SW8980817_Historical File_20121030

4
v
WDENR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Charles Wakild, P. E. Dee Freeman
Governor Director Secretary
October 30, 2012
Jack Potts, Vice President
Inland American Real Estate Trust, Inc., Sole Member/Manager
IA Jacksonville Gateway, LLC
2901 Butterfield Road
Oak Brook, IL 60523
Subject: State Stormwater Management Permit and Ownership Change
Gateway Plaza — Western Boulevard at Gateway South
Stormwater Permit No. SW8 980817
Onslow County
Dear Mr. Potts:
On October 29, 2012, the Wilmington Regional Office received a complete modification for
and a request to transfer ownership of the Stormwater Management Permit'for the subject
project. Staff of the Division of Water Quality has reviewed the application, plans and
specifications and has determined that the project, as proposed, will comply with the
Stormwater Regulations set forth in Title 15A NCAC 2H.1000. We are forwarding modified
Permit No. SW8 980817 dated October 30, 2012, for the construction, operation and
maintenance of the BMP's and built -upon areas associated with the subject project.
The modifications covered by this permit include the following:
1. A change in the pond's configuration to account for the taking of right-of-way by NCDOT
which encroached into the previously permitted pond. The drainage area, built -upon area, and
design storm remain unchanged from.what was previously permitted.
2. A transfer of ownership.
3. The approved plans consist of the previously approved layout plans for the shopping center
and outparcels. New pond plan, grading and detail sheets have been added.
On August 5, 2009, the Governor signed Session Law 2009-406 known as the Permit
Extension Act. 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 up to four (4) years extension. Please note that
the expiration date of this permit has been adjusted to reflect this four year extension.
This permit shall be effective from the date of issuance until September 8, 2013, and shall be
subject to the conditions and limitations as specified therein. Please make sure you submit a
renewal application and fee within 180 days prior to your expiration date. Please pay special
attention to the conditions listed in this permit regarding the Operation and Maintenance of the
BMP(s), recordation of deed restrictions, procedures for changing ownership, transferring the
permit, and renewing the permit. Failure to establish an adequate system for operation and
maintenance of the stormwater management system, to record deed restrictions, to transfer
the permit, or to renew the permit, will result in future compliance problems.
Wilmington Regional Office
127 Cardinal Drive Extension, Wilmington, North Carolina 28405 Dne
Phone: [phone] FAX- 910-350-20041 DENR Assistance:1-877-623-6748 C C �� a
Internet: www.ncwaterquality.org LdUMll�1/�

State Stormwater Management Systems
Permit No. SW8 980817 Modification
If any parts, requirements, or limitations contained in this permit are unacceptable, you have
the right to request an adjudicatory hearing by filing a written petition with the Office of
Administrative Hearings (OAH). Per NCGS 143-215(e), the written petition must conform to
Chapter 150B of the North Carolina General Statutes, and must be filed with the OAH within
thirty (30) days of receipt of this permit. You should contact the OAH with all questions
regarding the filing fee (if a filing fee is required) and/or the details of the filing process at
6714 Mail Service Center, Raleigh, NC 27699-6714, or via telephone at 919-431-3000, or
visit their website at www.NCOAH.com. Unless such demands are made this permit shall be
final and binding.
If you have any questions concerning the requirements of the permit, please do not hesitate
to call Linda Lewis at [phone].
Sincerely,
Charles Wakild, P.E., Director
Division of Water Quality
GDS/ arl: S:1WQS1Stormwater\Permits & Projects11998\980817 HD1201210 permit 980817
cc: Dave Newsom, P.E., Crystal Coast Engineering
Onslow County Building Inspections
Pat Donovan -Potts, City of Jacksonville Stormwater Administrator
Wilmington Regional Office Stormwater File
Page 2 of 9

State Stormwater Management Systems
Permit No. SW8 980817 Modification
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
Inland American Real Estate Trust, Inc., Member, lA Jacksonville Gateway, LLC
Gateway Plaza
Western Boulevard and Gateway South, Jacksonville, Onslow County
FOR THE
construction, operation and maintenance of one (1) 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 September 8, 2013, per the
Permit Extension Acts, and shall be subject to the following specified conditions and
limitations:
I. DESIGN STANDARDS
1. 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 in Section 1.7 of this permit. The stormwater control has been designed
to handle the runoff from 1,387,173 square feet of impervious area.
3. The wet pond is designed for 90% TSS removal, therefore, no vegetated filter is
required.
4. The tract will be limited to the amount of built -upon area indicated in this permit, and
per approved plans. The built -upon area for the future development is limited to
127,933 square feet.
5. All stormwater collection and treatment systems must be located in either dedicated
common areas or recorded easements. The final plats for the project will be recorded
showing all such required easements, in accordance with the approved plans.
6. The runoff from all built -upon area within the permitted drainage area(s) of this project
must be directed into the permitted stormwater control system.
Page 3 of 9

State Stormwater Management Systems
Permit No. SW8 980817 Modification
7. The following design criteria have been proposed and permitted for the wet detention
pond, and must be maintained at design condition:
a.
Drainage Area, ycres:
36.01
Onsite, ft :
1,568,783
Offsite, ft2:
0
b.
Total Impervious Surfaces, ft2:
1,387,173
On. -Bite, ft2:
1,387,173
Offsite, ft2:
0
C.
Design Storm, inches:
1.5
d.
Pond Design Depth, feet:
7.0
e.
TSS removal efficiency:
90%
f.
Permanent Pool Elevation, FMS6:
41.0
g
Permanent Pool Surface Arej, ft :
60,145
h.
Permitted Storage Volume, ft :
165,883
i.
Temporary Storage Elevation, FMSL:
43.46
Controlling Orifice:
4.5" 0 pipe
Orifice flowrate, cfs:
0.48
I.
Permanent Pool Volume, ft3:
430,082
M.
Permitted Forebay Volume, ft3:
94,075
n.
Max. Fountain Horsepower
1
o.
Receiving Stream/River Basin:
Mill Creek / WOK02
P.
Stream Index Number:
19-9
q.
Classification of Water Body:
"SC NSW"
II. SCHEDULE OF COMPLIANCE
The stormwater management system shall be constructed in its entirety, vegetated and
operational for its intended use prior to the construction of any built -upon surface except
roads.
2. During construction, erosion shall be kept to a minimum and any eroded areas of the
system will be repaired immediately.
3. All connections into the stormwater system from future areas/outparcels shall be made
such that short-circuiting of the system does not occur.
4. The permittee shall at all times provide the operation and maintenance necessary to
assure the permitted stormwater system functions at optimum efficiency. 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:
a. Semiannual scheduled inspections (every 6 months).
b. Sediment removal.
c. Mowing and revegetation of side slopes.
d. Immediate repair of eroded areas.
e. Maintenance of side slopes in accordance with approved plans and specifications.
f. Debris removal and unclogging of outlet structure, orifice device, and the runoff
collection system including catch basins and piping.
g. Access to the outlet structure must be available at all times.
5. Records of maintenance activities must be kept and made available upon request to
authorized personnel of DWQ. The records will indicate the date, activity, name of
person performing the work and what actions were taken.
Page 4 of 9

State Stormwater Management Systems
Permit No. SW8 980817 Modification
6. Decorative spray fountains will be allowed in the stormwater treatment system, subject
to the following criteria:
a. The permanent pool volume is a minimum of 30,000 cubic feet.
b. The fountain must draw its water from less than 2' below the permanent pool
surface.
c. Separated units, where the nozzle, pump and intake are connected by tubing, may
be used only if they draw water from the surface in the deepest part of the pond.
d. The failing water from the fountain must be centered in the pond, away from the
shoreline.
e. The maximum horsepower for a fountain in this pond is specified in Section 1.7(m).
7. The facilities shall be constructed as proposed and permitted, in accordance with the
conditions of this permit, the approved plans and specifications, and other supporting
data.
8. Upon completion of construction, prior to issuance of a Certificate of Occupancy, and
prior to operation of this permitted facility, a certification must be received from an
appropriate designer for the system installed certifying that the permitted facility has
been installed in accordance with this permit, the approved plans and specifications,
and other supporting documentation. Any deviations from the approved plans and
specifications must be noted on the Certification.
9. A copy of the approved plans and specifications shall be maintained on file by the
Permittee at all times.
10. Prior to the sale of any portion of the property, an access/maintenance easement to the
stormwater facilities shall be granted in favor of the permittee if access to the
stormwater facilities will be restricted by the sale of any portion of the property.
11. The permittee is responsible for verifying that the built -upon area draining to the
permitted BMP does not exceed the allowable built -upon area.
12. If the stormwater system was used as an Erosion Control device, it must be restored to
design condition prior to operation as a stormwater treatment device, and prior to
occupancy of the facility.
13. Each outparcel has been accounted for at 100% impervious in the pond design. The
development on each outparcel must be permitted through the Division of Water Quality
-Stormwater under the offsite permit, prior to construction on that outparcel.
14. The built -upon area amount includes any built -upon area constructed within the property
boundaries, and that portion of the right-of-way between the lot lines and the edge of
the pavement. Built upon area includes, but is not limited to, structures, asphalt,
concrete, gravel, brick, stone, slate, and coquina, but does not include raised, open
wood decking, or the water surface of swimming pools.
Page 5 of 9

State Stormwater Management'Systems
Permit No. SW8 980817 Modification
15. In order to maintain compliance with the permit, the following deed restriction
statements must be recorded with the Register of Deeds Office prior to the sale of any
outparcel:
a. The runoff from all built -upon area on the outparcel must be directed into the
permitted stormwater control system.
b. The runoff from outparcel into the permitted stormwater collection system and/or
permitted stormwater control BMP shall be made such that short-circuiting of the
BMP does not occur.
c. The owner of each outparcel must submit an offsite permit application to the Division
of Water Quality and receive a permit prior to construction on that outparcel.
16. A copy of the recorded deed restrictions must be submitted to the DWQ within 30 days
of the date of the recording. The recorded copy must be signed by the permittee, dated,
stamped with the deed book number and page, and bear the stamp of the Register of
Deeds.
17. The permittee shall submit to the Director and shall have received approval for revised
plans, specifications, and calculations prior to construction, for any modification to the
approved plans, including, but not limited to, those listed below:
a. Any revision to any item shown on the approved plans, including the stormwater
management measures, grading, collection system, built -upon area, details, etc.
b. Redesign or addition to the approved amount of built -upon area or to the drainage
area.
c. Further development, subdivision, acquisition, lease or sale of any, all or part of the
project area.
d. Alteration to any aspect of the approved drainage conveyance system as shown on
the approved plan.
18. The Director may determine that other revisions to the project should require a
modification to the permit.
19. The Director may notify the permittee when the permitted site does not meet one or
more of the minimum requirements of the permit. Within the time frame specified in the
notice, the permittee shall submit a written time schedule to the Director for modifying
the site to meet minimum requirements. The permittee shall provide copies of revised
plans and certification in writing to the Director that the changes have been made.
III. GENERAL CONDITIONS
The issuance of this permit does not preclude the Permittee from complying with any
and all statutes, rules, regulations, or ordinances which may be imposed by other
government agencies (local, state, and federal) which have jurisdiction.
2. The permittee is responsible for compliance with all permit conditions until such time
as the Division approves of a request to transfer the permit. Neither the sale of the
project in whole or in part, nor the conveyance of common area to a third party
constitutes an approved transfer of the stormwater permit.
3. Any individual or entity found to be in noncompliance with the provisions of this
storrmwater management permit or the requirements of the Stormwater rules is
subject to enforcement procedures as set forth in G.S. 143 Article 21.
Page 6 of 9

State Stormwater Management Systems
Permit No. SW8 980817 Modification
4. This permit is not transferable to any person or entity except after notice to and
approval by the Director. The permittee shall submit a completed and signed
Name/Ownership Change Form, accompanied by the supporting documentation as
listed on the form, to the Division of Water Quality at least 60 days prior to any one or
more of the following events:
a. An ownership change including the sale or conveyance of the project area in whole
or in part;
b. The sale or conveyance of the common areas to the Property Owner's Association.
A permit transfer to a POA can only be approved under the following conditions:
i. The Association is legally formed and financially able to carry out the
maintenance requirements of the permit;
ii. A minimum of 50% of the lots have been sold to individual owners;
iii. The project is in compliance with the permit, as determined by a DWQ file
review and inspection.
c. Bankruptcy (liquidation);
d. Foreclosure;
e. Dissolution of the partnership or corporate entity;
f. A name change of the current permittee;
g. A name change of the project;
h. A mailing address change of the permittee;
5. In the event that the facilities fail to perform satisfactorily, the Permittee shall take
immediate corrective action, including those as may be required by this Division, such
as the construction of additional or replacement stormwater management systems.
6. The permittee grants DENR Staff permission to enter the property for the purpose of
inspecting all components of the permitted stormwater management facility.
7. The permit may be modified, revoked and reissued or terminated for cause. The filing
of a request for a permit modification, revocation and reissuance or termination does
not stay any permit condition.
8. The permittee shall submit a permit renewal application at least 180 days prior to the
expiration date of this permit. The renewal request must include the appropriate
documentation and the processing fee.
Permit modified, transferred and reissued this the 30th day of October 2012.
NORTH CAROLINA ENVIRONMENTAL MANAGEMENT COMMISSION
Division of Water Quality
By Authority of the Environmental Management Commission
Permit Number SW8 980817 Modification
Page 7 of 9

State Stormwater Management Systems
Permit No. SW8 980817 Modification
Gateway Plaza
Stormwater Permit No. SW8 980817 Modification
Onslow County
Designer's Certification
Page 1 of 2
1, , as a duly registered
in the State of North Carolina, having been authorized to observe (period ically/weekly/full
time) the construction of the project,
(Project)
for (Project Owner) hereby state that, to the best
of my abilities, due care and diligence was used in the observation of the project construction
such that the construction was observed to be built within substantial compliance and intent
of the approved plans and specifications.
I have checked the items listed on Page 2 of this form as a part of this Certification.
Noted deviations from approved plans and specification:
Signature
Registration Number
Date
SEAL
Page 8 of 9

State Stormwater Management Systemg
Permit No. SW8 980817 Modification
Certification Requirements: Page 2 of 2
1. The drainage area to the system contains approximately the permitted acreage.
2. The drainage area to the system contains no more than the permitted amount of
built -upon area.
3. All the built -upon area associated with the project is graded such that the runoff
drains to the system.
4. The outlet/bypass structure elevations are per the approved plan.
5. The outlet/bypass structure is located per the approved plans.
6. A trash rack is provided on the outlet/bypass structure.
7. All slopes are stable and grassed with the specified permanent vegetation.
8. Vegetated slopes are no steeper than 3:1.
9. The inlets are located per the approved plans and do not cause short-circuiting of
the system.
.10. Required drawdown devices are correctly sized and situated at the correct
elevation, per the approved plans.
11. All required and permitted design depths, areas and volumes are provided.
.12. All required parts of the system are provided, such as a vegetated shelf, and a
forebay.
.13. The overall dimensions of the system, as shown on the approved plans, are
provided.
cc: NCDENR-DWQ Regional Office
Onslow County Building Inspections
Page 9of9

U 1 DWQ USE ONLY
V Date Received I Fee Paid I Permit Number
Applicable Rules: ❑ Coastal SW —1995 ❑ Coastal SW — 2008 ❑ Ph II - Post Construction
(select all that apply) ❑ Non -Coastal SW- HQW/ORW Waters ❑ Universal Stormwater Management Plan
❑ Other WO Mamt Plan:
State of North Carolina
Department of Environment and Natural Resources
Division of Water Quality
STORMWATER MANAGEMENT PERMIT APPLICATION FORM
This form may be photocopied for use as an original
I. GENERAL INFORMATION
1. Project Name (subdivision, facility, or establishment name - should be consistent with project name on plans,
specifications, letters, operation and maintfmance agreements, etc.):
Gateway Plaza
2. Location of Project (street address):
1335 Western Boulevard
CityJacksonville County:Onslow Zip•28540
3. Directions to project (from nearest major intersection):
Approx. 0.75 miles NW of intersection between US 17 and Western Blvd Project is on the left
4. Latitude:34° 47' 10" N Longitude:770 24' 5" W of the main entrance to the project.
H. PERMIT INFORMATION:
1. a. Specify whether project is (check one): ❑New ®Modification
b.If this application is being submitted as the result of a modification to an existing permit, list the existing
permit numberSW8-980817 , its issue date (if known)7/20/2000 , and the status of
construction: ❑Not Started ❑Partially Completed* ® Completed* *provide a designer's certification
2. Specify the type of project (check one):
❑Low Density ®High Density []Drains to an Offsite Stormwater System ❑Other
3. If this application is being submitted as the result of a previously returned application or a letter from DWQ
requesting a state stormwater management permit application, list the stormwater project number, if
assigned, and the previous name of the project, if different than currently
proposed,
4. a. Additional Project Requirements (check applicable blanks; information on required state permits can be
obtained by contacting the Customer Service Center at 1-877-623-6748):
❑CAMA Major ®Sedimentation/Erosion Control: _
❑NPDES Industrial Stormwater ❑404/401 Permit: Proposed Impacts
ac of Disturbed Area
b.If any of these permits have already been acquired please provide the Project Name, Project/Permit Number,
issue date and the type of each permit:
FECEIVE
JUN 0 7 2012
BY:
Form SWU-101 Version 07Jun2010 Page 1 of 6

11. CONTACT INFORMATION
1. a. Print Applicant / Signing Official's name and title (specifically the developer, property owner, lessee,
designated government official, individual, etc. who owns the project):
Applicant/Organ
Signing Official &
b. Contact information for person listed in item 1a above:
Street Address:150 Favetteville Street
City:Raleigh State:NC Zip:27601
Mailing Address (if applicable):P.O. Box 1011
City:Raleigh State:NC Zip:27601
Phone: (GAS Fax: ( )
Email:
c. Please check the appropriate box. The applicant listed above is:
® The property owner (Skip to Contact Information, item 3a)
❑ Lessee* (Attach a copy of the lease agreement and complete Contact Information, item 2a and 2b below)
❑ Purchaser* (Attach a copy of the pending sales agreement and complete Contact Information, item 2a and
2b below)
❑ Developer* (Complete Contact Information, item 2a and 2b below.)
2. a. Print Property Owner's name and title below, if you are the lessee, purchaser or developer. (This is the
person who owns the property that the project is located on):
Property Owner/Organization: Inland American Retail Management. LLC
Signing Official & T itlejack Potts - Principal Financial Officer
b. Contact information for person listed in item 2a above:
Street A.ddress:2901 Butterfield Road
City:Oak Brook State:IL Zip:60523
Mailing Address (if applicable):2901 Butterifeld Road
City:Oak Brook State:IL Zip:60523
Phone: (630 ) 218-6000 Fax: (630 ) 368-2373
Email:Young®inlandgroup.com
3. a. (Optional) Print the name and title of another contact such as the project's construction supervisor or other
person who can answer questions about the project:
Other Contact Person/Organization: Inland American HOLDCO
Signing Official & Title Jason Gundrim, Operations Manager
b. Contact information for person listed in item 3a above:
Mailing Address:2901 Butterfield Road
City:Oak Brook State:IL Zip:60523
Phone: (630 } 218-8000 Fax: ( }
Email:[e-mail]
4. Local jurisdiction for building permits:
Point of Contact: Phone #:
Form SWU-101 Version 07Jun2010 Page 2 of 6
wv
pci Is 20%,

