
WITNESS my hand and official seal, this day of /ATf l > 2009.
(Official Seal) ?.•`'?'??F?eyt ?''
. µorggy ?.
"%1z.0UN'T`l? i?
Notary's lal Signatu e
n.t (0
Notary's Printed or Typed Nam
My commission expires:
2