SW8010127_Historical File_20110404

fith,
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NCDENR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Coleen H. Sullins Dee Freeman
Governor Director Secretary
April 4, 2011
Mr. Daniel B. Huggins, Manager
Skyway Investments, LLC
6219 Turtle Hall Drive
Wilmington, NC 28409
Subject: Name Change / Ownership Change
Arthur Howard Site
Stormwater Project No. SW8 010127
New Hanover County
Dear Mr. Huggins:
On March 30, 2011, the Wilmington Regional Office received a request to transfer ownership of
the Stormwater Management Permit for the subject project. Staff of the Division of Water Quality
have inspected the project, determined that the documentation is in order, and the project is in
compliance with the Stormwater permit requirements. As indicated on the Name/Ownership
Change form, you have acknowledged receipt of a copy of the permit, which includes the
application and supplement forms, a copy of the approved plans and a copy of the required
Operation and Maintenance agreement from the previous permittee. By acknowledging receipt
of the permit, and by signing the Name/Ownership Transfer form, you have accepted the
responsibility for complying with the terms and conditions outlined in this permit. If you need
additional copies of the permit, or copies of the approved plans, please contact the Division of
Water Quality in the Wilmington Regional Office at the phone number below. Please add the
attached Transfer page as the new cover page for the permit.
Please be aware that the project's built -upon area and stormwater controls must be built and
maintained in compliance with the permit documents and the approved plans. Maintenance
of the approved system shall be performed in accordance with the Operation and
Maintenance agreement. Any modifications to this project must be submitted to the Division
of Water Quality and approved prior to construction. The issuance of this approval does not
preclude you from complying with all other applicable statutes, rules, regulations or
ordinances, which may have jurisdiction over the proposed activity, and obtaining a permit
or approval prior to construction.
If you have any questions concerning this matter, please do not hesitate to call Angela
Hammers or me at [phone],
Sincerely,
Georgette colt
Stormwater Supervisor
Division of Water Quality
GDS\akh: S:\WQS\StormWater\Permits & Projects\2001\010127 HD\2011 04 permit 010127
cc: New Hanover County Engineering Department; WiRO
Wilmington Regional Office
127 Cardinal Drive Extension, Wilmington, North Carolina 28405 One
Phone: [phone] \ FAX: [phone] \ Customer Service:1-877-623-6748 NorthCarc ina
Internet: www.ntwaterqualiiy.org //�
An Equal Opportunity 1 Affirmative Action Employer Natu�ffl

State Stormwater Management Systems
Permit No. SW8 010127
STATE OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES
DIVISION OF WATER QUALITY
STATE STORMWATER MANAGEMENT PERMIT
HIGH DENSITY DEVELOPMENT
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
Daniel R Huggins & Skyway Investments, LLC
Arthur Howard Site
.Sunnyvale Drive, Wilmington, New Hanover County
. . FOR THE
operation and maintenance of a wet detention pond in compliance with the provisions of 15A
NCAC 2H .1000 (hereafter referred to as the "stormwater rules') and the approved stormwater
management plans and specifications and other supporting data as attached and on file with and
approved by the Division of Water Quality and considered a part of this permit.
This permit shall be effective from the date of issuance until March 2, 2015 and shall be subject to
the following specified conditions and limitations:
I. DESIGN STANDARDS
This permit is effective only with respect to the nature and volume of stormwater described
in the application and other supporting data.
2. This stormwater system has been approved for the management of stormwater runoff as
described on page 3 of this permit, the Project Data Sheet. The stormwater control Las been
designed to handle the runoff from 93,371 square feet of impervious area.
3. Approved plans and specifications for this project are incorporated by reference and are
enforceable parts of the permit.
4. The tract will be limited to the amount of built -upon area indicated on page 3 of this
permit, and per approved plans.
5. The runoff from all onsite and offsite built -upon area permitted with this project must be
directed into the permitted stormwater control system.

A74A
NCDENR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Coleen H. Sullins Dee Freeman
Governor IDirector Secretary
STATE STORMWATER PERMIT NAME/OWNERSHIP CHANGE FORM
I. CURRENT PERMIT INFORMATION
1. Stormwater Management Permit Number: SW O D i Dl al-
2. Project Name:+�4" 4&JOrce 5s1e-
3. Current Permit Holder's Company Name/Organization: 9'eAer 2cL4is
4. Signing Official's Name: ?e "ycwt5 Title:.i
5. Mailing Address: a F_=a54 lialn. n`51
City: �rir��fi�svil le l�e� �� State: IV C, Zip: a 13LI 00
6. Phone: (cl 10 ) y 4 0 - 9 q a 5 Fax: ( 1 D 7Co - & 16 Co
II. PROPOSED PERMITTEE / OWNER / PROJECT / ADDRESS INFORMATION
This request is for: (please check all that apply)
❑ Name change of the owner (Please complete Items 1, 2 and 3 below)
❑ ame change of project (Please complete Item 5 below)
Change in ownership of the property/company (Please complete Items 1, 2, 3, and 4 below)
Mailing address / phone number change. (Please complete Item 4 below)
❑ Other (please explain):
1. Proposed permittee's company name/organization: L L- G
2. Proposed permittee's signing official's name: Vqvij e0 `l
3. Proposed permittee's title: M niA,g-a.e r
4. Mailing Address: (P 014 dad I `fir',
City: WVAA;�X State: C_Zip: 2OLI09
Phone: (gl® ) 39S-SQat Fax:(410) HS-P-HRa(R
5. New Project Name to be placed on permit: _IJ�
Please check the appropriate box. The proposed permittee listed above is:
❑ HOA or POA (Attach documentation showing that the HOA or POA owns, controls, or has a
recorded easement for all areas that contain stormwater system features. Print name of HOA or
OA in #1 above and provide name of HOA/POA's authorized representative in #2 above)
SZ The property owner
❑ Lessee (Attach a copy of the lease agreement and complete Property Owner Information on
page 4)
❑ Purchaser (Attach a copy of the pending sales agreement. Final aIi'r� ill be
granted upon receipt of a copy of the recorded deed)
El Developer (Complete Property Owner Information on page 4) MAR 3 0 Z011
SSW N/O Change Rev15Feb2011 Page 1 of 4
BY:

y..
ill. REQUIRED ITEMS
A request'to transfer a permit will not be approved by the Division of Water Quality (DWQ) unless all
of the applicable required items listed below are included with the submittal. Failure to provide the
listed items may result in processing delays or denial of the transfer.
1. This completed and signed form. This crffficatlon must be completed and signed by both file
current permit bolder and the new applicant it this. is a change of ownership.
2. Legal documentation of the property transfer to a new owner.
1 A copy of any recorded deed restrictions, covenants, or easements, if required by the permit.
4. The designer's certification (DWQ Engineer and Designer Certification Forms are available from
each DWQ Regional office), if required by the permit and if not already submitted to DWQ.
5. If the proposed permittee is a firm, partnership, association, institution, corporation, limited liability
company, or other corporate entity, provide documentation showing the authority of the name ;
representative to act on behalf of the proposed permittee.
6. The $40.00 processing fee. If this is an initial transfer from the original permittee the essin
fee is not required. Subsequent ownership transfers will require the $40.00 processi e.
IV. CURRENT PERMITTEE'S CERTIFICATION
Please check one of the following statements and fill out the certification below that statem t:
❑ Check here if the current permittee is only changing hisJher/its name, the project name, orb
address, but will retain the permit. I, the currei
permittee, hereby notify the DWQ that I am changing my name and/or I am changing my maili
address and/or I am changing the name of the permitted project. I further attest that this applic
for a name/ownership change is accurate and complete to the best of my knowledge. I underc,
that if all required parts of this application are not completed or if all required supporting infdrn
and attachments listed above are not included, this application package will be returned as
incomplete.
Check here if current permittee is transferring the property to a new owner and will not retain
owners the p mit
I, _ �� > �� 4u( S , the current permittee, am submitting this application
sfer for a tranof ownership for permit # 5, 3010107 . 1 hereby notify DWQ of the sale or
other legal transfer of the stormwater system associated with this permit. I have provided a copy of
the most recent permit, the designer's certification for each BMP, any recorded deed restrictions,
covenants, or easements, the DWQ approved plans and/or approved as -built plans, the approved -
operation and maintenance agreement, past maintenance records, and the most recent DWQ
stormwater inspection report to the proposed permittee named in Sections II and V of this form..)
further attest that this application for a name/ownership change is accurate and complete to the west
of my. knowledge. I understand that if all required parts of this application are not completed or if ell
required supporting information and attachments listed above are not included, this application
package.will be returned as incomplete. I assign all rights and obligations as permittee to the
proposed permittee named in Sections II and V of this form. I understand that this transfer of
ownership cannot be approved by the DWQ unless and until the facility is in compliance with the
permit.
Signature:
I
41 day of
" Date: 3 �g 20 ( t
a Notary Public for the State of
Cou n of i; �'1 do hereby eby certify that
personally appeared before me this the
20J t , and acknowledge the due execution of the i ..
forgoing instrLpent. Witness my hand and official seal, (Notary
of Sig f0re
117-15
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V. PROPOSED PERMITTEE CERTIFICATION: (This section must be completed by the
Proposed Permittee for all transfers of ownership)
ID�W�kn_ , hereby notify the DWQ that I have acquired
through sale, lease or legal transfer, the responsibility for operating and maintaining the permitted
stormwater management system, and, if applicable, constructing the permitted system. I
acknowledge and attest that I have received a copy of: (check all that apply to this permit)
[� jhe most recent permit
© the designer's certification for each BMP
❑ any recorded deed restrictions, covenants, or easements
❑ the DWQ approved plans and/or approved as -built plans
❑ the approved operation and maintenance agreement
I
past maintenance records from the previous permittee (where required)
5'DWQ stormwater inspection report showing compliance within 90 days prior to this transfer
I have reviewed the permit, approved plans and other documents listed above, and I will comply with
the terms and conditions of the permit and approved plans. I acknowledge and agree that I will
operate and maintain the system pursuant to the requirements listed in the permit and in the
operation and maintenance agreement. I further attest that this application for a name/ownership
change is accurate and complete to the best of my knowledge. I understand that if all required parts
of this application are not completed or if all required supporting information and attachments listed
above are n •ncluded, this a lication package will be returned as incomplete.
Signature: Oda Date: © —off l
I, CreG[i ri'1 Arri a Notary Public for the State of
Ale,4 i Caro kna , County of 15l'Rdcn , do hereby certify that
,Dari!Gt t5. HAQa;ns personally appeared before me this the
JD day of kL{/CA , 20 ,and acknowledge the due execution of the
forgoing instrument. Witness my hand and official seal, •. •`•"�"�`"""•"
'Notary Sigila-turer
s pBL� G ;
I C, M alm Expires March 26, 2M3 `ti 9© U4,
�:®NCOUH�:•'�'
~ mceae•d
Additional copies of the original permit and the approved Operation and ll7ala�ntenance agreement can
be obtained from the appropriate Regional Office of the Division of Water Quality.
This completed form, including all supporting documents and processing fee (if required), should be
sent to the appropriate Regional Office of the North Carolina Department of Environment and Natural
Resources, Division of Water Quality, as shown on the attached map.
Please note that if the Proposed Permittee listed above is not the property owner, the property owner
must complete and sign page 4 of this document. Both the lessee / developer and the property
owner will appear on the permit as permittees. _
MAR a 0 2011
gY:
SSW N/O Change Rev15Feb2011 Page 3 of 4

VI. PROPERTY OWNER CONTACT INFORMATION AND CERTIFICATION (O
If th'e Proposed Permittee listed in Sections I! and V of this form is not the Property Owner, the
Property Owner must provide his/her Contact Information below and sign this form:
Printed Name:
Organization:.
Title within the Organization:
Street Address:
City:
Mailing Address:
City:
Phone:
Email:
State: Zip:
(if different from street address)
State:
Fax:
23
I certify that I own the property identified in this permit transfer document and have given permission
to the Proposed Permittee listed in Sections II and V to develop and/or, lease the property. A copy
of the lease agreement or other contract, which indicates the party responsible for the construction
and/or operation and maintenance of the stormwater system, has been provided with the submittal.
As the legal property owner 1 acknowledge, understand, and agree by my signature below, that I will
appear as a permittee along with the lessee/developer and I will therefore share responsibility for
compliance with the DWQ Stormwater permit. As the property owner, it is my responsibility to notify
DWQ by submitting a completed Name/Ownership Change Form within 30 days of procuring a
developer, lessee or purchaser for the property. I understand that failure to operate and maintain the
stormwater treatment facility in accordance with the permit is a violation of NC General Statute
(NCGS) 143-215.1, and may result in appropriate enforcement action including the assessment of
civil penalties of up to $25,000 per day, pursuant to NCGS 143-215.6.
Signature of the property owner
Date:
a Notary Public for the State of
County of , do hereby certify that
personally appeared before me this the
day of , 20 , and acknowledge the due execution of the
forgoing instrument. Witness my hand and official seal,
Notary Signature
(Notary Seal)
FJIF ECEED V
MAR 3 0 2011
BY:
SSW N/O Change Rev15Feb2011 Page 4 of 4