a
IV. PROJECT INFORMATION
1. In the space provided below, briefly summarize how the stormwater runoff will be treated.
Collected via an underground network of storm pipes and directed to a treatment pond
2. a. If claiming vested rights, identify the supporting documents provided and the date they were approved:
LJ Approval of a Site Specific Development
❑ Valid Building Permit
❑ Other:
Plan or PUD
Approval Date-
Issued Date:
Date:
b.If claiming vested rights, identify the regulation(s) the project has been designed in accordance with:
❑ Coastal SW —1995 ❑ Ph 11— Post Construction
3. Stormwater runoff from this project drains to the
4. Total Property Area: 36.01 acres
River basin.
5. Total Coastal Wetlands Area: -0- acres
6. Total Surface Water Area: -0- acres
7. Total Property Area (4) — Total Coastal Wetlands Area (5) — Total Surface Water Area (6) = Total Project
Area': 36.01 acres
+ Total project area shall be calculated to exclude the following: the normal pool of impounded structures, the area
between the banks of streams and rivers, the area below the Normal Higgh Water (NHW) line or Mean High Water
(MHW) line, and coastal wetlands landwardfrom the NHW (or MHW) line. The resultant project area :s used to
calculate overall percent built upon area (BUA). Non -coastal wetlands landward of the NHW (or MHW) line may
be included in the total project area.
8. Project percent of impervious area: (Total Impervious Area / Total Project Area) X 100 = 88.4 %
9. How many drainage areas does the project have?1(For high density, count 1 for each proposed engineered
stormwater BAP. For low density and other projects, use 1 for the whole property area)
10. Complete the following information for each drainage area identified in Project Information item 9. If there
are more than four drainage areas in the project, attach an additional sheet with the information for each area
provided in the same format as below.
Basin Information
Drainage Area 1
Drainage Area
D-ramage Area
Drainage Area
Receiving Stream Name
Mill Creek
Stream Class *
SQNSW
Stream Index Number *
19-9
Total Drainage Area (sf)
1,568,783 sf
On -site Drainage Area (sf)
1,568,783 sf
Off -site Drainage Area (sf)
-0-
Pro osed Impervious Area" (sf)
1,387,173 sf
% Impervious Area" (total)
88.4%
Impervious— Surface Area
Drainage Area 1
Drainage Area _
Drainage Area _
Drainage Area _
On -site Buildings/Lots (sf)
-0-
On-site Streets (sf)
-0-
On-site Parking (sf)
-0-
On-site Sidewalks (sf)
-0-
Other on -site (sf)
-0-
Future (sf)
411,073 sf
Off -site (sf)
-0-
rt
Existing BUA*** (sf)
976,100 sf
'�—
Total (sf):
_
1,387,173 sf
Stream Class and Index Number can be determined at: http.Z(portal.ncdenr.org/web/wg/ps/csu/classifications
** Impervious area is defined as the built upon area including, but not limited to, buildings, roads, parking areas,
sidewalks, gravel areas, etc.
***Report only that amount of existing BUA that will remain after development. Do not report any existing BUA that
is to be removed and which will be replaced by new BUA.
Form SWU-101 Version 07Jun2010 Page 3 of 6

e
11. How was the off -site impervious area listed above determined? Provide documentation.
Proiects in Union County: Contact DWQ Central Office staff to check if the project is located within a Threatened &
Endangered Species watershed that may be subject to more stringent stormwater requirements as per NCAC 02B . 0600.
V. SUPPLEMENT AND O&M FORMS
The applicable state stormwater management permit supplement and operation and. maintenance (O&M) forms
must be submitted for each BMP specified for this project. The latest versions of the forms can be downloaded
from h!W://12ortal.ncdenr.org/web/wq/ws/su/bmp-manual.
VI. SUBMITTAL REQUIREMENTS
Only complete application packages will be accepted and reviewed by the Division of Water Quality (DWQ).
A complete package includes all of the items listed below. A detailed application instruction sheet and BMP
checklists are available from hLtg://Rortal.ncdenr.org/web/wq/ws/sulstatesw/forms docs. The complete
application package should be submitted to the appropriate DWQ Office. (The appropriate office may be
found by locating project on the interactive online map at http_/ /portal.ncdenr.org/web/wq/ws/su/maps.)
Please indicate that the following required information have been provided by initialing in the space provided
for each item. All original documents MUST be signed and initialed in blue ink. Download the latest versions
for each submitted application package from hiW://portal.ncdenr.org/web/­wg/­wsZsu/statesw/­forms doc-s-.--,
1. Original and one copy of the Stormwater Management Permit Application Form.
2. Original and one copy of the signed and notarized Deed Restrictions & Protective Covenants
Form. (if required as per Part VII below)
3. Original of the applicable Supplement Form(s) (sealed, signed and dated) and O&M
agreement(s) for each BMP.
4. Permit application processing fee of $505 payable to NCDENR. (For an Express review, refer to
hU://www.envhelp.org/pages/onestopeLxpress.html for information on the Express program
and the associated fees. Contact the appropriate regional office Express Permit Coordinator for
additional information and to schedule the required application meeting.)
5. A detailed narrative (one to two pages) describing the stormwater treatment/ managementfor r
the project. This is required in addition to the brief summary provided in the Project
Information, item 1. f
6. A USGS map identifying the site location. If the receiving stream is reported as class SA or the
receiving stream drains to class SA waters within 1/2 mile of the site boundary, include the 1/2
mile radius on the map. )
7. Sealed, signed and dated calculations.
8. Two sets of plans folded to 8.5" x 14" (sealed, signed, & dated), including:`
a. Development/Project name.
b. Engineer and firm.
c. Location map with named streets and NCSR numbers.
d. Legend.
e. North arrow.
f. Scale.
g. Revision number and dates.
h. Identify all surface waters on the plans by delineating the normal pool elevation of
impounded structures, the banks of streams and rivers, the MHW or NHW line of tidal
waters, and any coastal wetlands landward of the MHW or NHW lines.
Delineate the vegetated buffer landward from the normal pool elevation of impounded
structures, the banks of streams or rivers, and the MHW (or NHW) of tidal waters.
i. Dimensioned property/project boundary with bearings & distances.
j. Site Layout with all BUA identified and dimensioned.
k. Existing contours, proposed contours, spot elevations, finished floor elevations.
1. Details of roads, drainage features, collection systems, and stormwater contr
In. Wetlands delineated, or a note on the plans that none exist. (Must be delinea
VWW
qualified person. Provide documentation of qualifications and identify the p on12 9 2012
made the determination on the plans. I
n. Existing dra..
nage (including off -site), drainage easements, pipe sizes; runoff c liulations.
o. Drainage areas delineated (included in the main set of plans, not as a separate 4eumen . .
p. Vegetated buffers (where required).
Form SVJU-101 Version 07Jun2010 Page 4 of 6

9e Copy of any applicable soils report with the associated SHWT elevations (Please identify a:•
elevations in addition to de ths) as well as a ma of the borin locations with the existin
P p g g
elevations and boring logs. Include an 8.5"x11" copy of the NRCS County Soils map with the
project area clearly delineated. For projects with infiltration BMPs, the report should also
include the soil type, expected infiltration rate, and the method of determining the infiltration rate.
(Infiltration Devices submitted to WiRO: Schedule a site visit for DWQ to verify the SHVVT prior
to submittal, [phone].)
10. A copy of the most current property deed. Deed book: 3370 Page No: 970
11. For corporations and limited liabi.laty corporations (LT Provide documentation from the C-
Secretary of State or other official documentation, which supports the titles and positions he
by the persons listed in Contact Information, item 1a, 2a, and/or 3a per NCAC 2H.1003(e). The
corporation or LLC must be listed as an active corporation in good standing with the NC
Secretary of State, otherwise the application will be returned.
http:/ /www.secretary.state.nc.us/Corporations/CSearch.aspx
VII. DEED RESTRICTIONS AND PROTECTIVE COVENANTS
For all subdivisions, outparcels, and future development, the appropriate property restrictions and protective
covenants are required to be recorded prior to the sale of any lot. If lot sizes vary significantly or the proposed
BUA allocations vary, a table listing each lot number, lot size, and the allowable built -upon area must be provided
as an attachment to the completed and notarized deed restriction form. The appropriate deed restrictions and
protective covenants forms can be downloaded from
hn://portal.ncdenr.org/web/wq/ws/su/statesw/forms_docs. Download the latest versions for each submittal.
In the instances where the applicant is different than the property owner, it is the responsibility of the property
owner to sign the deed restrictions and protective covenants form while the applicant is responsible for ensuring
that the deed restrictions are recorded.
By the notarized signature(s) below, the permit holders) certify that the recorded property restrictions and
protective covenants for this project, if required, shall include all the items required in the permit and listed
on the forms available on the website, that the covenants will be binding on all parties and persons claiming
under them, that they will run with the land, that the required covenants cannot be changed or deleted
without concurrence from the NC DWQ and that they will be recorded prior to the sale of any iui.
VIII. CONSULTANT INFORMATION AND AUTHORIZATION
Applicant: Complete this section if you wish to designate authority to another individual and/or firm (such as a
consulting engineer and/or firm) so that they may provide information on your behalf for this project (such as
addressing requests for additional information).
Consulting Engineer:David K. Newsom, PE
Consulting Firm: Crystal Coast Engineering, PA
Mailing Address:205-3 Ward Road
City:Swansboro State:NC Zip:28584
Phone: L910 ) 325-0006 Fax: (910 ) 325-0060
Email:[e-mail]
IX. PROPERTY OWNER AUTHORIZATION (if Contact Information, item 2 has beenfilled out, complete this
section)
I, (print or type name of person listed in Contact Information, item 2a) —J&k4 7�"S , certify that I
own the property identified in this pernuit a plica 'on, and thus give permission to (print or type name of person
Iisted in Contact Information, ite In with (print or type name of organization listed in
Contact Information, item 1a) to develop the project as currently proposed. A copy of
the lease agreement or pending property sales contract has been provided with the submittal, which indicates the
party responsible for the operation and maintenance of the stormwater system.
s
Form SWU-101 Version 07Jun2010 Page 5 of 6 g�.

As the legal property owner I acknowledge, understand, and agree by my signature below, that if my designated
agent (entity listed in Contact Information, item 1) dissolves their company and/or cancels or defaults on their
lease agreement, or pending sale, responsibility for compliance with the DWQ Stormwater permit reverts back to
me, the property owner. As the property owner, it is my responsibility to notify DWQ immediately and submit a
completed Name/Ownership Change Form within 30 days; otherwise I will be operating a stormwater treatment
facility without a valid permit. I understand that the operation of a stormwater treatment facility without a valid
permit is a violation of NC General Statue 143-215.1 and may result in appropriate enforcement action including
the assessment of civil penalof up to $25,000 per day, pursuant to NCGS 143-215.6.
Date: I0(2s(.%6c'L
a Notary Public for the State of -a' ` &.'t < County of
do hereby c tify that �J� CA P0 if personally appeared
before me this7Cday of ��4nW , 7CL), and acknowle e e due execution of the application for
a stormwater permit. Witness my hand and official seal,
0--r-
0,c1R�--%g E t
VOL � E OF %V.�.4jpovs
I1A
Not %OtA EXP�RES:04
X. APPLICANT'S CERTIFICATION
SEAL
My commission expires Li I*' 1q:A.
I, (print or type name of person listed in Contact Information, item 1a) SIACe lj rrS
certify that the information included on this permit application form is, to the best of my knowledge, correct and
that the project will be constructed in conformance with the approved plans, that the required deed restrictions
and protective covenants will be recorded, and that the proposed project complies with the requirements of the
applicable siqrmwater rules under 15A NCAC 21-1.1000, SL 2006-246 (Ph. II - Post Construction) or SL 2008-211.
Date:_ (LOt 21Y
I, 4 + v a Notary Public for the State of 1 tt-'A County of
w P -21 do hereby certify that _ _4g,CA o tfS personally appeared
before me thiday s Oc764-or lal and acknowledg a due execution of the application for
a stormwater permit. Witness my hand
gem �
Form SWU-101 Version 07Jun2010
and official seal, r
SEAL
My commission expires — OL
ok
900,
Page 6 of 6 R�'

4
A A
NCDENR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Coleen H. Sullins Dee Freeman
Governor Director Secretary
STATE-ST-ORMWATER-PERMIT NAMEIOWNERSHEP. CHANGE FORM
I. CURRENT PERMIT INFORMATION
1. Stormwater Management Permit Number: y54a 19by,f/"7
2. Project Name: iq�,
3. Current Permit Holder's CofM
4. Signing Official's Name..
5. Mailing Address:
rganization:
Title
City: fk& :ZA.VA- State: 14. Zip: 645as'
6. Phone: (&o) jLjr4 - &.;o,/ Fax: (A3o ) 3`,,Y - a.3-73
II. PROPOSED PERMITTEE / OWNER / PROJECT I ADDRESS INFORMATION
This, rPnijQst is for- (please check all that annlyl
® Name change of the owner (Please complete Items 1, 2 and 3 below)
❑ Name 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: /�ej�,e,,//c LLL
2. Proposed permittee's signing official's name:...
3. Proposed permittee's title: 11G 8f Gl ' r1C LVK
4. Mailing Address: Zj rr,,_&�fry &ta
City a4OC 3&gtaA, State: /[_ Zip:.
Phone: (G3c� )G►- �3� Fax: (
5. New Project Name to be placed on permit:
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
POA in #1 above and provide name of HOA/POA's authorized representative in #2 above)
Ll 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 approval 0Lmieffeer�ill be
granted upon receipt of a copy of the recorded deed)
Developer (Complete Property Owner Information on page 4) OCT 0 8 2012
SSW N/O Change Rev15Feb2011 Page 1 of 4
BY:

III. 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 certification must be completed and signed by both the
current permit holder and the new applicant if this is a change of ownership.
2. Legal documentation of the property transfer to a new owner.
3. 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 named
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 processing
fee is not required. Subsequent ownership transfers will require the $40.00 processing fee.
!V. CURRENT PERMITTEE'S CERTIFICATION
Please check one of the following statements and fill out the certification below that statement.
k here if the current permittee is only changing hislherlits name, the project name, or mailing
address, u the permit. I, -the -current
permittee, hereby notify at I am changing my name and/or ging my mailing
address and/or I am changing the nam rmitt urther attest that this application
for a name/ownership change is accu p e est of my knowledge. I understand
that if all required p Ication are not completed or iflaTrTeq4wedsupporting information
an s Isted above are not included, this application package will beir-elamed as
incomDlete.
❑ Check here if current permittee is transferring the prol to a new owner and will not retain
I, U , the current permittee, am submitting this application
for a tran er of ownership fo rmit # _..5 _g_ 7 6yl -7 I 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. 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 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. Q
�M(Signature: U Date:
I, /YI ar Al-1— , a Notary Publi f
,County of l iz- • here
personally appeared bef6T1ncytMsgRezI
day 4r 20JR-1 and acknowledge the (Me executim of t
forgo' g instr meat. Wit ess my hand and official seal, (Notary Seal)
Nditd?V'SoAfift OFFICIAL UAMY L MART NINEEZ
NOTARY PUBLIC - STATE OF ILLINOIS
MYCOMMl EXPIRES:04/004
SSW N/O Change Rev15Feb2011 Page 2 of 4

V. PROPOSED PERMITTEE CERTIFICATION: (This section must be completed by the
Proposed Permittee for all transfers of ownership)
I, �770L �.� ��# s , 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)
the most recent permit
he 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 from the previous permittee (where required)
WQ 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 applic ion are not completed or if all required supporting information and attachments listed
above are n uded, this application package will be returned as incomplete.
Signature:
I
Z10A
North -QaratI79—
Date: 16-q i)
a Notary Public for the State of
County of Ormiew bid L&,,,, -9 , do hereby certify that
personally appeared before me this the
I day of ��jcrta°,�� , 201�2_, and acknowledge the due execution of the
forgoing instrument. Witness my hand and official seal,
Notary Sigiiare—WC. gIa 5SV :1
Additional copies of the original permit and the approved Operation and Maintenance 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. V ICE.
OCT 0 8 2012
BY:__
SSW N/O Change Rev15Feb2011 Page 3 of 4

VI. PROPERTY OWNER CONTACT INFORMATION AND CERTIFICATION
If the oposed Permittee listed in Sections Il and V of this form is not the Property Owner, the
Propert Owner must provide hislher Contact Information below and sign this form:
Printed Na
Organization:
Title within the Organization:
Street Address:
City:
Mailing Address:
City:
Phone:
Email:
State:
(if differel, from street address)
State:
Fax:
Zip:
Zi
I certify that I own the property identifi d in this permit transfer do ment and have given permission
to the Proposed Permittee listed in Sec ' II and V to develop nd/or, lease the property. A copy
of the lease agreement or other contract%"-hich indicates the rty responsible for the construction
and/or operation and maintenance of thermwater syste has been provided with the submittal.
As the legal property owner I acknowledge, u Xanrd
appear as a permittee along with the lessee/de
compliance with the DWQ Stormwater permit. ADWQ by submitting a completed Name/Ownersdeveloper, lessee or purchaser for the property.stormwater treatment facility in accordance with(NCGS) 143-215.1, and may result in appropri
civil penalties of up to $25,000 per day, purs nt to NCG
Signature of the property owner
I
North Carolina
that
day of
forgoing instrument.
County of
rhd agree by my signature below, that I will
d I will therefore share responsibility for
)erty owner, it is my responsibility to notify
le Form within 30 days of procuring a
and that failure to operate and maintain the
it is a violation of NC General Statute
.ment action including the assessment of
S,143-215.6.
Date:
allotary Public for the State of
do hereby certify
personally appNred before me this the
20 , and ackn
my hand and official seal,
the due execution of the
(NotakSeal)
Th
OCT 0 8 2012
By.-
SSW N/O Change Rev15Feb2011 Page 4 of 4

Lewis,Unda
From: Lewis,Linda
Sent: Thursday, October 25, 2012 2:54 PM
To: 'Gundrum, Jason'
Subject: FW: Gateway - MORE INFO
Jason- because Teri Young was the permittee of record, and because I was not aware that the modified
application would be submitted with a different owner, the first thing I have to do is to transfer the permit to the
new owner. I can do that with the signature of Young and Potts on the N/O form, which I already have.
The second thing I have to do is review the request for a modification to the permit, as submitted by the new
permit holder, Jack Potts. So, that is why Potts signature needs to either be on the application and O&M, or on
a letter authorizing someone (Young) to sign on his behalf.
Linda Lewis
NC Division of Water Quality
127 Cardinal Drive Ext.
Wilmington, NC 28405
910-796-7215
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.
From: Lewis,Linda
Sent: Thursday, October 25, 2012 2:47 PM
To: 'Gundrum, Jason'
Subject: Gateway
Jason
I may have missed something - we have settled on Jack Potts, VP of Inland American Real Estate Trust, Inc.,
sole member of IA Jacksonville Gateway, LLC, as the permittee. Therefore, the application should be signed
by Jack Potts, but all I have is Teri Young's signature. So, Jack Potts either needs to sign the application and
the O&M docs or Jack Potts needs to provide a signed letter indicating that Teri Young has been authorized to
sign the permit application documents on his behalf.
Linda Lewis
NC Division of Water Quality
127 Cardinal Drive Ext.
Wilmington, NC 28405
910-796-7215
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.

SPACE ABOVE IS FOR RECORDER'S USE ONLY
INLAND AMERICAN REAL ESTATE TRUST, INC.
INCUMBENCY CERTIFICATE
Thomas P. McGuinness
Roberta S. Matlin
Jack H. Potts
Anna N. Fitzgerald
Scott W. Wilton
Marcia L. Grant
Carol M. Hoffmann
Mary J. Pechous
President
Vice President
Treasurer and Principal Financial Officer/ VP
Principal Accounting Officer
Secretary
Assistant Secretary
Assistant Secretary
Assistant Secretary
The undersigned hereby certifies that the above described persons are the duly
elected officers of Inland American Real Estate Trust, Inc., a Maryland corporation
("IARETI"), and any one of them acting alone has the authority to sign documents on behalf
of IARETI.
Dated: Oc Lober 4 , 2012
Doc:85613/3
Inland American Real Estate Trust, Inc., a
Maryland corpgration
By.
Wilton
Secretary
OCT
8 20i2
BY.—

LIMITED LIABILITY COMPANY AGREEMENT
OF
IA JACKSONVILLE GATEWAY, L.L.C.
This Limited Liability Company Agreement (together with the schedules attached hereto,
this "Agreement") of IA Jacksonville Gateway, L.L.C., a Delaware limited liability company (the
"Company'), is entered into by Inland American Real Estate Trust, Inc., a Maryland corporation,
as the sole equity member (the "Member'D, Special Member, LLC, a North Carolina limited liability
company, as the Special Member (as hereinafter defined in Section 5(c)), and Michael T. Hosmer,
an individual resident of the State of Georgia, as the Independent Manager ("Independent
Manager"). Initially capitalized terms used herein and not otherwise defined have the meanings set
forth on Schedule A attached hereto and made a part hereof.
The Member formed the Company as a limited liability company pursuant to and in
accordance with the Delaware Limited Liability Company Act (Title 6, Chapter 18 § 18-101 et seq.),
as amended from time to time (the "Act") by filing the Certificate of Formation with the Delaware
Secretary of State on December 16, 2009.
Now, therefore, by execution of this Agreement, the Member, Special Member and
Independent Manager hereby agree as follows:
Name.
The name of the Company is IA Jacksonville Gateway, L.L.C.
2. Principal Business Office.
The principal business office of the Company shall be located at 2901 Butterfield
Road, Oak Brook, Illinois 60523, or such other location as may hereafter be determined by the
Member.
3. Registered Office.
The address of the registered office of the Company in the State of Delaware is c/o
The Corporation Trust Company, Corporation Trust Center, 1209 Orange Street, Wilmington, New
Castle County, Delaware 19801.
4. Registered Agent.
The name and address of the registered agent of the Company for service of process
on the Company in the State of Delaware is The Corporation Trust Company, Corporation Trust
Center, 1209 Orange Street, New Castle County, Wilmington, Delaware 19801.
Doc:125121/1
..-- .,. �....-
IC M V C-
OCT 082012
BY.

