SW5220101_Purchase Agreement_20220124

REAL ESTATE PURCHASE CONTRACT
THIS REAL ESTATE PURCHASE CONTRACT (this "Contract") dated, for reference
purposes only, C) 2021, between BODDIE-NOELL ENTERPRISES, INC., a
le
North Carolina corporation, or its assignees or designees, hereinafter referred to as "Purchaser",
and TOMMY E. TWITTY, hereinafter referred to as "Seller".
The Effective Date of this Contract shall be the date this Contract is signed and
acknowledged by Seiler, if Seller is the last to sign, or the date it is signed and acknowledged by
Purchaser, if Purchaser is the last to sign.
W-I-T-N-E-S-S-E-T-H:
In consideration of the mutual covenants and obligations herein contained, the sufficiency
of which is hereby acknowledged, the panties agree as follows:
1. AGREEMENT TO SELL AND PURCHASE. Subject to the conditions hereinafter set
forth, Seller agrees to sell and Purchaser agrees to purchase approximately 1.25 acres +/- of real
property located at the corner of South Main Street and Warren Avenue, in or near Bunn, Franklin
County, North Carolina, together with the improvements located thereon, if any, and all easements
and appurtenances belonging to or in anywise appertaining, whether public or private, and all
rights of Seller in and to any public or private thoroughfares or roadways adjacent to the described
property, which property is outlined and identified as "Parcel 1" on Exhibit A attached hereto and
made a part hereof and hereinafter referred to as the "Premises". The Premises is a part of Franklin
County Tax PIN 2820-14-6316. The precise legal description of the Premises shall be determined
by the survey obtained by Purchaser pursuant to Section. 5 of this Contract together with
improvements located or to be located thereon.
2. PURCHASE PRICE. The agreed purchase price for the Premises is
SWIM and no/100 Dollars ($-00) (the "Purchase Price"), payable as follows:
a. (i) 0 and no/100 Dollars ($A00.00) to be deposited with
Stewart Title Guaranty Company (the "Escrow Agent") within ten (10) days after full execution
of this Contract and the Deposit Escrow Agreement attached hereto as Exhibit B by all parties and
held in escrow as earnest money (the "Deposit").
Bunn, NC
4-29-2021(RBP Redline)

(ii) The Deposit shall be held in escrow until the Closing (hereinafter defined)
and then applied to the Purchase Price and delivered to Seller, or in the event Closing does not
occur, returned to Purchaser or delivered to Seller in accordance with the terms and conditions of
this Contract. Interest earned on the Deposit, if any, (the Escrow Agent is not obligated to deposit
in an interest -bearing account) shall not be part of the Deposit.
b. The balance of the Purchase Price shall be paid at Closing in the following manner:
by cash, wire transfer or other form of immediately available funds.
3.A. SELLER'S COVENANTS.
(i) Zoning. Seller covenants that if the Premises is not currently zoned to permit the
use of the Premises as a Hardee's restaurant {"Purchaser's Intended Use"), that Seller will
cooperate with Purchaser in attempting to secure proper zoning, but if such use is prohibited or
continues to be prohibited by any applicable zoning ordinances or other laws or restrictive
covenants, then this Contract shall be voidable at Purchaser's option and the Deposit refunded to
Purchaser as hereinafter provided.
(ii) Not a Foreign Person. Seller agrees to execute and deliver to Purchaser at Closing
an affidavit (the "Section 1445 Affidavit") stating under penalty of perjury (x) that Seller is not a
foreign person as defined in Section 1445(f)(3) of the Internal Revenue Code of 1954, as amended
and (y) Seller's United States taxpayer identification number.
(iii) Tests; Title Policies. Within ten (10) business days after the Effective Date, Seller
shall deliver to Purchaser, at no cost to Purchaser, such of the following as are in possession of or
available to Seller: existing soil and groundwater tests, surveys, title policies, environmental
reports and site assessments, underground storage tank test results, waste disposal records, permit
records and other engineering tests and studies pertaining to the Premises.
(iv) No Encumbrances, No Changes to the Premises. After the Effective Date Seller
shall not grant any easements and/or rights -of -way over or through the Premises, impose any
restrictions on the use of the Premises, or ftu-ther encumber the Premises without the prior written
consent of Purchaser, which consent may be withheld by Purchaser in its sole discretion, nor shall
Seller construct or install on the Premises any improvements or allow any existing improvements
to be demolished, removed, sold, or in any way encumbered without the prior written consent of
Purchaser, which consent may be withheld by Purchaser in its sole discretion.
3.B. SELLER'S REPRESENTATIONS AND WARRANTIES.

