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September 27, 2021 Chief Clerk’s Office North Carolina Utilities Commission 430 North Salisbury Street Raleigh, North Carolina 27603 Re: WR-3007 Sub 1 – Cancellation of Certificate of Authority Dear Chief Clerk, RealPage, Inc. on behalf of the owning entity, Harrington Village Development Group III, LLC, requests the cancellation of its certificate of authority for Harrington Village Apartments, Phase II (WR-3007 Sub 1). The new owning entity, Latitude Harrington Apartments, LLC now owns the entirety of what was formerly Harrington Village (WR-2547) and Harrington Village Apartments, Phase II (WR-3007). A WR1 application was submitted by the new owner in WR-3616 Sub 0 as there were several deed transfers. Please cancel the current certificate (WR-3007 Sub 1) upon issue of a new certificate in WR-3616 Sub 0. I have included with this filing a copy of the warranty deeds. If there are any deficiencies in the request, please let me know and I will provide more information as needed. My direct line is (972) 810-2138 or by email at darylene.jacobs@realpage.com Sincerely, Electronically Submitted /s/ Darylene Jacobs Paralegal Attachments

11 1 1111111111 1 11 IIII II I 11 111111111 Ill �tt�! ��2Jl�m;1t;f�i:ciPBrunsw1ck County, NC Register of Deeds page 1 of 4

This instrument prepared by: instruinent t\1at cannot b::}

Jeffrey P. Keeter, a licensed North Carolina attorney. Block, Crouch, Keeter, Behm & Sayed, LLP P.O. Box 4, Wilmington, NC 28402

Revenue Stamps: )'Sl Delinquent taxes, if any, to be paid by the closing attorney to -;,- (iL,.(A I *� 1\.-J- of tJ 's (886 Zi,> the Brunswick County Tax Collector upon disbursement of closing proceeds. The closing attorney is: Jeffrey P. Keeter

STATE OF NORTH CAROLINA

COUNTY OF BRUNSWICK WARRANTY DEED

THIS DEED, made this ft day of May, 2019 by and between, HARRINGTON VILLAGE HOLDINGS, LLC, a North Carolina limited liability company, whose address is 60 Gregory Road, Suite 1, Belville, NC 28451, GRANTOR; and HARRINGTON VILLAGE DEVELOPMENT GROUP III, LLC, a Delaware limited liability company, whose address is 5112 Pine Birch Drive, Raleigh, NC 27606.

W I TN E S S E T H:

THAT the said GRANTOR, for and in consideration of the sum of TEN DOLLARS ($10.00) and other valuable considerations to it in hand paid by GRANTEE, the receipt of which is hereby acknowledged, has granted, bargained, sold, and conveyed, and by these presents does hereby grant, bargain, sell, and convey unto the said GRANTEE, its successors and/or assigns, the following described property lying and being in the County of Brunswick and State of North Carolina, and more particularly described as follows:

See Exhibit "A" attached hereto and incorporated herein by reference.

SUBJECT TO: (A)

(B)

(C)

all ad valorem taxes against the same for the current year, which are to be prorated between the parties, using the calendar year as the basis for prorating; all easements and public and private utility rights-of-way of record affecting the same, and certain easements and restrictions of record as to the use thereof, running with said property by whomsoever owned, which easements and restrictions are expressly assented to by the Grantee by acceptance of this deed.

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TO HAVE AND TO HOLD the above granted and described premises together with all and singular the rights, privileges, easements and appurtenances and hereditaments belonging or in anyway appertaining unto the said GRANTEE it successors and/or assigns, in fee simple.

AND the said GRANTOR, for itself, its successors and assigns, does covenant to and with the said GRANTEE, its successors and/or assigns, that it is seized in fee of said premises and that it has good right to sell and convey the same; that the title is marketable and free and clear from any and all encumbrances, except as set forth herein; and that it will, and its successors and assigns shall, WARRANT AND DEFEND the title to the same against the lawful claims and demands of any and all persons whomsoever.

Notwithstanding the foregoing, the warranties herein recited are subjectto: 2019 ad valorem taxes; all applicable zoning and land use ordinances, rules, regulations, laws and statutes; and all restrictive covenants, easements and rights-of-way of record.