S. Members.
a. The name and the mailing address of the Member is set forth on Schedule B
attached hereto.
b. Subject to Section 9(b) of this Agreement, the Member may act by written
consent of all Members.
C. Upon the occurrence of any event that causes the Member to cease to be a
member of the Company (other than (i) upon an assignment by the Member of all of its limited
liability company interest in the Company and the admission of the transferee to the Company,
effective immediately prior to such assignment, pursuant to Section 21 of this Agreement, or (h) the
resignation of the Member and the admission of an additional member of the Company, effective
immediately prior to such resignation, pursuant to Section 22 of this Agreement), each Person who
has executed a counterpart to this Agreement acknowledging their obligation to become a member
of the Company under certain circumstances as specifically set forth herein (a "Special Member")
shall, without any action of any Person and simultaneously with the Member ceasing to be a member
of the Company, automatically be admitted to the Company as a member of the Company and shall
continue the Company without dissolution. No Special Member may resign from the Company or
transfer its rights as Special Member unless a successor Special Member has been admitted to the
Company as Special Member by executing a counterpart to this Agreement; provided, however. a
Special Member shall automatically cease to be a member of the Company upon the admission to
the Company of a substitute member. A Special Member shall be a member of the Company that
has no interest in the profits, losses and capital of the Company and has no right to receive any
distributions of Company assets. Pursuant to Section 18-301 ofthe Act, a Special Member shall not
be required to make any capital contributions to the Company and shall not receive a limited liability
company interest in the Company. A Special Member, in its capacity as Special Member, may not
bind the Company. Except as required by any mandatory provision of the Act, a Special Member,
in its capacity as a Special Member, shall have no right to vote on, approve or otherwise consent to
any action by, or matter relating to, the Company, including, without limitation, the merger,
consolidation or conversion of the Company. Prior to its admission to the Company as a member
of the Company, each Person agreeing to act as a Special Member shall not be a member of the
Company and have no rights to profits, losses or to exercise any control over the Company. At all
times while the Indebtedness is outstanding, the Company shall have at least one Person who is
willing to serve as Special Member and has executed a counterpart hereto.
6. Certificates.
-SCOTT W. WILTON, as an "authorized person" within the meaning of the Act, has
executed, delivered and filed the Certificate of Formation with the Secretary of State of the State of
Delaware. Upon the filing of the Certificate of Formation with the Secretary of State, his powers
as an "authorized person" ceased and the Member thereupon became the "authorized person" within
the meaning of the Act. The Member shall execute, deliver and fle any other certificates (and any
amendments and/or restatements thereof) necessary for the Company to qualify to do business in
Doe; 125121/1 -2-

the State of North Carolina and in any other jurisdiction in which the Company may wish to conduct
business.
7. Purposes.
Subject to Section 9(b) of this Agreement, the purposes ofthe Company are to engage
in the following activities:
a. to acquire, own, hold, finance, administer, service, lease, operate, repair,
maintain, manage, sell, dispose of and otherwise deal with the Property;
b. to assume the obligations of DDRTC Gateway P1azaLLC, a Delaware limited
liability company ("Original Borrower"), under a certain loan in the original principal amount of
Ten Million Ninety Eight Thousand Three Hundred Twenty Six and 00/100 dollars ($10,098,326.00)
(either the "Indebtedness" or the "Loan') originally from Lender, which Indebtedness encumbers
the Property, and to assume all of the obligations under the Loan Agreement (as hereinafter defined)
and the other Basic Documents;
C. to execute and deliver the Assumption Agreement and perform all of the
obligations under the Basic Documents and all amendments thereto; and
d. to do such other things and carry on any other activities which are necessary,
convenient or incidental to any of the foregoing purposes.
Powers.
Subject to Section 9(b) of this Agreement, the Company shall have and exercise all
powers necessary, convenient or incidental to accomplish its purposes as set forth in Section 7 of
this Agreement conferred upon limited liability companies formed pursuant to the Act. The
Company, by or through the Member on behalf of the Company, may perform all of the obligations
under the Basic Documents and all documents, agreements, certificates, or financing statements
contemplated thereby or related thereto, all without any further act, vote or approval of any other
Person notwithstanding any other provision of this Agreement or the Act. The foregoing
authorization shall not be deemed a restriction on the powers of the Member to enter into other
agreements on behalf of the Company that are consistent with the purposes set forth in Section 7 of
this Agreement.
9. Management.
a. Members . Subject to Section 9(b) of this Agreement, the business and
affairs of the Company shall be managed by or under the direction of the Member. Subject to
Section 9(b) of this Agreement, the Member has the authority to bind the Company.
Doc:125121/1 -3-

b. Limitations on the Company's Activities.
(i) This Section 9(b) is being adopted in order to comply with certain
provisions required in order to qualify the Company as a "special purpose entity" for the purpose
of the Indebtedness. So long as any portion of the Indebtedness is outstanding the provisions of this
Section 9(b) shall supersede and control any other provision hereof to the contrary.
(ii) The Member shall not, so long as any Indebtedness is outstanding,
amend, alter, change or repeal the definition of Independent Manager or Sections 5(c), 7, 8, 9, 10,
116, 20, 21, 22, 24, 25, 26, 30 or Schedule A of this Agreement without the written consent of
Lender.
(Hi)Notwithstanding any other provision of this Agreement and any
provision of law that otherwise so empowers the Company or the Member, so long as any
Indebtedness is outstanding, neither the Company nor the Member nor any other Person shall be
authorized or empowered, nor shall they permit the Company, without the prior written consent of
the Member and the prior written consent of the Independent Manager to institute proceedings to
have the Company be adjudicated bankrupt or insolvent, or consent to the institution of bankruptcy
or insolvency proceedings against the Company or file a petition seeking, or consent to,
reorganization or relief with respect to the Company under any applicable federal or state law
relating to bankruptcy, or consent to the appointment of a receiver, liquidator, assignee, trustee.
sequestrator (or other similar official) of the Company or a substantial part of its property, or make
any assignment for the benefit of creditors of the Company, or admit in writing the Company's
inability to pay its debts generally as they become due, or, to the fullest extent permitted by law, take
action in furtherance of any such action, or dissolve or liquidate the Company, or consolidate or
merge the Company with or into any Person, or sell all or substantially all of the assets of the
Company.
(iv) So long as any Indebtedness is outstanding, the Company shall, and
the Member shall cause the Company to do or cause to be done all things necessary to preserve and
keep in full force and effect its existence, rights (charter and statutory) and franchises. The
Company shall, and the Member also shall cause the Company to:
(1) be organized solely for the purpose of acquiring, developing,
owning, holding, selling, leasing, transferring, exchanging, managing and operating the Property,
assuming the Original Borrower's obligations under the Basic Documents with the Lender,
including the Loan Agreement, refinancing the Property in connection with a permitted repayment
of the Indebtedness, and transacting lawful business that is incident, necessary and appropriate to
accomplish the foregoing;
(2) not engage in any business unrelated to the acquisition,
development, ownership, operation, leasing, repair, maintenance, management, disposal or operation
of the Property;
(3) not have any assets other than those related to the Property;
Doe:125121 /1 -4-

(4) pay its debts and liabilities (including, as applicable, shared
personnel and overhead expenses) from its assets as the same shall become due, and maintain
adequate capital for the normal obligations reasonably foreseeable in a business of its size and
character and in light of its contemplated business operations;
(5) not fail to correct any known misunderstanding regarding the
separate identity of such entity;
(6) file its own tax returns; provided, however, that the Company's
assets and income may be included in a consolidated tax retum. of its parent entities if inclusion on
such consolidated tax return is in compliance with applicable law;
(7) maintain its own resolutions and agreements;
(8) not commingle its funds or assets with those of any Person or
participate in any cash management system with any other Person, except with respect to a custodial
account maintained by the Company's property manager on behalf of the Company and its Affiliates
and, with respect to funds in such custodial account, separately account for each item of income and
expense applicable to the Property and Company;
(9) hold its assets in its own name;
(10) conduct its business in its name or in a name franchised or
licensed to it by an entity other than an Affiliate of the Company and/or the Member;
(11) maintainbalance sheets, operating statements and other entity
documents separate from any other Person and not permit its assets to be listed as assets on the
financial statement of any other entity except as required orpermitted by GAAP; provided, however,
that any such consolidated financial statement shall: (A) contain a note indicating that the Company
maintains its own separate balance sheets and operating statements; and (B) not consolidate the
assets and liabilities of any other Person controlled by the Member unless such consolidated
financial statement contains a note indicating that such Person maintains its own separate financial
records;
(12) have a sufficient number of employees in light of its
contemplated business operations, which may be none;
(13) observe all limited liabilitycompany formalities, as applicable;
(14) have no indebtedness (including loans (whether or not such
loans are evidenced by a written agreement) between Company and any Affiliates of the Company)
other than (i) the Indebtedness, (ii) liabilities incurred in the ordinary course of business relating to
the ownership and operation of the Property and the routine administration of the Company, which
liabilities are not more than sixty (60) days past the due date (unless disputed in accordance with
applicable law), are not evidenced by a note and are paid when due, and which amounts are normal
Doc:12512111 -5-

and reasonable under the circumstances, and (iii) such other liabilities that are permitted pursuant
to this Agreement; the Loan Agreement or the other Basic Documents;
(15) not assume or guarantee or become obligated for the debts of
any other Person or hold out its credit as being available to satisfy the obligations of any other
Person except as permitted pursuant to the Loan Agreement or the other Basic Documents;
(16) not acquire obligations or securities of its partners, members
or shareholders or any other Affiliate;
(17) allocate fairly and reasonably any overhead expenses that are
shared with any Affiliate, including, but not limited to, paying for shared office space and services
performed by any employee of an Affiliate;
(18) not maintain or use invoices and checks bearing the name of
any other Person, provided, however, that the Member, on behalf of such Person, may maintain and
use invoices and checks bearing the Member's name;
(19) not pledge its assets for the benefit of any other Person;
(20) hold itself out and identify itself as a separate and distinct
entity under its own name or in a name franchised or licensed to it by an entity other than an
Affiliate of the Company and not as a division or part of any other Person;
(21) maintain its assets in such a manner that it will not be costly
or difficult to segregate, ascertain or identify its individual assets from those of any other Person;
(22) not make loans to any Person or hold evidence of indebtedness.
issued by any other person or entity (other than cash and investment -grade securities issued by an
entity that is not an Affiliate of or subject to common ownership with the Company or the Member);
(23) not identify its partners, members or shareholders, or any
Affiliate of any of them, as a division or part of it, and not identify itself as a division of any other
Person;
(24) not enter into or be a party to, any transaction with its partners,
members, shareholders or Affiliates except (A) in the ordinary course of its business and on terms
which are intrinsically fair, commercially reasonable and are no less favorable to it than would be
obtained in a comparable arm's-length transaction with an unrelated third party and/or (B) in
connection with or as permitted by the Loan Agreement or the other Basic Documents;
(25) except as provided in the Basic Documents, not have any of
its obligations guaranteed by any Affiliate;
Doc:125121 /1 -6-

(26) not merge into or consolidate with any Person, or dissolve,
terminate, liquidate in whole or in part, transfer or otheTz ise dispose of all or substantially all of its
assets or change its legal structure;
(27) not own any subsidiary, or make any investment in, any Person
(except to the extent permitted in paragraph 9(b)(iv)(22) above; and
(28) not violate or cause to be violated the assumptions made with
respect to the Company, the Member, and each of their respective direct and/or indirect owners in
any opinion letter pertaining to substantive consolidation delivered to Lender in connection with the
loan as evidenced by the Basic Documents.
Failure of the Company, or the Member on behalf of the Company, to comply with
any of the foregoing covenants or any other covenants contained in this Agreement shall not affect
the status of the Company as a separate legal entity or the limited liability of the Member.
10. Independent Manager.
a. Appointment and Qualification. So long as any Indebtedness is outstanding,
the Company shall have an Independent Manager. The Independent Manager may not be removed
by the Member unless a successor Independent Manager has been duly appointed.
b. Duties. To the fullest extent permitted by applicable law, the Independent
Manager shall consider the interests of creditors of the Company (ether than Affiliates that are
creditors) in connection with consenting to any action specified under Section 9(b)(iii) of this
Agreement. No Independent Manager shall, with regard to any action to be taken under or in
connection with this Agreement, owe a fiduciary duty or other obligation to the Member or Special
Member or to any successor members of the Company, and the Member, the Special Member and
every successor member of the Company consents to the foregoing; no other act or deed of anv
member is required to evidence such consent. Instead, to the full extent permitted by law, the
fiduciary duty of the Independent Manager and other obligations with regard to any action under or
in connection with this Agreement shall be owed to the Company (including its creditors other than
Affiliates who are creditors).
C. Authority. Except as specified in Section 9(b)(iii) of this Agreement, the
Independent Manager shall have no right to review, consider voting on, approve or disapprove or
otherwise consent or withhold consent to any decision, action or matter relating to the Company.
The sole province and authority of the Independent Manager shall be limited to the specific matters
specified in Section 9(b)(iii) of this Agreement. At no time shall the Independent Manager be
deemed a Member or Special Member of the Company or be entitled to any profits or losses of the
Company.
11. Il�?TENTInIlTPLTT,V OMITTED.
Doc: 125121/1 -7-

12. Limited Liability.
Except as otherwise expressly provided by the Act, the debts, obligations and
liabilities of the Company, whether arising in contract, tort or otherwise, shall be the debts,
obligations and liabilities solely of the Company, and no member, Special Member, Independent
Manager or other Person shall be obligated personally for any such debt, obligation or liability of
the Company solely by reason of being a member, Special Member or Independent Manager of the
Company.
13. Capital Contributions.
The Member is deemed admitted to the Company as the member of the Company
upon the execution and delivery of this Agreement. The Member has contributed the amount of
cash to the Company listed on Schedule B attached hereto and made a part hereof.
14. Additional Contributions.
The Member is not required to make any additional capital contribution to the
Company. However, the Member may make additional capital contributions to the Company at any
time. To the extent that the Member makes an additional capital contribution to the Company, the
Member shall revise Schedule B of this Agreement. The provisions of this Agreement; including
this Section 14, are intended solely to benefit the Member and, to the fullest extent permitted by law,
shall not be construed as conferring any benefit upon any creditor of the Company (and no such
creditor of the Company shall be a third -party beneficiary of this Agreement) and no Member shall
have any duty or obligation to any creditor of the Company to make any contribution to the
Company or to issue any call for capital pursuant to this Agreement.
15. Allocation of Profits and Losses.
The Company's profits and losses shall be allocated solely to the Member.
16. Distributions.
Distributions shall be made at the times and in the aggregate amounts determined
by the Member. Notwithstanding any provision to the contrary contained in this Agreement, the
Company shall not make a distribution to the Member on account of its interest in the Company if
such distribution would violate Section 18-607 of the Act or any other applicable law or the Basic
Documents.
17. Books and Records.
The Member shall keep or cause to be kept complete and accurate books of account
and records with respect to the Company's business. The book- of the Company shall at all times
be maintained by the Member. Each Member, if more than one, and its duly authorized
representatives shall have the right to examine the Company books, records and documents during
Doc:125121/1 -8-

normal business hours. The Company shall not have the right to keep confidential from the Member
any information which it would otherwise be permitted to keep confidential from the Member
pursuant to Section 18-305(c) of the Act. The Company's books of account shall be kept using the
method of accounting determined by the Member. The Company's independent auditor shall be an
independent public accounting firm selected by the Member.
18. Reports.
So long as any Indebtedness is outstanding, the Member shall:
a. Within sixty (60) days after the end of each fiscal quarter, cause to be
prepared an unaudited report setting forth as of the end of such fiscal quarter:
(i) unless such quarter is the last fiscal quarter, a balance sheet of the
Company; and
(ii) unless such quarter is the last fiscal quarter, an income statement of
the Company for such fiscal quarter; and
b. Within ninety (90) days after the end of each fiscal year, cause to be prepared
an audited or unaudited report setting forth as of the end of such fiscal year:
(i) a balance sheet of the Company;
(ii) an income statement of the Company for such fiscal year; and
(iii)a statement of the Member's capital account.
C. The Member shall, after the end of each fiscal year, use reasonable efforts to
cause the Company's independent accountants, if any, to prepare and promptly transmit to the
Member such tax information as may be reasonably necessary to enable the Member to prepare its
federal, state and local income tax returns relating to such fiscal year.
19. Other Business.
The Member, the Special Member and any Affiliate of the Member or the Special
Member may engage in or possess an interest in other business ventures of every kind and
description and unconnected with the Company, independently or with others. The Company shall
not have any rights in or to such independent ventures or the income or profits therefrom by virtue
of this Agreement.
20. Exculpation and Indemnification.
a. To the fullest extent permitted by applicable law, no member, Special
Member, Independent Manager, manager, employee or agent of the Company and no director,
Doc:125121/1 -9-

officer, employee, representative, agent or Affiliate of the Member, Special Member and/or
Independent Manager (colieciively, the "Covered Persons") shall be liable to the Company or any
other Person who has an interest in or claim against the Company for any loss, damage or claim
incurred by reason of any act or omission performed or omitted by such Covered Person with respect
to the Property, the Company and/or the Indebtedness in good faith on behalf of the Company and
in a manner reasonably believed to be within the scope of the authority conferred on such Covered
Person by this Agreement, except that a Covered Person shall be liable for any such loss, damage
or claim incurred by reason of such Covered Person's gross negligence or willful misconduct.
b. To the fullest extent permitted by applicable law, a Covered Person shall be
entitled to indemnification from the Company for any loss, damage or claim incurred by such
Covered Person by reason of any act or omission performed or omitted by such Covered Person with
respect to the Property, the Company and/or the Indebtedness in good faith on behalf of the
Company and in a mariner reasonably believed to be within the scope of the authority conferred on
such Covered Person by this Agreement, except that no Covered Person shall be entitled to be
indemnified in respect of any loss, damage or claim incurred by such Covered Person by reason of
such Covered Person's gross negligence or willful misconduct with respect to such acts or
omissions; provided, however, that any indemnity under this Section 20 shall be provided out of and
to the extent of Company assets only, and no Member shall have personal liability on account
thereof; and provided further, that so long as the Indebtedness is outstanding, no indemnity payment
from funds of the Company (as distinct from fund from other sources, such as insurance) of any
indemnity under this Section 20 shall be payable from amounts allocated to any other Person
pursuant to the Loan Documents.
C. To the fullest extent permitted by applicable law, expenses (including
reasonable legal fees) incurred by a Covered Person defending any claim, demand, action, suit or
proceeding shall, from time to time, be advanced by the Company prior to the final disposition of
such claim, demand, action, suit or proceeding upon receipt by the Company of an undertaking by
or on behalf of the Covered Person to repay such amount if it shall be determined that the Covered
Person is not entitled to be indemnified as authorized in this Section 20.
d. A Covered Person shall be fully protected in relying in good faith upon the
records of the Company and upon such information, opinions, reports or statements presented to the
Company by any Person as to matters the Covered Person reasonably believes are within such other
Person's professional or expert competence and who has been selected with reasonable care by or
on behalf of the Company, including information, opinions, reports or statements as to the value and
amount of the assets, liabilities, or any other facts pertinent to the existence and amount of assets
from which distributions to the Member might properly be paid.
e. To the extent that, at law or in equity, a Covered Person has duties (including
fiduciary duties) and liabilities relating thereto to the Company or to any other Covered Person, a
Covered Person acting under this Agreement shall, to the fullest extent permitted by applicable law,
not be liable to the Company or to any other Covered Person for its good faith reliance on the
provisions of this Agreement or any approval or author zation granted by the Company or any other
Covered Person. The provisions of this Agreement, to the extent that they restrict the duties and
noc:12512In -IU-

liabilities of a Covered Person otherwise existing at law or in equity, are agreed by the Member to
replace such other duties and liabilities of such Covered Person.
f. The foregoing provisions of this Section 20 shall survive any termination of
this Agreement.
21. Assignments.
Without the prior written consent of Lender, neither Company nor the Member,
except as permitted under the Loan Agreement or the other Basic Documents, shall:
a. directly or indirectly sell, transfer, convey, mortgage, pledge, or assign the
Property, any part thereof or any interest therein (including any ownership interest in Company or
Member),
b. further encumber, alienate, grant a lien or grant any other interest in the
Property or any part thereof (including any ownership interest in Company and the Member)
whether voluntarily or involuntarily, or
C. enter into any easement or other agreement granting rights in or restricting
the use or development of the Property.
If the Member transfers all of its limited liability company interest in the Company
pursuant to this Section 21, the transferee shall be admitted to the Company as a member of the
Company upon its execution of an instrument signifying its agreement to be bound by the terms and
conditions of this Agreement, which instrument may be a counterpart signature page to this
Agreement. Such admission shall be deemed effective immediately prior to the transfer, and,
immediately following such admission, the transferor member shall cease to be a member of the
Company. Notwithstanding anything in this Agreement to the contrary, any successor to a member
by merger or consolidation in compliance with the Basic Documents shall, without further act, be
a member hereunder, and such merger or consolidation shall not constitute an assignment for
purposes of this Agreement and the Company shall continue without dissolution.
22. Resi nation.
So long as any Indebtedness is outstanding, the Member may not resign as a member
unless consistent with the transfer and substitution provisions of the Loan Agreement. If the
Member is permitted to resign pursuant to this Section 22, an additional member of the Company
shall be admitted to the Company upon its execution of an instrument signifying its agreement to
be bound by the terms and conditions of this Agreement, which instrument may be a counterpart
signature page to this Agreement. Such admission shall be deemed effective immediately prior to
the resignation, and, immediately following such admission, the resigning member shall cease to
be a member of the Company.
23. IT:TEI'TrIONALL �' OMI r"Irl
Doc:125121/1 -11-