All of Seller's representations and warranties are made to the actual knowledge of Seller.
(i) Seller has the option to purchase the Premises (the "Option") and, upon his
acquisition of the property containing the Premises shall own, and will convey to Purchaser, fee
simple title to the Premises, free and clear of any and all liens, leases and other encumbrances,
except:
(a) current ad valorem real estate taxes not yet due and payable;
(b) those encumbrances, easements and restrictions currently of record and not
adversely affecting title to the Premises or Purchaser's Intended Use and not objected to by
Purchaser during the Feasibility Period.
Items (a) and (b) are hereinafter referred to as the "Permitted Exceptions";
Seller's failure to exercise the Option shall constitute an event of default under this
Contract.
(ii) Seller has full power, right, and authority to grant the rights provided under this
Contract, to cause fee simple title to be conveyed to Purchaser and to consummate the transactions
contemplated hereunder, all as herein provided;
(iii) To Seller's knowledge, Seller has not received notice from any governmental
agency indicating that Seller or the Premises is in violation of any laws, ordinances and regulations
of any public authorities, and to Seller's knowledge, Seller has not received written notice of any
material violation, whether actual, claimed or alleged, thereof;
(iv) There is no litigation, proceeding or action pending or threatened against or relating
to Seller or the Premises which questions the validity of this Contract or any action taken or to be
taken by Seller pursuant hereto;
(v) Neither the execution of this Contract nor the consummation of the transactions
contemplated hereby will, in any material respect, constitute a violation of or be in conflict with
or constitute a default under any term or provision of any agreement, instrument or lease to which
Seller is a party, subject to any required consents or authorizations of, or notices to, third parties
from whore such consents or authorizations will be obtained or to whom notices will be given
prior to Closing;
(vi) There presently are no leases, agreements to lease, license agreements or other
rights granted to any third parties to use or occupy all or any part of the Premises or any interest
therein now or in the future, other than as disclosed herein;
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(vii) ,Seller has no knowledge of any fact or condition which would result in the
termination of ingress and egress to publicly maintained and dedicated streets and access ways;
and
(viii) To Seller's knowledge, no commitments have been made to any governmental
authority, developer, utility company, school board, church or other religious body or any property
owners' association or to any other organization, group or individual relating to the Premises which
would impose an obligation upon Purchaser or its successors and assigns to make any contribution
or dedications of money or land or to construct, install, or maintain any improvements of a public
or private nature on or of the Premises. There is no requirement that any developer or owner of the
Premises pay directly or indirectly any special fees or contributions or incur any expenses or
obligations in connection with any development of the Premises or any part thereof
The representations and warranties of Seller contained in this Contract or in any certificate
or document delivered pursuant to the provisions hereof shall survive the Closing for a period of
twelve (12) months.
Except as otherwise represented and warranted by Seller in this Section 3(B), the Premises
is being sold "as is"; that Purchaser has or will have prior to acceptance of the Deed (herein
defined), inspected the Premises; and Seller makes no representation or warranty as to the physical
condition, value, expense of operation or income potential of the Premises or its suitability for
Purchaser's Intended Use. Purchaser agrees and represents and warrants that upon acceptance of
the Deed Purchaser will accept the Premises "as is" and solely on reliance on Purchaser's
inspections. Seller has no obligation to repair, correct or compensate Purchaser for any Property
Condition (as hereinafter defined), and upon acceptance of the Deed, Purchaser shall be deemed
to have waived any and all objections to the Property Condition, whether or not known to
Purchaser. Acceptance of the Deed shall constitute Purchaser's waiver, release, acquittance, and
forever discharge of Seller to the maximum extent permitted by law from any and all claims,
actions, causes of action, demands, rights, liabilities, damages, losses, costs, expenses, or
compensation whatsoever, direct or indirect, known or unknown, foreseen or unforeseen, that it
now has or which may arise in the future on account of or in any way growing out of or connected
with the Property Condition. "Property Condition" means (i) the financial, physical, geological
and environmental condition of the Premises and (ii) the sufficiency of the Premises and all
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improvements thereon for Purchaser's Intended Use. The provisions of this Paragraph shall survive
Closing.
4. PURCHASER'S FEASIBILITY PERIOD.
(a) For a period one hundred fifty (150) consecutive days commencing with the Effective
Date (said period being hereinafter referred to as the "Initial Feasibility Period"), Purchaser and
its employees, agents, contractors and subcontractors (the "Purchaser Parties") may enter the
Premises during normal business hours and upon prior notice to Seller and while thereon make
surveys and appraisals, take measurements, perform structural and engineering studies, conduct
test borings and other tests of surface and subsurface conditions including, without limitation, soil
and groundwater tests, conduct an environmental audit, and take samples and perform all tests
necessary to determine the suitability of the Premises for Purchaser's Intended Use ("Due
Diligence Investigations"), all at the expense of Purchaser. The right to conduct Due Diligence
Investigations includes the right of Purchaser and the Purchaser Parties to enter upon any portion
of the Premises to take measurements, make inspections, make boundary and topographical survey
maps, and to conduct geotechnical, environmental, groundwater, wetland and other studies
required by Purchaser in its sole discretion and to determine the adequacy of utilities serving the
Premises, zoning and compliance with laws. Upon the completion of any of the foregoing,
Purchaser shall repair any damages and restore the Premises to the same condition in which the
Premises existed immediately prior to said tests.
(b) In the event that Purchaser determines that additional Due Diligence Investigations
are required and cannot be completed prior to the expiration of the Initial Feasibility Period,
Purchaser shall have the right to extend the Feasibility Period for o
pd (2) additional periods not to
exceed thirty (30) days each (the "Extended Feasibility Period") by giving written notice to Seller
and Escrow Agent. "Feasibility Period" in this Contract shall mean the Initial, and if extended,
Extended Feasibility Period.
(c) Purchaser's obligation to purchase the Premises is expressly conditioned upon
Purchaser's satisfaction, in its sole discretion, with its Due Diligence Investigations. Purchaser
shall have the absolute right to terminate this Contract for any reason or no reason by written notice
to and received by Seller prior to expiration of the Feasibility Period.
(d) Purchaser shall deliver written notice of its election to proceed or not to proceed (a
"Termination Notice") with the purchase of the Premises to Seller on or before the expiration of
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the Feasibility Period. If Purchaser elects, or is deemed to have elected, to proceed with the
purchase of the Premises, (i) this Contract shall remain in effect and the parties shall proceed to
close this transaction, subject to the terms and conditions hereof, and all due diligence matters shall
be deemed waived or satisfied, (ii) the Deposit shall be non-refundable (but applicable to the
Purchase Price) except in the event of Seller's default under this Contract or as otherwise provided
in Section 6 and (Conditions Precedent), Purchaser shall have no right to terminate this Contract
in the event Purchaser shall later determine that the Premises is not suitable for Purchaser's
Intended Use. If Purchaser does not deliver a Termination Notice to Seller prior to expiration of
the Feasibility Period, Purchaser shall be deemed to have elected to proceed with the purchase of
the Premises. if Purchaser elects not to proceed with the purchase of the Premises, Purchaser shall
deliver a Termination Notice to Seller prior to expiration of the Feasibility Period in which event
the Deposit shall be released to Purchaser, and neither party shall have any further rights or
obligations hereunder except as otherwise set forth herein.
(e) Whether this Contract results in a closing of the sale of the Premises or not,
Purchaser shall indemnity and hold Seller harmless from and against any and all loss, liability,
cost, claim and expense of every kind and nature (including, but not limited to, reasonable
attorney's fees, expenses and court costs) arising from the actions of the Purchaser or any other
parties conducting tests or investigations on behalf of Purchaser pursuant to this Section; provided,
however, the foregoing provision shall not be construed as requiring Purchaser to indemnify or
Fold Seller harmless from and against any existing environmental matters or other existing
conditions discovered, exposed or released during the Feasibility Period that require any type of
corrective or remedial action.
5. EVIDENCE OF TITLE AND SURVEY. Purchaser shall have until the expiration of the
Feasibility Period in which to make an examination of title and survey and, if such examination or
survey discloses defects or matters which are objectionable to Purchaser {"Title Objections"),
Purchaser shall, before the expiration of the Feasibility Period (hereinafter referred to as the "Title
Notification Deadline"), notify Seller in writing of such Title Objections. Within seven (7) days
after receipt of the foregoing notice from Purchaser, Seller shall advise Purchaser in writing of
those Title Objections which Seller will correct and those which Seller will not correct at or before
Closing. In the event Seller notifies Purchaser that it will not correct all Title Objections (Seller's
failure to provide notice hereunder shall be deemed an election to satisfy any Title Objection(s)
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prior to closing), upon receipt of the foregoing notice from Seller, Purchaser shall have the option
(i) to terminate this Contract by written notice to Seller within seven (7) days after Seller's election
not to cure and receive a refund of the Deposit or (ii) to waive said Title Objections which Seller
has not agreed to cure, which Title Objections shall thereafter be deemed Permitted Exceptions,
and proceed to Closing. if Purchaser does not timely advise Seller in writing of its election to
terminate this Contract as outlined in this Section, Purchaser shall be deemed to elected option (ii)
above. Notwithstanding the foregoing, if there is any adverse change in the status of title to the
Premises between the Title Notification Deadline and the Closing Date, then Purchaser may object
to such new matter by written notice to Seller within seven (7) days of discovery thereof and such
new matter shall be deemed a Title Objection as if the same had been objected to prior to the Title
Notification Deadline. Any title insurance required shall be obtained by and at the expense of
Purchaser.
Seller hereby permits Purchaser to enter the Premises during the Feasibility Period to obtain
a survey of the Premises by a licensed or registered land surveyor or a civil engineer sufficient to
describe the Premises and indicate any encroachments, rights -of -way, easements, telephone or
power poles, wires or lines and any improvements thereon. Said survey shall be obtained at the
expense of Purchaser.
d. , CONDITIONS PRECEDENT. Purchaser's obligation to purchase the Premises is subject
to the fulfillment of all of the following conditions precedent prior to or at Closing, any one of
which conditions may, in the sole discretion of Purchaser, be expressly waived:
(i) There shall have been no materially adverse change in the status of title to the
Premises between the Title Notification Deadline and the Closing Date.
(ii) To the actual knowledge of Seller, the representations and warranties of Seller set
forth in Section 3B of this Contract shall be true and correct in all material
respects as of the date of this Contract and as of the Closing Date (as though made
on and as of the Closing Date).
(iii) Seller shall have performed in all material respects all obligations required to be
performed by it under this Contract on or prior to the Closing Date.
(iv) Purchaser shall have received the Closing Documents specified in the Section of
this Contract captioned "Seller's Delivery of Closing Documents; Closing
Costs".
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(v) There shall have been no material adverse change in the condition of the Premises
as to title, general condition or environmental status or in any other respect from
the end of the Feasibility Period to the Closing.
(vi) Purchaser and Seller shall have agreed to the form and substance of a mutually
satisfactory declaration (the "Seller Declaration") during the Feasibility Period,
but effective at Closing, which provides that Seller agrees that no other parcel of
property with a radius of 2,000 feet of the Premises, or any part thereof, now or
hereafter owned or controlled by Seiler, or by a partnership, limited liability
company or corporation in which Seller owns any ownership interest (the
"Restricted Property") shall be used as, in connection with, incidental to, sold for
or leased to a restaurant operated by or under franchise from McDonald's, Burger
King, Wendy's, Sonic, Bojangles, Kentucky Fried Chicken, Chicle-fil-A or any
other restaurant that sells hamburgers, or biscuits as primary menu items (the
"Restriction"). The Restriction shall burden the Restricted Property for a period
of twenty (20) years from the recordation of the Deed, shall be enforceable by
Purchaser, its successors and assigns, and shall be binding upon any grantee,
lessee, or transferee of Seller, their successors and assigns. Seller shall cause to
be inserted in any deed, lease or other document relative to the Restricted Property
the restrictions upon use set forth herein, indicating that the Restricted Property
is burdened by these restrictions and that the same runs with the land and is
appurtenant to the Premises.
(vii) Purchaser and the owner of Parcel 2 shown on Exhibit A ("Parcel 2") shall have
executed the Declaration attached hereto as Exhibit C during the Feasibility
Period, but effective at Closing.
(viii) Seller shall have completed at Seller's expense a subdivision or recombination of
the Premises and Parcel 2 (the "Reconfiguration") at Seller's expense so as to be
able to convey the Premises to the Purchaser with dimensions and configured
with access points to public streets or highways adjacent to the Premises
satisfactory to Purchaser.
Upon failure of any one or more of the above conditions precedent to be satisfied, Purchaser
may, at its option, (1) terminate all its obligations hereunder upon written notice to Seller and
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Escrow Agent on or before the Closing Date, the Escrow Agent shall promptly refund the Deposit
to Purchaser and neither party shall thereafter have any further obligations or liability hereunder
except those that expressly survive termination hereof; or (2) waive any unsatisfied conditions and
proceed to Closing. If, within thirty (30) days after the Closing Date, Purchaser has not either
terminated the Contract or waived the failure of any such condition, the right to terminate on the
basis of a failed condition precedent shall be deemed waived.
7. RISK OF LOSS. The risk of loss, damage, condemnation or destruction of the Premises
or any improvements prior to Closing shall be borne by the Seller,
8. CLOSING. Subject to the provisions hereinbefore set forth, Closing will take place at the
office of the Closing Attorney, to be selected by the Purchaser in its sole discretion. Closing shall
take place within thirty (30) days after expiration of the Feasibility Period (the "Closing Date");
or, if agreed by Seller and Purchaser, as soon before said date or after said date as title can be
examined and papers prepared, allowing a reasonable amount of time to satisfy the conditions
precedent of this Contract and any Title Objections. in lieu of a formal closing at the office of the
Closing Attorney as outlined above, Seller and Purchaser may elect to conduct Closing by delivery
of the executed Closing Documents in escrow to the Closing Attorney on the Closing Date.
9. SELLER'S DELIVERY OF CLOSING DOCUMENTS; CLOSING COSTS. In
consideration of Purchaser's payment of the Purchase Price, the Seller agrees to convey a fee
simple marketable title to the Premises to the Purchaser by General Warranty Deed (the "Deed"),
free and clear of all liens, taxes, encumbrances and restrictions whatsoever, except the Permitted
Exceptions.
At least seven (7) days prior to Closing, Seller shall submit to (and secure the approval of
the Closing Attorney), drafts of the following documents to be tendered by Seller at Closing: (a)
the Deed; (b) the Section 1445 Affidavit; (c) a Section 1099 Affidavit; (d) an owner's affidavit in
the standard form used by the title company issuing Purchaser's owner's title insurance policy; (e)
a resolution of the members/ shareholders/directors of Seller authorizing the execution of this
Contract and sale of the Premises; (f) releases from existing loan documents of record affecting
title to the Premises; and (g) any other documents which may be necessary to consummate the sale
of the Premises (herein the "Closing Documents").
All real estate taxes and assessments affecting the Premises shall be prorated between the
Seller and Purchaser as of the Closing Date with the Purchaser being considered the owner of the
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Premises on the Closing Date. Seller shall pay (i) the cost of the preparation of the Deed, (ii) the
release of the Premises from any existing deeds of trust and other recorded loan documents
affecting the Premises, (iii) the North Carolina excise tax, land transfer tax, revenue tax, recapture,
roll back or deferred taxes, the cost of recording any instrument required to discharge any liens or
encumbrance against the Premises, and/or other imposition of any nature applicable to this
transaction and (iv) the cost of the Reconfiguration. Purchaser shall pay the cost of its title
examination, title insurance premiums, the cost of any survey, any fees charged by any lender
making a loan to Purchaser for acquisition of the Premises, and the per page cost of recording any
survey, the Deed and the Declaration. Seller and Purchaser shall each pay their respective
attorney's fees associated with this Contract and Closing. Possession of the Premises shall be
delivered to Purchaser coincident with Closing, free, clear and discharged of possession and the
right of possession by all other persons.
10. BROKER'S FEES. Seller shall be responsible and pay all real estate commissions or fees
in connection with this transaction. Seller and Purchaser acknowledge that neither is aware of any
such real estate commission or fees payable in connection with this transaction. Seller has not
engaged a broker for the sale of the Property. All other commissions and fees contracted for by the
Seller or Purchaser shall be paid by the contracting party and each Party agrees to indemnify the
other from and against any claims for such commissions by any person claiming a commission
through the indemnifying party.
11. DEFAULT. In the event Purchaser defaults and Seller has not defaulted, and such default
remains uncured 10 days after Seller notifies Purchaser of same, Seller shall be entitled to terminate
this Contract and retain the Deposit, as liquidated damages in full and complete satisfaction,
performance, discharge and settlement of all duties and obligations relating hereto, except as
otherwise expressly provided in this Contract.
Seller and Purchaser each agree that with regard to the foregoing provision for liquidated
damages, if Purchaser defaults, Seller will suffer damages in an amount which cannot be
ascertained with reasonable certainty on the Effective Date of this Contract and that the Deposit
most closely approximates the amount necessary to compensate Seller in the event of such default.
This is a bona fide liquidated damage provision and not a penalty or forfeiture provision.
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In the event Seller defaults and Purchaser has not defaulted, and such default remains
uncured 10 days after Purchaser notifies Seller of same, Purchaser shall be entitled, as its sole and
exclusive remedies, either:
(i) to declare this Contract terminated, and upon such declaration, Purchaser
shall be entitled to receive the Deposit and reimbursement from Seller for the reasonable and
documented out-of-pocket expenses incurred in connection with this Contract and the Premises
(such reimbursement not to exceed $50,000 in the aggregate), and the parties shall thereafter be
relieved from any further obligation or liability hereunder except as otherwise expressly provided
in this Contract; or
(ii) to seek specific performance of Seller's obligations that Seller is able to
perform and/or such other relief as may be available in equity.
12. PERFORMANCE. Purchaser and Seller each agree to do promptly everything required
of them under this Contract, each agreeing to use their best efforts to secure any necessary change
in zoning, execute the required applications for change in zoning and to obtain the necessary
permits and all other applications and documents required with respect to required conditions,
13. INTEGRATION. This Contract contains all the agreements and conditions made between
the parties, and all prior discussions and communications between the parties whether written or
oral, are merged herein and no statement, promise, representation or inducement made by any
party hereto or agent or employee thereof which is not contained herein shall be valid or binding;
and this Contract may be modified or amended only by a writing signed by all parties hereto.
14. PARTIES. This Contract shall be binding upon and shall inure to the benefit of the parties
hereto and their respective heirs, executors, administrators, devisees, representatives, successors
and assigns.
15. DESIGNATIONS. The designation "Purchaser", "Seller", "Escrow Agent" and "Closing
Attorney" as may be used herein shall include the singular, plural, masculine, feminine or neuter
as required by the context of this Contract.
16. NOTICES. Any notices, requests, or other communications required or permitted to be
given hereunder shall be in writing and shall be delivered by hand or overnight commercial courier
or mailed by United States registered or certified mail, return receipt requested, postage prepaid or
sent by electronic mail ("e-mail") and addressed to each party at its address as set forth below.
Any such notices, requests or other communications shall be considered given or delivered, as the
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case may be (a) on the date of hand delivery, (b) on the second (2nd) business day following the
date of deposit in the United states mail, (c) on the next business day after the date of deposit with
an overnight commercial courier as provided above, or (d) on the date the e-mail is sent to the e-
mail address, if it is sent on a business day during the hours of 8:00 a.m. and 5:00 p.m., local time
where the Premises are Iocated ("Local Time') (or, if after such hours are on a day which is not a
business day, then, at 8:00 a.m., Local Time, on the next business day) as provided above. If a
notice is given by more than one method, it will be deemed received upon the earlier of the dates
of receipt pursuant to this Section. Rejection or other refusal to accept or inability to deliver
because of change of address of which no notice was given shall be deemed to be receipt of the
notice, request, or other communication.. Purchaser and Seller expressly agree that notices given
by, or received by, attorneys on behalf of their client(s) in the manner provided in this Section are
effective and recognized notice and delivery of notice pursuant to this Contract. By giving at least
five (5) days prior to written notice thereof to the other parties, a party hereto may from time to
time and at any time change its mailing address hereunder:
If To Seller:
With a copy to:
(which shall not
constitute notice)
Tommy E. Twitty
Mailing Address -
Physical Address:
Telephone Number:
E-Mail:
VeIe, 9As0h
Attention:
Mailing Address:
Physical Address:
Telephone Number:
E-Mail:
If To Purchaser: Boddie-Noell Enterprises, Inc.
Attention: Scott Keene
Director of Real Estate
Mailing Address: P.O. Box 1908
Rocky Mount, NC 27802-1908
Physical Address: 1021 Noell Ln.
Rocky Mount, NC 27804
Telephone: [phone] Ext 1554
12
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19
�i�5. Cow,