U
STATE OF NORTH CAROLINA
COUNTY OF NEW HANOVER
REVENUE STAMPS: $2,550.00
i200504Imm�om
FOR REOISTRRT'ON REGI57ER OF DEEDS
REBECCA p, SMITH
NEW FWNOVER COI;NTY, NC
2005 JUL 22 03:58:25 PM
BKAB79 P099-201 FEE317.00
NC REV STV:$2,560.00
I0H 1201873
GENERAL WARRANTY DEED
Tax Map 4 6500-006-014-000 PIN 311512853263000
Mail After Recording To: Skyway Investments, LLC
6219 Turtle Hall Drive
Wilmington, NC 28409
DRAWN BY: CALDER & CALDER, 611 Princess Street, Wilmington, r
(Drawn without opinion on title.)
Brief Description: TRACT ARTHUR LEE HOWARD LANDS
This deed, made and entered into this, the 19th da
July , 2005, by and between Peter R. Davis and F
Catherine R. Davis, and Robert S. Bridgers, Jr. and wife, Jane
Bridgers, the GRANTOR herein; and Skyway Investments, LLC, the
GRANTEE herein.
W I T N E S S E T H:
That the Grantor, for and in the consideration of the sum of
One Dollar and other valuable consideration, the receipt of which
is hereby acknowledged, has and by these presents, does grant,
bargain, sell and convey unto the Grantees in fee simple, that real
estate located in the County of New Hanover, State of NORTH
CAROLINA, more particularly described as follows:
Being all of those lands shown on the map entitled Map of
Recombination of Tracts 1, 2 & 3, Deed Book 2307 at Page
342 Arthur Lee Howard Lands recorded in Map Book 40 at
Page 216 in the New Hanover County Registry, having the
Tax Parcel Identification Number R06500-006-014-000, and
being the same lands described in the deeds recorded in
Book 4220 at Page 476 in said Registry.
To have and to hold the aforesaid lot or parcel, together with
all privileges and appurtenances thereto, heretofore belonging to
the Grantee in fee simple.
The Grantor covenants with the Grantee that Grantor is seized
of the premises in fee simple, has the right to convey the same in
fee simple, that the title is marketable and free and clear of all
encumbrances, and that Grantor will warrant and defend the title
against the lawful claims of all persons whomsoever except for the
exceptions hereinafter stated. Title to the property hereinabove
described is subject to the following exceptions: The provisions
of all applicable zoning and land use ordinances, statutes and
regulations; 2005 ad valorem taxes; and all applicable restrictive
covenants and utility easements of record.
RETURN TO ALLEN, NACDONALD & DAVIS, PLLC
1508 Nilitary Cutoff Rd, Ste 102
Wilmington, NC 28403

In witness whereof, the Grantor(s) have hereunto set their
hands and seals this the day and year first above written.
jz�"" � - (SEAL) !� s 9� - Lii (SEAL)
Peter R. Davis Catherine R. 6avis
c
(SEAL) (SEAL)
Robert S. Bri ers Jr. Janet F. Bridge
STATE OF NORTH CAROLINA
COUNTY OF Hew 1;an0rer
I, rdmn R_ Vnrd , a Notary Public of the
County and State aforesaid, certify that Peter R. Davis and wife,
Catherine R. Davis, and Robert S. Bridgers, Jr. and wife, Janet F.
Bridgers personally appeared before me this day and acknowledged
the execution of the foregoing instrument.
Witness my hand and official stamp or sea!, this the r4rh
day of July , 2005.
W14,
My Commission Expires: 5-18708
e # N R. -q►
v� .S
z : X40T
'; jOV8L1C,

REBECCA P. SMITH
REGISTER OF DEEDS, NEW HANOVER
216 NORTH SECOND STREET
Filed For Registration:
Book:
Document No.:
NC REAL ESTATE EXCISE TAX:
Recorder:
WILMINGTON, NC 28401
07/2212005 03:58:25 PM
RE 4979 Page: 199-201
2005040873
DEED 3 PGS $17.00
$2,550.00
MARVIS ANN STORER
State of North Carolina, County of New Hanover
The foregoing certificate of LYNN R WARD Notary is certified to be correct. This 22 ND of July 2005
REBECCA P. SMITH, REGISTER OF DEEDS
Deputy/AssLstant Register of Deeds
,�«,r.w.�rs�rs►,�
YELLOW PROBATE SHEET IS A VITAL PART OF YOUR RECORDED DOCUMENT.
PLEASE RETAIN WITH ORIGINAL DOCUMENT AND SUBMIT FOR RE-RECORDING.
*2005040873*
2005040873

OPERATING AGREEMENT
OF
SKYWAY INVESTMENTS, LI�C
THIS OPERATING AGREEMENT (this "Agreement") of SKYWAY INVESTMENTS;
LLC, (the "Company") a limited liability company organized pursuant to North Carolina Limited
Liability Company Act, is executed effective as of the /"day of July, 2005, by and among the
Company and the persons executing this Agreement as the initial Members (as defined below).
ARTICLE I - DEFINITIONS
1.1 Definitions. The following terms used in this Agreement shall have the
following meanings (unless otherwise expressly provided herein}:
(a) "Act" means the North Carolina Limited Liability Company Act, as the same
may be amended from time to time.
(b) "Adjusted Capital Account" means, with respect to a Member, the balance in
such Member's Capital Account at the end of the relevant fiscal year, as determined in accordance
with Treasury regulation. Section 1.704-1(b)(2)(iv):
(c) "Articles ofOrgaiization" means the Articles of Organization ofthe Company
filed with the Secretary of State,.as amended or restated from time to time.
(d) "Capital Account" means for each Member the account established pursuant
to Section 8.2 hereof and maintained in accordance with -the provisions of this Agreement.
(e) "Capital Contribution" means any contribution to the capital ofthe Company
in cash or property by a Member whenever made and "Capital Unit" shall represent the unit value
assigned to each capital contribution which shall be one unit for each $1,000.00 contribution.
(f) "Code" means the Internal Revenue Code of 1986, as amended from time to
time (and any corresponding provisions of succeeding law).
(g) "Distributable Cash" means, -with respect to the Company for a period of time,
all funds of the Company on hand or in bapk accounts of the Coip' pang as, in the discretion of the
Managers, is available for distribution to the Members 4fter provision has been'made for (i) payment
of all operating expenses of the Compaaiy as of such time, (i) provision for payment of all
outstanding and unpaid current obligations of the Company as of such.time, and (iii) provision for
such reserves as the Managers deem necessary or appropriate ford Company operations.
(h) "FiscalY�eaz" means the calendar year, provided that the first Fiscal Year of
the Company shall commence on June 21, 2005, and continue through December 31, 2065.
a_A VDD
MAR 3 0 2011

(i) "Income" means, for each Fiscal Year or 66ther period, each item of income
and gain as determined, recognized and classified for federal income tax purposes, provided that any
income or gain that is exempt from federal income tax shall be included as if it were an item of
taxable income.
0) "Initial Capital Contribution" means the initial contribution to the capital of
the Company made by a Member pursuant to Section 8.1(a) of this Agreement.
(k) "Loss" means, for each Fiscal' Year or other period, each item of loss or
deduction as determined, recognized and classified for federal income tax purposes, increased by (i)
expenditures described in Section 705(a)(2)(B) of the Code, (i) expenditures contemplated by
Section 709 of the Code (except'for amounts with respect to which anelection is properly made
under Section 709(b) of the Code), and (iii) expenditures resulting in a deduction for a loss incurred
in connection with the sale or exchange of Company property that is disallowed to the Company
under Section 267(a)(1) or'Section 707(b).
(1). "Ma'ori "; means, with respect to any referenced group of Managers, a
combination of any of such Managers constituting more than fifty percent (501/6) of the number of
Managers of such referenced group who are then elected and qualified.
(m) "Majority of Interest" means, with respect to any referenced group of
Members, a combination of any of such Members who, in the aggregate, own more than fifty percent
(50%) of the Membership Interests owned by all of such referenced group of Members-
(n) "Manager" means each entity designated as a Manager on Schedule II, hereto,
or any other Person that succeeds such Manager in his capacity as Manager or any other Persons who
are elected to act as Managers "of the Company as provided herein. "Managers" refers to such
Persons as a group.
(o) "Member" means each entity designated as a Member of the Company on
Schedule I hereto, or any additional Member admitted as a Member of the Company in accordance
with ARTICLE X. "Members" refers to such Persons as a group.
(p) "Membership InterestItmeans all of a "Member's rights in the Company,
including without limitation, the Member's shore of the profits and'losses of the Company, the rights
to receive distributions of the Company's assets, any right to vote and.any right to participate in the,
management of the Company, as provided in the Act and this Agreement. As to any Member,
Membership Interest shall mean the percentage set -forth opposite such Member's name on Schedule
I hereto. �—
(q) "Net Income" and "Net Loss" means, for each Fiscal Year or other relevant
period, (i) the excess of the income for such period over the Loss for such period, or (ii) the excess
of the Loss for such period over the Income for such period, respectively; provided, however, that
Net Income and Net Loss for a Fiscal Year or other relevant period shall be computed by excluding
from such computation any Income specially allocated under Section 8.1.
-2-

i
(r) "Person" means an individual, a trust, an estate, or a domestic corporation, a
foreigncorporation, a professional corporation,.a partnership, a limited partnership, a limited liability
company, a foreign limited Iiability company,'an unincorporatedassociation, or another'entity.
(s) "Secretary of State" means the Secretary of State of North Carolina:
(t) "Treasury regulations" means the IncomeTax Regulations and Temporary
Regulations promulgated under the Code, as such regulations may be amended from time to time
(including corresponding provisions of succeeding regulations).
ARTICLE'II - FORMATION OF THE COMPANY
2.1 Formation. The Company was formed
with the Secretary of State of the Articles of Organization of the
mutual prgmises, covenants and agreements , contained herei
consideration, the receipt and sufficiency of which.is hereby acla
that the rights and obligations of the parties,and the administratic
shall be governed by this Agreement, the Articles of Oraanizati,
i June 21, 2005, upon the filing
ompany. In consideration of the
and other good, and valuable
wledged, the parties hereto agree
and termination of the Company
i and the -Act.
It
2.2 Name. The business and affairs of the Company shall be conducted under
the name SKYWAY INVESTMENTS, LLC. The name of the Company may be changed from time
to time by amendment of:the Articles of Organization. The Company may transact business under
an assumed name by filing an assumed name certificate in the manner prescribed by applicable law.
2.3 Registered Office and Registered Agent. The Company's registered office
shall be 6219 Turtle Hall Drive, Wilmington, New Hanover County, North Carolina, 28409., and the name
of its initial registered agent at such address shall be Daniel B. Huggins.
2.4 Principal Place ofBusiness. The principal place ofbusiness ofthe Company
within the State of North Carolina shall be 6219 Turtle Hall Drive, Wilmington, New Hanover County,
North Carolina, 28409. The Company may locate its place(s) of business and registered office at any
other place or places as the Managers may from time to time deem necessary or advisable.
2.5 Term. ' Tlie Company shall continue in existence until the close of the
Company's business on January1, 2075, as specified in, the Company's Articles of"Organization,
unless the Company is earlier dissolved ,aid: its affairs wound up ip. accordance with the provisions
of this Agreement or the Act.
2.6 Purposes and Powers.
(a) The Company may engage in any lawful business for which limited liability
companies may be organized under the Act unless a more limited purpose is stated in the Articles
of Organization.
(b) The Company shall have any and all powers which are necessary or desirable
to carry out the purposes and business of the Company, to the 'extent the same may be legally
exercised by limited liability companies under the Act. The Company shall carry out the foregoing
activities pursuant to the arrangements set forth in the Articles of Organization and this Agreement.
-3-

i
2.7 Nature of Members' Interests,. The interests of the Members in the
Company shall be personal property for all purposes. Legal title to all Company assets shall be held_
in the name of the Company. Neither any Member nor a successor, representative or assign of such
Member, shall have any right, title or interest in or to any Company property or the right to partition
any real property owned by the Company. Interests may be evidenced by a certificate of
membership interest issued by the Company, in. such form as the Managers may determine.
ARTICLE III - RIGHT AND DUTIES OF MANAGERS
3.1 Management. The business and affairs of the Company shall be managed
by the Managers. In addition to the powers and authorities expressly conferred by this Agreement
upon the Managers, the Managers shall have full and complete authority, power and discretion to
manage and control the business of the Company, including but !iot limited to operating company
property, leasing the same upon such conditions and terms as the managers deem appropriate to
make all decisions regarding those matters and .to peFforrn any and all other acts or activities
customary to or incidental to the'management of the Company's 'business, except only as to those'
acts and things as to which approval by the Members is expressly required by the Articles of
Organizations, this Agreement, the Act or other applicable law. At any time when there is more than
one Manager (i) any one Manager may take any action permitted to be taken by the Managers, unless
the approval of more than one of the Managers is expressly requited pursuant to this agreement or
the Act and (ii) the Managers may elect one or more officers who'may but need not be Members or
Managers of the Company, with such titles, duties and compensation as may be designated by the
Managers, subject to applicable restrictions specifically provided in this Agreement or contained in
the Act.
3.2 Number "and Qualifications. There shall initially be,two (2) Managers of
the Company, who may be a Member who executed and filed the Articles of Organization of the
Company. The name and consent of the Manager to serve as such shall be evidenced by his
execution of this Agreement, or on Schedule II attached hereto and made a part hereof, as amended
upon any change of Manger.
The number of Managers of the Company may be fixed from time to time by
the affirmative vote of a Majority in Interest of all of the Members, but in no instance shall any
decrease in the number of Managers have the effect of shortening the term of ariy incumbent
Manager. Managers need not be residents of the State of North Carolina or Members of the
Company.
3.3 Election and. Term of Office. Managers shall be elected at the annual
meeting of the Members (except as provided in Sections 3.5 and 3.6). Each Manager shall hold
office until the Manager's successor shall have been elected and qualified, or until the death or
dissolution of such Manager, or until his or its resignation or removal from office in the manner
provided in this Agreement or in the Act.
3.4 Resignation. Any Manager ofthe Company may resign at any time by giving
written notice to all of the Members of the Company. - The resignation of any Manager shall take
effect upon receipt of notice thereof or at such later time as shall be specified in such notice, and,
unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make
it effective. The resignation of either or both of the two persons signing the original Articles of
Organization will not dissolve the LLC.
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3.5 Removal. At any special meeting of the Ml embers called expressly for that
purpose, all or any lesser number of Managers may be removed at any time, either with or without
cause, by the affirmative vote of Majority in Interest of all the Mftbers then entitled to•vote at any
election of Managers. In case any vacancy sc created shall not rbe filled by the Members at such
meeting, such vacancy may be filled by the Managers as provided in Section 3.6.
3.6 Vacancies. Any vacancy occurring for any reason in the Managers of the
Company may be filled by the affirmative vote of a Majority of Managers, except for a vacancy
occurring in the Managers by reason of an increase in the number of Managers, which
shall be filled by an affirmative vote of a Majority in. Interest of all the Members at an annual
meeting of Members or at a special meeting of Members called for that purpose.
i
3.7 Inspection of Books and Records. AnX Manager shall have the right to
examine all books and records of the Company. for `a purpose reasonably related to such Manager's
position as a Manager.
3.8 Compensation. The compensation of the Managers of the Company shall
be fixed from time to time by an affirmative vote of a Majority of Interest of the Members or by
contract approved by an affirmative vote of a Majority in Interest!of the members, and no Manager
shall be prevented from receiving such salary by reason of the fact that he is also a Member of the
Company.
3.9 Committees of the Managers. The Managers, by resolution, may designate
from among the Managers one or more committees, each of which shall be comprised of one or more
of the Managers, and may designate one or more of the Managers as alternate members of any
committee, who may, subject to any limitations imposed by the Managers, replace absent or
disqualified Managers at any meeting of this committee. Any such committee, to the extent
provided in such resolution or in this Agreement, shall have and may exercise all of the authority of
the Managers, subject to any restrictions contained in this Agreement or Act.
3.10 Call of Funds. The Members recognize that the income produced may be.
insufficient to pay all costs. If, in the judgment of all Members, additional funds are required to pay
such costs, the additional funds shall be called for by the Manager in proportion to each 1Vlexnber's
ownership percentage. As used above, the team "costs" shall include, without limitation:, principal
and interest payments on Company loans; costs ofrepair, maintenance, and improvements; insurance
premiums; taxes, utilities and any other normal cost of doing�business. With regards to this
provision, an automatic call for funds will be allowed by the Manager of the Company if working
capitalfunds fall below $10,000 (defined as cash in bank less all cogent obligations due within thirty
days).
ARTICLE IV - MEETING OF MANAGERS
4.1 Place of Meeting. The Managers of the Company may hold their meetings,
both regular and special, at any place within or without the State of North Carolina.
MV