IN TESTIMONY WHEREOF, the said GRANTOR has caused this instrument to be signed in its name by its Vice President, on the day and year first above written.

D If checked, the property herein conveyed includes the primary residence of one or more of the Grantors.

HARRINGTON VILLAGE HOLDINGS, LLC a Delaware limited liability company

By:

By:

Coastal Carolina Investment Partners LLC, a Delaware limited liability company

/t~dA__. Michael A. McKee, Manager

1111111111111 II 1111111111111111111111 ~~}!! ~~2Jlm~~~!~~~ 1~:JP Brunsw1ek County, NC Register of Deeds page 3 of 4

State of :IL County o-f-=--=-~c»:_-=_=:_o~:sf-y . .__---~---

I, f fJ/R..LCL-fl. T fYJ [)f<_OZ , a Notary Public of _CD __ D--:1\rt-. -:::z::31---

Countx;,. State of XL L.L fJOIS do certify that on this q 'fC day of /'l {l Y , 2019, before me personally appeared MICHAELA. MCKEE, Manager of

COASTAL CAROLINA INVESTMENT PARTNERS, LLC, Member of HARRINGTON VILLAGE HOLDINGS, LLC, a Delaware limited liability company

v personally known to me; proved to me by satisfactory evidence; proved to me on the oath or affirmation of ___________ who is personally known to me,

to be the person whose name is signed on the preceding or attached record, and acknowledged to me that he signed it voluntarily for its stated purpose.

(Seal) Notary Public My Commission expires:

OFFICIAL SEAL PATRICIA T MOROZ

NOTARY PUBLIC· STATE OF ILLINOIS MY COMMISSION EXPIRES:OS/25122

3

llll\11111111111111111111111111111111 ~~}!l ~~2J!m~~~!~~~~~~JP Brunswick County, NC Register of Deeds page 4 of 4

EXHIBIT "A" To deed from

Harrington Village Holdings, LLC To

Harrington Village Development Group III, LLC

Being all ofLots 1, 2 & 3, Phase 2, Section 3 of Harrington Square and Harrington Village and all of the tract identified as "Harrington Road", depicted on that certain plat prepared by ESP Associates, P .A. entitled "Subdivision Survey for: Phase 2 Lots 1, 2 & 3 Harrington Square and Harrington Village Northwest Township, Leland, Brunswick County, NC" which plat is recorded in Map Cabinet 113 at Pages 62-63 of the Brunswick County Registry.

TOGETHER WITH, all appurtenant rights and privileges under the Declaration of Reciprocal Easements recorded in Book 4161 Page 860 ofthe Brunswick County Registry, as amended.

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Brenda M. Clemmons Register of Deeds 05-28-2021 15:20:49.000 Brunswick County, NC NC REVENUE STAMP: $135000.00 (#758382)

NORTH CAROLINA SPECIAL WARRANTY DEED Excise Tax $135,000.00 Parcel Identifier No. 038BB02608, 038BB02606, 038BB02607, 038BB02609, 038BB02610, 038BB02611, 038BB027, 038BB033.

Mail after recording to:

David Swartz - Crosbie Gliner Schiffman Southard & Swanson LLP, 10940 Wilshire Boulevard, Suite 2200, Los Angeles, California 90024

This instrument was prepared by Jeffrey P. Keeter, a licensed North Carolina attorney. Delinquent taxes, if any, to be paid by the closing attorney to the county tax collector upon disbursement of closing proceeds.

Brief description for the Index: Parcel of land and appurtenances thereto commonly known as (i) 4257 Harrington Road, Leland, NC 28451, (ii) 2154, 2155, 2159, 2163, 2171 Britton Road, Leland, NC 28451, and (iii) 112, 120, 121, 123 Baldwin Drive, Leland, NC 28451.

THIS DEED made this 26th day of May, 2021, by and between:

GRANTOR

Harrington Village Development Group Ii LLC Harrington Village Development Group I LLC Harrington Village Development Group ni, LLC

GRANTEE

Latitude Harrington Apartments, LLC ~60 S.. 8t:J.Jerl y Dr. 5u,i+e. .300 t?,eue r1 '1 .J-lil ts, t A q o~ J ~

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.