E-Mail: saat€;een fut�oddie��oell.co�n
With a copy to:
Randall B. Pridgen, PLLC
(which shall not
Attention:
Randall B. Pridgen
constitute notice)
Mailing Address:
P. O. Box 8385
Rocky Mount, NC 27804
Physical Address:
101 Candlewood Road
Rocky Mount, NC 27804
Telephone:
252-443-7090
E-Mail:
rp idgeiinccntLui3rlink.net
Or to such other address as the parties may from time to time designate by like notice to
the other parties.
17. APPLICABLE LAW. This Contract shall be construed, performed and enforced in
accordance with the laves of the state in which the Premises is located.
18. SEVERABILITY. In the event any provision of this Contract shall be determined by a
court of competent jurisdiction to be invalid, illegal or unenforceable, the remainder of this
Contract shall nonetheless remain in full force and effect so long as the substantial benefits of the
parties to be derived from this Contract and the performance hereof are not adversely affected by
the elimination of such provision(s).
19. COUNTERPARTS. This Contract may be executed in one or more counterparts,
including facsimile counterparts, and all such executed counterparts shall be considered one
agreement, binding on all the parties hereto, notwithstanding that all the parties are not signatory
to the original or the same counterpart.
20. HEADINGS. The Section headings used herein are for convenience of reference only and
shall not be considered to limit or construe the context or substantive terms of this Contract.
21. TIME IS OF THE ESSENCE. Time is of the essence as to all of the obligations of the
parties under this Contract.
22. CONSTRUCTION. Purchaser and Seller each acknowledges and agrees that it has read
this Contract and has considered all relevant business and tax aspects related thereto. The parties
hereto further acknowledge and agree that each party has had the opportunity to consult with and
obtain legal advice and counseling from an attorney in relation to each and every provision of this
Contract, and each party acknowledges and agrees for itself it has either availed itself of that
opportunity or has knowingly and willfully declined such representation. Therefore, the language
used in this Contract shall be deemed to be the language chosen by the parties hereto to express
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their mutual intent, and no rule of strict construction shall be applied against either party. Randall
B. Pridgen, PLLC {"RBP") represents the Purchaser. RBP has not represented and does not
represent the Seller in any manner whatsoever.
23. POWER AND AUTHORITY. Each of the parties to this Contract represents and
warrants that it has full power and authority to enter into, execute, deliver and perform this
Contract, and that all approvals, consents and/or resolutions required for the execution of this
Contract have been obtained.
24. CALCULATION OF TIME PERIODS.
A. Unless otherwise specified herein, in computing any period of time, the day of the
act or event after which the designated period of time begins to run is not to be included and the
last day of the period so computed is to be included, unless such last day is a Saturday, Sunday or
a nationally recognized legal holiday or a legal holiday under the laws of the state in which the
Premises is located, in which event the period shall run until the end of the next day which is
neither a Saturday, Sunday or legal holiday. The final day of any such period shall be deemed to
end at 5:00 p.m. as such time is observed in the time zone where the Premises is located.
B. The parties hereto expressly acknowledge and agree that the execution of this
Contract by the Escrow Agent is intended solely to acknowledge receipt of a copy of this Contract
and the Escrow Deposit. The date of execution of this Contract by Escrow Agent shall not be
considered in calculating any time periods under this Contract that are tied to the execution of this
Contract, including, but not limited to, the Feasibility Period.
25. ASSIGNMENT. PARTIES. It is understood and agreed that Purchaser may assign this
Contract and its rights and obligations hereunder, in whole or in part, to any person, firm,
corporation, limited liability company, partnership or other entity, all without Seller's prior written
consent or agreement, Any such assignment by Purchaser shall not relieve Purchaser of liability
for the performance of Purchaser's duties and obligations under this Contract. Without Purchaser's
prior written consent, Seller shall not assign this Contract in whole or in part.
26. TAX DEFERRED EXCHANGE. Either party can choose to exchange other property of
like kind and qualifying use within the meaning of Section 1031 of the Internal Revenue Code of
1986 as amended, and the regulations promulgated thereunder, for the title or interest in the
property which is the subject of this Contract. Either party may also expressly reserve the right to
assign its rights, but not its obligations, hereunder to a "Qualified Intermediary" as provided in
14