V
24. Dissolution.
a. Subject to Section 9(b) of this Agreement, the Company shall be dissolved,
and its affairs shall be wound up upon the first to occur of the following: (i) the retirement,
resignation or dissolution of the last remaining member of the Company or the occurrence of any
other event which terminates the continued membership of the last remaining member of the
Company in the Company unless the business of the Company is continued in a manner permitted
by the Act or this Agreement or (ii) the entry of a decree of judicial dissolution under Section 18-802
of the Act. Upon the occurrence of any event that causes the last remaining member of the Company
to cease to be a member of the Company, to the fullest extent permitted by law, the personal
representative of such member is hereby authorized to, and shall, within ninety (90) days after the
occurrence of the event that terminated the continued membership of such member in the Company,
agree in writing (i) to continue the Company and (ii) to the admission of the personal representative
or its nominee or designee, as the case may be, as a substitute member of the Company, effective
as of the occurrence of the event that terminated the continued membership of the last remaining
member of the Company in the Company.
b. Notwithstanding any other provision to the contrary, the Bankruptcy of the
Member or a Special Member shall not cause the Member or Special Member respectively to cease
to be a member of the Company and upon the occurrence of such an event, the business of the
Company shall continue without dissolution. Notwithstanding any other pro -vision of this
Agreement, the Member and the Special Member waives any right it might have under the Act to
agree in writing to dissolve the Company upon the Bankruptcy of the Member or a Special Member
or the occurrence of an event that causes the Member or Special Member to cease to be a member
of the Company.
C. In the event of dissolution, the Company shall conduct only such activities
as are necessary to wind up its affairs (including the sale of the assets of the Company in an orderly
manner), and the assets of the Company shall be applied in the manner, and in the order of priority,
set forth in Section 18-804 of the Act.
d. The Company shall terminate when (i) all of the assets of the Company, after
payment of or due provision for all debts, liabilities and obligations of the Company, shall have been
distributed to the Member in the manner provided for in this Agreement and (ii) the Certificate of
Formation shall have been canceled in the manner required by the Act.
25. Waiver of Partition: Nature of Interest.
Except as otherwise expressly provided in this Agreement, to the fullest extent
permitted by law, each Member and Special Member hereby irrevocably waives any right or power
that such Member or Special Member might have to cause the Company or any of its assets to be
partitioned, to cause the appointment of a receiver for all or any portion of the assets of the
Company, to compel any sale of all or any portion of the assets of the Company pursuant to any
applicable law or to file a complaint or to institute any proceeding at law or in equity to cause the
dissolution, liquidation, winding up or termination of the Company. No Member shall have any
Doc:125121/1 -12-

interest in any specific assets of the Company, and no Member shall have the status of a creditor
with respect to any disuibutior, pursuant to Section 16 of this Agreement. The interest of the
Member in the Company is personal property.
26. Benefits of Agreement: No Third -Party Rights.
Except as provided pursuant to paragraph 9(b) of this Agreement, none of the
provisions of this Agreement shall be for the benefit of or enforceable by any creditor of the
Company or by any creditor of the Member. Except as provided pursuant to paragraph 9(b) of this
Agreement, nothing in this Agreement shall be deemed to create any right in any Person (other than
Covered Persons) not a party hereto, and this Agreement shall not be construed in any respect to be
a contract in whole or in part for the benefit of any third Person.
27. Severability of Provisions.
Each provision of this Agreement shall be considered severable and if for any reason
any provision or provisions herein are determined to be invalid, unenforceable or illegal under any
existing or future law, such invalidity, unenforceability or illegality shall not impair the operation
of or affect those portions of this Agreement which are valid, enforceable and legal.
28. Entire Agreement.
This Agreement constitutes the entire agreement of the parties with respect to the
subject matter hereof.
29. Governing Law.
This Agreement shall be governed by and construed under the laws of the State of
Delaware (without regard to conflict of laws principles), all rights and remedies being governed by
said laws.
30. Amendments.
Subject to Section 9(b) of this Agreement, this Agreement may not be modified,
altered, supplemented or amended except pursuant to a written agreement executed and delivered
by the Member.
31. Counterparts,
This Agreement may be executed in any number of counterparts, each of which shall
be deemed an original of this Agreement and all of which together shall constitute one and the same
instrument.
Doc: 125121/1 -13-

32. Notices.
Any notices required to be delivered 'hereunder shall be in writing and personally
delivered, mailed or sent by telecopy, electronic mail, or other similar form of rapid transmission,
and shall be deemed to have been duly given upon receipt (a) in the case of the Company, to the
Company at its address in Section 2 of this Agreement, (b) in the case of a member, to such member
at its address as listed on Schedule B attached hereto and (c) in the case of either of the foregoing,
at such other address as may be designated by written notice to the other party.
WHEREFORE, the undersigned, intending to be legally bound hereby, have duly executed
this Agreement as of the 16th day of December, 2009.
COMPANY:
IA Jacksonville Gateway, L.L.C., a Delaware limited
liability company
By: Inland American Real Estate Trust, Inc., a
Maryland corporation, its sole member
By:
Carol M. Hoffm
Assistant Secretary
MEMBER:
Inland American Real Estate Trust, Inc., a Maryland
corporation
By:C7�� A
Carol M. Hoffmann
Assistant Secretary
Doc:125121/1 -14-

SPECIAL MEMBER:
SPECIAL MEMBER, LLC, a North Carolina limited
liability company
By: Aberjona Investments, LLC, a North Carolina
limited liability company, its sole member
By: John R. Hosmer, Jr., Manager
By:
_ C /k /L4a2s' dU====
Carol M. Hof&nann
Attorney -in -Fact and Assistant Secretary of
Inland American Real Estate Trust, Inc., a
Maryland corporation
INDEPENDENT MANAGER:
Michael T. Hosmer
Doc:12512I/I -15-

SPECIAL MEMIDER:
SPECIAL MEMBER„ LLC, a North Carolina limited
liability company
By: Abe&na Investments, LLC, a North Carolina
limited liability company, its sole member
By: John R. Hostner, Jr., Manager
a
By: C]MAJ
Carol M. Hoffmann
Attorney -in -Fact and Assistant Secretary of
Inland American Real Estate Trust, Inc., a
Maryland corporation
INDEPENDENT MANAGER:
S
�iltic 1'. �osmer
11oc:125121/1 _ts_

SCHEDULE A
Definitions
A. Definitions
When used in this Agreement, the following terms not otherwise defined herein have the
following meanings:
"Act" has the meaning set forth in the preamble to this Agreement.
"Affiliate" iliate" has the meaning set forth in the Loan Agreement.
"Agreement" means this Limited Liability Company Agreement of the Company, together
with the schedules attached hereto, as amended, restated or supplemented form time to time.
"Assumption Agreement" means that certain Loan Assumption and Substitution Agreement
by and among Lender, Original Borrower, Company and Member.
"Bankruptcy" means, with respect to any Person, if such Person (i) makes an assignment for
the benefit of creditors, (ii) files a voluntary petition in bankruptcy, (iii) is adjudged as bankrupt or
insolvent, or has entered against it an order for relief, in any bankruptcy or insolvency proceeding,
(iv) files a petition or answer seeking for itself any reorganization, arrangement, composition,
readjustment, liquidation, dissolution or similar relief under any statute, law or regulation, (v) files
an answer or other pleading admitting or failing to contest the material allegations of a petition filed
against it in any proceeding of this nature, (vi) seeks, consents to or acquiesces in the appointment
of a trustee, receiver or liquidator of the Person or of all or any substantial part of its properties, or
(vii) if one hundred twenty (120) days after the commencement of any proceeding against the Person
seeking reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar
relief under any statute, law or regulation, if the proceeding has not been dismissed, or if within
ninety (90) days after the appointment without such Person's consent or acquiescence of a trustee,
receiver or liquidator of such Person or of all or any substantial part of its properties, the
appointment is not vacated or stayed, or within ninety (90) days after the expiration of any such stay,
the appointment is not vacated. The foregoing definition of "Bankruptcy" is intended to replace and
shall supersede and replace the definition of "Bankruptcy" set forth in Sections 18-101(1) and 18-
304 of the Act.
"Basic Documents" means Loan Agreement, Note, Mortgage (as defined in the Loan
Agreement), Assumption Agreement, New Assignment of Management Agreement (as defined in
the Assumption Agreement), UCC financing statements, Certificate of the Company's
organizational documents, New Environmental Indemnity Agreement (as defined in the Assumption
Agreement), Indemnity Agreement and any other documents executed by the Company in favor of
the Lender evidencing or securing the Indebtedness and/or executed and delivered by the Company
to Lender in connection with the closing of the Loan evidenced by the Note or the closing of the
transactions contemplated by the Assumption Agreement.
Doc:125121/1 46-

"Certificate of Formation" means the Certificate of Formation of the Company filed with the
Secretary of State of the State of Delaware on December 16, 2009, as amended or amended and
restated from time to time.
"Company" means IA Jacksonville Gateway, L.L.C., a Delaware limited liability company.
"Control" means the possession, directly or indirectly, or the power to direct or cause the
direction of the management or policies of a Person, whether through the ownership of voting
securities or general partnership or managing member interests, by contract or otherwise.
"Controlling" and "Controlled" shall have correlative meanings. Without limiting the generality of
the foregoing, a Person shall be deemed to Control any other Person in which it owns, directly or
indirectly, a majority of the ownership interests.
"Covered Persons" has the meaning set forth in Section 20(a) of this Agreement.
"GAAP" means generally accepted accounting principals.
"Indebtedness" means the obligations of the Company evidenced by the Note.
"Indemni y Ag reement" means that certain Indemnity Agreement by and among the
Company, the Member and Lender.
"Independent Manager" shall mean a manager of the Company who is not at the time of
initial appointment, or at any time while serving as such manager, and has not been at any time
during the preceding five (5) years: (a) a stockholder, director, manager (with the exception of
serving as an Independent Manager), officer, employee, partner, attorney or counsel of the Borrower
or any Affiliate of either of them; (b) a customer, supplier or other person who derives any of its
purchases or revenues from its activities with the Borrower or any Affiliate of either of them (other
than a fee to act as Independent Manager or as an independent manager of other Affiliates; (c) a
Person controlling or under common control with any such stockholder, director, manager, officer,
partner, customer, supplier or other Person; or (d) a member of the immediate family of any such
stockholder, director, manager, officer, employee, partner, customer, supplier or other Person except
as set forth herein. As used in this definition, the term "control" means the possession, directly or
indirectly, of the power to direct or cause the direction of management, policies or activities of a
Person, whether through ownership of voting securities, by contract or otherwise.
"Lender" means Bank of America, N.A. as Master Servicer for U.S. Bank National
Association, as trustee, in trust for the Registered Holders of Banc of America Commercial
Mortgage, Inc., Commercial Mortgage Pass -Through Certificates, Series 2007-3, and its successors
and assigns.
"Loan Agreement" means that certain Loan Agreement by and between the Company and
Lender.
Doc: 125121/1 -17-

"M9mber' means Inland American Real Estate Trust, Inc., a Maryland corporation, as the
initial member of the Company, and includes any Person admitted as an additional member of the
Company or a substitute member of the Company pursuant to the provisions of this Agreement, each
in its capacity as a member of the Company; provided, however, the term "Member" shall not
include the Special Member except to the limited extent provided in Section 5(c) above.
"Note" shall mean that certain promissory note made by Company in the original principal
amount of
MOMn favor of Lender, as the same may be amended, restated, replaced, supplemented,
or ouierwlse mo ified from time to time.
"Officer's Certificate" has the meaning assigned to that term in the Loan Agreement.
"Person" means any individual, corporation, partnership, joint venture, limited liability
company, limited liability partnership, association, joint-stock company, trust, unincorporated
organization, or other organization, whether or not a legal entity, and any governmental authority.
"Property" means that property listed on Schedule C attached hereto and made a part hereof.
"Rating AgenW' has the meaning assigned to that term in the Loan Agreement.
"Section" means a section in this Agreement, unless otherwise defined.
"Special Member' means Special Member, LLC, allorth Carolina limited liability company,
as the initial Special Member of the Company, and includes any Person admitted as a successor
special member pursuant to the provisions of this Agreement.
".Social EMose Entity" has the meaning assigned to that term in the Loan Agreement.
B. Rules of Construction
Definitions in this Agreement apply equally to both the singular and plural forms of the
defined terms. The words "include" and "including" shall be deemed to be followed by the phrase
"without limitation." The terms "herein," "hereof' and "hereunder" and other words of similar
import refer to this Agreement as a whole and not to any particular Section, paragraph or
subdivision. The Section titles appear as a matter of convenience only and shall not affect the
interpretation of this Agreement. All Section, paragraph, clause, Exhibit or Schedule references not
attributed to a particular document shall be references to such parts of this Agreement.
Doc:125121/1 -18-

SCHEDULE B
Member s
Agreed Value of
Name and Mailing Address Capital Contribution
Inland American Real Estate Trust, Inc.
AYLI Butterfield Road
Oak Brook, Illinois 60523
Doc:125121/1 -19-
Percentage
Interest
100%

SCHEDULE C
The Property
Commonly known as: Gateway Plaza, Jacksonville, North Carolina.
[SEE LEGAL DESCRIPTION ATTACHED HERETO AND MADE A PART HEREOF.]
Doc: 125121 /1 -20-

EXHIBIT A-6
LEGAL DESCRIPTION OF GATEWAY PLAZA LAND
LOT 8A GATEWAY PLAZA PI•IASE II
Commencing at an existing iron stake located where the Southwestern right of way of NCSR
1470 (commonly known as Western Boulevard — 200 foot right of way) intersects the
Southeastern right of way of Gateway South (60 foot right of way); and running thence along the
said Southwestern right of way of NCSR 1470 South 38 degrees 57 minutes 26 seconds East
181.12 feet to an existing iron stake; thence leaving the said Southwestern right of way of NCSR
1470 and running South 51 degrees 01 minutes 29 seconds West 240.04 feet to an existing iron
stake; thence South 38 degrees 58 minutes 46 seconds East 277.95 feet to an existing iron stake,
said iron stake also being THE TRUE POINT OF BEGINNING; thence from the described
beginning and running South 38 degrees 58 minutes 05 seconds East 255.05 feet to an existing
iron stake; thence North 51 degrees 01 minutes 38 seconds East 239.99 feet to an existing iron
stake located along the said Southwestern right of way of NCSR 1470; thence along the said
Southwestern right of way of NCSR 1470 South 38 degrees 58 minutes 32 seconds East 26.23
feet to an existing P.K. Nail, thence South 38 degrees 59 minutes 30 seconds Fast 23.76 feet to
an existing iron stake; thence leaving the said Southwestern right of way of NCSR 1470 and
running South 5I degrees 01 minutes 46 seconds West 240.01 feet to an existing iron stake;
thence South 39 degrees 04 minutes 07 seconds East 139.98 feet to an existing iron stake; thence
South 50 degrees 47 minutes 00 seconds West 399.79 feet to an existing P.K. Nail; thence North
38 degrees 56 minutes 17 seconds West 9.41 feet to an existing P.K. Nail; thence South 50
degrees 54 minutes 27 seconds West 293.93 feet to an existing iron stake; thence South 38
degrees 55 minutes 31 seconds East 339.22 feet to air existing iron stake; thence south 50
degrees 47 minutes 28 seconds West 126.07 feet to an existing iron stake; thence North 49
degrees 55 minutes 29 seconds West 388.78 feet to an iron stake; thence South 45 degrees 12
minutes 03 seconds West 124.99 feet to an existing iron stake; thence along the centerline of a 20
foot drainage & utility easement and along the Northeastern property line of Branchwood Block
D Section XI11 as recorded in Map Book 22 Page 86 & Branchwood Block D Section XII as
recorded in Map Book 21 Page 211 of the Onslow County Registry the following courses and
distances: North 48 degrees 31 minutes 40 seconds West 130.04 feet to an existing iron stake,
thence North 48 degrees 34 minutes 12 seconds West 119.95 feet to an existing iron stake,
thence North 71 degrees 58 minutes 08 seconds West 28.70 feet to an existing iron stake, thence
North 72 degrees 03 minutes 46 seconds West 79.84 feet to an existing iron stake, thence North
72 degrees 04 minutes 28 seconds West 85.02 feet to an existing iron stake, thence North 71
degrees 59 minutes 02 seconds West 84.96 feet to an existing iron stake, thence NoAll. 72 degrees
02 minutes 33 seconds West 72.91 feet to an existing iron stake, thence North 72 degrees 02
minutes 39 seconds West 28.54 feet to an existing iron stake, thence North 49 degrees 32
minutes 07 seconds West 78.41 feet to an existing iron stake, thence North 49 degrees 31
minutes 25 seconds West 91.45 feet to an existing iron stake, thence North 49 degrees 08
minutes 53 seconds West 107.06 feet to an existing iron stake; thence leaving the said property
line of Branchwood Section XII and the said centerline of the 20 foot drainage & utility
easement and running North 51 degrees 02 minutes 21 seconds East 452.50 feet to an iron stake;
A-6-1
8644344.4