WITNESSETH, that Grantor, for a valuable consideration paid by Grantee, the receipt of which is hereby acknowledged, has and by these presents does grant, bargain, sell and convey unto Grantee in fee simple, all that certain lot or parcel of land situated in the Town of Leland,

1

Deed filed in WR-3616 Sub 0

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Brunswick County, North Carolina, and more particularly described on Exhibit A attached hereto (the "Property").

THIS PROPERTY DOES/DOES NOT INCLUDE THE GRANTOR'S PRINCIPAL RESIDENCE. The Property was acquired by Grantor by instruments recorded in the Brunswick County Registry on (i) March 1, 2019 in Book 4161, Page 900, (ii) March 1, 2019 in Book 4161, Page 906, (iii) October 30, 2018 in Book 4120, Page 232, and (iv) May 16, 2019 in Book 4191, Page 1215. A map showing the Property is recorded in the Brunswick County Registry in (i) Map Cabinet 112 at Pages 42-43, (ii) Map Cabinet 113 at Pages 62-63, and (iii) Map Book 110 at Page 12.

TO HA VE AND TO HOLD the Property and all privileges and appurtenances thereto belonging to Grantee in fee simple.

And the Grantor covenants with the Grantee, that Grantor has done nothing to impair such title as Grantor received, and Grantor will warrant and defend the title against the lawful claims of all persons claiming by, and under or through Grantor, except for the exceptions hereinafter stated.

Title to the Property is subject to the exceptions set forth on Exhibit B attached hereto.

Utilities physically located on the Property, ad valorem taxes for the current year and subsequent years, easements and restrictions of record, and any local, county, state, or federal laws, ordinances, or regulations relating to zoning, environment, subdivision, occupancy, use, construction, or development of the subject property, including existing violations of said laws, ordinances, or regulations.

[ signature page follows]

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er o eeds page 3 of 9

IN WITNESS WHEREOF, Grantor has caused this instrument to be duly executed, as of the day and year first above written.

HARRINGTON VILLAGE DEVELOPMENT GROUP I, LLC

By: Harrington Village Holdings, LLC, Member

By: Coastal Carolina Investment Partners LLC, Member

By: /4/Cr/c_ Name: Michael A. McKee Title: Manager

HARRINGTON VILLAGE DEVELOPMENT GROUP II, LLC

By: Harrington Village Holdings, LLC, Member

By: Coastal Carolina Investment Partners LLC, Member

By: /4( ~L, Name: Michael A. McKee Title: Manager

HARRINGTON VILLAGE DEVELOPMENT GROUP III, LLC

By: Harrington Village Holdings, LLC, Member

By: Coastal Carolina Investment Partners LLC, Member

By: /4 ,,4 / L Name: Michael A. McKee Title: Manager

111111111111111111111 1111111111111111 t,!]l ~~21itm~:i;:~:2;:~p

Brunswick County, NC Reg1ster of Deeds page 4 of 9

STATE OF ILLIN..QISk COUNTY OF { 66 --"--=-4-~-----

I, p o+ts (h. /.1.ocke.~ Notary Public of the County and State aforesaid, do hereby ~at Michael A. McKee personally appeared before me this day and acknowl~e due execution of the foregoing instrument. Witness my hand and official seal this the day ofMa~ 021.

OFFICIAL SEAL CYNTHIA M HENDZEL

NOTARY PUBLIC. STATE OF ILLINOIS MY COMMISSION EXPIRES:04/09/22

(Official Seal)

1111111111111111111111111111111111111 1~1~! ~~2Jim;~1!~!~~::ip Brunswick County, NC Register of Deeds page 5 of g

EXHIBIT A To Special Warranty Deed

LEGAL DESCRIPTION

TRACT I: BEING all of Brunswick County Tax Parcel Numbers 038BB02606, 038BB02607 and 038BB02608 and being more particularly described as follows:

Being all of Lots 4, 5 and 6, Phase 1, Section 1 of Harrington Square and Harrington Village and all of the tract identified as "Harrington Road", depicted on that certain plat prepared by ESP Associates, P.A. entitled "Subdivision Survey for: Phase 1, Lots 4, 5 & 6 Harrington Square and Harrington Village Northwest Township, Leland, Brunswick County, NC" which plat is recorded in Map Cabinet 112 at Pages 42-43 of the Brunswick County Registry.