Treasury Regulations 1.103(k)-1(g)(4) on or before the Closing Date. The exchanging parry shall
be responsible for all additional costs associated with such exchange. The non -exchanging party
shall not assume any additional liability with respect to such tax -deferred exchange. The parties
agree to execute such additional documents, at no cost to the non -exchanging party, as shall be
required to give effect to this provision.
IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed in
triplicate originals as by law provided, the corporate parties executing the same in their corporate
names by their corporate officers, as duly authorized by their Board of Directors and the individual
or partnership parties having hereunto affixed their hands and seals, as of the day and year first
above written.
(Signatures Pages to Follow)
15

SIGNATURE PAGE
for
REAL ESTATE PURCHASE CONTRACT
PURCHASER:
Boddie-Noell r es Inc.
By:
Name: Michael H. Hanc ck
Title: Executive Vice President
Date: 1 , 2021
NORTH CAROLINA
NASH COUNTY
I, Donna S. Batchelor, a Notary Public of Nash County and State of North Carolina, do hereby
certify that Michael H. Hancock (the "Signatory"), Executive Vice President (title) of Boddie-Noell
Enterprises, Inc., a North Carolina corporation, personally appeared before me this day and by authority
duly given, acknowledged the due execution of the foregoing instrument on behalf of the corporation.
I certify that the Signatory personally appeared before me the day, and (check one of the following):
(I have personal knowledge of the identity of the Signatory); or
Q have seen satisfactory evidence of the Signatory's identity, by a current or state or federal
identification with the Signatory's photograph in the form of: (check one of the following)
a driver's license or
in the form of _ ); or
(a credible witness has sworn to the identity of the Signatory).
The Signatory acknowledged to me that he/she voluntarily signed the foregoing document for the
purpose stated therein and in the capacity indicated.
Witness my hand and official stamp or eal this 1 2day of 2021.
" (Signature)
DONNA S. BATCHELOR 40tary1,uvlic,
NOTARY PUBLIC
NASH COUNTY, N.C. C)C (Print/type)
Notary Public
(Note: Notary Public must sign exactly as on notary seal)
My Commission Expires: �z 21,)? a 2-
[NOTARY SEAL]
(MOIST BE FULLY LEGIBLE)
16

SIGNATURE PAGE
for
REAL ESTATE PURCHASE CONTRACT
SELLER:
� ��t — SEAL
TOMMY "WITTY
Date: l d as
NORTH CAROLINA
COUNTY OF rr�" �n�
I, s7. On a Notary Public of County and State of North
Carolina, do hereby certify that ..'' (the "Signatory"), personally appeared
before me this day and by authority duly gi en, acknowled ed the due execution ofthe foregoing instrument
on behalf of the corporation.
I certify that the Signatory personally appeared before me the day, and (check one of the following):
(I have personal knowledge of the identity of the Signatory); or
(I have seen satisfactory evidence of the Signatory's identity, by a current or state or federal
identification with the Signatory's photograph in the form of (check one of the following)
a driver's license or
in the form of
or
(a credible witness has sworn to the identity of the Signatory).
The Signatory acknowledged to me that lie/she voluntarily signed the foregoing document for the
purpose stated therein and in the capacity indicated.
Witness my hand and official stamp or seal this t�day of , 2021.
I' L %AA A 16-f\ (Signature)
,4"Notary Pub is
��. (Print/type)
Notary Public
(Note: Notary Public must sign exactly as on notary seal)
My
Commi[NOTARYssion
Expires: 1b, jq -a„6 --
(MUST BE FULLY LEGIBLE)
17

RECEIPT OF DEPOSIT
The Escrow Agent hereby acknowledges the receipt of the Deposit from Purchaser to be
held and distributed in accordance with the terms and provisions of this Contract.
ESCROW AGENT:
STEWART TITLE GUARANTY COMPANY
IM
NAME:
DATE:
18

EXfIIBIT "A"
ATTACHED TO AND MADE A PART OF REAL ESTATE PURCHASE CONTRACT
BY AND BETWEEN BODDIE-NOELL ENTERPRISES, INC., AS "PURCHASER" AND
TOMMY E. TWITTY, AS "SELLER"
THE PREMISES
19

r
^ ��'c A�� � A aN�toNa]NiSSON'NNf19
3p 3n .
A x �xi Hsi ASUlS
�
' a SIB � y

EXHIBIT "B"
ATTACHED TO AND MADE A PART OF REAL ESTATE PURCHASE CONTRACT
BY AND BETWEEN BODDIE-NOELL ENTERPRISES, INC., AS "PURCHASER" AND
TOMMY E. TWITTY, AS "SELLER"
ESCROW AGREEMENT
(See attached)
20

FSCROW AGREEMENT
THIS ESCROW AGREEMENT is made this 12 day of May, 2021 by and among
STEWART TITLE GUARANTY COMPANY C Escrow Agent") and BODDIEWNOELL
ENTERPRISES, INC., a North Carolina corporation ("Purchaser") and TOMii! Y E. TWITTY
("Seller").
RECITALS
1. Purchaser and Seller have entered into a Real Estate Purchaser Contract dated
May 10, 2021 for the sale and purchase of real property described tlrexein in Bunn, Franklin
County, North Carolina (the "Contract").
2. All capitalized terms used but not defined in this Agreement shall have the
meanings given such terms in the Contract.
3. The Contract requires that the Escrow Deposit be hold in escrow; and
4. Purchaser and Seller have requested Stewart Title Guaranty Company serve as
Escrow .Agent in accordance with the terms and provisions of this Agreement.
NOW, THEREFORE, in consideration of the premises, the covenants and agreements
herein and in said contract for sale and purchase and the prospective issuance of title insurance, it
is agreed as follows:
1. ' Purchaser and Seller hereby appoint Stewart Title `Guaranty Company as Escrow
Agent under this Agreement.
2. The Escrow Deposit is hereby delivered to Escrow Agent by Purchaser receipt of
which Escrow Agent does hereby acknowledge: Escrow Agent shall hold the Escrow Deposit
described in this paragraph until written release/ disbursement instructions are given to Escrow
Agent by Purchaser and Seller.
The following additional documents shall be delivered to Escrow Agent: None
4. All checks, money orders or drafts deposited with Escrow Agent under this
Agreement will be processed for collection in the normal course of business. Escrow Agent may
commingle funds received by it in escrow with funds of others and may, without limitation,
deposit such funds in its trust or escrow accounts with Stewart Title Guaranty Company or any
Other reputable Trust Company, Bank, Savings Bank or Savings Association.. It is understood
that Escrow Agent shall be under no obligation to invest the funds deposited with it on behalf of
any depositor unless specifically so directed in writing by depositor and agreed to in writing by
Escrow Agent and any other party hereto, nor shall it be accountable for any incidental benefit
attributable to the fiords which may be received by Escrow Agent while it holds such funds.
Escrow Agent shall not be liable for any loss caused by the failure, suspension, bankruptcy or
dissolution of any such investment vehicle or fund,

5. Escrow Agent shall not be liable for any loss or damage resulting from the
following
(a) Any defects or conditions of title to any property except those resulting
fiom its own acts or insured by a title insurance policy ofStewart Title
Guaranty Company which is issued or to be issued. No title insurance
liability is created by this Agreement,
(b) Any defects in the property purchased, obligations or rights of any tenant or
other party in possession, the surrender of possession or any
misrepresentations inade by any other party.
(c) Any default, error, action or omission of any other party.
(d) The expiration of any time limit or other delay, unless such time, limit was
brown to Escrow Agent and such loss is solely caused by failure of Escrow
Agent to proceed in its ordinary course of business.
(e) Lack of authenticity, sufficiency and effectiveness of any documents
delivered to it and lack of genuineness of any signature or authority of any
Person to sign any such document.
( Any loss or impairment of funds deposited in the course of collection or
while on deposit with a Trust Company, Bank, Savings Bank or Savings
Association resulting from failure, insolvency or suspension of such
institution.
(g) Escrow Agent complying with any and all legal process, writs, orders,
judgments, and decrees of airy court whether issued with our without
jurisdiction and whether or not subsequently vacated, modified, set aside or
reversed.
(h) Escrow Agent asserting or failing to assert any cause of action or defense in
any judicial, administrative or other proceeding either in the interest of itself
or any other party or parties.
(i) Any good faith act or forbearance by Escrow Agent,
6. Escrow Agent shall have no obligation to inquire into the authenticity of any
written instzuctians delivered to it as required by this Agreement not to inquire as to the
genuineness of any signature of authority of any person to issue such instructions.
7, If written notice of default, non-perfolmauce, or dispute by or between the other -
parties hereto is given to Escrow Agent within reasonable time prior to .its required performance
by any such panties Escrow Agent shall notify in writing all other parties of the receipt of such
notice and shall not be required to perform its obligations hereunder if Escrow Agent deems it to
be in its best interests not to so perform. If within (15) days from the date of mailing of such
notice by Escrow Agent a written instruction reply has not been received by Escrow Agent or a
2