4.2 Notice of Meeting. The first meeting ofnewly elected Managers shall be held
immediately following the adjournment of the annual meeting ofthe Members. The Managers may
otherwise meet at such intervals and at such time and place as they shall schedule. Special meetings..
of the Managers maybe called at any time by no less than one-third of the then serving -Managers
for any purpose or purposes. Notice of such special meetings, unless waived by attendance or by
written consent to the holdings of the special meeting, shall be given at least five (5) days before the
date of such meeting to all Managers not calling the meeting. Notice of such special meeting shall
state that it shall be held at the principal place of business of the Company, the date and hour of the
special meeting, and its purpose or purposes. Absent the written consent of a Majority of the
Managers to .take other.action, the business transacted at such special meeting shall be limited to
such purpose or purposes as stated in the notice..'
. 4.3 Action by Managers; Quorum; Voting; Action Without Meeting.
i
(a) A Majority of the Managers'shall be necessary to constitute a quorum for the
transaction of business. Every ac; or decision done or made by a Majority of the Managers present
at a meeting duly held at which a quorum is present shall be regarded as the act of the Company,
unless a greater number is required by law or by the Articles of Organization.
(b) Managers may participate in any, meeting of the Managers by means of
conference telephone or similar communications equipment, provided all persons participating in
the meeting can hear one anothgr, and such -participation in a meeting shall constitute presence in
person at the meeting.
(c) AlI votes required of Managers hereunder may be by voice vote unless a
written ballot is requested, which request may be made by any one Manager.
(d) Any action which under any provision of the Act or this Agreement is to be
taken at a meeting of the Managers may be taken without a meeting by written consent signed by
all Managers who would be entitled to vote upon such action at a meeting. Such written consent
must be kept with the records of the Company.
4.4 Adjournment. A Majority of the Mangers present may .adjourn any
Managers' meeting to meet again at a stated day -and hour or until the time fixed for the next regular
meeting of the Managers.
ARTICLE V MEMBERS
5.1 Names and Addresses of.Members. The names, addresses and Membership
Interests of the Members are as reflected in Schedule I attached hereto and made a part hereof, which
Schedule shall be amended by the Company as of the effectivenciss of any transfer or subsequent
issuance of any Membership Interest.
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5.2 Admission of Members.
(a) In the case of a Person acquiring a Membership Interest directly from
the Company, the Person shall become a Member with respect to such Membership Interest upon
compliance with the requirements of ARTICLE X and making the Capital Contribution specified
in Section 8.1.
(b) An assignee of a Membership Interest shall become a Member on
compliance with requirements of ARTICLE. X.
(c) Any Person may become a Member unless such Person lacks legal
capacity or is otherwise prohibited from being admitted by appl4'cable law.
ARTICLE VI - MEETINGS OF MEN 019RS
6.1 Annual Meetings of Members. An annual meeting of the Members will be
held at such time and date at the principal office of the Company or at such other place within or
without the State of North Carolina as shall be designated by the Managers from time to time and
stated in the notice of the meeting. The purpose of the annual meeting need not be enumerated in
the notice of such meeting.
6.2 Special ^Meetings of Members. Special meetings of the Members may. be
called by the Managers or by the holders of not less than ten percent (10%) of all the Membership
Interests. Business transacted at all special meetings shall be confined to the purpose or purposes
stated in the notice.
6.3 Notice of Meetings of Members. Written notice stating the place, day and
hour of the meeting and, additionally in the case of special meetings, stating the principal place of
business ofthe Company as the location and thepurpose or purposes for which the meeting is called,
shall be delivered not less than three (3) noirmore than sixty (60) days before the date of the meeting,
to each Member of record entitled to vote at such meeting.
6.4 Record Date. For the purpose of determi�ng members entitled to notice of
or to vote at any meeting of Members or any adjournment. thereof, or Members entitled to receive
payment of any distribution, or to make a determination of Members for any other purpose, the date
on which notice of the meeting is mailed or the date on which such distribution is declared, as the,
case may be, shall be the record date for such determination of Members. When a determination 01
Members entitled to vote at any meeting of Members had been !made as provided in this Section,
such determination shall apply to any adjournment thereof.
6.5 Quorum. A Majority in Interest of the Members shall constitute a quorum
at all meetings of the Members, except as otherwise provided by law or this Agreement. Once a
quorum is present at the meeting of the members, the subsequent withdrawal from the meeting of
any Member prior to adjournment or the refusal of any Member to vote shall not affect the presence
of a quorum at the meeting. If, however, such quorum shall not be present at the opening of any
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i
meeting of the Members, the members entitled to vote at suchmeeting shall have the power to
adjourn the meeting from time to time, without notice other than announcement at the meeting, until
the holders of the requisite amount of Membership Interests shall be present or represented.
6.6 Actions by Member Other than for Eletttion of Managers. Except for a
matter for which the affirmative vote of the holders of a greater portion of the Membership Interests
entitled to vote is required by law, the Articles of Organization or this Agreement, the act of
Members shall be the affirmative vote of a Majority in Interest of all the Members represented and
voting at the meeting: All actions of the. Members provided fo� herein may be taken by written
consent without a meeting. Any such action which may be taken try the Members without a meeting'
shall be effective only if the consents are in writing, set forth the action so .taken, and are signed by
all Members eligible to vote on such action. Members may participate in any meeting of the
Members by means of a conference telephone or similar 'commu$ ications equipment, provided all
persons participating in the meeting can hear one another, and su�h participation in a meeting shall
constitute presence in person at the meeting.
6.7 Action by Members to Elect Managers. For ;purposes of voting: on the
election of Managers, Managers shall be elected at any meeting of the Members at which a quorum
is present, by a plurality of the Membership Interests represented and voting at the meeting.
6.8 List of Members Entitled to Vote. The Managers shall make, at least three
(3) days before each meeting of Members, a complete list of the Members entitled to vote at such
meeting, or any adjournment of such meeting, arranged in alphabetical order, with the address of and
the Membership Interests held by each which list, for a period of three (3) days prior to such
meeting, shall be kept on file at the registered office of the Company and shall be subject to
inspection by any Member at anytime during usual business ours: Such list shall also be produced
and kept open at the time and place of the meeting and shall be subject to inspection by any Member
during the continuance of the meeting. However, failure to comply with the requirements of this
Section shall not affect the validity of any action taken at such meeting.
6.9 Registered Members. The Company shall be entitled to treat the holder of
record of any Membership Interest as the holder in fact of such Membership Interest for all purposes,
and accordingly shall not be bound to recognize any equitable or other claim to or interest in such
Membership Interest on the part of any other person, whether or not it shall have express or other
notice of such claim or interest, except as expressly provided by this Agreement or the laws ofNorth
Carolina.
6.10 Consent to Operations. Except for those actions previously allocated to the
Managers in Article III or elsewhere in this Agreement, all other actions shall require majority
approval of the Members, provided, however, the Members expressly authorize the Managers with
consent of the Members holding a majority in interest to:
(a) Execute on behalf of the Company any, contract of sale, deed, deed of trust,
mortgage, note, security .agreement or other conveyance debt or security instrument.
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(b) Assign, transfer, pledge, compromise or release any of the claims of or debts due
the Company.
(c) Change the business office, registered office orregistered agent of theCompany.
(d) Make or revoke any election available to the Company under the Code.
ARTICLE VII - LIMITATION OF LIABILITY AND INDEMNIFICATION OF
MANAGERS AND MEMBER$
7.1 Limitation of Liability- No Manager or Member of the Company shall be
liable to the. Company or its Members for mohetary damages for a� act or omission in such person's
capacity as a Manager or Member, except as provide in the Act !for (i) acts or omissions which a
Manager knew at the time of the. acts or omissions were clearly in conflict with the interests of the
Company, (ii) any transaction from which a Manager derived an improper personal benefit, or (iii)'
acts or omissions occurring prior;to the date this provision becomes effective'. If the Act is amended
to authorize action further eliminating. or limiting the liability of Managers and Members, then the
liability of a Manager or Member of the Company shall be eliminated or limited to the fullest extent
permitted by the Act as so amended. Any repeal or modification bf this section shall not adversely
affect the right or protection of a Manager or Member existing at the time of such repeal or
modification.
7.2 Indemnification. The Company shall indemnify the Managers and Members
to the fullest extent permitted or required by thei Act, as amended from time to time, including costs
of defense including reasonable attorneys fees, and the Company may advance expenses incurred -
by the Manager or Member upon the approval. of the Managers and the receipt by the Company of
an undertaking by such Manager or Member to reimburse the Commpany unless it shall ultimately be
determined that such Manager or Member is entitled to be indemnifiedby the Company against such,
expenses. The Company may also indemnify its employees and other representatives or agents up
to the fullest extent permitted under the Act- or other applicab101 law; including costs of defense
including reasonable attorneys fees, provided>that the indemnification in each such situation is first
approved by Members owning a Majority in Interest.
1.3 Other Rights. The indemnification provided by this Agreement shall (i) be
deemed exclusive of any other rights to which a person .seeking; indemnification may be entitled
under any statute, agreement, vote of Members or disinterested Managers, or otherwise, both as to
action in official capacities and. as to action in another capacity while holding such office, (ii)
continue as to a person who ceases to be a Manager or Member, (iii) inure to the benefit of the estate,
heirs, executors, administrators or other successors of an indeninitee, and (iv) not be deemed to
create any rights for the benefit of any other person .or entity.
7.4 Report of Members. The details concerning any action to limit the liability,
indemnify or advance expense to a Manager, Member or other, taken by the Company shall be
reported in writing .to, the.. Members with or before the notice or waiver of notice. of the next
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Members' meeting or with or before the next submission to Members of a consent to action without
a meeting or, if sooner, separately within ninety (90) days immediately following the date of the
action.
ARTICLE YIII -CONTRIBUTIONS TO CA PiT r CAPT
AL AIN: D .TAL ACCOUNTS;
LOANS
g•l Capital Contribution; Loans.
(a) Upon execution of this Agreement, each �4mber agrees to contribute cash
to the Company in tue amount set forth as .the Initial :Capital contribution of such Member on
Schedule i, attached hereto.
(b) If the Managers determine that the Initial Capital Contributions are
insufficient to carry out the purposes of the Company, the Managers may request that the Members
make additional contributions to the capital of the Company. If a Majority in Interest of the
Members approve such request, then each ofthe Members shall be obligated to make such additional
contributions (each an "Additional Capital Contribution") to the Company ratably in accordance with
such Members' then existing Membership Interest within the time period approved by the Majority
in Interest of the Members. In. the event any Members fails to fulfill any commitment to contribute
additional capital (the "Defaulting Member"), the Managers may elect to allow the remaining
Members (the "Lending Members") to contribute to the Company; pro rata by Membership. Interest,
such Additional Capital Contribution. Any Member who makes a contribution to the Company
pursuant to this Article for another Member shall have the option to (i) treat the contribution as
additional capital' of.the Company, or (ii) treat the contribution a$ a loan to the defaulting Member,
which election shall be made, in
" writing, qt the time the contribution is made. If the contributing
Member elects to treat his contribution as additional capital, such funds shall be allocated toward the,
purchase of additional capital ownership. After such .contributions are made, each Member
percentage interest in the profits, losses and cash flow of the Company shall be adjusted and
determinedby dividing the aggregate shares of allthe Members i� the Company into the.aggregate
shares of each Member. The resulting quotient with respect to e4ch Member shall be the adjusted
percentage interest of such Member. Such adjusted percentage interest of each Member shall
supersede the percentage interest of such. Member. as set forth in Schedule I. If the contributing
Member elects to treat his contribution as a loan to the defaulting Member, the amount advanced by
the Member on behalf of the defaulting Member shall be a debt lof the defaulting Member to the
contributing Member and shall bear interest at the rate of Central it, Bank prime rate plus two
percent (2%) per annum. Thereafter, all, distributions of cash from the Company due to the
defaulting Member shall be paid to the Member (or pro rata to each Member) who elected to treat
a contribution as a loan, until such time as the principal and interest of the loan, are paid in full.
Company. (c) No Member shall be paid interest on any Capital Contribution to the
(d) In addition to the loans to the Defaulting Member provided for in Section
8.1(b) above, upon approval of the terns thereof by the Managers, any Member or Members may