thence South 38 degrees 57 minutes 59 seconds East 528.38 feet to an existing iron stake; thence
North 51 degrees 02 minutes 22 seconds East 164.66 feet to a P.K. Nail; thence North 38 degrees
57 minutes 38 seconds West 79.33 feet to a P.K. Nail; thence North 51 degrees 02 minutes 28
seconds East 77.33 feet to a P.K. Nail; thence North 38 degrees 56 minutes 22 seconds West
11.67 feet to a P.K. Nail; thence North 51 degrees 00 minutes 58 seconds East 214.67 feet to a
P.K. Nail; thence South 38 degrees 58 minutes 02 seconds East 21.15 feet to a P.K. Nail; thence
North 51 degrees 01 minutes 58 seconds East 413.24 feet to the point and place of beginning.
Containing 16.24 acres / 707,358.05 square feet and being described as Lot 8A Gateway Plaza
Phase 11 and recorded in Map Book 41 Page 183 Slide K-1130 of the Onslow County Registry
and being subject to all easements of record as recorded in the aforementioned map. The courses
contained herein are correct in angular relationship and are referenced to N.G. Grid North.
LOT 1 GATEWAY PLAZA
Commencing at an existing iron stake located where the Southwestern right of way of NCSR
1470 (commonly known as Western Boulevard — 200 foot right of way) intersects the
Southeastern right of way of Gateway South (60 foot right of way); and running thence along the
said Southwestern right of way of NCSR 1470 South 38 degrees 57 minutes 26 seconds East
10.00 feet to an existing iron stake, said iron stake also being THE TRUE POINT OF
BEGINNING; thence from the described beginning and continuing along the said Southwestern
right of way of NCSR 1170 South 38 degrom 57 minutes 26 seconds East 171.12 feet to an
existing iron stake; thence leaving the said Southwestern right of way of NCSR 1470 and
running South 51 degrees 01 minutes 29 seconds West 240.04 feet to an existing iron stake;
thence North 38 degrees 57 minutes 02 seconds West 180.05 feet to an existing iron stake
located along the said Southeastern right of way of Gateway South; thence along the said
Southeastern right of way of Gateway South North 51 degrees 00 minutes 29 seconds Last
200.02 feet to an iron stake; thence leaving the said right of way of Gateway South and running
South 38 degrees 58 minutes 32 seconds East 9.00 feet to an existing iron stake; thence North 51
degrees 00 minutes 09 seconds East 40,00 to the point and place of beginning. Containing 0.98
acres / 42,866.07 square feet and being described as Lot 1 Gateway Plaza as recorded in Man
Book 38 Page 84 Slide K-310 of the Onslow County Registry and being subject to all easements
of record as recorded in the aforementioned map. The courses contained herein are correct in
angular relationship and are referenced to N.G. Grid North.
LOT 2 GATEWAY PLAZA REVISED
Commencing at an existing control corner located where the Southwestern right of way of NI.SR
1470 (commonly known as Western Boulevard - 200 foot right of way) intersects the
Southeastern right of way of Gateway South (60 foot right of way - Public); and running thence
along the said Southwestern right of way of NCSR 1470 South 38 degrees 58 minutes 05
seconds East 18 1. 10 feet to an existing iron stake, said iron stake also being THE TRUE POINT
OF BEGINNING: thence from the described beginning and continuing along the said
Southwestern right of way of NCSR 1470 South 37 degrees 58 minutes 05 seconds last 177.69
feet to an existing iron stake; thence leaving the said Southern right of way of NCSR 1470 and
running South 51 degrees 01 minutes 38 seconds West 740.00 feet to an existing iron stake;
thence North 38 degrees 58 minutes 46 seconds West 177.71 feet to an existing iron stake;
A-6-2
8644.344.4

thence North 51 degrees 01 minutes 29 seconds East 240.04 feet to the point and place of
beginning. Containing 0.98 acres and being described as Lot 2 of Gateway Plaza Revised and
subject to all casements of record as recorded in Map Book 38 Page 84 Slide K-310 of the
Onslow County Registry. The courses contained herein are correct in an angular relationship and
is referenced to N.C. Grid North.
INLAND RETAIL REAL ESTATE LOT 8B GATEWAY PLAZA PHASE 11
Commencing at a point located where the Southwestern right of way of NCSR 1470 (commonly
known as Western Boulevard — 200 foot right of way) intersects the Southeastern right of way of
Gateway South as per Map Book 41 page 183 of the Onslow County Registry; and running
thence along the said Southwestern right of way of NCSR 1470 in a general Southeasterly
direction approximately 1226.20 feet to all iron stake also being THE TRUE POINT OF
BEGINNING: thence from the described beginning and continuing along the said Southwestern
right of way of NCSR 1470 South 38 degrees 52 minutes 06 seconds East 10.00 feet to a P.K.
Nail; thence leaving the said Southwestern right of way of NCSR 1470 and running South 51
degrees 02 minutes 20 seconds West 933.69 feet to an iron stake located along the centerline of a
30 foot drainage & utility easement; thence along the said centerline of the 30 foot drainage &
utility easement North 38 degrees 55 minutes 31 seconds West 339.22 feet to an iron stake;
thence leaving the said centerline of the 30 foot drainage & utility easement and running North
50 degrees 54 minutes 27 seconds East 29.3.93 feet to a P. %. Nail; thence South 380 degrees 56
minutes 17 seconds East 9.41 feet to a P.K. Nail; thence North 50 degrees 47 minutes 00 seconds
East 399.79 feet to an iron stake; thence South 38 degrees 55 minutes 24 seconds East 330.27
feet to an iron stake; thence North 51 degrees 02 minutes 18 seconds East 200.00 feet to an iron
stake; thence North 38 degrees 57 minutes 27 seconds West 8.00 feet to an iron stake; thence
North 51 degrees 02 minutes 16 seconds East 40.00 feet to the point and place of beginning.
Containing 5.35 acres233.084.43 square feet and being described as Lot 8B Gateway Plaza
Phase 11 and recorded in Map Book 41 Page 183 SIide K-1130 and being a portion of the
property in Deed Book 1516 Page 909 of the Onslow County Registry and being subject to all
easements of record as recorded in Map Book 41 Page 183 Slide K-1130 of the Onslow County
Registry. The courses contained herein are correct in angular relationship and are referenced to
N.C. Grid North (NAD 83).
Together with easements rights contained in Declaration of Covenants, Conditions and
Restrictions recorded in Book I364, Page 985; Operation Easement Agreement recorded in Book
1516, Page 944; and Second Amendment to Operation and Easement Agreement recorded in
Book 1632, Page 250, Onslow County Registry.
(Applies to Lots 1, 2, 8A and 8B)
TOGETHER WITH rights in and to sixty (60) foot wide access easement and fifty (50) foot wide
access easement as shown on map recorded in Map Book 34, Page 187, Onslow County
Registry. (Applies to Lot 8B)
TOGETHER WITH easement rights contained in Cross Access Easement recorded in Book
1684, Page 885, Onslow County Registry and Agreement re -corded in Book 1516, Page 906,
Onslow, County Registry. (Applies to Lot 2)
A-6-3
8(A4344.4

JOHN L. PIERCE & ASSOCIATES, P.A.
LAND SURVEYING — LAND PLANNING — MAPPING
P.O. BOX 1685
JACKSONVILLE, NC 28541
OFFICE: [phone] FAX: [phone]
E-MAIL: bgab@*112nc.com
Or [e-mail]
TO: Ms. Linda Lewis
N.C. Department of Environment and Natural
Resources — Department of Stormwater
127 Cardinal Drive Extension
Wilmington, NC 28405
Letter of Transmittal
DATE:
September 28, 2012
ATTENTION:
Linda Lewis /� l
Gateway Plaza SW8 98 07
COPIES DATE NUMBER DESCRIPTION
2 copies of revised pond detail sheet
2 Sets of revised pond calculations & wet basin supplement pages
1 Copy of e-mail with comments
REMARKS: BY:
SIOi1ED:

Crystal Coast Engineerinq, PA
205-3 Ward Road
Swansboro, NC 28584
910-325-0006
Business License: C-2553
Design Calculations
Stormwater Treatment Facilities
for
Gateway Plaza (SW8 980817 Mod) Pond Redesign
located In
Onslow County
1. PROJECT DESCRIPTION
SEAL
The Project consists of redesign/reconstruction of an existing pond as a result of NCDOT road project.
2. COMPUTE POND AREA REQUIRED
a. Compute Percent Impervious:
Impervious Areas:
On -Site Buildings
On -Site Streets
On -Site Parking
On -Site Sidewalks
Other on -site
Off -site
Sub -Total
Total
222,100 SF
0 SF
722,000 SF
32,000 SF
0
0
976,100 SF
FUTURE 411,073 SF
FUTURE(reserved) 0 0 0
Total 1,387,173 0 1,387,173 SF
Total Area Drainage to Pond:
Percent Impervious =
0.884 or 88.4 %
€ASS SF
b. Compute Pond Surface Area
Using Surface Area to Drainage Area Ratio Chart for 90% TSS Removal (copy attached) and"Cr 0 2 2012
assuming foot pond depth: 0 1
t"" l'62 6-1 _�L
SA/DA = 3.70 % (interpolated - Select from Highlighted Cell in SA/DA)
Therefore:
Surface Area = SA/DA x Drainage Area
58,045 SF .:.: ;.SF
must be > 58,045 SF

c. Compute Minimum Pond Dimensions
Assume rectangular shape with 3:1 Length (L) to Width (W) Ratio:
Min Length = 417.29 feet
Min Width = 139.10 feet
Site conditions, however, dictate irregular shaped pond:
Hydr. Length='':;>;><°:.,6(>1feet
so, Hydr. Width (a� 97.0 feet (avg)
Actual LAN = 6.4 (irregular shape)
3. DETERMINE REQUIRED STORAGE VOLUME
Design Rainfall Depth inches
Using Schuler "Simple Method":
Rv = 0.05 + 0.009(I) where I = percent impervious
Rv = 0.846 in/in
Control Volume = Design Rainfall x Rv x Drainage Area
Control Volume = 165,862 CF
4. DETERMINE REQUIRED STORAGE DEPTH
Assume: 3:1 side slopes
solving for depth (d) by trial & error:
d = 2.53
5. DETERMINE ORIFICE SIZE
Control Volume must be drawn down over a 2 day - 5 day period.
Using orifice equation, solve for Diameter (D) that results in 3-1/2 day period:
D = (Q / 0.026 (h) s).s
Where: Q = (Control Volume / 3.5 days x 86,400 sec/day)
0.549 cfs
Solving for D:
h= D / 3
= 0.84
D = 4.79 Use <. 4 5 " pipe
say`-..-.:"-. ..::_.:.V; CF
Must be > 165,862 SF

Actual Drawdown with actual drawdown pipe diameter (using orifice equation):
Q= 0.484 cfs
Draw Down Period
days OK, < 5.0
6. SELECT OUTLET STRUCTURE SIZE
Size outlet structure such that depth of Q 10 flow < or + to Feet
Using Rational Formula (Q=C[A) where:
Cimper
Cpery
Ccum = 0.82
in/hr
A= 36.01 ac
Q10 = 211.18 cfs
Using Francis Formula (Q=3.OLH"5) to solve for L such that H =
Min L = 38.317 Linear Feet
Use Linear Foot Weir
Use 6 Square Precast Structure
7. DETERMINE 010 STAGE
Q10= 211.18 cfs
From Routing Analysis, H 10
8. DETERMINE Q100 STAGE (ELEV. OF EMERGENCY SPILLWAY)
Using Rational Formula (Q=CIA) where:
Cimper =
0.9
Cpery =
0.2
Ccum =
0.82
1100 = in/hr
A =
36.01 ac
Q100 = 280.20 cfs
From Routing Analysis, H 100
1.5 Feet

9. DETERMINE 0100 STAGE OVER EMERGENCY SPILLWAY (TOP BERM ELEV.)
Assume primary spillway blocked (i.e., emergency spillway to accommodate Q100)
Emergency spillway shall be a broad crested earthern weir designed to pass 100 year storm.
Using broad crested weir equation H = (Q/(Cw x L))2j3
where: Q = Q100 280.20 cfs
Cw = 3.0
Length = »:>:::.::.;:? feet
H = 0.96 feet
10. FOREBAY SIZING
Compute Actual Pond Volumes (using average end method):
Avg
Incr.
Incr.
Cum.
Main Bay Volume:
Elevation Area SF
Area SF
Depth (FT)
Vol (CF)
Vol (CF)
Pond Bottom
Bottom Veg Shelf
;: E :: ; -0:
21,636
14.50
313,722
313 722
Normal Pond
:.(> {
»::.;;»:::.:::.....................................,.........
44 572
0.50
22,286
336,008
Main Bay Volume =
336,008 CF
Forebay Volume :
Elevation Area SF
Area SF
Depth (FT)
Vol (CF.)
Vo1(CF)
Pond Bottom
;a)p;'
:><_.....;f'
Normal Pond
41.00
.;::.;;. I
7,237
13.00
94,075
94,075
Forebay Volume =
94,075 CF
Total Pond Volume =
430,082 CF
Total Pond Area =
60,145 SF
Forebay Volume equates to
of Total Volume
Y..r ..:............ f
Must be > 18% and < 22%
Average Pond Depth =
7.15 feet
Compare to assumed Depth w
"'`
feet
Temp. Storage Volume:
Elevation Area SF
Area SF
Depth (FT)
Vol (CF)
Vol (CF)
Normal Pond
41.00 60,145
Temp. Pond Level
::::'` >.::':7
67,432
2.46
165,883
165,883
Temporary Level should be 43.53 or greater
Temp. Pool Volume = 165,883 CF

11. SUMMARY
Pond Elevations:
Top Berm (minimum)
H= 0.96
100-Yr. Storm
H100 = 5.23
10-Yr. Storm
H10 = 4.27
1.5 inch Storage
storage depth = 2.46
Permanent Pool
pond depth = 15.00
Pond Bottom
12. WET DETENTION BASIN SUPPLEMENT
Site Characteristics
Drainage Area
1,568,783 sf
impervious Area
1,387,173 sf
% Impervious
88.4 %
Design Rainfall Depth
1.5 in
Storage Volume
Min. Volume Required
165,862 cf
Volume Provided
165,883 cf
Peak Flow Calculations
1-yr, 24 hour rainfall depth
'"5"a
in
Rational C, predevelopment
:--.0.4,5
Rational C, post development
0.82
Rainfall Intensity 1 yr 24 hr
0.15 in/hr
Pre Dev Q1(24 hour)
0.82 cfs
Post Dev Q1 (24 hour)
4.49 cfs
Pre/Post Flow Control
3.66 cfs
Basin Elevations
Basin Bottom Elevation 25.00 feet (Elev)
Sediment Cleanout Elevation 26.00 feet (Elev)
Permanent Pool Elevation 41.00 feet (Elev)
Temporary Pool Elevation 43.46 feet (Elev)
Volume and Surface Area Calculations
SA/DA ratio
3.70
Surface Area Required
58,045 sf
Surface Area Provided
60,145 sf
Permanent Pool Volume
430,082 cf
Average Depth
7.15 feet
Relative
Actual
23.65
47.23
22.69
46.23 (emerg. weir elev)
21.73
45.27
17.46
43.46 (primary weir elev)
15.00
41.00 (invert out elev)
0
26.00

Forebay Volume 94,075 cf
Forebay % of Total Volume 21.9 %
Temporary pool Area 74,719 sf
Drawdown Calculations
Drawdown Time
3.97 days
Discharge Rate
0.484 cfs
Pre Dev Q1(24 hour)
0.82 cfs
Post Dev Q1 (24 hour)
0.48 cfs
Additional Infonnation
Diameter of orifice
4.50 in
Design TSS Removal
90 %
Basin Side Slopes
3 :1
Vegetated Shelf Slope
10 :1
Vegetated Shelf Width
10 ft
Length to Width Ratio
6 :1
Trash Rack?
Yes
Freeboard Provided?
Yes
Vegetated Filter Provided?
No
Recorded Easement?
Yes
Captures all Runoff?
Yes
Drain Mechanism
Pump

Lewis,Linda
From:
Gundrum, Jason [e-mail]]
Sent:
Tuesday, October 02, 2012 3:59 PM
To:
Lewis,Linda
Cc:
Gundrum, Jason
Subject:
RE: SW8 980817
Linda,
The original permit that was transferred from Zimmer Properties to us was filled out incorrectly. The applicant was listed
as Inland American Retail Management (this is our management company). The real applicant should have been IA
Gateway Jacksonville LLC (Owner); therefore I am having Teri Young the Vice ( Vice President of the Management
Company) transfer Ownership over to the Owner (IA Jacksonville Gateway, LLC) Jack Potts has the authority to sign off as
the owner of this property through the management agreement. I am getting the signatures currently and will resend it
to you by the end of the week. Please give me a call with any questions.
Thanks.
Jason Gundrum
Operations Manager
Inland American Management
2901 Butterfield Road
Oak Brook, IL 60623
Phone: [phone]/ Mobile: [phone]
Fax: [phone]
iason.aundrumD-inlandarouo.com
Tormh #owrd ttll ww for 1196a in lien "**h** V
BB
dada,* dw h"" swam 4r cwmp ww Mmr!l�anA MMwie
The Inland name and logo are registered trademarks being used under license.
From: Lewis,Linda [mailto:[e-mail]]
Sent: Thursday, September 20, 2012 11:22 AM
To: Gundrum, Jason
Subject: RE: SW8 980817
Now I'm really confused. Those were the original transfer pages that were submitted when we transferred from
Zimmer to Inland American Retail Management. I already have that signed form.
This latest application to modify the pond, indicated that the property owner is IA Jacksonville Gateway, LLC,
which is different from the entity that we transferred the permit to. I was expecting to see a modified application
signed by IA Retail Management, since that is who the permit was transferred to. My problem is that Teri
Young signed off in Section 111.1 a of the application "Applicant/Organization", as Exec. VP, but did not provide
the °Applicant/Organization" information above her signature.
Further down the application in Section 111.2a, Ms. Young signs off as Exec. VP of Ili Jacksonville Gateway,
LLC. I am still trying to understand the relationship between the companies.

Based on your email, this is what I have so far:
IA Real Estate Trust, Inc. (i.e., Trust), sole member of:
IA Jacksonville Gateway, LLC, (i.e., Gateway - property owner) which is managed by:
IA Retail Management, LLC, (i.e., Retail - the current permittee)
"Gateway" can be the permittee as long as the designated "manager" of "Gateway" ("Retail') signs the permit
application AND signs a name/ownership change form.
Linda Lewis
NC Division of Water Quality
127 Cardinal Drive Ext.
Wilmington, NC 28405
910-796-7215
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.
From: Gundrum, Jason jmailto:jason.gundrum(diniandgroup.com]
Sent: Thursday, September 20, 2012 11:52 AM
To: Lewis,Linda
Cc: Betty Bullock (Befit [e-mail]); Betty Bullock
Subject: RE: SW8 980817
Linda,
Here are the other pages. Let me know if this will suffice or if I need to seek out further information.
Thanks.
lJason Gundrum
Operations Manager
Inland American Management
2901 Butterfield Road
Oak Brook, IL 60523
Phone: [phone]/ Mobile: [phone]
Fax: [phone]
[e-mail]
ima InWW f el ash" a+r+ w of CoMPauans, hm j���
scowl WAVW of Reid ANor, die— fir BB
The Inland name and logo are registered trademarks being used under license.
From: Lewils,Linda [ Iailto:linda.lewis(u)ncdenr.govl
Sent: Thursday, September 20, 2012 10:26 AM

To: Gundrum, Jason
Cc: Betty Bullock (BgMBullockCaljlpnc.com); Betty Bullock
Subject: RE: SW8 980817
Thanks Jason. One of the attachments was supposed to be the signed Name/Ownership form, but I only
received the first page. The form has 4 pages. The signatures are supposed to be on the last 2 pages. It
appears that someone "signed" page 1 of the form where the name of the signing official should have been
"printed." Again, the place to sign the form is on pages 3 and 4. All pages of the form must be submitted, not
just page 1.
Linda Lewis
NC Division of Water Quality
127 Cardinal Drive Ext.
Wilmington, NC 28405
910-796-7215
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.
From: Gundrum, Jason[mailto:jason.gundrum0inlandgroup.com]
Sent: Thursday, September 20, 2012 9:26 AM
To: Lewis,Linda
Cc: Betty Bullock ([e-mail]); Betty Bullock
Subject: RE: SW8 980817
Hey Linda,
Attached is the email which we spoke about. Do you want this on a letterhead or will this suffice?
Thanks.
Jason Gundrum
Operations Manager
• Inland American Management
2901 Butterfield Road
Oak Brook, IL 60523
Phone: [phone]/ Mobile: [phone]
Fax: [phone]
[e-mail]
TP4 lalairb Ftem fish" &V* at ems, we.
Td"* Awhrd wbitim Aar EMU in as W BOW �
�s W o anal I I�wei W.
The Inland name and logo are registered trademarks being used under license.
From: Lewis,Linda [mailto:linda.lewisOncderingovl
Sent: Thursday, September 20, 2012 8:08 AM
To: Gundrum, Jason

Cc: Betty Bullock (BdWBullockQjlpnc.com); Betty Bullock
Subject: SW8 980817
Jason:
In the letter from John Pierce received on August 17, 2012, the first 2 addinfo items are noted as being
provided by "others". These are the ownership and signature issues. I remember we discussed these issues by
phone, but i have not received any written explanation regarding these 2 items from you (at least not that I can
remember). Please provide a written explanation as to what was decided.
Thanks,
Linda Lewis
NC Division of Water Quality
127 Cardinal Drive Ext.
Wilmington, NC 28405
910-796-7215
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.