conflicting instruction reply has been received within such time period from any party, Escrow
Agent may in its sole discretion perform in accordance with its obligations hereunder or file any
interpleader action to resolve the cor lict, Escrow Agent shall be indemnified, saved and held
harmless by the other parties for all of its expenses, costs and reasonable attorney fees incurred
in connection with an interpleader action and such expenses, costs and Nees may be deducted
from the funds held hereunder.
8. If Escrow Agent is .made a party to any judicial, non -judicial or administrative
action, hearing or process based on acts of any of the other parties hereto and not an the
malfeasance and/or negligence of Escrow Agent in performing its duties hereunder and which
seeks to attach, recover or direct disbursemetrt/release of the subject matter of this Agreement,
the expenses, costs and reasonable attorney fees incurred by Escrow Agent in responding to such
action, hearing or process may be deducted from the funds held hereunder and the proceeding
shall indemnify save and hold Escrow Agent harmless from said expenses costs and fees so
incurred.
9. The fee for the set vices of the Escrow Agent hereunder is N/A plus an additional
fee of --,------- per deposit of documents/funds made after -------- (date) which fee is to be
the obligation of --V-- ----- and may be deducted from the escrow funds upon disbursement
thereof However, if at the time of a request for disbursement and/or release of escrow funds
and/or documents as required hereunder, Escrow agent is advised or becomes aware that the
subject transaction shall not close or is anticipated not to close pursuant to the contract for sale
and purchase or to the terms hereunder by reason of a dispute between the other parties hereto or
by reason of cancellation of such transaction by mutual consent, or if the request for ,Stewart
Title Guaranty Insurance policy covering said transaction is cancelled, Escrow Agent shall be
entitled to the sum of N/A for services rendered hereunder to be paid prior to such
disbursernenthelease or to be deducted front the escrow funds upon disbursement thereof or to be
a permitted charge against such funds when deposited in court or in any proceedings hereinabove
mentioned,
IN WITNESS W.EIEREQF, the undersigned have hereunto set their hands and seals as of this
day of May, 2021.
(Signature pages to follow)
3

SIGNATURE PAGE
FOR
ESCROW ACRE IYIENT
May 2021
PURCHASER:
BODDIENOELL ENTERPRISES, .IN ., a North
Carolina mporation
By:
Name: Michael 14, Hancock
Title: Executive Vice President

SIGNATURE PAGE
FOR
ESCROW AGREEMENT
May -1 , 2021
SELLER:
TOMMY E. TWITTY

EXHIBIT "C"
ATTACHED TO AND MADE A PART OF REAL ESTATE PURCHASE CONTRACT
BY AND BETWEEN BODDIE-NOELL ENTERPRISES, INC., AS "PURCHASER" AND
TOMMY E. TWITTY, AS "SELLER"
DECLARATION OF RECIPROCAL EASEMENTS, COVENANTS AND
RESTRICTIONS
(Sec attached)
21

Prepared By: Randall B. Pridgen
Randall B. Pridgen, PLLC
Post Office Box 8385
Rocky Mount, NC 27804
DECLARATION OF RECIPROCAL EASEMENTS COVENANTS AND RESTRICTIONS
THIS DECLARATION OF RECIPROCAL EASEMENTS, COVENANTS AND
RESTRICTIONS (the "Agreement") is made and entered into this day of
, 2021, by and between BODDIE-NOELL ENTERPRISES, INC., a North
Carolina corporation (the "Parcel 1 Owner"), and (the
"Parcel 2 Owner").
RECITALS
A. The Parcel 1 Owner is the owner of that certain real property situated in Franklin
County, North Carolina shown on the plat designated as Exhibit "A", attached
hereto and incorporated herein by this reference, and designated as Parcel 1
("Parcel 1 ").
B. The Parcel 2 Owner is the owner of that certain real property situated Franklin
County, North Carolina shown on Exhibit "A" and designated as Parcel 2 ("Parcel
2"
C. The Owners intend to develop or allow or cause the development of the Parcels
as retail/commercial sites.
D. The parties hereto desire to impose certain easements upon the Parcels, and to
establish certain covenants, conditions and restrictions with respect to said
Parcels, for the mutual and reciprocal benefit and complement of Parcel 1 and
Parcel 2 and the present and future owners and occupants thereof, on the terms
and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the above premises and of the covenants herein
contained, the Parcel 1 Owner and the Parcel 2 Owner hereby covenant and agree that
the Parcels and all present and future owners and occupants of the Parcels shall be and
hereby are subject to the terms, covenants, easements, restrictions and conditions
hereinafter set forth in this Agreement, so that said Parcels shall be maintained, kept,

sold and used in full compliance with and subject to this Agreement and, in connection
therewith, the parties hereto on behalf of themselves and their respective successors and
assigns covenant and agree as follows:
AGREEMENTS
1. Definitions. For purposes hereof:
(a) The term "Owner" or "Owners" shall mean the Parcel 1 Owner (as to
Parcel 1) and the Parcel 2 Owner (as to Parcel 2) and any and all
successors or assigns of such persons as the owner or owners of fee simple
title to all or any portion of or interest in the real property covered hereby,
whether by sale, assignment, inheritance, operation of law, trustee's sale,
foreclosure, or otherwise, but not including the holder of any lien or
encumbrance on such real property.
(b) The term "Parcel" or "Parcels" shall mean each separately identified
parcel of real property now constituting a part of the real property subjected
to this Agreement as shown on Exhibit "A", that is, Parcel 1 and Parcel 2,
and any future subdivisions thereof.
(c) The term "Permittees" shall mean the tenant(s) or occupant(s) of a
Parcel, and the respective employees, agents, contractors, customers,
invitees and licensees of (i) the Owner of such Parcel, and/or (ii) such
tenant(s) or occupant(s).
(d) The term "Access Easement Area" shall mean the area shown on
Exhibit A as the " " and related driveway
improvements, paving, curbing, and entryway, in the location on Parcel 1
for ingress and egress to South Main Street (NC Highway 98) as shown on
Exhibit "A".
(e) The term "BMP Easement Area" shall mean the area of Parcel 1
designated and shown on Exhibit A as "BMP EASEMENT".
(f) The Term "BMP Pond" means best management practices storm
water detention pond to be built in the BMP Easement Area.
(g) The term "Governmental Authorities" shall mean the Town of Bunn,
North Carolina or any other governmental authorities having jurisdiction
over the Parcels.
(h) Except as otherwise provided in this Agreement, Exhibit A is for
identification purposes only.
2

2. Easements.
2.1 Grant of Easements. Subject to any express conditions, limitations and
reservations contained herein, the Parcel 1 Owner hereby grants, establishes,
covenants and agrees that the Parcels, and all Owners and Permittees of the
Parcels, shall be benefited and burdened by the following nonexclusive, perpetual
easements which are hereby imposed upon Parcel 1 and all present and future
Owners and Permittees of Parcel 1:
(a) Access. The Parcel 1 Owner grants and conveys to the Parcel 2
Owner and its Permittees and its successors and assigns, a non-exclusive
perpetual easement for reasonable access, ingress and egress over the
Access Area, so as to provide for the passage of motor vehicles and
pedestrians furnishing access to and from South Main Street (NC Highway
98) and Parcel 1 and Parcel 2. The Parcel 1 Owner shall construct and
pave the Access Area and entryway from South Main Street (NC Highway
98) with asphalt. Such construction shall commence with and be completed
simultaneously with the commencement and completion of any building
constructed on Parcel 1.
(b) BMP Pond/BMP Easement Area. The Parcel 1 Owner hereby
creates and establishes for the benefit of each Parcel 2 Owner a perpetual,
non-exclusive private drainage easement located within the BMP Easement
Area to discharge storm and surface water, including discharge into the
BMP Pond. The Parcel 1 Owner shall construct at its sole cost and expense
the BMP Pond in the BMP Easement Area to be used by the Parcel 1 Owner
and the Parcel 2 Owner. The BMP Pond shall be built with sufficient size so
as to accommodate and receive storm water flow on and from Parcel 2 and
the storm water flow on and from Parcel 1. The BMP Pond shall be
constructed in accordance with the requirements of all Governmental
Authorities having jurisdiction over construction of the BMP Pond and the
Parcel 1 Owner shall obtain, at its own cost and expense, all licenses,
permits and approvals necessary andlor required in connection with
construction of the BMP Pond. The Parcel 2 Owner, as a party who will
derive benefit from use of the BMP Pond in the BMP Easement Area,
agrees to execute any and all documents that may be required by any
Governmental Authorities in connection with construction of the BMP Pond
in the BMP Easement Area provided such documents do not impose any
construction -related monetary obligation on the Parcel 2 Owner.
The Parcel 1 Owner and the Parcel 2 Owner shall each have the right to use
the BMP Pond, including, without limitation, the right to extend storm water
facility lines and connections to the BMP Pond and to go upon the BMP
Easement Area from time to time for the purpose of cleaning, maintaining,
repairing and restoring the BMP Easement Area and BMP Pond as necessary
from time to time.
3