make a loan to the Company upon commercially reasonable terms. Ifmore than one Member desires
to participate in making such loans, the amount which the Company wishes to borrow shall be
loaned by the Lending Members in amounts proportionate tQ their relative percentage of
Membership Interest. Loans by a Member or Members to the C"pany shall not be considered
Capital Contributions.
4
&2 ' Capital Accounts
I
(a) The. Company shall maintain a separate capital ' account (each a "Capital
Account") for each Member pursuant to the principles of this Section 82 and Treasury Regulation
Section 1.704-1(b)(2)(iv). The Initial Capital Account of each member shall be the Initial Capital
Contribution of such Member. Such Capital Account shall be increased by (i) the amount of the
subsequent Capital Contributions of such member to the Company under Section 8.1 and (ii such
Member's allocable share of Company Income and Net Income pursuant to Section 9.1. Such
Capital Account shall be decreased by (i) the amount of cash distributed to the Member by the
Company pursuant to Section 9.2 ' and (ii) such Member's allocable share of Loss and Net Loss
pursuant to Section 9.1. r
(b) The provisions of this Section 8.2 and other portions of this Agreement
relating to the proper maintenance of Capital Accounts are designed to comply with the requirements
of Treasury Regulation Section l .704-1(b). The Members intend that such provisions be interpreted
and applied in a manner consistent with such Treasury Regulations. The Managers are authorized
to modify the manner in which the Capital Accounts are maintained if the Managers determine that
such modification (i) is required or prudent to comply with the Treasury Regulations and (ii) is not
likely to have a material effect on the amounts distributable to any Member upon the dissolution of
the Company.
8.3 Withdrawal or Reduction of Members' Contribution to Capital.
(a) No Member shall have the right to withdrai'w all or any part of its Capital
Contribution or to receive any return on any.portion of its Capital Contribution, except as may be
otherwise specifically provided in this Agreement. Under circumstances involving a return of any
Capital Contribution, no Member shall have the right to receive property other than cash.
(b) No member shall have priority over any other member, either as to the return
of Capital Contributions or as to .Net Income, Net Losses, or distributions; provided that this
subsection shall not apply to loans (as -distinguished from Capital Contributions) which a Member
has made to the Company.
8.4 Liability of Members. No Member shall be liable for the debts, liabilities
or obligations of the Company beyond his or its respective Initial Capital Contribution and any
Additional Capital Contribution required of such member pursuant to Section 8.1(b) above. Except
as otherwise expressly provided herein, no Member shall be required to contribute to the capital of,
or to loan any fimds to, the Company.
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ARTICLE IX - ALLOCATIONS, DISTRIBUTIONS, ELECTIONS AND REPORTS
9.1 Allocations. Subject to the provisos below, for purposes of maintaining
Capital Accounts and. in determining the rights of the Members among themselves, Net Income, or
Net Loss, ifany, for a Fiscal Year or other period, shall be allocated to the Members in rnonortion
to their respective Membership Interests after giving effect to all Capital Account adjustments
attributable to contributions and distributions of cash and property made during such Fiscal Year;
provided, however, notwithstanding the provisions ofthe precedir}g clause ofthis Section 9.1,in the
event any Member unexpectedly receives any adjustments, allocations, or distributions'described
in Treasury Regulation Sections 1.704.1(b)(2)(ii)(d)(4), 1.40-1(b)(2)(ii)(d)(5), or 1.704-
1(b)(2)(ii)(d)(6) items ofIncome shall be specially allocated to such Member (consisting of a prorata
portion of each item of Company Income, including gross income, for such year) in an amount and
manner sufficient to eliminate such deficit, if any in such Member's Adjusted Capital Account, as
quickly as possible. The foregoing proviso is intended to constitute a "qualified income offset"
within the meaning of Section 1.7.04.1(b)(2)(ii)(d) ofthe Treasury Regulations and this proviso shall
be interpreted consistently with such Treasury Regulations.
9.2 Distributions. The Managers shall distribute Distributable Cash and other
property at such times and in such amounts as they may determine, in their sole discretion. All
distributions of Distributable Cash or other property shall be made to the members in proportion to
their respective Membership Interests. Except as provided in Section 9.3, all distributions of
Distributable Cash and property shall be made at such time as determined by the Managers.
9.3 Limitation Upon Distributions —No distribution shall be declared and,paid
if payment of such distribution would cause the Company to violate any limitation on distributions
provided in the Act.
9.4 Allocations for Tax Purposes. Except as otherwise provided herein, each
item of Income, Net Income or Net Loss of the Company shall be allocated to the Members in the
same manner as such allocations are made for book purposes pursuant to Section 9.1. In -the event
of a transfer of, or other change in, and interest in the Company during a Fiscal Year, each item of
taxable income and loss shall be prorated in accordance with Section 706 of the Code, using any
convention permitted by law and selected by the Managers.
9.5 Tax Statics, Elections and Modifications to Allocations.
(a) Notwithstanding any provision contained in this Agreement to the contrary,
solely for federal income tax purposes, each of the Members hereby recognizes that the Company
will be subject to all provisions of Subchapter K of the Code; provided, however, that the filing of
all required returns thereunder shall not be construed to extend the purposes of the Company or
expand the obligations or liabilities of the Members.
(b). The Managers, in their sole discretion, may cause the Company to elect
pursuant to Section 754 ofthe Code and the Treasury Regulations to adjust the basis ofthe Company,
assets as provided by Section 743 or 734 ofthe Code and the Treasury Regulations thereunder. The
MWO

Company shall make such elections for Federal income tax purposes as may be determined by
Managers, acting in their sole and absolute discretion:
(c) The Managers shall prepare and execute any amendments to this -Agreement
necessary for the Company to comply with the provisions of Treasury Regulations Sections 1.704-
1(b), 1.704-1(c) and 1.704-2 upon the happening of any of the following events: (i) incurring any
as
liability which constitutes a "nonrecourse liability" defined in Treasury Regulation Section 1.704-
2(b)(3) or a "partner nonrecourse debt" as defined in Treasury Regulations Section 1.704-2(b)(4);
(ii) a constructive termination of the Company pursuant to Code Section 708(b)(1)(B);.or (iii) the
contribution or distribution of any property, other than cash, to or by the Company.
9.6 Tax.Matters Partner. The Managers shall designate a Member serving as
a Manager, or if there is none or `if none are eligible to act, any Member, as the "tax matters partner"
for federal income tax purposes. The tax matters partner is authorized and required to_ represent the
Company in connecti on with all examinations of+he Company's affairs by tax authorities, including
resulting administrative and judicial proceedings, and to expend Company funds for professional
services and costs associated therewith. The tax matters partner shall have the final decision making
authority with respect to all Federal income tax matters involving the Company. The Members agree
to cooperate with the tax matters partner to conduct such proceedings. Any direct out-of-pocket
expense incurred by the tax matters partner -in carrying out his obligations hereunder shall be
allocated to and charged to the Company. as an expense of the Company for which the tax matters
partner shall be reimbursed.
9.7 Records 'and Reports. At the expense of the -Company, the Managers shall
maintain records and accounts of all operations and expenditures of the Company. The Company
shall keep at its principal place .of business the records required by the Act to be maintained there.
9•8 Books of, Accounts.
. (a) The Company shall maintain the Company's books and records and shall
determine all items of Income, Loss, Net Income and Net Loss in accordance with the method of
accounting selected by the Managers, consistently applied. All of the records and books of account
ofthe Company, in whatever form maintained, shall at all times be maintained at the principal office
of the Company and shall be open to the inspection and examination of the Members or their
representatives during reasonable business hours. Such right may be exercised through any agent
or employee of a Member designated by it or by an attorney or independent certified public
accountant designated by such Member. Such Member shall bear all expenses incurred in any
examination made on behalf of such Member.
(b) All expenses in connection with the keeping of the books and records of the
Company and the preparation of audited or unaudited financial statements required to implement the
provisions of this Agreement or otherwise needed for the conduct of the Company's business shall
be borne by the Company as an ordinary expense of its business:
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9.9 Company Tax Returjn and Annual Stat
the Company to file a Federal income tax retum and all -other tax
Company for each Fiscal Year or part thereof, -'and shall provide
during the Fiscal Year orr part thereof, and shall provide to each 1
Fiscal Year"was a Member with an annual.statement,(including
Revenue Service Form 1065) indicating such Member's share of -
expense and other items relevant. for federal income tax purpose
audited or unaudited as required by the Managers.
ment. The Managers shall cause
returns required to be filed by the,
3 to each person who at, any time
erson who at any time during the
copy of Schedule K-1 to Internal
ze Company's income,'loss, gain,
Such annual statement may be
9.10 Bank. Accounts. The bank account or accounts of the Company shall be
maintained in the bank approved by the Managers. The turns governing suchaccounts shall be
determined by the Managers. and withdrawals from such bank accounts shall only be made by such
parties as may be approved by the Managers.
ARTICLE X - TRANSFERABILITY OF MEMBERSHIP INTEREST,
ADMISSION OF MEMBERS.
10.1 Transferability of Membership Interest. The term "transfer" when used
in this Agreement with respect to; a Membership' Interest includes; a sale,. assignment, gift, pledge,
exchange or other disposition. A Member shall not at any time Iransfer its Membership Interest
except in accordance with the considerations and limitations set out in Section.10.2. Any transferee
of a Membership Interest by any means shall have only the rights; powers and privileges set out in
Section 10.3 or otherwise provided by law and shall not become Member of the Company except
as provided in Section 10.4.
10.2 Restrictions on Transfers of Membership Interests. All or part of a
Membership Interest may be transferred only after the Membership Interest has been offered to the
Company and to the Members as provided in Section 10.6, and !then only with the prior written
approval of a Majority of the Managers, which approval may be granted. or denied in the sole
discretion of the Managers. The Managers. shall not so consent unless the proposed transferee shall
have furnished the Company with an opinion of counsel, satisfactory in form and substance to such
Managers, that neither the offering nor the proposed transfer will violate any federal or applicable
state securities law and that neither such offering or proposed transfer will adversely affect the
Company from being taxed as a partnership for Federal income tax purposes.
10.3 Rights of .Transferee. Unless and until admitted as a Member of the
Company in accordance with Suction 10.4, the transferee of a Membership Interest shall not be
entitled to any of the rights, powers, or privileges of a member, except that the transferee shall be
entitled to receive the distributions and allocations to which the Member would be entitled but for
the transfer of his Membership Interest. {
10.4 Admission of Transferee as Members. ! A transferee of a Membership
Interest may be admitted as a Member of the Company up
following: on furnishing to the Company all of the
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(a) The written consent of all the Members.
i
(b) The acceptance, in a form satisfactory to # Majority of Managers; of all
the terms and conditions of this Agreement; and
I
(c) Payment of such reasonable expenses as the Company may incur in
connection with his admission as a Member.
10.5 Admission of New Members. New Members of the Company may only be
admitted with the unanimous consent of the Members; upon compliance with all terms specified by
the Managers and upon receipt+y the Company of an opinion of counsel, satisfactory' in form and
substance to a Majority of the Managers, that neither the offering nor the proposed sale- of the
Membership Interest will violate any Federal or applicable state securities law and that neither such
offering or sale will adversely affect the Company from being taxed as a partnership for Federal
income tax purposes.
10.6 Voluntary Transfer of Membership Interest.
(a) Offer of'Membershin Interest, if any Me.nber (referred to as the "Seller")
desires to sell or otherwise transfer all or any portion Qf his interest (capital. units) in the Company
to any person or entity, said Seller shall give the other Members at least thirty (30) days written
notice of his intention to sell or otherwise transfer all or any porti�n ofhis interest in the Company.
Such written notice shall include. an offer to sell to Company andj the other Members, in that order,
the portion of the Seller's capital interest in the Company which is subject to the notice.
(b) Purchase by Company or Members. For thirty (30) days after receipt of such.
notice, the Company or the other Members; in that order, shall have the right to elect to liquidate the
portion of the Seller's capital interest in the Company which is subject to the required notice and
shall exercise such right by written notice to the Seller within' a thirty (30) day period. If the
Company does not exercise its right to elect to purchase Seller`s interest in the Company; then during
the remaining portion of the notice period the other Members may elect to purchase Seller's interest
in the Company_ The purchase price for Seller's interest in the Company shall be equal to the
purchase price specified in Article 10.6(f).
(c) Lapse or Refusal. if, at the expiration of the required notice period, all of the
Seller's interest in the Company which is subject to the required notice has not been purchased by_
the Company, or any other Member, then the Seller may make A bona fide sale or transfer of his
interest 'in the Company to a unrelated party. ,Such sale or transfer shall be made only to the person
or entity specified in a required notice to all Members, and shall .be made only upon the terms and,
conditions and for the. consideration specified in said notice. The 'Seller may not sell or transfer his
interest in. the Company to any other person or entity or on term,9 and conditions which are more
favorable than those stated in said required notice: However, if the Seller shall fail to make such a
sale or transfer, within thirty (3Q) days following the expiratio#� ofthe notice period,`then said
Seller's interest in the Company shall a
p y .. gain be subject to all the restrictions contained this Article.
-15-