Lewis,Liinda
From: Lewis,Linda
Sent: Thursday, September 20, 2012 11:32 AM
To: '[e-mail]'
Subject: Gateway Plaza SW8 980807
Contacts: Newsom, Dave
Dave:
The calculations I received on August 17, 2012, for this project have a lot of "blacked out" boxes and I am
unable to read those numbers. Can you send me (email) a. copy which has no blacked out boxes so I can read
the numbers?
Thanks,
Linda Lewis
NC Division of Water Quality
127 Cardinal Drive Ext.
Wilmington, NC 28405
910-796-7215
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.

J Clinkinbeard
From: David Newsom [[e-mail]]
Sent: Thursday, September 20, 2012 12:11 PM
To: 'Lewis, Linda; Jeanie at CCE
Subject: RE: Gateway Plaza SW8 980807
Yes .... my calculations indicate a draw down period of 5.03 days with a 4"....
I too believe a 4.5" orifice may be a better fit.
Jeannie,
If not too busy, can you make this change to both the Calcs and Pond Detail Sheet.
From: Lewis,Linda fmailto:linda.lewis(dncdenr.gov]
Sent: Thursday, September 20, 2012 11:52 AM
To: David Newsom
Subject: RE: Gateway Plaza SW8 980807
Thanks Dave. Can you please also check the 4" orifice? My spreadsheet is saying that a 4" is too small (a little
over 5 days). I think that by reducing the selected orifice diameter almost a full inch from the calculated 3.5 day
diameter, (4.79 to 4) that you reduced it a bit too much. Maybe a 4.5" would be better??
Checking the selected 4" in the orifice equation at the calculated average head of 0.76 feet, yields an average
flowrate of 0.367 cfs. You need a minimum average flowrate of .384 cfs to achieve a 5 day drawdown.
Linda Lewis
NC Division of Water Quality
127 Cardinal Drive Ext.
Wilmington, NC 28405
910-796-7215
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.
From: David Newsom fmailto:[e-mail]
Sent: Thursday, September 20, 2012 11:46 AM
To: Lewis,Linda
Subject: RE: Gateway Plaza SW8 980807
Probably my color coding inbedded in the spreadsheet ........ Cells change color (from red to green) when withing DWQ
guidles..... unfortunately, those colorized cells do not copy well.
Let me see if I can get you a better copy .... or perhaps figure out how to disengage the colorizing.
From: Lewis,Linda[mailto:linda.lewis(&ncdenr.aov]
Sent: Thursday, September 20, 2012 11:32 AM
To: crystalcoasteng fbizec.rr.com
Subject: Gateway Plaza SW8 980807 hE G E I VIEZ
Dave: OCT 0 2 2012
BY:

The calculations I received on August 17, 2012, for this project have a lot of "blacked out" boxes and I am
unable to read those numbers. Can you send me (email) a copy which has no blacked out boxes so I can read
the numbers?
Thanks,
Linda Lewis
NC Division of Water Quality
127 Cardinal Drive Ext.
Wilmington, NC 28405
910-796-7215
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.

Lewis,Linda
From:
Lewis,Linda
Sent:
Thursday, September 20, 2012 11:26 AM
To:
'Gundrum, Jason'
Cc:
Betty Bullock ([e-mail]); Betty Bullock
Subject:
RE: SW8 980817
Thanks Jason. One of the attachments was supposed to be the signed Name/Ownership form, but I only
received the first page. The form has 4 pages. The signatures are supposed to be on the last 2 pages. It
appears that someone "signed" page 1 of the form where the name of the signing official should have been
"printed." Again, the place to sign the form is on pages 3 and 4. All pages of the form must be submitted, not
just page 1.
Linda Lewis
NC Division of Water Quality
127 Cardinal Drive Ext.
Wilmington, NC 28405
910-796-7215
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.
From: Gundrum, Jason[mailto:Jason.gundrum(&inlandgroup.coml
Sent: Thursday; September 20, 2012 9:26 AM
To: Lewis,Linda
Cc: Betty Bullock (Befit yBullockCalilonc.com); Betty Bullock
Subject: RE: SW8 980817
Hey Linda,
Attached is the email which we spoke about. Do you want this on a letterhead or will this suffice?
Thanks.
Jason Gundrum
Operations Manager
■ Inland American Management
2901 Butterfield Road
Oak Brook, IL 60523
Phone: [phone]/ Mobile: [phone]
Fax: [phone]
iasonmundrumOnlandsfroup.com
TIPA IF&M 16efrl rawe GeV* of Conquink s, Ins
B�atltf�rT6whM s ftwift of am=" find Na-dvm 141eNM BBB.
The Inland name and logo are registered trademarks being used underlicense.

From: Lewis,Linda[mailto:linda.lewis@)ncdenr.govl
Sent: Thursday, September 20, 2012 8:08 AM
To: Gundrum, Jason
Cc: Betty Bullock ([e-mail]); Betty Bullock
Subject: SW8 980817
Jason
In the letter from John Pierce received on August 17, 2012, the first 2 addinfo items are noted as being
provided by "others". These are the ownership and signature issues. I remember we discussed these issues by
phone, but I have not received any written explanation regarding these 2 items from you (at least not that I can
remember). Please provide a written explanation as to what was decided.
Thanks,
Linda Lewis
NC Division of Water Quality
127 Cardinal Drive Ext.
Wilmington, NC 28405
910-796-7215
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.

Lewis,Urida
From: Gundrum, Jason [e-mail]]
Sent: Friday, August 17, 2012 3:23 PM
To: Lewis,Linda
Cc: Betty Bullock ([e-mail]); Gundrum, Jason
Subject: Gateway Plaza - Permit Application
Attachments: 2012 07 addinfo 980817.pdf; management agreement 20120523093040.pdf; Name.pdf
Linda,
The situation with this property is a bit unique. Here is the cliff notes version of it. Zimmer Properties was the original
developer of the site. Our REIT, Inland American Retail Management transferred ownership for the pond from Zimmer
Properties to Inland American Retail Management, LLC back in January. Inland American Retail Management, LLC is the
managing agent for IA Jacksonville Gateway, LLC. Attached above is the management agreement that was provided in
the original permit application. The sole member in Gateway listed by the Secretary of State is Inland American Real
Estate Trust, Inc. I have had the proper signature for "Real' added to the change form and revised the name/change
ownership form.
This should suffice items number 1 and 2 in the Request for Additional Information dated July 27, 2012. Please let me
know if you need any further clarification or should have any questions. Thanks again for all of your help.
Jason
Jason Gundrum
Operations Manager
Inland American Management
2901 Butterfield Road
Oak Brook, IL 60523
Phone: [phone] Mobile: [phone]
Fax: [phone]
iason.aundrumgilinlandarouo.com
Tim Inland RtW elit a Group of Cwgwd es, Irta
Torte AvixRd i hwosr br Odes in the Markroinve ffft
getWiliaLtrAms&immofCW=pwWNwgmmiUnais
The Inland name and logo are registered trademarks being used under license.

JOHN L. PIERCE & ASSOCIATES, P.A.
LAND SURVEYING — LAND PLANNING — MAPPING
P.O. BOX 1685
JACKSONVILLE, NC 28541
OFFICE: [phone] FAX: [phone]
E-MAIL: [e-mail]
Or [e-mail]
TO: Ms. Linda Lewis
N.C. Department of Environment and Natural
Resources — Department of Stormwater
127 Cardinal Drive Extension
Wilmington, NC 28405
DATE:
August 15, 2012
ATTENTION:
Re:
Plaza SW8
Letter of Transmittal
COPIES
DATE
NUAME R
DESCRIPTION
2
Sets of revised plans
1
Letter from engineer(Dave Newsom
2
Copies of revised "Design Calculations:
2
Copies of "Wet Detention Basin Supplement"
1
Copy of your letter dated 7/27/12
2
Copies of "proposed rofile for new road"
PLEASE NOTE ITEMS #1 & #2 WILL BE ADDRESSED BY
JASON OUNDRUM UNDER SEPARATE COVER
AUG I M2012
REMARKS:
SIGNED:
br

Crystal Coast Enciineering, PA
205-3 Ward Road
Swansboro, N.C. 28584
f Tel: [phone] Fax [phone]
Email: [e-mail]
August 15, 2012
Ms. Linda Lewis
N.C. Division of Water Quality
127 Cardinal Drive Extension
Wilmington, N.C. 28405
Re: Stormwater Project No. SW8 980817Mod.
Gateway Plaza
Onslow County
Dear Ms. Lewis,
We are in receipt of your Request for Additional Information dated July 27, 2012 for the
referenced project. We provide the following information to allow you to continue the
stormwater review (item numbers correspond to your original Request):
1. Explanation provide by others (attached).
2. Provided by others (attached).
3. We created a Supplement Sheet titled (Master Stormwater Plan) which shows the
existing pond in it's entirely (including that portion to be filled by NCDOT), and the
proposed storm drainage piping improvements by NCDOT as was requested in your
letter. We also include applicable portions of the NCDOT Construction Drawings on
which this NEW storm drain, which will convey stormwater to the new forebay area, is
depicted.
4. Completed Wet Pond Supplement is enclosed.
5. Signed/Sealed Wet Pond Calculations.
6. The existing 48" pipe is indeed directed into the forebay. On the original drawings, a
note was partially obscuring this pipe. The drawings have been revised to make this
pipe connection more apparent.
F-CEIVE
AUG 17 2012
BY:

• Page 2
August 15, 2012
We are hopeful that these responses address all concerns and that the permit can be issued in
the near future. Should you have questions or additional concerns, please feel free to contact
US.
E
wsom
COAST ENGI 2ERING.PA

Crystal Coast Engineering PA
205-3 Ward Road
Swansboro, NC 28584
910-325-0006
Business License: C-2553
RECEIVED Design Calculations
Stormwater Treatment Facilities
AUG 1 7 2012 for
Gateway Plaza (SW8 980817 Mod) Pond Redesign
$Y; located in
Onslow County
I. PROJECT DESCRIPTION
• CA
•',�',, DES •• , (�
Y �
S L
I I46
V l
The Project consists of redesign/reconstruction of an existing pond as a result of NCDOT road project.
2. COMPUTE POND AREA REQUIRED
a. Compute Percent Impervious:
Impervious Areas:
On -Site Buildings
On -Site Streets
On -Site Parking
On -Site Sidewalks
Other on -site
Off -site
Sub -Total
Existina
Proposed
222,100
0
0
0
722,000
0
32,000
0
0
0
0
0
976,100 0
Total
222,100 SF
0 SF
722,000 SF
32,000 SF
0
0
976,100 SF
FUTURE 411,073 0 411,073 SF
FUTURE(reserved) 0 0 0
Total 1,387,173 0 1,387,173 SF
Total Area Drainage to Pond:
Percent Impervious =
88.4 %
b. Compute Pond Surface Area
Using Surface Area to Drainage Area Ratio Chart for 90% TSS Removal (copy attached) and
assuming 7.15 foot pond depth:
SA/DA = 3.70 % (interpolated - Select from Highlighted Cell in SA/DA)
Therefore:
Surface Area = SA/DA x Drainage Area
= 58,045 SF
say
must be >
1,568,783 SF
SF
58,045 SF
;A

c. Compute Minimum Pond Dimensions
Assume rectangular shape with 3:1 Length (L) to Width (W) Ratio:
Min Length = 417.29 feet
Min Width = 139.10 feet
Site conditions, however, dictate irregular shaped pond:
Hydr_ Length = 620.0 1feet
so, Hydr. Width (ai 97.0 feet (avg)
Actual L/W = 6.4 (irregular shape)
3. DETERMINE REQUIRED STORAGE VOLUME
Design Rainfall Depth = —1-51 inches
Using Schuler "Simple Method".-
Rv = 0.05 + 0.009(I) where I = percent impervious
Rv = 0.846 in/in
Control Volume = Design Rainfall x Rv x Drainage Area
Control Volume = 165,862 CF
4. DETERMINE REQUIRED STORAGE DEPTH
Assume: 3:1 side slopes
solving for depth (d) by trial & error:
d = 2.53
5. DETERMINE ORIFICE SIZE
Control Volume must be drawn down over a 2 day - 5 day period.
Using orifice equation, solve for Diameter (D) that results in 3-1/2 day period:
D = (Q / 0.026 (h).$).s
Where: Q = (Control Volume / 3.5 days x 86,400 sec/day)
0.549 cfs
h=D13
0.24
Solving for D:
D 4.79
Use®., pipe
say ' GF
Must be > 165,862 SF
l S
4x."I/
�4.4 x CW
nEcc-;VE�
1 AUG 17 2012
Br`

Actual Drawdown with actual drawdown pipe diameter (using orifice equation):
Q= 0.386 cfs
Draw Down Period = �' days OK, < 5.0
6. SELECT OUTLET STRUCTURE SIZE
Size outlet structure such that depth of Q10 flow < or + to 1.5 Feet
Using Rational Formula (Q=CIA) where:
Cimper = 0.9
Cpery = 0.2
Ccum = 0.82
110 = 7.16 in/hr
A = 36.01 ac
Q10 = 211.18 cfs
Using Francis Formula (Q=3.OLH1-5) to solve for L such that H = 1.5 Feet
Min L = 38.317 Linear Feet
Use 5 Linear Foot Weir
Use 6 Square Precast Structure
7. DETERMINE Q10 STAGE
Q 10 = 211.18 cfs
From Routing Analysis, 1-110 = 14.27
8. DETERMINE Q100 STAGE (ELEV. OF EMERGENCY SPILLWAY)
Using Rational Formula (Q=CIA) where:
Cimper 0.9
Cpery 0.2
Ccum = 0.82
1100 = 9.50 in/hr
A = 36.01 ac
Q100 = 280.20 cfs
From Routing Analysis, H100 = 15.23
9. DETERMINE Q100 STAGE OVER EMERGENCY SPILLWAY (TOP BERM ELEV.)

Assume primary spillway blocked (i.e., emergency spillway to accommodate Q100)
Emergency spillway shall be a broad crested earthern weir designed to pass 100 year storm.
Using broad crested weir equation H = (Q/(Cw x L))213
where: Q = Q100 280.20 cfs
Cw = 3.0
Length = 100 feet
H = 0.96 feet
10. FOREBAY SIZING
Compute Actual Pond Volumes (using average end method):
Avg
Main Bay Volume:
Elevation Area SF
Area SF
Pond Bottom
26.00 2,230
Bottom Veg Shelf
40.50 41,042
21,636
Normal Pond
41.00 48,101
44,572
Main Bay Volume =
336,008 CF
Forebay Volume:
Pond Bottom
Normal Pond
Forebay Volume =
Total Pond Volume =
Incr. Incr.
Cum.
Depth (FT) Vol CF
Vol CF
14.50 313,722
313,722
0.50 22,286
336,008
Elevation Area SF Area SF Depth (FT) Vol (CF) Vol (CF)
28.00 2,429
41.00 i2,044 7,237 13.00 94,075 94,075
94,075 CF
430,082 CF
Total Pond Area = 60,145 SF
Forebay Volume equates to % of Total Volume
Must be > 18% and < 22%
Average Pond Depth = 7.15 feet
Compare to assumed Depth � ."1
Temp. Storaoe Volume. Elevation Area SF Area SF
Normal Pond 41.00 60,145
Temp. Pond Level F 43.461 74,719 67,432
Temporary Level should be 43.53 or greater
Temp. Pool Volume = 165,883 CF
11. SUMMARY
Pond Elevations:
Top Berm (minimum)
Relative
23.65
feet
Depth (FT) Vol (CF) Vol CF
2.46 165,883 165,883
4-1 60 I 0
41
41,5 x
g3.4<o '�4 *7r9f
Actual
47.23
K�G31U7

H= 0.96
100-Yr. Storm
22.69
46.23 (emerg. weir elev)
H100 = 5.23
10-Yr. Storm
21.73
45.27
H10 4.27
1.5 inch Storage
17.46
43.46 (primary weir elev)
storage depth 2.46
Permanent Pool
15.00
41.00 (invert out elev)
pond depth 1500
Pond Bottom
0
26.00
12. WET DETENTION BASIN SUPPLEMENT
Site Characteristics
Drainage Area
1,568,783 sf
Impervious Area
1,387,173 sf
% Impervious
88.4 %
Design Rainfall Depth
1.5 in
Storage Volume
Min. Volume Required
165,862 cf
Volume Provided
165,883 cf
Peak Flow Calculations
1-yr, 24 hour rainfall depth
3.65
in
Rational C, predevelopment
0.15
Rational C, post development
0.82
Rainfall Intensity 1 yr 24 hr
0.15 in/hr
Pre Dev Q1(24 hour)
0.82 cfs
Post Dev Q1 (24 hour)
4.49 cfs
Pre/Post Flow Control
3.66 cfs
Basin Elevations
Basin Bottom Elevation
25.00 feet (Elev)
Sediment Cleanout Elevation
26.00 feet (Elev)
Permanent Pool Elevation
41.00 feet (Elev)
Temporary Pool Elevation
4146 feet (Elev)
Volume and Surface Area Calculations
SA/DA ratio
3.70
Surface Area Required
58,045 sf
Surface Area Provided
60,145 sf
Permanent Pool Volume
430,082 cf
Average Depth
7.15 feet
Forebay Volume
94,075 cf
Forebay % of Total Volume
21.9 %
Temporary pool Area
74,719 sf
AUG 1 i 2012
sv:��

Drawdown Calculations
Drawdown Time 4.98 days
Discharge Rate 0.386 cfs
Pre Dev Q1(24 hour) 0.82 cfs
Post Dev Q1 (24 hour) 0.39 cfs
Additional Information
Diameter of orifice
4.02 in
Design TSS Removal
90 %
Basin Side Slopes
3 _1
Vegetated Shelf Slope
10 :1
Vegetated Shelf Width
loft
Length to Width Ratio
6 :1
Trash Rack?
Yes
Freeboard Provided?
Yes
Vegetated Filter Provided?
No
Recorded Easement?
Yes
Captures all Runoff?
Yes
Drain Mechanism
Pump
xOG 17 2012
G/6

Lewis,Lindla
From: Lewis,Linda
Sent: Friday, July 27, 2012 4:51 PM
To: Newsom, Dave
Subject: Gateway Plaza Addinfo SW8 980817
Attachments: 2012 07 addinfo 980817.pdf
Dave:
Additional information request letter attached. Please note that although the cover letter said that calculations
were provided, I could not find them in the package. Also, there was no supplement form, but I did find an O&M
agreement and a deed restriction.
Thanks,
Linda

A
�����.
HCDENR
North Carolina Department of Environment and Natural Resources
Beverly Eaves Perdue
Governor
July 27, 20112
Teri Young, Ex. Vice President
IA Jacksonville Gateway, LLC
2901 Butterfield Road
Oak Brook, IL 60523
Division of Water Quality
Charles Wakild, P. E.
Director
Subject: Request for Additional Information
Stormwater Project No. SW8 980817 Mod.
Gateway Plaza
Onslow County
Dear Ms. Young:
Dee Freeman
Secretary
The Wilmington Regional Office received a modified State Stormwater Management Permit
Application for Gateway Plaza on June 7, 2012. A preliminary review of that information has
determined that the application is not complete. The following information is needed to continue
the stormwater review:
Please help me to understand the ownership issues here. This permit was
transferred to IA Retail Management ('Retail") in January, 2012. Now, the
applicant/owner is listed as IA Jacksonville Gateway, LLC ("Gateway"). Is `Retail"
changing its name to "Gateway"? If not, then we will need to do another permit
transfer from 'Retail" to "Gateway". If you are a vice president or higher in both
companies, then you can sign the Name/Ownership Change form as both the
current permittee and the proposed permittee. It is not possible to approve a
request to modify someone else's permit.
2. The sole member in "Gateway" is Inland American Real Estate Trust, Inc.
("Real") which is a Maryland corporation. Therefore, only a person of at least the
level of VP in 'Real" can sign the permit application for "Gateway". Please
provide the Maryland corporate documentation for "Real" which supports
whoever signs the application as being at least a VP in "Real".
3. The adjacent Target store is part of the approved 36 acre drainage area into this
pond. There were 2 catch basins along the back edge of the rear access drive
behind Target that used to direct the Target runoff into a long skinny forebay of
the old pond. The DOT has completely taken this forebay as right-of-way, and it
appears that the DOT may have provided a new pipe connecting these inlets and
directing the Target runoff into the new pond. Please show the complete
backside of Target on the plans, including both of those inlets and the entirety of
the new pipe that the DOT installed including size, slope and inverts.
4. Please provide a completed wet pond supplement form to document the changes
to the surface area, volume, and elevations for this pond. You may mark those
items on the supplement as "N/A" that would apply to a pond being designed
under a newer rule. For example, average depth would not apply.
5_ Please provide signed, sealed and dated wet pond design+. calculations. As
previously agreed, the project is vested to the 1" design storm as this
modification was not of your choice and no new BUA is being added.
Wilmington Regional Office
127 cardinal Deere Extension, Wilmington, North Carolina 28405 One
Phone: [phone] FAX: [phone] DENR Assistance:1-877-623-6748 NO Carolina
Internet ,NWIIV.ncwaterquslihr.org attura!!r�
An Equal Opportunity l Affirmative Action Employer