2.2 Temporary Construction Easements. In connection with any work to be
performed in the construction of the Access Area and the BMP Pond and the
installation of storm water facility lines and connections, each Owner hereby grants
the other temporary easements for incidental encroachments upon the Owner's
Parcel which may occur as a result of construction, so long as such encroachments
are kept within the reasonable requirements of construction work expeditiously
pursued and do not unreasonably interfere with use of such Owner's Parcel, and
so long as customary insurance is maintained protecting the other party from the
risks involved.
2.3 Indemnification. The Parcel 2 Owner (the "Indemnifying Owner") shall
indemnify and hold the Parcel 1 Owner harmless from and against all claims,
liabilities and expenses (including reasonable aftorneys' fees) relating to accidents,
injuries, loss, or damage of or to any person or property arising from the negligent,
intentional or willful acts or omissions of such Indemnifying Owner, its contractors,
employees, agents, or others acting on behalf of such Indemnifying Owner.
2.4 Access Openings. The opening(s) and access point(s) between the
Parcels and the Access Area (hereinafter called the "Access Openings") shall in
no event be blocked, closed, altered, changed or removed by the Owners. There
shall be maintained between the Access Openings a smooth and level grade
transition to allow the use of the Access Area for pedestrian and vehicular ingress
and egress as set forth in Paragraph 2.1 above. Except with respect to the Access
Openings, the Parcel 1 Owner shall be permitted to maintain a fence, curbing,
landscaping or other improvements along the boundary line of its Parcel.
2.5 Reasonable Use of Easements.
(a) The easements herein above granted shall be used and enjoyed by
the Parcel 2 Owner and its Permittees in such a manner so as not to
unreasonably interfere with, obstruct or delay the conduct and operations
of the business of the Parcel 1 Owner or its Permittees at any time
conducted on its Parcel, including, without limitation, public access to and
from said business, and the receipt or delivery of merchandise in connection
therewith.
(b) Once the BMP Pond is installed pursuant to the easement granted
in Paragraph 2.1(b) hereof, no permanent building, structures, trees or other
improvements inconsistent with the use and enjoyment of such easement
shall be placed over or permitted to encroach upon such water detention,
drainage and utility installations. The Parcel 2 Owner shall not
unreasonably withhold its consent to the reasonable relocation of such
installations requested by the Parcel 1 Owner, at the Parcel 1 Owner's sole
cost and expense, so long as water detention and drainage services to the
Parcel 2 are not unreasonably interrupted and the remaining provisions of
this Paragraph 2.5 are complied with.
52

(c) Once commenced, any construction undertaken in reliance upon an
easement granted herein shall be diligently prosecuted to completion, so as
to minimize any interference with the business of the Parcel 1 Owner and
its Permittees. Except in cases of emergency, if the exercise of the right of
an Owner to enter upon Parcel 1 to prosecute work on Parcel 1 pursuant to
the easements set forth herein interferes with utility or drainage facilities or
Ingress, egress or access to or in favor of the Parcel 1 Owner, such work
shall be undertaken only in such a manner so as to minimize any
interference with the business of the Parcel 1 Owner and its Permittees to
the extent reasonably practicable. In any case, no affirmative monetary
obligation shall be imposed upon the Parcel 1 Owner, and Parcel 2 shall
with due diligence repair at its sole cost and expense any and all damage
caused by such work and restore the affected portion of the Parcel 1 to a
condition which is equal to or better than the condition which existed prior
to the commencement of such work. In addition, the Parcel 2 Owner shall
pay all costs and expenses associated therewith and shall indemnify and
hold harmless the Parcel 1 Owner and its Permittees from all damages,
losses, liens or claims attributable to the performance of such work.
3. Maintenance; Expenses.
3.1 General. The costs (the "Costs") associated with the initial construction of
the Access Area and the BMP Pond and related facilities, and the ongoing and
routine maintenance of the same shall be allocated among the Owners, in
accordance with the provisions of this Paragraph 3.
3.2 Cost Associated with Construction of the Access Area. The Parcel 1 Owner
shall be solely responsible for the Costs of initial construction of the Access Area.
3.3 Costs Associated with Construction of the BMP Pond. The Parcel 1 Owner
shall be solely responsible for the Costs of initial construction of the BMP Pond.
The Parcel 2 Owner shall be solely responsible for the cost of installation and
maintenance of any storm water piping required for the utilization of the BMP Pond
by the Parcel 2 Owner, its successors and assigns.
3.4 Ongoing and Routine Maintenance Associated with Access Easement
Area, BMP Easement Area and BMP Pond. Subsequent to the initial Costs
associated with construction of the Access Area and the BMP Pond, subject to any
other limitations contained in this Agreement (including those outlined in
subparagraph 3.7), the Pro Rata Share of the Costs associated with "ongoing and
routine maintenance" of the Access Area, BMP Easement Area and BMP Pond
(collectively, the "Easement Areas"), shall be determined in accordance with the
provisions of this subparagraph. The initial Costs of the ongoing and routine
maintenance of the Easement Areas shall be the sole responsibility of the Parcel
1 Owner until the commencement of construction of one or more buildings and/or
parking lot(s) on Parcel 2. Thereafter, the Pro Rata Share of the Costs attributable
to Parcel 1 shall be determined by multiplying the Costs by a fraction, the
numerator of which is the square footage of Parcel 1 and the denominator of which
5

is the sum of the square footage of Parcel 1 and Parcel 2. Likewise, the Pro Rata
Share of the Costs attributable to Parcel 2 shall be determined by multiplying the
Costs by a fraction the numerator of which is the square footage of Parcel 2 and
the denominator of which is the sum of the square footage of Parcel 1 and Parcel
2.
The Parcel 1 Owner shall be responsible for performing the ongoing and
routine maintenance of the Easement Areas subject to the Parcel 2 Owner's
reimbursement for its Pro Rata Share. In the event the Parcel 1 Owner defaults in
its obligation to so maintain the Easement Areas and such default continues for
thirty (30) days after written notice to the Parcel 1 Owner, then the Parcel 2 Owner
shall have the right to perform such maintenance and recover the Parcel 1 Owner's
Pro Rata Share of the Costs from the Parcel 1 Owner. Notwithstanding anything
in the foregoing to the contrary, no notice to the Parcel 1 Owner shall be necessary
in the event of an emergency and the Parcel 2 Owner is unable to reasonably
provide notice to the Parcel 1 Owner or the Parcel 1 Owner does not take
immediate action to address the emergency.
"Ongoing and routine maintenance" shall mean keeping the Easement
Areas in well -maintained, safe, clean and attractive condition in a commercially
reasonable fashion consistent with Franklin County, North Carolina standards and
in a good and passable condition that is harmonious with the Parcels at all times.
Such maintenance shall include, but not be limited to-
(i) Prompt removal of all litter, trash, refuse and waste.
(ii) Lawn mowing in the BMP Easement Area.
(iv) Keeping exterior lighting and mechanical facilities in working order.
(v) Keeping Access Area and entry way in good condition and repair.
(vi) Complying with all requirements of Governmental Authorities.
(vii) Striping and re -paving of the Access Area.
(viii) Repair and/or replacement of exterior damages and improvements.
(ix) Snow and ice removal.
The Owners hereto acknowledge and agree that any costs of repair of the
Easement Areas that are the result of construction vehicles using the Easement
Areas during construction, repair and renovation of improvements constructed or
to be constructed on Parcel 1 or Parcel 2 shall not be considered Costs for ongoing
and routine maintenance as defined herein. The responsibility for such repairs
shall be the responsibility of the Owner for whom the construction vehicles were
performing work.
h
u

From and after the date on which the Parcel 1 Owner is no longer solely
responsible for the ongoing and routine maintenance of the Easement Areas, the
necessity for repairs or maintenance and the execution of the same shall be
determined in the following manner:
Either Owner may provide written notice to the other that certain repairs,
maintenance, or replacements other than ongoing and routine maintenance are
deemed necessary by such Owner and the estimated cost thereof. The other
Owner shall respond to such notice in writing within fourteen (14) days either
agreeing with the notice or disagreeing with such notice, either wholly or in part,
setting forth the basis for disagreement. The Owner providing the original notice
may then attempt to reach an agreement with the other Owner or may submit the
matter to McAdams, Durham, North Carolina, or another engineering firm
agreeable to both Owners (the "Engineer"), for resolution of the matter. The
determination of the Engineer shall be final and binding on both Owners. The
Owner in whose favor the Engineer rules, shall pay the costs of the Engineer in
making the determination. The Owner providing the original notice shall execute
the work (by itself or through its contractor) unless the Owners agree that one or
the other or both shall share in that effort. The Owners shall share the costs of
such work ("Non -Routine Costs") pro rata as set forth above, except to the extent
that such costs exceed one hundred twenty percent (120%) of the original
estimate, in which case the Owner undertaking the work shall pay any such
excess. The Owner undertaking the work may assess such Non -Routine Costs of
such work in accordance with the remittance or pay schedule under any contract
for such work. Such assessment shall be by written invoice or statement (as
hereinafter defined) to the other Owner. In the event the Owners cannot agree
upon the successor to Stocks Engineering, P.A., the Engineer shall be a reputable
licensed civil engineer with experience in wastewater management practicing in
Franklin County, North Carolina designated by the Clerk.
3.5 Payment of Costs. Each Owner shall pay its Pro Rata Share of the Costs
and Non -Routine Costs assessed against such Owner within fifteen (15) business
days of receipt from the Parcel 1 Owner of a written invoice or statement (the
"Invoice"). In the event any property Owner fails to reimburse the Parcel 1 Owner
for the Costs or Non -Routine Costs within fifteen (15) business days of receipt of
the Invoice, in addition to the right of reimbursement and any other rights and
remedies provided for at law or in equity, the Owner incurring such costs shall have
the right to file a notice of lien (the "Notice") in the Office of the Clerk of Superior
Court for Franklin County, North Carolina (the "Clerk"), which Notice shall be a lien
against the Parcel of the non-paying property Owner for the full amount of the
Costs or Non -Routine Costs attributable to the non-paying Owner, together with
reasonable attorneys fees and other costs of collection, and interest thereon from
the date the Costs were incurred until paid, which interest shall accrue at the legal
rate in effect from time to time. The Notice shall be junior and subordinate to the
lien of any previously recorded mortgage affecting the Parcel of the non-paying
property Owner. Nothing herein shall preclude an Owner from disputing the Costs
or Non -Routine Costs and upon the filing of a civil action in the General Court of
Justice of Franklin County disputing the Costs or Non -Routine Costs and the filing
7