A Transfer of Capital -Interest in Company at Death. Upon the death of any
Member, the estate of the deceased Member shall be required to bier to sell said deceased Member's
capital interest in the°Company to the Company, or other membejrs, in that order. Such offer shall
be made to the Company, or surviving Members, in that order,' within sixty (60) days after the
qualification of the deceased Members personal representative. The Company or surviving
Members shall notify thepersonal representative.ofthe deceased Member in writing within the thirty,
(30) day period whether they shall purchase the deceased Member's interest in the Company. The
purchase price and the tenors and conditions of any sale under this Article are specified in Article
10.6(f). For purposes of this Article, if any Member shall be adjudicated to be incompetent or
insane, then such incompetencror insanity'shall be considered to!be the death of said Member and
the provisions of this Article shall be applicable.
(e) Sale Unon Involuntary Disposition of Interest in Company. In the case of the
passage or- disposition of any interest in the Company owned by. any Member (referred to as the
"disposing Member") by any voluntary or involuntary manner whatsoever, except by death but
including any sale, under judicial order, legal. process, execution, attachment, enforcement of a.
pledge, trust, or encumbrance, the person or entity to whom said interest in the Company passes
(referred to as the "Seller') must offer to sell said interest to the Company or other Members in that
order. For thirty (30 days after the date, the Company & the other Members received actual notice.
of the passage or disposition of all or any portion ofthe disposing Merribers interest in the Company,
the Company, or the. other Members, in that order, shall have the right to purchase all of the Seller's
interest in the Company by written notice to Seller within said thirsty (36) days notice. The purchase
price and terms and conditions of any sale under this Article are as set forth in Article I b.6(f).
(f) Purchase Price Under Transfers under ArticielO.6.ets2g. The purchase price
to be paid for any interest in the Company purchased pursuant to the provisions of Article 10.6 shall
be the adjusted value of the Seller's capital interest in the Company and shall be determined as
follows:
(i) Fair market value of all real estate properties as of date of valuation. The
fair market value will be determined by one or more competent MAI appraisers selected by the
Company. Such appraiser must be on approved list of appraisers recommended by Central Carolina
Bank in Wilmington, North Carolina.
(ii) Plus all current assets as of date of valuation.
(iii) Less -all liabilities as of date of valuation.
(iv) If a Member shall have a'debt balance in either his member capital
account or capital adjustment account, the amount of such debit balance shall be considered to be
a debt owed by said Member to the Company and shall be considered to be an asset of the
Company. .
(v) The resulting amount shall be the adjusted value of the Company.
-16-

(vi) The purchase
p price of the Seller's capital interest shall be the adjusted
value of the Company divided by the number of'capital units oitstanding and multiplied by the
number of capital units owned by the Seller.
g. Payment of Purchase Price. The purchase; price shall be paid in full by the
purchaser or in three (3) equal annual equal installments which will bear interest at two"(2).points
above Central Carolina Bank's pzme interest rate. The first payment is due the first day after the
expiration of the thirty (30) day notice period specified in this Article, or within thirty (30) days after
receipt of the offer to. sell undevthis Article:.
h. Other Credits or Debits of Withdrawing Member. If a deceased member, or
a disposing Member shall have advanced money to the Company which the Company has not treated
as a contribution to the. capital of the Company, then the amount of such advance shall be paid by
the Company to the estate of the deceased member or disposing Member at the time specified for
the payment of the purchase price for the Seller's or deceased Membees. stock in the Company. The
amount of such advance shall bpi' reduced by any amount owed to the Company by the deceased
Member or disposing. Member as'provided in this Article.
10.7 Buy/Sell .option. In the event any Member is. dissatisfied with the conduct of
the affairs of the Company or otherwise desires to end his participation in the affairs of the Company
and the Company has not exercised its option. to purchase. such Member's shares after such Member
has complied with the provisions of Section 10.6, above, such Member may serve notice to such
effect upon the other Member and the company_ Such notice sliall state that the Member is not
satisfied with the present arrangements of the Company and offers to either sell all of his interest in
the Company or to purchase all of the other Member's interest in the Company and shall specify a
price for such interest. The terms of such offer shall be cash and include the removal of the selling
party's endorsements or other guaranties upon obligations of the Company and the repayment of any
loans made by the selling Member to the Company.
The party receiving such notice shall have a period of thirty (30) days to treat such notice as
an offer to sell such receiving party's interest in the Company and to accept such offer. Upon failure
to accept, the receiving party shall be deemed to have agreed to sell his interest in the Company upon
the terms and conditions, contained in the notice.
The closing of the sale, o f ee interest if the Company sold pursuant to this Section 10.7 shall
be held at the principal office of -the Company, at such time asmay be specified in the notice by the
purchasing party within forty-five (45) days from the date of delivery of the notice. The terms of
the sale shall.be those terms contained in -the notice.
i
Provided, however, that during anytime which the Company has more than two (2)
Members, this Section 10.7 shall not be effective or operable.
-17-

ARTICLE X! - DISSOLUTION AND
11.1 Withdrawal. Except as otherwise provide
shall at any time retire or withdraw from the Company or withdra
Account. . Any Member retiring or withdrawing in contraver.
indemnify, defend and hold harmless the Company and'all other
who is, at the time of such withdraw; in default under this Agreem
expenses, judgments, fines, settlLlments ordamages suffered orinci
other Members arising out of or resulting from such retirement of
11.2 Dissolution.
TION
i in this Agreement, no Member
w any amount out of his'Capital
ion of this Section 11.1 shall
Members (other than a Member
,ni) from and against any losses,
rred by the Company or any such
withdrawal.
(a) The. Company shall be dissolved upon the first of the following to .occur:
(i) When the period fixed for the�duration of the Company in the Articles of
Organization shall expire;
(ii) Upon the election to dissolve the Cord any by all of the Members.
(iii) Upon the happening of any event of w thdrawal (as defined in the Act)
with respect to any Member, unless there is at least one remaining Member and the business of the
Company is continued by the written consent of all of the remaining Managers or the written consent
of the remaining Members holding a Majority in. Interest within ninety (90) days of the action by or
affecting the withdrawing Member; or
(iv) The entry of a decree of judicial dissolution or the issuance of a certificate
for administrative dissolution udder the Act.
(b) Upon dissolution of the Company, the business and affairs of the Company
shall terminate and be wound up, and the assets of the Company shall be liquidated under this
ARTICLE.
(c) Dissolution of the Company shall be effective as of the day on which the event
occurs giving rise to, the dissolution, but the Company shall nof terminate until there has been. a
winding up of the Company's business and affairs, and the assets of the Company have,been
distributed as provided in Section 11.3. i
(d) Upon dissolution ofthe Company, the Mrnagcrs may cause any part or. all of
the assets of the Company to be .sold in such manner as the Mangers shall determine in an effort
to obtain the best prices for such assets; provided, however, that the Managers may distribute assets
of the Company in kind to the Members to the. extent practicable.;
11.3 Articles of Dissolution. Upon the dissolution and commencement of the
winding up of the Company, th6mManagers shall cause Articles of Dissolution to be executed on
behalf of the Company and filed with the Secretary of State, and a Manager or authorized Member
-18-

,i
shall execute, acknowledge and file any and all other instruments necessary or appropriate to reflect
the dissolution of the Company.
11.4 Distribution of Assets Upon Dissolution. In settling accounts after
dissolution, -the assets of the Company shall be paid in the follow'ing-order:
(a) First, to creditors, in the order of priority as provided by law, except those to
Members on account of their Capital Contributions;
(b) Second, an amount equal to the then remaining credit balances in the Capital
Accounts of the Members shall be distributed to the. Members in proportion to the amount of such
balances; and
(e) Third, any remainder shall be distributed to the Members of the Company,
pro rata, to their respective Membership Interests..
11.5 Distributions in Kind. If any assets of the: Company are distributed in kind,
such assets shall be distributed to the Members entitled thereto a* tenants -in -common in the�same
proportions as the Members would have been entitled to cash distributions if such property has been
sold for cash and the net proceeds thereof dish ibuted to the Members. In the event that distributions
in kind are made to the Members upon dissolution and liquidation of the Company, the Capital
Account balances of such Members shall be adjusted to reflect thelMembers' allocable share of gain
or loss which would have resulted if the distributed property had been sold at its fair market value.
ARTICLE III - MISCELLANEOUS PROVISIONS
12.1 Competing Business. Except as otherwise expressly provided in this
Agreement or the Act, neither the Managers nor the Members, nor any of their shareholders,
directors, officers, employees, partners, agents, family members or affiliates, shall be prohibited or
restricted in any way from investing in or conducting, either directly or indirectly, and may invest
in and/or conduct, either directly or indirectly, businesses of any nature whatsoever, including the
ownership and operation of a business or properties similar to or in the same geographical area as
those held by the Company. Except as otherwise provided in this or the Act, any investment in or
conduct or any such businesses by any such person or entity shall not give rise to any claim for an
accounting by any member or the Company or any :fight to claim !any, interest therein or the profits'
therefrom.
i
12.2 Members' Representations. and Agreenients. Notwithstanding anything
contained in this Agreement in the contrary, each Member hereby represents and warrants to the
Company, the Managers and to each other that (i) the Membership Interest of such Member is
acquired for investment purposes only, for the Member's own account, and not with a view to or in --
connection with. any distribution, reoffer, resale or other disposition not in compliance with the
Securities Act of 1933, as amended, and the rules and regulations' thereunder (the "1933 Act") and
applicable state securities laws, (ii) such Member, alone or together with the Member's
representatives, possess such expertise, knowledge and sophistication in financial and business
W IPM

matters generally, and in the type of transactions in which the Company proposes to engage in
particular, that the Member is capable of evaluating the merits and economic risks of acquiring and
holding the Membership Interest and the Member is abl&to bear all such economic risks now and
in the future, (iii) such Member has had access to all of the information with respect to the
Membership Interest acquired by the Member 'under this Agreement that the Member deems
necessary to make a complete evaluation thereof and has had the ©pportunity to question the other
Members and the Managers (if any) concerning such Membership Interest, (iv) such Member's
decision to acquire the Membership Interest for investment has been based solely upon the
evaluation made by the Member, (v) such Member is aware that thel,Membermust bear the economic
risk of an investment in the Company for the 1933 Ac't or under the: securities Laws of various states
and, therefore, cannot be resold unless such Membership interests are subsequently registered under
the 1933 Act and applicable. state securities laws or an exemption from registration is available, (vi)
such Member is aware that only the Company can take action -to register Membership` Interests and
the Company is under no such obligation and does riot propose to .attempt to do so, (vii) such
Member is aware that this Agreement provides for restrictions on -the ability of Member to sell.
transfer, assign,.mortgage; hypothecate or otherwise encumber the' Member's IVMembership Interest,
(viii) such Member agrees that the Memberrwill-truthfully and comOetely answer all questions, and
make and perform all covenants, that the Company or the Managers may, contemporaneously or
hereafter, ask or demand for the purpose of. establishing compliance with the 1993 .Act and
applicable state securities laws, and (ix) if the Member is an organization, that it is duly organized,
validly existing, and in good standing under the laws of its state of organization and that -it has full
organizational. power and authority to execute and agree to this Agreement and to perform its
obligations hereunder.
12.3 Notice.
(a) All notices, demands or requests provided for or permitted to be given
pursuant to this Agreement must be in writing.
(b) All notices, demands and requests to be sent to any Manager or Member
pursuant to this Agreement shall be deemed to have been properly given or served if addressed to
such person at the address as it appears on the Company records and (i) personally delivered, (ii)
deposited for next day delivery by Federal Express, or other similar overnight courier services iii
deposited in the. United States. mail, prepaid and registered or certified with return receipt requested
or (iv) transmitted via telecopier nr other similar devise to the attention of such person with receipt
acknowledged.
(c) All notices, demands and requests so given shall be deemed received, (i) when
actually received, if personally delivered, deposited for next day delivery with an overnight courier or telecopied, or (ii) as indicated upon the return receipt if deposited in the United States mail.
(d) The Managers and Members shall have the right from time to time, and at any
time during the term of this Agrpement, to change their respective addresses by delivering to the
other parties written notice of such change in the manner prescribed in 12.3(b).
-20-