T. Young
July 27, 2012
Stormwater Application No. SW8 980817
6. The existing 48" pipe that traverses the northeast side of the pond does not
appear to be directed into the new forebay. On the proposed plans, this pipe
looks like it will enter on top of the pond side vegetated shelf.
Please note that a revision to one number may have a domino effect on other numbers, which
may require revision of the applications, calculations, supplements, plans, details, and
associated documentation. Please verify that all numbers are correct and consistent throughout
the application documents.
Please note that this request for additional information is in response to a preliminary review.
The requested information should be received, in this Office prior to August 27, 2012, or the
application will be returned as incomplete. The return of a project will necessitate resubmittal of
all required items, including the application fee.
If you need additional time to submit the information, please mail, email or fax your request for a
time extension to the Division at the address and fax number at the bottom of this letter. The
request must indicate the date by which you expect to submit the required information. The
Division is allowed 90 days from the receipt of a completed application to issue the permit.
The construction of any impervious surfaces, other than a construction entrance under an
approved Sedimentation Erosion Control Plan, is a violation of NCGS 143-215.1 and is subject
to enforcement action pursuant to NCGS 143-215.6A.
Please reference the State assigned project number on all correspondence. Any original
documents that need to be revised have been sent to the engineer or agent. All original
documents must be returned or new originals must be provided. Copies are not acceptable. If
you have any questions concerning this matter please feel free to call me at [phone] or
email me at linda.lewisAmcdenr.gov.
Sincerely,
Linda Lewis
Environmental Engineer III
GDS/arl: S:\wqs\stormwater\permits & projects\1998\980817 HD\2012 07 Addinfo 980817
CC: Dave Newsom, P.E., Crystal Coast Engineering
Wilmington Regional Office Stormwater File
Page 2 of 2

Co leteness Review Checklist 71LA7,AProject Name:Received Date:
Project Location:Am Accepted Date: �O
Rule(s) 02008 Coastal 01995 Coastal Phase II (WiRO) Universal 01988 Coastal
Type of Permit: New or Mod r PR Existing Permit (Mod PR): a'8p23k7 =PECerton File?
Density: (HD)or ID Type: ommercia or Residential ONCG:
_®(% 00) Stream C a s: y�-Ic��u.1 1:1SA MapMite to SW8
Subdivided?: Subdivision or Single Lot "ORW Map MExempt
Paperwork Emailed Engineer on:
OSupplement(s) (1 original per BMP) BMP Type(s): %MDw wij Wr am 7
DO&M with correct/original signatures (1 original per- BMP except LS/VFS and swales) w-6 Lea 'A AD
�.�h� I�l�'Cye LCc/lhc 1~KzEO� 7 e7 tk+►��rc„tves�w
❑Application with correct/original signatures
arr..nr grnP
Corp or LLC: Sig. Aiith. S+ : ' letter 1.J mote to Reviewer: �^0►��a1
$505 (within 6mo) �$A L�1tiv2 d\Aj� NO.q W �s d r � n1 Ej 1 V l�l{
®Soils Report with SHWT6M fb 40 _ LJQk)AT) OAC d 4jRSrf iA �ASUES _
®Calculations (signed/seal4d) r—
OM k7 �+. ) � Ire r?Aq �la. 6n1PI%L'5 ON �E
®No obvious errors �-- 1 Na AYE p§4E " ! H l S PO Q-A
Density includes common air
Deed Restrictions, if subdivided: (KL%%A 0(% cmtcA)
wt 606 ersk-
Signed & Notarized 1W5%"-IE0
Plans
02 Sets
®Grading
Vicinity Map
Legend
Infiltration
Is Report
Additional Information:
BUA (sf)
DA (sf)
PP (el)
SHWT (el)
Depth (ft)
SA (sf)
Permitted
AZCl't>�5 �1FFiI.
• cC� � B�w�s �d r,1 CavtQARce�s cau>1T�@I �o
J
11 Details (roads, cul-de-sacs, curbs, sidewalks, BMPs, Buildings, etc)
®Wetlands: Delineated or No Wetlands
®Layout (proposed BUA dimensions)
ODA Maps ®Project Boundaries
Wet Pond
®Soils Report
SHWT:
PP:
Proposed: 00, N.
Offsite
OPE Cert for Master
Deed Rest for Master
BUA Permitted (Master):
BUA Proposed (Offsite):
Proposed:
Lot #:
®Lot # Matches Master
Proposed:
sf
sf
fp.a\ 0►L-

JOHN L. PIERCE & ASSOCIATES, P.A.
LAND SURVEYING — LAND PLANNING — MAPPING
P.O. BOX 1685
JACKSONVILLE, NC 28541
OFFICE: [phone] FAX: [phone]
E-MAIL: bettyl@jl nn c.com
Or briani@il nn c.com
TO: Ms. Linda Lewis
N.C. Department of Environment and Natural
Resources — Department of Stormwater
127 Cardinal Drive Extension
Wilmington, NC 28405
Letter of Transmittal
DATE:
June 6, 2012
ATTENTION:
Linda Lewis
JUN 0 7 2012
Re:
Gateway Plaza - #SW8-980817
COPIES
DATE
NUMBER
DESCRIPTION
2
Sets of plans
2
Stormwater applications with calculations
1
Check in the amount of $505.00
2
Narrative
1
Copy of Deed of Record
1
Copy of Annual Report
1
"Certificate of Authority For Limited Liability Co."
Linda, I am forwarding this to you because we have been discussing
the signatures due to the fact the owner is actually stockholders only.
This is what we came yp with, please advise.
REMARKS:
SIGNED: �'

Stormwater Treatment/Erosion Control Narrative
Gateway Plaza — Wet Detention Pond Reconstruction
Inland American Jacksonville Gateway, LLC owns several lots located on Western Blvd
Extension within the city limits of Jacksonville, NC. The tracts are currently developed as
a commercial shopping center including retail stores such as Target, Bed Bath and
Beyond and several restaurants. The stormwater runoff is collected via a network of
underground pipes and drains into an existing wet basin located on the southerly portion
of the project area. NCDOT is currently constructing a new roadway project immediately
adjacent to the wet detention pond. A portion of the existing wet detention pond has been
acquired by NCDOT and will be filled in conjunction with the new roadway project.
Inland American Retail Management, LLC, the applicant and project owner, submitted an
Ownership Change Form in 2011 for the permit SW8-980817 originally submitted by
Zimmer Development Company.
The reconstructed wet pond has been sized to handle all the existing and future permitted
BUA for a total impervious area of 1,387,173 sf as originally permitted (see attached
original permit and pond calculations).
This pond has been designed to meet the DWQ Coastal Rules, and according to current
BMP Manual Specifications.
Sedimentation will be contained within the project construction site with the installation
of silt fence and a temporary construction entrance. The reconstructed pond will be used
as a sediment trap during the construction phase. The total disturbed area will be 3.0
acres.
JUN 0 7 2012
BY:----

E-Filed Annual Report
LIMITED LIABILITY COMPANY 9413237
ro
ANNUAL REPORT Do not data enter manually.
NAME OF LIMITED LIABILITY COMPANY: L4 Jacksonville Gateway, L.L.C.
REPORT FOR THE YEAR: 2012 STATE OF INCORPORATION: DE
SECRETARY OF STATE L.L.C. ID NUMBER: 1130301
NATURE OF BUSINESS: Real estate activities.
REGISTERED AGENT: CT Corporation System
REGISTERED OFFICE MAILING ADDRESS: 150 Fayetteville St., Box 1011
Raleigh, NC 27601
REGISTERED OFFICE STREET ADDRESS: 150 Fayetteville St., Box 1011
Raleigh, NC 27601 Wake County
PRINCIPAL OFFICE TELEPHONE NUMBER: [phone]
PRINCIPAL OFFICE MAILING ADDRESS: 2901 Butterfield Road
Oak Brook; IL 60523
PRINCIPAL OFFICE STREET ADDRESS: 2901 Butterfield Road
Oak Brook IL 60523
MANAGERS/MEMBERS/ORGANIZERS:
Name: Inland American Real Estate Trust, Inc., a AD corp., its sole member
Title: Member
Address:
2901 Butterfield Road
Oak Brook, IL 60523
CERTIFICATION OF ANNUAL REPORT MUST BE COMPLETED BY ALL LIMITED LIABILITY COMPANIES
Inland American Real Estate Trust, Inc., a MD corp., its sole member 4/12/2012
FORM MUST BE SIGNED BY A MANAGER/1viaMER DATE
Carol M. Hoffmann Member
TYPE OR PRINT NAME
TYPE OR PRINT TITLE
ANNUAL REPORT FEE: &Paid MAIL TO: Secretary of State • Corporations Division • Post Office Box 29525 • Raleigh, NC 27626-0525

State of North Carolina
Department of the Secretary of State
SOSID: 1130301
Date Filed: 1/5/2010 8:08:00 AM
Elaine F. Marshall
North Carolina Secretary of State
C201000400555
APPLICATION FOR CERTIFICATE OF AUTHORITY
FOR LIMITED LIABILITY COMPANY
Pursuant to §57C-7-04 of the General Statutes of North Carolina, the undersigned limited liability company hereby applies for a
Certificate of Authority to transact business in the State of North Carolina, and for that purpose submits the following:
l . The name of the limited liability company is
TA Jacksonville Gateway, L.L.C.
and if the limited liability company name is unavailable for use in the State of North Carolina, the name the limited
liability company wishes to use is
2. The state or country under whose laws the limited liability company was formed is: Delaware
3. The date of formation was December 16, 2009
4. Principal office information: (Select either a or b)
; its period of duration is: perpetual
a. ® The limited liability company has a principal office.
The street address and county of the principal office of the limited liability company is:
Number and Street 2901 Butterfield Road
City, State, Zip Code_ Oak Brook Illinois 60523 County Du -rage
The mailing address, 1fdifferentfrom the street address, of the principal office of the corporation is:
b. ❑ The limited liability company does not have a principal office.
5. The street address and county of the registered office in the State of North Carolina is:
Number and Street 150 Fayetteville Street, Box 1011
City, State, Zip Code Raleigh, North Carolina 27601
County Wake
6. The mailing address, if different from the street address, of the registered office in the State ofNorth Carolina is:
7. The name of the registered agent in the State of North Carolina is: C T Corporation System
FOSIVt:A1
CORPORATIONS DIVISION P. O. BOX 29622 RALEIGH, NC 27626-0622
(Revised January 2002) (Form L-09)
NUS?. iW1 M11 CTSystem Online

APPLICATION FOR CERTIFICATE OF AUTHORITY
Page 2
8. The names, titles, and usual business addresses of the current managers of the limited liability company are:
(use attachment if necessary)
Name
Inland American Real Estate Trust, Inc., a Maryland
corporation, its sole member
Business Address
2901 Butterfield Road, Oak Brook, Illinois 60523
9. Attached is a certificate of existence (or document of similar import), duly authenticated by the secretary of state or other official
having custody of limited liability company records in the state or country of formation. The Certificate of Existence must be
less than six months old. A Photocopy of the certification cannot be accented
10. If the limited liability company is required to use a fictitious name in order to transact business in this State, a copy of the
resolution of its managers adopting the fictitious name is attached.
11. This application will be effective upon filing, unless a delayed date and/or time is specified: upon filing.
This the 4thday of January .2010
IA Jacksonville Gateway, L.L.C., a Delaware limited
liability company
By: Inland American Real Estate Trust, Inc., a
Maryland corporation, its sole member
By-�fR 4A )A - I Lw-'nv—�.
Carol M. Hoffmann
Assistant Secretary
Notes:
1. Filing fee is $250. This document must be filed with the Secretary of state.
CORPORATIONS DIVISION P. O. BOX 29622 RALEIGH, NC 27626-0622
(Revised January 2002) (Form L-09)
NCD57. 1a17fAWR C T Syx9tw 0mKw