of a bond in the amount of such Costs or Non -Routine Costs with the Clerk, such
lien shall be released.
3.6 Subdivision of Parcels. In the event that a Parcel is subdivided at a future
date, the parcels created by such subdivision each shall be deemed to be a
"Parcel" hereunder and the Owner thereof shall be responsible for its pro -rats
portion of the Costs and Non -Routine Costs in accordance with the formulas
established in this Paragraph 3 and such Parcels shall be subject to the filing of a
Notice in the event of nonpayment of the Costs and Non --Routine Costs attributable
to such parcels. Each of the Owners agrees to join in the execution and delivery
of any document evidencing the subdivision and allocation of responsibility
hereunder which is reasonably requested by the subdividing Owner, and such
document shall be recorded in the Franklin County Registry and be binding upon
the Owners and their respective successors and assigns.
3.7 Damages. Any damage to Parcel 1 that may occur either within or outside
the Easement Areas located on Parcel 1 resulting from the Parcel 2 Owner's use
of the Easement Areas located on Parcel 1, other than ordinary wear and tear,
shall be promptly repaired by the Parcel 2 Owner at its sole cost and expense. if
the Parcel 2 Owner fails to so repair Parcel 1 as required hereunder, the Parcel 1
Owner may, but shall not be obligated to, after providing five (5) days prior written
notice and the right to cure to the Parcel 2 Owner, perform the required repairs
and be entitled to reimbursement from the Parcel 2 Owner for the applicable costs
thereof plus interest at the legal rate from the date of expenditure by the Parcel 1
Owner until paid in full. Such obligation shall be deemed to be "Costs" owed by
the Parcel 2 Owner to which the provisions of Section 3.5 are applicable.
4. Use Restrictions.
4.1 General. Each Parcel shall be used for lawful purposes in conformance with
all restrictions imposed by all applicable governmental laws, ordinances, codes,
and regulations, and no use or operation shall be made, conducted or permitted
on or with respect to all or any portion of a Parcel which is illegal.
4.2 Use Restrictions. In consideration of the Parcel 1 Owner's grant of the
easements to the Parcel 2 Owner as set forth above, the Parcel 2 Owner expressly
agrees that no other parcel of property within a radius of 2000 feet of Parcel 1 or
any part thereof (the "Restricted Property"), now or hereafter owned by the Parcel
2 Owner, or by a partnership, limited liability company or corporation in which the
Parcel 2 Owner owns any ownership interest, shall be used as, incidental to, in
connection with, sold for or leased to a McDonalds, Burger King, Wendy's, Sonic,
Bojangles, Kentucky Fried Chicken or Chick-Fil-A or other restaurant that sells
hamburgers, chicken and/or biscuits as primary menu items. The exclusive use
restriction shall burden the Restricted Property for a period of twenty (20) years
from the recordation of the deed from the date of recordation of this Declaration,
shall be enforceable by the Parcel 1 Owner, its successors and assigns, and shall
be binding upon any grantee, lessee, transferee of the Parcel 2 Owner, its heirs,
successors and assigns. The Parcel 2 Owner shall cause to be inserted in any
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deed, lease or other document relative to any part of the Restricted Property the
restrictions upon use set forth herein, indicating that the Restricted Property is
burdened by this restriction and that the same runs with and is appurtenant to
Parcel 1.
5. Insurance. Throughout the term of this Agreement, each Owner shall procure and
maintain general and/or comprehensive public liability and property damage
insurance against claims for personal injury (including contractual liability arising
under the indemnity contained in Paragraph 2.3 above), death, or property damage
occurring upon the Parcels, with single limit coverage of not less than an aggregate
of One Million Dollars ($1,000,000.00) including umbrella coverage, if any, and
naming each other Owner (provided the Owner obtaining such insurance has been
supplied with the name of such other Owner in the event of a change thereof) as
additional insureds. Either Owner may choose to insure its obligations hereunder
as part of a blanket policy of insurance covering its other facilities and the Owners
each agree that such policy is acceptable if it meets all the other requirements of
this paragraph.
6. Taxes and Assessments. Each Owner shall pay all taxes, assessments, or
charges of any type levied or made by any governmental body or agency with
respect to its Parcel.
7. No Rights in Public; No Implied Easements. Nothing contained herein shall be
construed as creating any rights in the general public or as dedicating for public
use any portion of Parcel 1 or Parcel 2. No easements except those expressly set
forth in Paragraph 2, are granted or shall be implied by this Agreement; in that
regard, and without limiting the foregoing, no easements for parking or signage are
granted or implied.
8. Remedies and Enforcement.
8.1 All Legal and Equitable Remedies Available. In the event of a breach or
threatened breach by any Owner or its Permittees of any of the terms, covenants,
restrictions or conditions hereof, the other Owner(s) shall be entitled forthwith to
full and adequate relief by injunction and/or all such other available legal and
equitable remedies from the consequences of such breach, including payment of
any amounts due and/or specific performance.
8.2 Self -Help. In addition to all other remedies available at law or in equity, upon
the failure of a defaulting Owner to cure a breach of this Agreement, other than a
default in making any payment or reimbursement due hereunder, within thirty (30)
days following written notice thereof by an Owner (unless, with respect to any such
breach the nature of which cannot reasonably be cured within such 30-day period,
the defaulting Owner commences such cure within such 30-day period and
thereafter diligently prosecutes such cure to completion), any non -defaulting
Owner shall have the right to perform such obligation contained in this Agreement
on behalf of such defaulting Owner and be reimbursed by such defaulting Owner
upon demand for the reasonable costs thereof together with interest at the legal
IS]