60
(e) All distributions to any Member shall be made at the address at which notices
are sent unless otherwise specified in writing by any such Member.
12A No Ach't!n. No Member shall have anyj right to maintain any action for
partition with respect to the property of the Company.
12.5 Amendments. This Agreement as well as the Articles of Organization may
only be amended or modified by a writing executed and delivered by each of the Members.
12.6 Power of Attorney.
(a). Each Member hereby makes, constitutes ad appointseach elected Manager
as may be serving from time to time, severally, with full power of substitution, as the Member's true
and lawfulattorney-in-fact, for such Member and in.such Memb�es name, place and stead and for
the Member's use and benefit to sign and acknowledge, file and record, any amendments hereto
among the Members and for the -further purpose. of executing andl filing on behalf of each Member,
any documents necessary to constitute the: continuation of t�e Company, the admission or
withdrawal of a. Member, the qualification of the Company in a foreign jurisdiction (or amendment
to such qualification), the admission of substitute Members or the dissolution or termination of the
Company, provided such continuation, admission withdrawal,; qualification, or dissolution and
termination are in accordance with the terms of this Agreement.
(b) The foregoing power of attorney is a special power of attorney coupled with
an interest, is irrevocable and shall survive the death or legal incapacity of each Member. It may be
exercised by any one of said attorneys by listing all of the Members executing any instrument over
the signature of the attorney -in -fact acting for all of them. The power of attorney shall survive the
delivery of an assignment by a Member of the whole or any portion of his Membership Interest. In
those cases in which the assignee of, or the successor to, a Member owning. Membership Interest has
been approved by the Members for admission to the Company as a substitute Member, the power.
of attorney shall survive for the sole purpose of enabling the Managers to execute, acknowledge and
file any instrument necessary to ,effect such substitution.
(c) . This power of attorney shall not be affected by the subsequent incapacity or
mental incompetence of any Member.
12.7 Governing Law; Arbitration. This Agreement is made in New Hanover
County, North Carolina, . and the rights and obligations of the Members hereunder shall be
interpreted, construed and enforced in accordance with the laws otthe Mate ofNorth. Carolina. Any.
dispute arising out of or in conngction with this Agreement or the breach thereof shall be decided
by arbitration to be conducted in Wilmington, North Carolina, in accordance with the then prevailing
commercial arbitration rules ofthe American Arbitration Association, and judgment thereofmay be
entered: in. any court having jurisdiction thereof,
-21-

12.8 Entire Agreement. This Agreement, including all schedules to this
Agreement, as amended from time to time in accordance with the terms of this Agreement, contains
the entire agreement among the parties 'relative to the subject matters hereof, and all. prior
negotiations, agreements or understandings, whether oral or written, are merged herein and
superseded hereby.
12.9 Waiver. No consent or waiver, express or implied, by any Member to or for
any breach or default by ;any other Member in the performance bl� such other Member of his or its
obligations -under this Agreement shall be deemed or construed to be a consent or waiver to any other
breach or default in the performance by such other Member of the same or of any other obligations
of such other Member under this Agreement. Failure on the part o any Member to complain of any
act or failure to act of any of the other Members or to declare any of the other Members in default, .
regardless of how long such failure continues, shall not constitute a waiver by such Member of his
or its rights. j
12.14 Severability. If any provision of this Agreementjor the application thereof to any
person or circumstance shall be invalid or unenforceable to any extent, the. remainder of this
Agreement and the application of such provisions to other persons or circumstances shall not be,
affected thereby, and the intent of this Agreement shall be enforced to the greatest extent permitted
by law.
12.11 Binding Agreement. Subject to the restriction on transferability set forth in this
Agreement, the Agreement shall inure to the.. benefit of and be binding upon the undersigned
Members and their respective legal representatives, successors and assigns.
12.12 Tense and Gender. Unless the context clearly indicates otherwise, the singular shall
include the plural and vice versa. Whenever the masculine, feminine or neuter gender is used
inappropriately in this Agreement, this Agreement shall be read as if the appropriate gender were
used.
12.13 Captions. Captions are included solely for convepience of reference and if there is
any conflict between captions and the text of this Agreement, the text shall control.
12.14 Benefits of Agreement. Nothing in this Agreement expressed or implied, is intended
or shall be construed to give to any creditor of the Company or a-l:y creditor of any Member or any
other person or entity whatsoever, other than the Members and the; Company, any legal or equitable
right, remedy or claim under or in respect of thisAgreement or any covenant, condition or provisions
herein contained, and such provisions are and shall be held to be for the solc and executive benefit
of the Members and the Company.
12.15 Counterparts. This Agreement may be executed'in multiple counterparts, each of
which shall be deemed an original for all purposes and all of which when. taken together shall
constitute a single counterpart instrument. Executed signature pages to any counterpart instrument
may be detached and affixed to a single counterpart, which single counterpart with multiple executed
signature pages affixed thereto constitutes the original counterpart instrument. All of these
-22-

counterpart pages_ shall be read as though one and they shall have the same force and effect as if all
of the parties had executed a single signature page.
IN WITNESS WHEREOF, the undersigned, being the initial Managers and. all of the
Members of the Company, have caused this Agreement to be duly adopted by the Company as of
the -Lf day of July, 2005, and do hereby:assume and agree to be bound by and to perform all of
the terms and provisions set forth in this Agreement:
�.Betty t _gIns
o
Herbert . • 1Jr. P. •
A
—23_

SCHEDULE I
i
NAME & ADDRESS
INITIAL CAPITAL
INITIAL CAPITAL
MEMBERSHIP
OII1l1lERB
CONTRIBUTION
IJNITS
INTEREST
Daniel B. Huggins
$1,000.00
1
25%
6219 Turtle.Hall Drive
Wilmington NC 28409
i
Betty W. Huggins .
$1,000.00
1
25%
6219 Turtle Hall Drive.
Wilmington, NC 28409
Herbert E. Walton, Jr.
$1,000.00
]
25%
3602 Owencroft Court.
Wilmington, NC 29409
Elaine P. Walton
$1,000.00
1
25%
3602 Owencroft Court
Wilmington, NC 28409
_
1.
i
i
i
i
I
I
I
-
•
I
I
I
I
i
'

SCHEDULE Il
MANAGER OF THE COMPANY
WE ACCEPT THE POSITION AS MANAGER AND AGREE TL ABIDE BY THE TERMS AND
CONDITIONS OF THIS OPERATING AGREEMENT.
DATED .'- July 1 2605.
Daniel- 13. Huggins
Her �ert �EWalton, Jr.

Hammers, Angela
From: Hammers, Angela
Sent: Tuesday, May 10, 2011 9:42 AM
To: 'Peter Davis'
Subject: RE: Transfer document
Attachments: sw8 010127 arthur howard site.tif
Mr. Davis,
Please find the letter acknowledging transfer of ownership of the Arthur Howard Site (SW8
010127) to Skyway Investments, LLC.
Let me know if you have any questions.
Sincerely,
Angel Hammers
-----Original Message -----
From: Peter Davis jmailto:[e-mail]
Sent: Monday, May 09, 2011 1:44 PM
To: Hammers, Angela
Subject: Transfer document
Angela,
If possible, please email a copy of the final signed paper transferring the Sunnyvale pond to
Skyway Investments or Dan Huggins from me.
Peter Davis
470-9925

NCDENR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Coleen H. Sullins Dee Freeman
Governor Director Secretary
February 23, 2011
Mr. Peter Davis, Owner
5613 Greenville Loop Road
Wilmington, NC 28409
Subject: Permit Extension, Session Laws 2009-406 and 2010-177
Stormwater Permit #SW8 010127
High Density — Author Howard Site
New Hanover County
Dear Mr. Davis:
On August 5, 2009, the Governor signed Session Law 2009-406. This law impacts any
development approval issued by the Division of Water Quality under Article 21 of
Chapter 143 of the General Statutes, which is current and valid at any point between
January 1, 2008, and December 31, 2010. The law extends the effective period of any
stormwater permit that is set to expire during this time frame to three (3) years from its
current expiration date. On August 2, 2010, the Governor signed Session Law 2010-
177 which grants an extra year for a total of four (4) years extension.
Accordingly, Stormwater Permit # SW8 010127, which was set to expire on March 2,
2011, is now in effect until March 2, 2015. Please resubmit the renewal application and
fee at least 180 days prior to March 2, 2015, which would be October 2, 2014. A copy
of the Renewal Application can be obtained from the following website:
http://port4i.ncdenr.org/web/wq/Ws/su/statesw/forms—docs.
If you have any questions, please contact the Division of Water Quality in the
Wilmington Regional Office at 910-796-7215.
Sincerely,
Georgette Scott
Stormwater Supervisor
Division of Water Quality
S:\WQS\STORMWATER 2011 02 permit ext 010127
cc: Wilmington Regional Office
Wilmington Regional Office
127 Cardinal Drive Extension, Wilmington, North Carolina 28405 ATOne
Phone: [phone] f FAX: [phone]l Customer Service: 1-877-623-6748 � y ortb Ca of i lea
Internet: www.ncwaterquality.org �fl�'�lt�f�'�l,�
An Equal Opportunity 1 Aifin-m-a A! Jon Employer

C200907901167
LIMITED LIABILITY COMPANY
ANNUAL REPORT
NAME OF LIMITED LIABILITY COMPANY: Skyway Investments, LLC
SECRETARY OF STATE L.L.C. ID NUMBER: 0788479
NATURE OF BUSINESS: Property Rental
REGISTERED AGENT: Huggins, Daniel B.
REGISTERED OFFICE MAILING ADDRESS: 6219 Turtle Hall Drive
Wilmington, NC 28409
SOSID: 0788479
Date Filed: 3/20/2009 9:11:00 AM
Elaine F. Marshall
North Carolina Secretary of State
C200907901167
STAIR Or' iNCORPORA11ON': NC
REGISTERED OFFICE STREET ADDRESS: 6219 Turtle Hall Drive
Wilmington, NC 28409 New Hanover County
SIGNATURE OF THE NEW REGISTERED AGENT:
SIGNATURE CONSTITUTES CONSENT TO THE APPOINTMENT
PRINCIPAL OFFICE TELEPHCLNE NUMBER: [phone]
PRINCIPAL OFFICE MAILING ADDRESS: 6219 Turtle Hall Drive
Wilmington, NC 28409
PRINCIPAL OFFICE STREET ADDRESS: 6219 Turtle Hall Drive
Wilmington, NC 28409
MANAGERS/MF.MBER.S/OR.(IANIZERS:
Name: Betty W. Huggins
Title: Manager
Address:
6219 Turtle Hall Drive
Wilmington, NC 28409
Name: Herbert E Walton, Jr
Title: Manager
Address:
3602 Owencroft Ct
Wilmington, NC 28409
Walton Name: Elaine A Walton Walton
Title: Manager
Address:
3602 Osvencrofi Ct
Wilmington, NC 28409
CERTIF ATION OF ANNUAL REPORT MUST BE COMPLETED BY ALL LIMITED LIABILITY COMPANIES
FORM MUS BE SIGNED BY A ffE2EMBER. DATE
TYPE OR PRINT NAME TYPE OR PRINT TITLE
ANNUAL REPORT FEE: $200 MAIL TO: Secretary of State • Corporations Division - Post Office Box 29525 - Raleigh, NC 27626-0525

Compliance Inspection Report
Permit: SW8010127 Effective: 02/23/11 Expiration: 03/02/15 Owner: Peter Davis
Project: Arthur Howard Site
County: New Hanover
Region: Wilmington
Contact Person: Peter Davis Title: Phone: [phone]
Directions to Project:
Type of Project: State Stormwater - HD - Detention Pond
Drain Areas:
On -Site Representative(s):
Related Permits:
Inspection Date: 04/0412011 Entry Time: 09:45 AM
Primary Inspector: Angela K Hammers
Secondary Inspector(s):
Reason for Inspection: Other
Permit Inspection Type: State Stormwater
Facility Status: IN Compliant 0 Not Compliant
Question Areas:
State Stormwater
(See attachment summary)
Exit Time: 10:15 AM
Phone: [phone]
Ext.7317
Inspection Type: Transfer Renewal
Page: 1

Permit: SW8010127 Owner -Project: Peter Davis
Inspection Date: 04/04/2011 Inspection Type: Transfer Renewal Reason for Visit: Other
Inspection Summary:
Observations based on field inspection dated January 4, 2011 and a file review of the documentation required to process
a transfer of ownership finds this permit ir, compliance with permit conditions.
File Review Yes No NA NE
Is the permit active? ❑ ❑ ❑ ❑
Signed copy of the Engineer's certification is in the file?
Signed copy of the Operation & Maintenance Agreement's in the file?
Copy of the recorded deed restrictions is in the file?
Comment:
Page: 2

Hammers, Angela
From: Hammers, Angela
Sent: Wednesday, March 02, 2011 8:55 AM
To: [e-mail]
Cc: Scott, Georgette
Subject: Arthur Howard Site, SW8 010127
Attachments: 010127 ext.tif
Mr. Davis,
The letter you had sent to Ms. Scott was forwarded to me regarding the request extend the permit and to change
ownership of the Arthur Howard Site stormwater permit. I first wanted to send my appreciation for your cooperation in
bringing this project into compliance.
In your letter, you had requested an extension of the expiration date of the permit. A permit extension letter was
written on Feb. 23, 2011 and mailed to the 5613 Greenville Loop Rd, Wilmington address, so it may have just crossed in
the mail. This letter stated under the permit extension session law, the expiration date for SW8 010127 is now March 2,
2015.1 have attached a copy of this letter for your convenience.
The second matter you mentioned in your letter was an attempt to transfer the ownership of the permit. Please use the
website listed below to download the transfer of ownership form for state stormwater permits. Please review the
document and submit it signed by yourself and the new owner along with any supporting documents required to
complete the request and get the permit transferred.
http://portal.ncdenr.org/web/wg/ws/su/statesw/forms docs#tab-3
Again, thank you and if you have any further questions, please let me know.
Sincerely,
AK,Oel Ffamvu.ers
Environmental Specialist
NC Department of Environment and Natural Resources
Wilmington Regional Office
127 Cardinal Drive Ext.
Wilmington, NC 28405
Office: 910.796.7215
Fax: [phone]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be
disclosed to third parties.