(Page 1 of 10)
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TMs deed WOMW to NORTH CAROLINA SPECIAL WARRANTY DEED
�Co Tu
Excise Tax: ?e
Parcel Identifier�1yo.:345-912, 345-9.28, 345-9.19, 345-9.23 Verified by County on
the�dayof MC) rLh ,200o0
Mail/Box to: Inland American Real Estate Trust, Inc. , 2901 Butterfield Road, Oak Brook, IL
60523, Peter L. Harsy
This instrument was prepared by. Sutherland Asbill & Brennan LLP, 1114 Avenue of the
Americas, 40th Floor, New York, NY 10036-7703, Lester Bliwise, Esq.
Brief description for the Index: Special Warranty Deed
THIS DEED made as of this day of March, 2010, by and between
GRANTOR: DDRTC GATEWAY PLAZA LLC, a Delaware limited liability company,
whose address is clo Developer's Diversified Realty Corporation, 3300 Enterprise
Parkway, Beachwood, OH 44122 (herein referred to as "Grantor') and
GRANTEE: IA JACKSONVILLE GATEWAY, L.L.C., a Delaware limited liability
company, whose address is c/o Inland American Real Estate Trust, Inc., 2901
Butterfield Road, Oak Brook, Illinois 60523 (herein referred to collectively as
"Grantee") and
The designation Grantor and Grantee as used herein shall include said parties, their heirs,
successors, and assigns, and shall include singular, plural, masculine, feminine or neuter as
required by context.
879SM 3
ECEI V E
JUN 0 7 2012
BY:
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WrrNESSETH
For valuable consideration from Grantee to Grantor, the receipt and sufficiency of which is
hereby acknowledged, Grantor hereby gives, grants, bargains, sells and conveys unto Grantee in
the simple the following described property. the land, buildings and improvements known as
Gateway Plaza, located in Jacksonville, North Carolina, and which land is described on Exhibit
A annexed hereto (said land, building and improvements being collectively referred to as the
`sty'), together with all and singular the hereditaments and appurtenances thereunto
belonging or in any wise appertaining; and the reversion or reversions, remainder or remainders,
rents, issues, and profits thereof; and all the estate, right, title, interest, claim, or demand
whatsoever, of Grantor, either in law or in equity, of, in, and to the Property, with the said
hereditaments and appurtenances.
Which Property was conveyed by Wand Southeast Jacksonville; L.L.C. to Grantor by
deed dated February 27, 2007, recorded in Book 2829, Page 718 in the public records of Onslow
County, North Carolina.
All or a portion of the property herein conveyed _ includes or X does not include
the primary residence of a Grantor.
TO HAVE AND TO HOLD unto Grantee, together with all privileges and appurtenances
thereinto belonging in fee simple, subject to the Permitted Exceptions set forth on Exhibit B
annexed hereto.
And Grantor hereby warrants that Grantor will forever warrant and defend the title against
the lawful claims of all persons claiming by, through or under Grantor, except as aforesaid, but
against none other. Grantor makes no other warranties or covenants.
[Remainder of page intentionally left blank; signature on following page]
979r0973
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IN WITNESS WHEREOF, Grantor has duly executed the foregoing as of the day and
year first above written.
DDRTC GAJEWAY PLAZA LLC, a Delaware
limited lia�t-{ camnaft .
BY:
NAM avid E. Weiss
TITLE: Sr. Vice President
STATE OF
COUNTY OF tI,jMfifII�q
I certify that the following person(s) personally appeared before me this
day. each acknowledging to me that he or she signed the foregoing document: David E.
Weiss. �j�
Date: Z (I 20 i -lM .
F, &Un , Notary Public
pfflcid seal) My commission expires:
(OFFICIAI, SEAL)
PHESE EUZABETH PARKIN
Nohry Puwk. sww of ONO
County of pAaidoom C% new
my comewaafon Eupi►es
Moth e. 2012 .
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a
EXHIBIT A
LEGAL DESCRIPTION
LOT 8A GATEWAY PLAZA PHASE II
i6.24 ACRES/707,358.05 SQUARE FEET
JACKSONVILLE TWP., ONSLOW COUNTY, NORTH CAROLINA
Commencing at an existing iron stake located where the Southwestern right of way of NCSR
1470 (commonly known as Western Boulevard — 200 foot right of way) intersects the
Southeastern right of way of Gateway South (60 foot right of way); and running thence along the
said Southwestern right of way of NCSR 1470 South 38 degrees 57 minutes 26 seconds East
181.12 feet to an existing iron stake; thence leaving the said Southwestern right of way of NCSR
1470 and running South 51 degrees 01 minutes 29 seconds West 240.04 fed to an existing iron
stake; thence South 38 degrees 58 minutes 46 seconds East 277.95 feet to an existing iron stake,
said iron stake also being THE TRUE POINT OF BEGINNING; thence from the described
beginning and running South 38 degrees 58 minutes 05 seconds East 255.05 feet to an existing
iron stake; thence North 51 degrees 01 minutes 38 seconds East 239.99 feet to an existing iron
stake located along the said Southwestern right of way of NCSR 1470; thence along the said
Southwestern right of way of NCSR 1470 South 38 degrees 58 minutes 32 seconds East 26.23
feet to an existing P.K. Nail, thence South 38 degrees 59 minutes 30 seconds East 23.76 feet to
an existing iron stake; thence leaving the said Southwestern right of way of NCSR 1470 and
running South 51 degrees 01 minutes 46 seconds West 240.01 feet to an existing iron stake;
thence South 39 degrees 04 minutes 07 seconds East 139.98 feet to an existing iron stake; thence
South 50 degrees 47 minutes 00 seconds West 399.79 feet to an existing P.K. Nail; thence North
38 degrees 56 minutes 17 seconds West 9.41 feet to an existing P.K. Nail; thence South 50
degrees 54 minutes 27 seconds West 293.93 feet to an existing iron stake; thence South 38
degrees 55 minutes 31 seconds East 339.22 feet to an existing iron stake; thence south 50
degrees 47 minutes 28 seconds West 126.07 feet to an existing iron stake; thence North 49
degrees 55 minutes 29 seconds West 388.78 feet to an iron stake; thence South 45 degrees 12
minutes 03 seconds West 124.99 feet to an existing iron stake; thence along the centerline of a 20
foot drainage & utility easement and along the Northeastern property line of Branchwood, Block
D Section XIII as recorded in Map Book 22 Page 86 & Branchwood Block D Section XII as
recorded in Map Book 21 Page 211 of the Onstow County Registry the following courses and
distances: North 48 degrees 31 minutes 40 seconds West 130.04 feet to an existing iron stake,
thence North 48 degrees 34 minutes 12 seconds West 119.95 feet to an existing iron stake,
thence North 71 degrees 58 minutes 08 seconds West 28.70 feet to an existing iron stake, thence
North 72 degrees 03 minutes 46 seconds West 79.94 feet to an existing iron stake, thence North
72 degrees 04 minutes 28 seconds West 85.02 feet to an existing iron stake, thence North 71
degrees 59 minutes 02 seconds West 84.96 feet to an existing iron stake, thence North 72 degrees
02 minutes 33 seconds West 72.91 feet to an existing iron stake, thence North 72 degrees 02
minutes 39 seconds West 28.54 feet to an existing iron stake, thence North 49 degrees 19
minutes 50 seconds West 30.51 feet to an existing iron stake, thence North 49 degrees 32
minutes 07 seconds West 79.41 feet to an existing iron stake, thence North 49 degrees 31
minutes 25 seconds West 91.45 feet to an existing iron stake, thence North 49 degrees 08
minutes 53 seconds West 107.06 feet to an existing iron stake; thence leaving the said property
line of Branchwood Section XII and the said centerline of the 20 foot drainage & utility
87980973
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easement and running North 51 degrees 02 minutes 21 seconds East 452.60 feet to an iron stake;
thence South 38 degrees 57 minutes 59 seconds East 528.38 feet to an existing iron stake; thence
North 51 degrees 02 minutes 22 seconds East 164.66 feet to a P.K. Nail; thence North 38 degrees
57 minutes 38 seconds West 79.33 feet to a P.K. Nail; thence North 51 degrees 02 minutes 28
seconds East 77.33 feet to a P.K. Nail; thence North 38 degrees 56 minutes 22 seconds West
l 1.67 feet to a P.K. Nail; thence North 51 degrees 00 minutes 58 seconds East 214.67 feet to a
P.K. Nail; thence South 38 degrees 58 minutes 02 seconds East 21.15 feet to a P.K. Nail; thence
North 51 degrees 01 minutes 58 seconds East 413.24 feet to the point and place of beginning.
Containing 16.24 acres / 707,358.05 square fact and being described as Lot 8A Gateway Plaza
Phase lI and recorded in Map Book 41 Page 183 Slide K-1130 of the Onslow County Registry
and being subject to all easements of record as recorded in the aforementioned map. The courses
contained herein are correct in angular relationship and are referenced to N.C. Grid North
LOT 1 GATEWAY PLAZA
9.98 ACRES/42,866.07 SQUARE FEET
JACKSONVILLE TWP., ONSLOW COUNTY, NORTH CAROLINA
Commencing at an existing iron stake located where the Southwestern right of way of NCSR
1470 (commonly known as Western Boulevard — 200 foot right of way) intersects the
Southeastem•right of way of Gateway South (60 foot right of way); and running thence along the
said Southwestern right of way of NCSR 1470 South 38 degrees 57 minutes 26 seconds East
10.00 feet to an existing iron stake, said iron stake also being THE TRUE POINT OF
BEGINNING; thence from the described beginning and continuing along the said Southwestern
right of way of NCSR 1470 South 38 degrees 57 minutes 26 seconds East 171.12 feet to an
existing iron stake; thence leaving the said Southwestern right of way of NCSR 1470 and
running South 51 degrees 01 minutes 29 seconds West 240.04 feet to an existing iron stake;
thence North 38 degrees 57 minutes 02 seconds West 180.05 feet to an existing iron stake
located along the said Southeastern right of way of Gateway South; thence along the said
Southeastern right of way of Gateway South North 51 degrees 00 minutes 29 seconds East
200.02 feet to an iron stake; thence leaving the said right of way of Gateway South and running
South 38 degrees 58 minutes 32 seconds East 9.00 feet to an existing iron stake; thence North 51
degrees 00 minutes 09 seconds East 40.00 feat to the point and place of beginning. Containing
0.98 acres / 42,866.07 square feet and being described as Lot 1 Gateway Plaza as recorded in
Map Book 38 Page 84 Slide K 310 of the Onslow County Registry and being subject to all
easements of record as recorded in the aforementioned map. The courses contained herein are
correct in angular relationship and are referenced to N.C. Grid North.
LOT 2 GATEWAY PLAZA REVISED
0.98 ACRE TRACT/42,651.97 SQUARE FEET
JACKSONVILLE TWP., ONSLOW COUNTY, NORTH CAROLINA
Commenting at an existing control owner located where the Southwestern right of way of NCSR
1470 (commonly known as Western Boulevard - 200 foot right of way) intersects the
Southeastern right of way of Gateway South (60 foot right of way - Public); and running thence
along the said Southwestern right of way of NCSR 1470 South 38 degrees 58 minutes 05
seconds East 181.10 feet to an existing iron stake, said iron stake also being THE TRUE POINT
879 M3
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OF BEGINNING: thence from the described beginning and continuing along the said
Southwestem right of way of NCSR 1470 South 37 degrees 58 minutes 05 seconds East 177.69
feet to an existing iron stake; thence leaving the said Southwestern right of way of NCSR 1470
and running South 51 degrees 01 minutes 38 seconds West 240.00 feet to an existing iron stake;
thence North 38 degrees 58 minutes 46 seconds West 177.71 feet to an existing iron stake;
thence North 51 degrees 01 minutes 29 seconds East 240.04 feet to the point and place of
beginning. Containing 0.98 acres and being described as Lot 2 of Gateway Plaza Revised and
subject to all casements of record as recorded in Map Book 38 Page 84 Slide K-310 of the
Onslow County Registry. The courses contained herein are correct in an angular relationship and
is referenced to N.C. Grid North.
INLAND RETAIL REAL ESTATE LOT 8B GATEWAY PLAZA PHASE II
5.35 ACRESM3,084.43 SQUARE FEET
JACKSONVILLE TWP., ONSLOW COUNTY, NORTH CAROLINA
Commencing at a point located where the Southwestern right of way of NCSR 1470 (commonly
known as Western Boulevard — 200 foot right of way) intersects the Southeastern right of way of
Gateway South as per Map Book 41 page 183 of the Onslow County Registry; and running
thence along the said Southwestern right of way of NCSR 1470 in a general Southeasterly
direction approximately 1226.20 feet to an iron stake also being THE TRUE POINT OF
BEGINNING: thence from the described beginning and continuing along the said Southwestern
right of way of NCSR 1470 South 38 degrees 52 minutes 06 seconds East 10.00 feet to a P.K.
Nail; thence leaving the said Southwestern right of way of NCSR 1470 and running South 51
degrees 02 minutes 20 seconds West 933.69 feet to an iron stake located along the centerline of a
30 foot drainage & utility easement; thence along the said centerline of the 30 foot drainage &
utility easement North 38 degrees 55 minutes 31 seconds West 339.22 feet to an iron stake;
thence leaving the said centerline of the 30 foot drainage & utility easement and running North
50 degrees 54 minutes 27 seconds East 293.93 feet to a P.K. Nail; thence South 38 degrees 56
minutes 17 seconds East 9.41 feet to a P.K. Nail; thence North 50 degrees 47 minutes 00 seconds
East 399.79 feet to an iron stake; thence South 38 degrees 55 minutes 24 seconds East 330.27
feet to an iron stake; thence North 51 degrees 02 minutes 18 seconds East 200.00 feet to an iron
stake; thence North 38 degrees 57 minutes 27 seconds West 8.00 feet to an iron stake; thence
North 51 degrees 02 minutes 16 seconds East 40.00 feet to the point and place of beginning.
Containing 5.35 acres/ 233,084.43 square feet and being described as Lot 8B Gateway Plaza
Phase II and recorded in Map Book 41 Page 183 Slide K-1130 and being a portion of the
property in Deed Book 1516 Page 909 of the Onslow County Registry and being subject to all
easements of record as recorded in Map Book 41 Page 183 Slide K 1130 of the Onslow County
Registry. The courses contained herein are correct in angular relationship and are referenced to
N.C. Grid North (NAD 83).
Together with easements rights contained in Declaration of Covenants, Conditions and
Restrictions recorded in Book 1364, Page 985; Operation Easement Agreement recorded in Book
1516, Page 944; and Second Amendment to Operation and Easement Agreement recorded in
Book 1632, Page 250, Onslow County Registry.
(Applies to Lots 1, 2, 8A and 8B)
679 M.3
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TOGETHER WITH rights in and to sixty (60) foot wide access easement and fifty (50) foot wide
access easement as shown on map recorded in Map Book 34, Page 187, Onslow County
Registry. (Applies to Lot 8B)
TOGETHER WITH easement rights contained in Cross Access Easement recorded in Book
1684, Page 885, Onslow County Registry and Agreement recorded in Book 1516, Page 906,
Onslow County Registry. (Applies to Lot 2)
67MM3
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EXl31BIT B
PERMITTED EXCEPTIONS
1. Non -delinquent real property taxes, water and sewer charges and all assessments
(governmental. and private) and unpaid installments thereof which are not yet due and
payable.
2. Laws and governmental regulations, including all building codes, zoning regulations and
ordinances, that affect the use, operation and maintenance of the Property.
3. Such state of facts as may be shown on an accurate and current survey or by inspection of
the Property.
4. Variations between locations of fences, retaining walls, guy poles, hedges, beelines and
shrubs.
5. Rights of tenants, as tenants only, of the Property listed on the certified rent roll delivered
by Grantor to Grantee simultaneously with the execution of this deed.
6. Deed of Trust from DDRTC Gateway Plaza, L.L.C. to Chicago Title Insurance Company
as Trustee for Mortgage Electronic Registration Systems, Inc. as Beneficiary dated
2/27/07 and recorded in Book 2829, Page 725, Ondow County Registry, securing
$10,098,326.00 as amended.
7. Assignment of Leases, Rents and Security Deposits recorded in Book 2829, Page 769,
Onslow County Registry.
8. UCC-1 Financing Statement in Book 2828, Page 196, Onslow County Registry.
9. Mortgagee's Affidavit recorded in Book 3008, Page 802, Onslow County Registry.
10. Covenants, conditions, restrictions and easements contained in instrument filed for record
in Book 1364, page 985; Book 1516, page 916, Book 1763, page 350; Book 1516, page
900.
11. Subordination, Non-Disbubance and Attomment Agreement between RTM Operating
Company as Tenant and Bank of America, N.A. as Lender and Inland Southeast
Jacksonville LLC as Landlord recorded in Book 1977, page 651, Onslow County
Registry.
12. Subordination, Non -Disturbance and Attomment Agreement between Bed Bath, and
Beyond Inc., as Taunt and Bank of America, N.A. as Lender and Inland Southeast
Jacksonville, LLC as Landlord recorded in Book 1977, page 659, Onslow County
Registry.
er9M.3
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13. Subordination, Non -Disturbance and Attornment Agreement between Ross Stares, Inc.,
as Tenant and Bank of America, N.A. as Lender and Inland Southeast Jacksonville LLC
as Landlord recorded in Book 1977, page 665, Onslow County Registry.
14. Subordination, Non -Disturbance and Attornment Agreement between PetsMm% Inc., as
Tenant and Bank of America, N.A. as Lender and Inland Southeast Jacksonville LLC as
Landlord recorded in Book 1977, page 675, Onslow County Registry.
15. Subordination, Non -Disturbance and Attornment Agreement between Gateway
Companies, Inc. as Tenant and Bank of America, N.A. as Lender recorded in Book 1977,
page 684, Onslow County Registry.
16.Operation and Easement Agreement between Dayton Hudson Corp. and ZP No. 72, LLC
recorded in Book 1516, page 944 and amended in Book 1595, page 327 and Book 1632,
page 250 and amended by that Third Amendment to Opmtion and Easement Agreement
by and between Island Southeast Jacksonville LLC and Target Corporation recorded in
Book 2620, page 867, Onslow County Registry.
17. Water, sewer, electric and natural gas lines easements as contained in Agreement
recorded in Book 1516, page 906, Onslow County Registry.
18. Easement(s) to Carolina Power and Light company recorded in Book 1412, page 150;
Book 1412, page 154, Book 392, page 541; Book 413, page 89; Book 1571, page 622,
and Book 1702, page 755, Onslow County Registry.
19. Easement(s) to Carolina Telephone and Telegraph Company recorded in Book 3, page
465, Onslow County Registry.
20. Easement for ingress, egress and general access as contained in Agreement recorded in
Book 1516, page 903, Onslow County Registry.
21. Access Easements in favor of NC Dept. of Transportation recorded in Book 1642, page
20, Onslow County Registry.
22. Cross Access Easement recorded in Book 1684, page 885, Onslow County Registry.
23. Lease in favor of RTMSC, Inc., a Memorandum of which is recorded in Book 1684, page
892, Onslow County Registry.
24. Lease in favor of Bed, Bath & Beyond, a Memorandum of which is recorded in Book
1711, page 568, Onslow County Registry. (lot 8B & Easements)
25. Lease in favor of Ross Stores, Inc., a Memorandum of which is recorded in Book 1717,
page 771, Onslow County Registry. (Lot 8B and easements)
87MM3
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26. Lease in favor of Cato Corporation, a Memorandum of which is recorded in Book 1620,
page 504, Onslow County Registry. (Lot 8A & easements)
27. Lease in favor of PetSmart, Inc., a Memorandum of which is recorded in Book 1622,
page 364, Onslow County Registry. (Lot 8A & easements)
28. Partial Release recorded in Book 1756, page 623, Onslow County Registry.
29. Lease in favor of Gateway Companies, Inc., a Memorandum of which is recorded in
Book 1628, page 417 as amended by Amendment to Lease, a Memorandum of which is
recorded in Book 1632, page 258, Onslow County Registry. (Lot 8A & easements).
30. MIWWYOY Jaim L. Piezve, A.L.S., dated September 23, 2002, seweals the Eolloei
'
drainage endUt sf rseenaUding �t; 4) so-phal201 �t�and V ay eWA �*��; easements;
6)
Eire hints: 7) vater valves; 9)vstar motors: 9) IOW Posts: 10) poww P02va;
11) tslePb-* padaetals; 32) bmWiasPPed PsddM spans*; PW*IW specesi 23)
eleatrie tsaasfosasr buses: 14) sevege pumping statlems 15) never umboles; 16)
catch basis= 17) Lu dsoape island; 1B)eteraratar pond and asserst: 19) log
cba'n 'nk fang; 20) Eise pump building and Eire lamas, fire lines; 22) traff
la mod: 22) shopping cestar sign, Target sign 23) electric boxes; 24) 10' X i0
Siqu IIasamaat; 26)10' =aes grea agsess sasaeent; 2s) 6' CW" lime Eeaoe; 27) 8
9VC ratsrliuw; 29) Padastrian Walks: 30) handicepped signs;
8798097.3
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Johnson, Kelly
From:
Betty Bullock [[e-mail]]
Sent:
Tuesday, May 22, 2012 6:33 AM
To:
Lewis,Linda; Gundrum, Jason; David Newsom
Cc:
Brian Jarman; Johnson, Kelly
Subject:
RE: Gateway Plaza SW8 980817
Thanks Linda, we will get on this today and figure it out.
From: Lewis,Linda [mailto:iinda.lewisCa�ncdenr.gov]
Sent: Monday, May 21, 2012 6:12 PM
To: Betty Bullock; Gundrum, Jason; David Newsom
Cc: Brian Jarman; Johnson, Kelly
Subject: RE: Gateway Plaza SW8 980817
Betty:
I'll try to answer the question. If you can confirm that the property owner is Inland American Jacksonville
Gateway, LLC, (hereafter referred to as Gateway), then go with them as the "owner". That LLC is registered
with the NCSOS. It's sole member (and manager I assume) is IA Real Estate Trust, Inc., (hereafter referred to
as Real) a Maryland Corporation. So the "owner" would be Gateway, and since Real is the sole member
(manager) someone of at least the level of VP in Real must sign the permit application. We would need a list of
the corporate officers and their titles from the State of Maryland to make sure that the person who signed the
application from Real was a VP or higher.
I can't find anything on the NCSOS for Inland American HOLDCO Management, LLC, and they are not a
member of Gateway, so they would be completely out of the picture as far as signatures on the application go.
Linda Lewis
NC Division of Water Quality
127 Cardinal Drive Ext.
Wilmington, NC 28405
910-796-7215
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.
From: Betty Bullock [mailto:BMBullock@)jlpnc.com]
Sent: Wednesday, May 16, 2012 12:16 PM
To: Lewis,Linda; Gundrum, Jason; David Newsom
Cc: Brian Jarman
Subject: FW: Gateway Plaza
Linda, we have a situation which I need your advise on. See below
" The stormwater application filled and sent back to us by Jason lists Inland American HOLDCO Management, LLC as the
applicant/developer/owner of the project. Onslow County GIS lists IA Jacksonville Gateway, LLC as the property owner. If
IA HOLDCO is the managing agency, we still need the authorization from the owner IA Jacksonville Gateway (Carol
Hoffmann is listed as a member of IA Real Estate Trust, INC. managing company of IA Jacksonville Gateway, LLC, owner
of the property).

If they absolutely want to bypass the authorization of the property owner (which I'm positive it won't fly), we will need
corporate documents which supports titles/positions held in contacts info's on the SW application or demonstrate that
IA Holdco Management, LLC owns IA Jacksonville Gateway or/and the project.
I attempted to retrieve corporate docs from the Illinois state website but they apparently charge you for that.
I just want to make sure that they understand the procedure."
This information came from Dave Newsom office. I spoke with Jason and Jason informed me that the Owners are
actually stock holders with a Board of Directors and a Chairman of the Board. With that being said and Inland American
HoldCo being their managing company are they or can they be authorized to sign on below of the owners. Please advise
us on what to do.
Betty
From: Gundrum, Jason fmailto:jason.gundrum(dinlandgroup.com]
Sent: Wednesday, May 16, 2012 11:15 AM
To: Betty Bullock
Subject: FW: Gateway Plaza
Jason Gundrum
Operations Manager
■ Inland AmericanHOLDCO
2901 Butterfield Road
Oak Brook, IL 60523
Phone: [phone]/ Mobile: [phone]
Fax: 630.3b0.23r3
iason.aundrumOinlandaroun.com
Ito Mid YAW Eekilte QlroOp of cdn#Wiss, WA&
The Inland name and logo are registered trademarks being used under license.
From: Gundrum, Jason
Sent: Tuesday, May 15, 2012 11:15 AM
To: Betty Bullock ([e-mail])
Cc: Gundrum, Jason
Subject: Gateway Plaza
Betty,
Would either of these forms work?
Thanks

Jason Gundrum
Operations Manager
Inland AmericanHOLDCO
2901 Butterfield Road
Oak Brook, IL 60523
Phone: [phone]/ Mobile: [phone]
Fax: [phone]
[e-mail]
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The Inland name and logo are registered trademarks being used under license.

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The Inland name and logo an: registered trademarks being used under license.
From: Gundrum, Jason
Sent: Tuesday, May 15, 2012 11:15 AM
To: Betty Bullock ([e-mail])
Cc: Gundrum, Jason
Subject: Gateway Plaza
Betty,
Would either of these forms work?
Thanks.
Jason Gundrum
Operations Manager
II Inland AmericanHOLOCO
2901 Butterrield Road
Oak Brook, IL 60523
' Phone: [phone] Mobile: [phone]
Fax: [phone]
iason.4undrumAinlandaroup.com
n++s r�iar�e libulr . +iarnatp at c W M&
e e c a r es OVA-"- BB
The Inland name and logo an: registered trademarks being used under license.

Inland American Jacksonville Gateway, L.L.C.
2901 Butterfield Road
Oak Brook, IL 60523
866-271-8700 phone -• 630-368-2277 fax
March 4, 2010
American General Financial Sfrvices
Manager
1335 Western Blvd #H
Jacksonville, NC 28540
RE: Gateway Plaza
Jacksonville, NC
Tenant Name: American General Financial Services
Dear Sir or Madam:
Please be advised that as of March 4, 2010, the above referenced property was sold to
Inland American Jacsonville Gateway, 'LL IC. �d bo ung -.=agr ' b; :r.1vad American
Retail Management, LLC.
Wand American Retail Management, LLC will be: the operational . manager for this
commercial retail center. Direct all property -related inquiries, notices, and correspondence
to:
Inland American Retail Management, LLC / Bldg. #44666
Attn: Randy Olson
2901 Butterfield Road
Oak Brook, IL 60523
630-536-6405 phone — 630-368-2373 fax
With a copy to:
Inland American Retail Managemvit, LLC / Bldg. # 44W
2901 Butterfield Road
Oak Brook, IL 60523
Attn: Vice President
Wand American Retail Management, LLC will be responsible for all financial obligations,
including all accounts receivable and accounts payable functions. Ail payments should be
made payable to and sent to:
Inland American Retail Management, LLC / Bldg. # 44666
16139 Collections Center Drive
Chicago, IL 60693-01.39

As supporting documentation, enclosed you will find:
• W 9 for inland American Retail Management, LLC
Also, enclosed yon will find a, Tenant Ems—rgeney Information form. Pime complete the
form and return it via facsimile at your earliest convenience.
Please note that the following documents, as applicable, will be forthcoming to your
corporate office:
• Deed
• Assignment of Leases
Please have your insurance carder forward imaneiiately a Certificate of Insurance naming
Inland American R" -Ma ash US; sand Inland h merican jpc oqxille
gateway. L,L.C. as additional insured. Using the format on the enclosed & le
Certificate, please be sure coverage is shown for all lease requirements. If you have any
questions regarding your requirements, please call Annie Stager at 630-218-2741. Send the
Certificate to the Certificate Holder as shown below.
Inland American Retail Management, -LLC
2901 Butterfield Road
Oak Brook, IL 60523
Tenant Insurance - # 44666
(boss Sales Reports, as applicable, should be sent to Tim Crotty at the above address or via
e-mail to gm-ja—les@!WgW-american.com.
_ 'W-american.com.
Should you have any questions or require additional information, please contact
Randy Olen.
Sincerely,
Inland American Jacksonville Gateway, L.L.C.
'a Delaware limited liability company
Owner of the Shoppidg Center
Lori L Foust
Treasurer
Inland American Real Estate Trust, Inc.
k*W Am fle m r dwneine oeteq, [. L.C.
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