rate. Notwithstanding the foregoing, in the event of (i) an emergency, and/or (ii)
blockage or material impairment of the easement rights, a non -defaulting Owner
may immediately cure the same and be reimbursed by the defaulting Owner upon
demand for the reasonable cost thereof together with interest at the Prime Rate,
plus two percent (2%), as above described.
8.3 Lien Rights. Any claim for reimbursement, including interest as aforesaid,
and all costs and expenses including reasonable attorneys' fees awarded to any
Owner in enforcing any payment in any suit or proceeding under this Agreement
shall be assessed against the defaulting Owner in favor of the prevailing party and
shall constitute a lien (the "Assessment Lien") against the Parcel of the defaulting
Owner until paid, effective upon the recording of a notice of lien with respect thereto
in the Clerk's office; provided, however, that any such Assessment Lien shall be
subject and subordinate to (i) liens for taxes and other public charges which by
applicable law are expressly made superior, (ii) all liens recorded in the Franklin
County Register of Deeds ("Franklin Registry") prior to the date of recordation of
said notice of lien, and (iii) all leases entered into, whether or not recorded, prior
to the date of recordation of said notice of lien. All liens recorded subsequent to
the recordation of the notice of lien described herein shall be junior and
subordinate to the Assessment Lien. Upon the timely curing by the defaulting
Owner of any default for which a notice of lien was recorded, the party recording
same shall record an appropriate release of such notice of lien and Assessment
Lien.
8.4 Remedies Cumulative. The remedies specified herein shall be cumulative
and in addition to all other remedies permitted at law or in equity.
8.5 No Termination For Breach. Notwithstanding any provision in this
Agreement to the contrary, no breach hereunder shall entitle any Owner to cancel,
rescind, or otherwise terminate this Agreement. No breach hereunder shall defeat
or render invalid the lien of any mortgage or deed of trust upon any Parcel made
in good faith for value, but the easements, covenants, conditions and restrictions
hereof shall be binding upon and effective against any Owner of such Parcel
covered hereby whose title thereto is acquired by foreclosure, trustee's sale, or
otherwise.
8.6 Irreparable Harm. In the event of a violation or threat thereof of any of
the provisions of paragraphs 2 and/or 4 of this Agreement, each Owner agrees
that such violation or threat thereof shall cause the non -defaulting Owner
and/or its Permittees to suffer irreparable harm and such non -defaulting Owner
and its Permittees shall have no adequate remedy at law. As a result, in the
event of a violation or threat thereof of any of the provisions of paragraphs 2
and/or 4 of this Agreement, the non -defaulting Owner, in addition to all
remedies available at law or otherwise under this Agreement, shall be entitled
to injunctive or other equitable relief to enjoin a violation or threat thereof of
paragraphs 2 and/or 4 of this Agreement.
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9. Term. The easements, covenants, conditions and restrictions contained in this
Agreement shall be effective commencing on the date of recordation of this
Agreement in the Franklin Registry and, except as otherwise provided in this
Agreement, shall remain in full force and effect thereafter in perpetuity, unless this
Agreement is modified, amended, canceled or terminated by the written consent
of all then record Owners of Parcel 1 and Parcel 2 in accordance with paragraph
10.2 hereof.
10. Miscellaneous.
10.1 Attorneys' Fees. In the event a party institutes any legal action or
proceeding for the enforcement of any right or obligation herein contained, the
prevailing party after a final adjudication shall be entitled to recover its costs and
reasonable attorneys' fees incurred in the preparation and prosecution of such
action or proceeding.
10.2 Amendment. The parties agree that the provisions of this Agreement
may be modified or amended, in whole or in part, or terminated, only by the written
consent of all record Owners of Parcel 1 and Parcel 2, evidenced by a document
that has been fully executed and acknowledged by all such record Owners and
recorded in the Franklin Registry.
10.3 Consents. Wherever in this Agreement the consent or approval of an
Owner is required, unless otherwise expressly provided herein, such consent or
approval shall not be unreasonably withheld, conditioned or delayed. Any request
for consent or approval shall: (a) be in writing; (b) specify the section hereof which
requires that such notice be given or that such consent or approval be obtained;
and (c) be accompanied by such background data as is reasonably necessary to
make an informed decision thereon. The consent of an Owner under this
Agreement, to be effective, must be given, denied or conditioned expressly and in
writing.
10.4 No Waiver. No waiver of any default of any obligation by any party hereto
shall be implied from any omission by the non -defaulting party to take any action
with respect to such default.
10.5 No Agency. Nothing in this Agreement shall be deemed or construed by
either party or by any third person to create the relationship of principal and agent
or of limited or general partners or of joint venturers or of any other association
between the parties.
10.6 Covenants to Run with Land. It is intended that each of the easements,
covenants, conditions, restrictions, rights and obligations set forth herein shall run
with the land and create equitable servitudes in favor of the real property benefited
thereby, shall bind every person having any fee, leasehold or other interest therein
and shall inure to the benefit of the respective parties and their successors,
assigns, heirs, and personal representatives.
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10.7 Grantee's Acceptance. The grantee of any Parcel or any portion thereof or
interest therein, by acceptance of a deed conveying title thereto or the execution
of a contract for the purchase thereof, whether from an original party or from a
subsequent owner of such Parcel, shall accept such deed or contract upon and
subject to each and all of the easements, covenants, conditions, restrictions and
obligations contained herein. By such acceptance, any such grantee shall for
himself and his successors, assigns, heirs, and personal representatives,
covenant, consent, and agree to and with the other party, to keep, observe, comply
with, and perform the obligations and agreements set forth herein with respect to
the property so acquired by such grantee.
10.8 Separability. Each provision of this Agreement and the application thereof
to Parcel 1 and Parcel 2 are hereby declared to be independent of and severable
from the remainder of this Agreement. If any provision contained herein shall be
held to be invalid or to be unenforceable or not to run with the land, such holding
shall not affect the validity or enforceability of the remainder of this Agreement. In
the event the validity or enforceability of any provision of this Agreement is held to
be dependent upon the existence of a specific legal description, the parties agree
to promptly cause such legal description to be prepared. Ownership of both
Parcels by the same person or entity shall not terminate this Agreement nor in any
manner affect or impair the validity or enforceability of this Agreement.
10.9 Time of Essence. Time is of the essence of this Agreement.
10.10 Entire Agreement. This Agreement contains the complete understanding
and agreement of the parties hereto with respect to all matters referred to herein,
and all prior representations, negotiations, and understandings are superseded
hereby.
10.11 Notices. Any notices, requests, or other communications required or
permitted to be given hereunder shall be in writing and shall be delivered by hand
or overnight commercial courier or mailed by United States registered or certified
mail, return receipt requested, postage prepaid and addressed to each party at its
address as set forth below. Any such notices, requests or other communications
shall be considered given or delivered, as the case may be (a) on the date of hand
delivery, (b) on the second (2nd) day following the date of deposit in the United
States mail, or (c) on the next business day after the date of deposit with an
overnight commercial courier as provided above. If a notice is given by more than
one method, it will be deemed received upon the earlier of the dates of receipt
pursuant to this Section. Rejection or other refusal to accept or inability to deliver
because of change of address of which no notice was given shall be deemed to
be receipt of the notice, request, or other communication. By giving at least five
(5) days prior written notice thereof to the other parties, a party hereto may from
time to time and at any time change its mailing address hereunder; provided,
however, notwithstanding anything herein to the contrary, in order for the notice of
address change to be effective it must actually be received:
M

If To Parcel 1 Owner: Boddie -Noel[ Enterprises, Inc.
Attention:
Mailing Address: P.O. Box 1908
Rocky Mount, NC 27802-1908
Physical Address: 1021 Noell Ln.
Rocky Mount, NC 27804
Telephone: [phone]
With a copy to: Randall B. Pridgen, PLLC
(which shall not Attention: Randall B. Prid_ en
constitute notice) Mailing Address: P. O. Box 8385
Rocky Mount, NC 27804
Physical Address: 101 Candlewood Road
Rocky Mount, NC 27804
Telephone: [phone]
If To Parcel 2 Owner:
Attention:
Mailing Address:
Physical Address:
With a copy to:
(which shall not
constitute notice)
Telephone:
Attention:
Mailing Address:
Physical Address:
Telephone:
Or to such other address as the parties may from time to time designate by like
notice to the other parties. Unless directed otherwise by prior written notice, counsel for
an Owner may send written notices required or permitted by this Agreement directly to
the other Owner(s) so long as they simultaneously provide such party's counsel with a
copy of any such direct communication, such communications being expressly permitted
by the Owners and their respective counsel.
10.12 Governing Law. The laws of the State in which the Parcels are located
shall govern the interpretation, validity, performance, and enforcement of this
Agreement without reference to such State's conflict of laws provisions.
10.13 Estoppel Certificates. Each Owner, within twenty (20) days of its
receipt of a written request from the other Owner(s), shall from time to time provide
the requesting Owner, a certificate binding upon such Owner stating: (a) to the
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best of such Owner's knowledge, whether any party to this Agreement is in default
or violation of this Agreement and if so identifying such default or violation; and (b)
that this Agreement is in full force and effect and identifying any amendments to
the Agreement as of the date of such certificate.
10.14 Bankruptcy. In the event of any bankruptcy affecting any Owner or
Permittee of any Parcel, the parties agree that this Agreement shall, to the
maximum extent permitted by law, be considered an agreement that runs with the
land and that is not rejectable, in whole or in part, by the bankrupt person or entity.
10.15 Priority of Agreement: Subordination by Mortgagees. The covenants,
conditions and restrictions set forth in this Agreement shall be prior and superior
to each and every mortgage lien or deed of trust encumbering the Parcels. The
Owners agree to cause any mortgagee holding a valid mortgage lien or any
beneficiary under a deed of trust encumbering the Parcels, as of the time of this
Agreement to subordinate its or their lien or liens or its or their rights and interest
or interests to the covenants, conditions and restrictions set forth in this Agreement
by written subordination agreement executed by any such mortgagee or by the
trustee of any such deed of trust, with the consent of any such beneficiary, in a
form and substance reasonably satisfactory to the Owners, such writing to be
recorded in the Franklin Registry.
10.16 Extent of Liability. Notwithstanding any other provision contained in this
Agreement to the contrary, the Parcel 1 Owner and the Parcel 2 Owner hereby
expressly agree that the obligations and liability of each of them shall be limited
solely to such party's interest in its respective Parcel, as such interest is constituted
from time to time. The Parcel 1 Owner and the Parcel 2 Owner agree that any
claim against a party hereto shall be confined to and satisfied only out of, and only
to the extent of, such party's interest in its Parcel, as such interest is constituted
from time to time. Nothing contained in this Paragraph shall limit or affect any right
that any party might otherwise have to seek or to obtain injunctive relief or to
specifically enforce the rights and agreements herein set forth, provided that such
injunctive relief or specific performance does not involve the payment of money
from a source other than such party's interest in its Parcel, as such interest may
be constituted from time to time.
[REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first
written above.
PARCEL 1 OWNER:
BODDIEWNOELL ENTERPRISES, INC., a North
Carolina corporation
By:
Name:
Title: _
Date:
NORTH CAROLINA
NASH COUNTY
I, , a Notary Public of the aforesaid County and
State, do hereby certify that (the "Signatory"),
(title) of BODDIE-NOELL ENTERPRISES, INC., a North Carolina
corporation, personally appeared before me this day and by authority duly given,
acknowledged the due execution of the foregoing instrument on behalf of the corporation.
I certify that the Signatory personally appeared before me the day, and (check one of
the following):
(I have personal knowledge of the identity of the Signatory); or
(I have seen satisfactory evidence of the Signatory's identity, by a current or state
or federal identification with the Signatory's photograph in the form of: (check one of the
following)
a driver's license or
in the form of ); or
(a credible witness has sworn to the identity of the Signatory).
The Signatory acknowledged to me that he/she voluntarily signed the foregoing
document for the purpose stated therein and in the capacity indicated.
Witness my hand and official stamp or seal this day of , 2021.
My Commission Expires:
[NOTARY SEAL]
(MUST BE FULLY LEGIBLE)
Signature)
Notary Public
(Print/type)
Notary Public
(Note: Notary Public must sign exactly as on notary seal)
15

PARCEL 2 OWNER;
NORTH CAROLINA
COUNTY OF
(SEAL)
I, , a Notary Public of the aforesaid County and
State, do hereby certify that (the "Signatory"),
personally appeared before me this day and by authority duly given, acknowledged the due
execution of the foregoing instrument.
I certify that the Signatory personally appeared before me the day, and (check one of
the following):
(1 have personal knowledge of the identity of the Signatory); or
(I have seen satisfactory evidence of the Signatory's identity, by a current or state or
federal identification with the Signatory's photograph in the form of: (check one of the
following)
a driver's license or
in the form of ); or
(a credible witness has sworn to the identity of the Signatory).
The Signatory acknowledged to me that he/she voluntarily signed the foregoing
document for the purpose stated therein and in the capacity indicated.
Witness my hand and official stamp or seal this day of 12021.
My Commission Expires:
[NOTARY SEAL)
(MUST BE FULLY LEGIBLE)
Signature)
Notary Public
(Print/type)
Notary Public
(Note: Notary Public must sign exactly as on notary seal)
HK

■ i r"i
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