STATE OF NORTH CAROLINA
Department of Environment and Natural Resources
WIRO Regional Office
FILE ACCESS RECORD
SECTION SWP DATE/TIME
NAME ,0711 ir'a..J ,D%�� 5 REPRESENTING
Guidelines for Access: The staff of the Regional Office is dedicated to making public rein our
custody readily available to the public for review and copying. We also have the responsibility to the public
.to safeguard these records and to carry out our day-to-day program obligations. Please read carefully the
following before signing the form.
1. Due to the large public demand for file access, we request that you call at least a day in
advance to schedule an appointment for file review so you can be accommodated.
Appointments are scheduled between 9:00 a.m. and 3:00 D m Viewing time ends at 4.45
p.m. Anyone arriving without an appointment may view the files to the extent that time and
staff supervision are available.
2. You must specify files you want to review by facility name or.incident number, as
appropriate. The number of files that You may review at one appointment will be limited to
five.
3. You may make copies of a file when the copier is -not in use by the staff and if time permits.
There is no charge for 25 or less copies • cost Per copy after the initial 25 is 2.5 per copy.
Payment is to be made by check, money order, or cash in the administrative offices.
4.. Files must be kept in the order you received them. Files may not be taken from the office.
No briefcases, large totes, etc. are permitted in the file review area To remove, alter,
deface, mutilate, or destroy material in public files is a misdemeanor for which you can be
fined up to $500.00.
5. In accordance with GS 25-3-512, a $25.00 processing fee will be charged and collected for
checks on which payment has been refused.
6. The customer must present a photo ID, sign -in, and receive a visitor sticker prior to
reviewing files.
FACILITY NAME
2.
3.
4.
5.
Signature/Name of Firm or Business Date
(Please attach business card to form if available)
7
# Copes: M15 Amt. Pd:
COUNTY
Time In Time Out

Peter Davis l j� �T
2 Raleigh Street ��
Wrightsville Beach, NC ��
28480 rJ
February 18, 2011
M. Georgette Scott, Stormwater Supervisor
Mr. David Cox
NCDENR
127 Cardinal Drive Extension
Wilmington, NC 28405
RE: Permit # SW8 010127
Dear Ms. Scott & Mr. Cox:
We are attempting to get this permit in the name of the owner who purchased it from us
in 2005, signed the "change form" but never submitted it to NCDENR. I cannot begin to
describe the agony it has put me through since being contacted by you last fall.
As you might recall, I retained Retention Pond Services, and the site has been
completed and inspected. The purpose of this letter is to request an extension from the
March 2, 2011 permit renewal date to get the permit in the proper property owner's
name and complete any and all paperwork.
Your consideration would be greatly appreciated. I may be reached at 910-470-9925 or
[e-mail].
With best regards, I am
RECEI V P,.ij
i
FEB 2,2 2011 1
BY: ;
Sincerely,
Peter Davis

- wiz
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FMA
ircfR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Coleen H. Sullins
Governor Director
January 5, 2011
Mr. Peter Davis
2 Raleigh Street
Wrightsville Beach, NC 28480
Subject: NOTICE OF INSPECTION
Arthur Howard Site
Permit No. SW8 010127
New Hanover County
Dear Mr. Davis:
Dee Freeman
Secretary
On January 4, 2011, Angola. Hammers of the Wilmington Regional Office c f the Division of
Water Quality (DWQ) inspected the Arthur Howard Site in New Hanover County to determine
compliance with Stormwater Management Permit Number SW8 10127 issued on March 2,
2001. DWQ file review and site inspection revealed that the site is compliant -with the terms and
conditions of this permit. Please find a copy of the completed form entitled "Compliance
Inspection Report" attached to this lettar.
Please be advised that you are required to comply with the terms, conditions and limitations of
your Stormwater Management Permit under Title 15A North Carolina Administrative Code 2H
.1003 and North Carolina General Statute 143-214.7, including operation and maintenance of
your permitted stormwater system.
If the project has changed name, ownership or mailing address, a formal change of
name/ownership form must be submitted to DWQ within 30 calendar days -detailing the change.
Please find the transfer of ownership request form at:
http:nh2o.enr.state.nc.us/su/documents/NameOwnershil2ChanceForm16Nov2009 pdf
Please be advised that violations of your Stormwater Management Permit may be subject to the
assessment of civil penalties of. up to $25,000.per day per. violation. If you have any questions
-plawm,aantaot the Angela HsmmA-rs at the:Wilmington Regiboal Office,, -telephone nulimber
(910)-796- 7215.
Sincerely,
4t.t/.. 1§�
Angela Hammers
Environmental Specialist
Enclosure: Compliance Inspection Report
GDS\akh: S:IWQSISTORMWATERIINSPECT1010127.jan11
PC: Herbert E. Walton, Jr., 5309 Carolina Beach Rd, Wilmington, NC 28412
bo�? Georgette Scott; WiRO Files
Wilmington Regional Office
127 Cardinal Drive Extension, Wilmington, North Carolina 26405 ne
Phone: [phone] FAX [phone] Custom".7 Customer Service: 7-623-6748 1V oAhCarolina
Internet www.ncwaterquallgrorg �at�ra!!�
An Equal Opportunity 1 Aiflnnallve Action Employer

NCDENR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Coleen H. Sullins
Governor Director
January 28, 2011
Mr. Peter Davis
2 Raleigh Street
Wrightsville Beach, NC 28480
Subject: PERMIT RENEWAL REQUEST
Stormwater Permit No. SW8 010127
Arthur Howard Site
New Hanover County
Dear Mr. Davis:
Dee Freeman
Secretary
The Division of Water Quality issued a Coastal Stormwater Management Permit, Number SW8 010127 to
Arthur Howard Site for a High Density project on March 2, 2001. This permit expires on March 2, 2011.
Per 15A NCAC 2H.1003(h) (the stormwater rules), applications for permit renewals shall be submitted
prior to the expiration of a permit and must be accompanied by a processing fee, which is currently set at
$505.00. If this is still an active project please complete and submit the enclosed renewal application prior
to March 2, 2011. If this project has not been constructed and a permit is no longer needed, please
submit a request to have the permit rescinded. If you have sold the project, or are no longer the
permittee, please provide the name, mailing address and phone number of the person or entity that is
now responsible for. this permit. Enclosed is a form for change of ownership, which should be completed
and submitted if the property has changed hands.
Your permit requires that upon completion of construction and prior to operation of the permitted
stormwater treatment system, a certification of completion be submitted to the Division from an
appropriate designer for the type of system installed. This is to certify that the permitted facility has been
installed in accordance with the permit, the approved plans, specifications and supporting documentation.
Please include a copy of the certification with your permit renewal request and processing fee. A copy of
the certification form is enclosed for your convenience.
You should be aware that failure to provide the Designer's Certification and the operation of a stormwater
treatment facility without a valid permit, are violations of NC General Statute 143-215.1 and may result in
appropriate enforcement action including the assessment of civil penalties of up to $10,000 per day.
If you have any questions, please feel free to contact David Cox at 910-796-7318.
Sincerely,
Georgette Sco , Stormwater Supervisor
Surface Water Protection Section
Wilmington Regional Office
Enclosures
GDS/dwc S:\WQS\Stormwater\Renewal\Requests\2001\010127.jan11
cc: Wilmington Regional Office File
Wilmington Regional office
127 Cardinal Drive Extension, Wilmington, North Carolina 28405 One
Phone: [phone] \ FAX: [phone] Customer Service: 1-877-623-6748 N©fffiCar®tlna
Intemet: www.ncwaterquai4.org ;Vaturally
An Equal Opportunity \ Affirmative Action Employer KL

WDENR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Coleen H. Sullins
Governor Director
January 5, 2011
Mr. Peter Davis
2 Raleigh Street
Wrightsville Beach, NC 28480
Subject: NOTICE OF INSPECTION
Arthur Howard Site
Permit No. SW8 010127
New Hanover County
Dear Mr. Davis:
Dee Freeman
Secretary
On January 4, 2011, Angela Hammers of the Wilmington Regional Office of the Division of
Water Quality (DWQ) inspected the Arthur Howard Site in New Hanover County to determine
compliance with Stormwater Management Permit Number SW8 10127 issued on March 2,
2001. DWQ file review and site inspection revealed that the site is compliant with the terms and
conditions of this permit. Please find a copy of the completed form entitled "Compliance
Inspection Report" attached to this letter.
Please be advised that you are required to comply with the terms, conditions and limitations of
your Stormwater Management Permit under Title 15A North Carolina Administrative Code 2H
.1003 and North Carolina General Statute 143-214.7, including operation and maintenance of
your permitted stormwater system.
If the project has changed name, ownership or mailing address, a formal change of
name/ownership form must be submitted to DWQ within 30 calendar days detailing the change.
Please find the transfer of ownership request form at:
http://h2o.enr.state.nc.us/su/documents/NameOwnershiPChangeForm16Nov2009 pdf
Please be advised that violations of your Stormwater Management Permit may be subject to the
assessment of civil penalties of up to $25,000 per day per violation. If you have any questions
please contact the Angela Hammers at the Wilmington Regional Office, telephone number
(910)-796- 7215.
Sincerely,
AtT` ---
Angela Hammers
Environmental Specialist
Enclosure: Compliance Inspection Report
GDS1akh: S:IWQSISTORMWATERIINSPECT1010127.jan11
cc: Herbert E. Walton, Jr., 5309 Carolina Beach Rd, Wilmington, NC 28412
yV Georgette Scott; WiRO Files
Wilmington Regional Office
127 Cardinal Drive Extension, Wilmington, North Carolina 28405 One
Phone: [phone] FAX: [phone] Customer Service:1-877-623-6748 NorthCarolina
Internet: www.ncwaterquality.org `����N�/��
An Equal Opportunity 1 Affirmative Action Employer L

Compliance Inspection Report
Permit: SW8010127 Effective: 04/16/04 Expiration: 03/02/11
County: New Hanover
Region: Wilmington
Contact Person: Peter Davis Title:
Directions to Project:
Type of Project: State Stormwater - HD - Detention Pond
Drain Areas:
On -Site Representative(s):
Related Permits:
Owner: Peter Davis
Project: Arthur Howard Site
Inspection Date: 01/04/2011 Entry Time: 01:20 PM Exit Time: 01:50 PM
Primary Inspector: Angela K Hammers
Secondary Inspector(s):
Reason for Inspection: Follow-up
Permit Inspection Type: State Stormwater
Facility Status: ■ Compliant ❑ Not Compliant
Question Areas:
■ State Stormwater
(See attachment summary)
Phone: [phone]
Phone: [phone]
Ext.7317
Inspection Type: Compliance Evaluation
Page: 1

Permit: SW8010127 Owner - Project: Peter Davis
Inspection Date: 01/04/2011 Inspection Type: Compliance Evaluation
Reason for Visit; Follow-up
Inspection Summary:
This site was found in compliance with permit condition including O&M and a PE for stormwater system received by DWQ
on Dec. 15, 2010.Thank you.
As ownership has been changed, please submit a signed transfer of ownership request form with original signatures to
this office.
File Review
Yes
NO 14A
nt
Is the permit active?
0000
Signed copy of the Engineer's certification is in the file?
■
❑ ❑
❑
aigneu copy of the Operation & Maintenance Agreement is in the file?
■
❑ ❑
❑
Copy of the recorded deed restrictions is in the file?
❑
❑ ■
❑
Comment: PE for stormwater system received by DWQ on Dec. 15, 2010.
SW Measures
Yes
No NA
NE
Are the SW measures constructed as per the approved plans?
■
❑ ❑
❑
Are the inlets located per the approved plans?
■
❑ Cl
❑
Are the outlet structures located per the approved plans?
■
❑ ❑
❑
Comment:
Operation and Maintenance Yes No NA NE
Are the SW measures being maintained and operated as per the permit requirements? ■ ❑ ❑ ❑
Are the SW BMP inspection and maintenance records complete and available for review or provided to DWQ ❑ ❑ ❑
upon request?
Comment:
Page: 2

Compliance Inspection Report
Permit: SW8010127 Effective: 04/16/04 Expiration: 03/02/11
County: New Hanover
Region: Wilmington
Contact Person: Peter Davis Title:
Directions to Project:
Type of Project: State Stormwater - HD - Detention Pond
Drain Areas:
On -Site Reprosentative(s):
Related Permits:
Inspection Date: 0811712010 Entry Time: 10:10 AM
Primary Inspector: Angela K Hammers
Secondary Inspector(a):
Reason for Inspection: Routine
Permit Inspection Type: State Stormwater
Facility Status: ❑ Compliant ■ Not Compliant
Question Areas:
E State Stormwater
(See attachment summary)
Owner: Peter Davis
Project: Arthur Howard Site
Exit Time: 10:40 AM
Phone: [phone]
Phone: [phone]
Ext.7317
Inspection Type: Compliance Evaluation
Page: 1

Permit: SW8010127 Owner - Project: Peter Davis
Inspection Date: 08/17/2010 Inspection Type: Compliance Evaluation Reason for Visit; Routine
Inspection Summary:
The following deficiencies were noted during the inspection:
1. A certification of the stormwater system was not found in the file.
2. The pond slopes were severely overgrown.
To bring this system into compliance, the following must be completed:
1. Submit a certification of the stormwater system by a PE to this office.
2. Maintain the system according to the signed Wet Detention Basin Operation & Maintenance Agreement.
Please note this permit expires on March 2, 2011.
File Review
Is the permit active?
Signed copy of the Engineer's certification is in the file?
Signed copy of the Operation & Maintenance Agreement is in the file?
Copy of the recorded deed restrictions is in the file?
Comment: A certification of the stormwater system from a professional engineer was
not found in the file.
Operation and Maintenance
Are the SW measures being maintained and operated as per the permit requirements?
Yes No NA NE
■❑❑❑
0000
0000
❑❑■❑
vac Nn NA NF
❑ ■ ❑ ❑
Are the SW BMP inspection and maintenance records complete and available for review or provided to DWQ ❑ ❑ ❑ ■
upon request?
Comment: Basin slopes were severly overgrown.
Page: 2

STATE OF NORTH CAROLINA
Department of Environment and Natural Resources
WIRO Regional Office
FILE ACCESS RECORD
SECTION SWP DATE/TIME
NAMEle&V26V/-Z REPRESENTING Ake-`
,,r;V,7 — _24��
Guid ines forAccess: The staff of the Regional Office is dedicated to making public records in our
custody readily available to the public for review and copying. We also have the responsibility to the public
to safeguard these records and to carry out our day-to-day program obligations. Please read carefully the
following before signing the form.
1. Due to the large public demand for file access, we request that you call at least a day in
advance to schedule an appointment for file review so .you can be accommodated.
Appointments are scheduled between 9:00 a.m. and 3:00 p.m. Viewing time ends at 4:45
P.m. Anyone arriving without an appointment may view the files to the extent that time and
staff supervision are available.
2. You must specify files you want to review by facility name or incident number, as
appropriate. The number of files that you may review at one appointment will be limited to
five.
3. You may make copies of a file when the copier is not in use by the staff and if time permits.
There is no charge for 25 or less copies • cost per copy after the initial 25 is 2.5 per copy.
Payment is to be made by check, money order, or cash in the administrative offices.
4. Files must be kept in the order you received them. Files may not be taken from the office.
No briefcases, large totes, etc. are permitted in the file review area To remove, alter,
deface, mutilate, or destroy material in public files is a misdemeanor for which you can be
fined up to $500.00.
5. In accordance with GS 25-3-512, a $25.00 processing fee will be charged and collected for
checks on which payment has been refused.
6. The customer must present a photo ID, sign -in, and receive a visitor sticker prior to
reviewing files.
FACILITY NAME
2.
3.
4.
5. — ---
ature/N a of Firm or Business Date Time In
(P ase attach business card to form if available)
# Copes: Amt. Pd:
COUNTY
Time Out

Hammers, Angela
From: Hammers, Angela
Sent: Friday, November 05, 2010 11:19 AM
To: '[e-mail]'
Cc: '[e-mail]'
Subject: FW: Arthur Howard Site (SW8 010127)
Attachments: image001.jpg
Hey Abby,
Can you update me with the status of the vegetation work and PE cert for this site? I haven't seen anything come in
regarding this project.
Thanks,
Angel Hammers
From: Hammers, Angela
Sent: Monday, September 13, 2010 3:01 PM
To: '[e-mail]'
Subject: RE: Arthur Howard Site
Abigail,
Thank you for the written request in reference to the Arthur Howard Site (SW8 010127). The extension to October 15,
2010 with the plan of a 'cut and clean' and PE is acceptable. If you run into items to be repaired following the initial
work, just let me know if more time is needed to complete the PE.
Georgette Scott received a note from Mr. Peter Davis that she gave to me today stating that he would do all to solve the
issues with this site. I will forward the transfer of ownership form (weblink) to him to start that process.
As a note, you may want to wear your snake boots out there — I heard about the demise of a copperhead in that area
not long ago.
Sincerely,
Angel Hammers
From; Abigail S. Stanley [mailto:abbWretentionponds.com1
Sent., Monday, September 13, 2010 2:10 PM
To: Hammers, Angela
Cc: edward(dretentionponds.com; peterfl- @aol.com
Subject: Arthur Howard Site
Angel,
To follow up on our phone conversation today, RPS received the NOV for the Arthur Howard Site and
have been asked to proceed. However, we will need an extension to be able to complete a cut and clean.
After we perform our cut and clean we will have an engineer come out and inspect the pond and let us
know if any additional repairs are necessary to certify the pond. RPS proposes to have the initial cut and
clean and engineer's inspection completed by October 15, 2010. If there is additional work necessary for
the certification we may or may not need another extension. I will keep you informed on our progress.
Please let me know if there is a problem with the extending the deadline.
Thank you,

Abigail Stanley
Retention Pond Services, Inc.
451 Landmark Drive
Wilmington, NC 28412
910.313.6830 Office
910.237.7290 Mobile
910.313.6870 Fax
www.retentionponds.com

Hammers, Angela
From: Hammers, Angela
Sent: Monday, September 13, 2010 3:01 PM
To: '[e-mail]'
Subject: RE: Arthur Howard Site
Attachments: image001.jpg
Abigail,
Thank you for the written request in reference to the Arthur Howard Site (SW8 010127). The extension to October 15,
2010 with the plan of a 'cut and clean' and PE is acceptable. If you run into items to be repaired following the initial
work, just let me know if more time is needed to complete the PE.
Georgette Scott received a note from Mr. Peter Davis that she gave to me today stating that he would do all to solve the
issues with this site. I will forward the transfer of ownership form (weblink) to him to start that process.
As a note, you may want to wear your snake boots out there — I heard about the demise of a copperhead in that area
not long ago.
Sincerely,
Angel Hammers
From: Abigail S. Stanley [mailto:[e-mail]]
Sent: Monday, September 13, 2010 2:10 PM
To: Hammers, Angela
Cc: [e-mail]; [e-mail]
Subject: Arthur Howard Site
Angel,
To follow up on our phone conversation today, RPS received the NOV for the Arthur Howard Site and
have been asked to proceed. However, we will need an extension to be able to complete a cut and clean.
After we perform our cut and clean we will have an engineer come out and inspect the pond and let us
know if any additional repairs are necessary to certify the pond. RPS proposes to have the initial cut and
clean and engineer's inspection completed by October 15, 2010. If there is additional work necessary for
the certification we may or may not need another extension. I will keep you informed on our progress.
Please let me know if there is a problem with the extending the deadline.
Thank you,
Abigail Stanley
Retention Pond Services, Inc.
451 Landmark Drive
Wilmington, NC 28412
910.313.6830 Office
910.237.7290 Mobile
910.313.6870 Fax
www.retentignponds.com

Hammers, Angela
From:
Hammers, Angela
Sent:
Monday, September 13, 2010 3:08 PM
To:
'[e-mail]'
Cc:
Scott, Georgette
Subject:
Arthur Howard Site (SW8 010127)
Dear Mr. Davis,
Thank you for your response to Ms. Georgette Scott in regards to the Arthur Howard site stormwater permit. As you
mentioned in your note, 2007 was a busy time for all of us, and it is a pleasure to work with you and Mr. Walton to get
the stormwater system in compliance and transferred to the correct party.
I have heard from a maintenance company that has submitted a plan to take care of the overgrowth and the
certification of the pond. In addition, I have listed the weblink for the transfer of ownership form below for your use.
httr)://h2o.enr.state. nc. us/su/documents/NameOwnershinChaneeForml6Nov2009. adf
Thanks again, and if other questions arise, please don't hesitate to contact me via email or phone at 796-7317.
Sincerely,
Angel Hammers
Environmental Specialist
NC Department of Environment and Natural Resources
Wilmington Regional Office
127 Cardinal Drive Ext.
Wilmington, NC 28405
Office: 910.796.7215
Fax: [phone]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be
disclosed to third parties.

Peter Davis
2 Raleigh Street
Wrightsville Beach, NC
28480
Ms. Georgette Scott
NCDENR
127 Cardinal Drive Ext.
Wilmington, NC 28405
REF: Permit # SW8 010127
Dear Ms. Scott:
August 31, 2010
The property known as "Arthur Howard Site' was sold by me in July 2005 to
Skywayinvestments, LLG which is awned and operated by Herbert E. Walton, Jr. whose
address is 5309 Carolina Beach Road, Wilmington, NC 28412. His telephone # is
910-794-8433. Obviously DENR has not been notified, which I regret.
Please note the enclosed letter to Ms. Beth Wetherill, dated October 10, 2007 with a
copy to Mr. Walton requesting transfer to the new owner.
By copy of this letter to him and Mr. Phil `I ripp, I am requesting that the transfer be done
ASAP. As busy as all of us were prior to the current depression, I am not surprised that
this transfer fell through the ac:racks_" Please send me any forms necessary or advise by
email, [e-mail], how to get this done.
I apologize for the trouble and will do in my power to solve the problem. Please note the
change in address.
With best regards, I am
cc: Phil Tripp
H. E. Walton, Jr.
Sincerely,
y�o-99a�

■ Complete items 1, 2, and 3. Also complete
item 4 if Restricted Delivery is desired.
■ Print your name and address on the reverse
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■ Attach this cans to the back of the mallplece,
or on the front if space permits.
1. Article Addressed to:
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❑ Addressee
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(rransferfrom service Wen 7008 1140 0002 9561 9630
PS Form. 3811, February 2004 1 Domestic Return Receipt 102595-02-M-1540
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UNITED STATES POSTAL SERVICE First -Class Mail
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Postage & Fees Paid
USPS
Permit No. G-10
• Sender: Please print your name, address, and ZIP+4 in this box •
NC DENR - Division of Water Quality
Surface Water Protection Section
127 Cardinal Drive Extension
Wilmington, NC 28405
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in
NO valuables, please consider InsureGE dorPROVIDED
eg stered Mail.
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delivery. To obtain Return Receipt service, please complete and attach a Return
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PS Form 3800, August 2006 (Reverse) PSN 7530-02-000-9047

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NCDENR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Coleen H. Sullins Dee Freeman
Governor Director Secretary
August 24, 2010
CERTIFIED MAIL #70081140 0002 9561 9630
RETURN RECEIPT REQUESTED
Mr. Peter Davis, Owner
5613 Greenville Loop Road.
Wilmington, NC 28409
Subject: NOTICE OF VIOLATION, NOV-2010-PC-0980
Permit Condition Violations
Stormwater Management Permit No. SW8 010127
Arthur Howard Site
New Hanover County
Dear Mr. Davis:
This letter is to notify you that you are in violation of Title 15A North Carolina Administrative
Code (NCAC) 2H .1003 for failing to comply with terms, conditions and limitations of a
Stormwater Management Permit No. SW8 010127.
On August 17, 2010, Angela Hammers of the Wilmington Regional Office performed an
inspection to determine the status of compliance with Stormwater Permit SW8 010127. This
permit was transferred to you .on April 16, 2004. The permit was originally issued on March 2,
2001 for the project located at Sunnyvale Drive, Wilmington, New Hanover County, North
Carolina.
As a result of the site inspection and DWQ file review, the following violations are noted:
Failure to Submit.an Enctineer's Certification. Title 15A NCAC 2H .1008 (j)
requires that upon completion of construction, the designer for the type of
stormwater system installed must certify that the system was inspected during
construction, was constructed in substantial conformity with plans and
specifications approved by DWQ, and complies with the requirements of this
Section. As of the date of this letter, DWQ has not received this certification.
2. Failure to Maintain the Stormwater System. At all times, the permittee shall
provide the operation and maintenance necessary to assure the permitted
stormwater system functions at optimum efficiency. It was observed that
maintenance including removal of woody vegetation and mowing of side slopes
was not.being conducted.
As stated in the permit, the approved Operation and Maintenance Plan must be followed
in its entirety and maintenance must occur at the scheduled intervals, including, but not
limited to:
• Semi-annual Inspections
• Sediment Removal
• Mowing and re -vegetating of side slopes
Wilmington Regional Office
127 Cardinal Drive Extension, Wilmington, North Carolina 28405 ne
Phone: [phone] FAX: [phone] Customer Service:1-ti77-623-6748 NOCOfthCarolina
IntemeCwww.ncwaterqualihr.org yi Y[�L�s�6r
An Equal Opportunity 1 Affirmative Action Employer y

Mr. Peter Davis
Arthur Howard Site
Stormwater Permit No. SW8 010127
• Immediate repair of eroded areas
• Maintenance of the side slopes in accordance with the approved plans and
specifications
• Debris removal and unclogging of the outlet structure, orifice device and
catch basins and piping.
Required Response
This Office requires that you respond to this letter in writing to the address listed at the bottom of
the letterhead within 30 calendar days of receipt of this Notice. Please provide a written "Plan
of Action" which outlines the actions you will take to correct the following violation(s) and a time
frame for completion of those actions.
1. Submit an engineers' certification of the stormwater system to this Office.
2. Perform all required maintenance to the stormwater system according to the
Operation & Maintenance agreement.
Thank you for your immediate attention to this matter. Please be advised, these violations and
any continuing or future violations are subject to a civil penalty assessment of up to $25,000.00
per day for each violation pursuant to North Carolina General Statute 143-215.6A.
This office requires that the violations, as detailed above, be abated and properly
resolved. Should you have any questions regarding these matters, please contact either
Angela Hammers or myself at [phone].
Sincerely,
Georgette Scott,
Stormwater Supervisor
Surface Water Protection Section
GS\akh: S:\WQS\STORMWATER\NOTICE\010127.aug10
Enclosures: Inspection Report
PE Certification form
cc: John Hennessy- NPSACOU
Phil Tripp, PE (Tripp Engineering)
New Hanover County Engineering Department
Georgette Scott; Angel Hammers; WiRO Files; DWQ Central Files
Page 2 of 2

Peter R. Davis
5613 Greenville Loop Road
Wilmington, NC 28409
October 10, 2007
Ms. Beth Wetherill
New Hanover County Engineering Dept.
230 Government Center Drive, Suite 160
Wilmington, NC 28403
Dear Ms. Wetherill:
I am in receipt of the Sedimentation Inspection Report requesting corrective actions.
Robert Bridgers and .I sold the property to Skyway Investments, LL,C, in care of Herbert
Earl Walton, Jr., with a mailing address of 5309-3 Carolina Beach Road, Wilmington,
NC, 28.412, in July 2005. We thought<that you had been notified by the new owners as we
-had. none°when we purchased the property from Mr. Howard.
By copy of this letter, I am requesting that. Mr. Walton contact your office, change
responsible parties, and handle the actions you request. We have found Mr. Walton to be
nice to deal with and think you will find the same to.be true.
With best regards, I am
Sincerely,
Cc: Mr. Herbie Walton
Ashley Furniture Company
5303-3 Carolina Beach Road
Wilmington, NC 28412