TRACT II: BEING all of Brunswick County Tax Parcel Numbers 038BB02609, 038BB02610 and 038BB02611 and being more particularly described as follows:

Being all of Lots 1, 2 & 3, Phase 2, Section 3 of Harrington Square and Harrington Village and all of the tract identified as "Harrington Road", depicted on that certain plat prepared by ESP Associates, P.A. entitled "Subdivision Survey for: Phase 2 Lots 1, 2 & 3 Harrington Square and Harrington Village Northwest Township, Leland, Brunswick County, NC" which plat is recorded in Map Cabinet 113 at Pages 62-63 of the Brunswick County Registry.

TOGETHER WITH, all appurtenant rights and privileges under the Declaration of Reciprocal Easements recorded in Book 4161 Page 860 of the Brunswick County Registry, as amended.

TRACT III: BEING all of Brunswick County Tax Parcel# 038BB027 and being more particularly described as follows:

Being all of Lot 2 Revised containing 2.06 acres+/-, as shown on a map entitled "Recombination Survey for Ronald Hughes Heirs, Lots IR and 2R" prepared by Cape Fear Surveying, P.C., recorded in Map Book 110 at Page 12 of the Brunswick County Registry, reference to which is hereby made for a more particular description.

TOGETHER with all appurtenant rights and privileges under the Declaration of Reciprocal Easements recorded in Book 4161, at Page 860, as amended, in the Office of the Register of Deeds for Brunswick County, North Carolina.

TOGETHER WITH all appurtenant rights and privileges under the Cross-Access Easement in favor of Ronald M. Hughes and wife, Joyce S. Hughes recorded in Book 3656, Page 277, of the Brunswick County Registry.

Exhibit A to Special Warranty Deed-Page 1

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~:gp Brunswick County, NC Register of Deeds page 6 of 9

TOGETHER WITH all appurtenant rights and privileges under the Cross Access Easement in favor of Joyce S. Hughes recorded in Book 4120, Page 228, of the Brunswick County Registry.

LESS AND EXCEPT from Tracts I - III above, the following described property as conveyed to the Town of Leland by Warranty Deed dated March 26, 2021, and recorded in Book 4606, Page 1062, of the Brunswick County Registry:

BEING all of the land within the rights of way of Harrington Road, Baldwin Drive, and Britton Road, as shown on maps recorded in Map Book 112, Page 42, and Map Book 113, Page 63, Brunswick County Register of Deeds, reference to which is hereby made for a more particular description.

TRACT IV: BEING a portion of Brunswick County Tax Parcel # 038BB033 and being more particularly described as follows:

Commencing at an exiHins NCDOT oontrol monument. saJd monumet1t being a NCDOT control d1R at.amped "lil4002-3" and tile loeaHzadon point for NCDOT TIP Project RA002; said monument havlna NAD 1983 I NSRS 20U Nonh CtmJlma ... plane arid COONfflldU (PIPS .3200) In U.S. ~ foot of Nonhins 179-4,24.38 ~ 2.299.711.09; aid monumw1t havtna a published NCDOT Jooa!ized oombined pid faGtor of' l .. 000033734 and bciq deai.gnatod u POT Station S+oo.oo lying in tile center of' vmase Road (NCSlil No. 1472); running thence South 69 ....... S4 minuto 00 ~- But 3.236.61 feet localized around dlManotJ to an oxilltlna iron (l!IPl). e·rp1 beina • comer depicted on 11

SW'VO)' by ESP Anoe...._ P~A .• cm "Town of Leland Lot 39 & 60 S.1vodorc Hoipb". dated Septomber 2,. 201 G and the northwut oomcr of' Lot 59 n.d\nmoed within Deed Book 3263 .. P8F 3M within the B~ County Jlegisuy. and depicted cm a survey R'IOOl'dcd within Map Cabinet 7. Pase 100 and havina locall9ld ground coonilnatu or Not"thma 178,.528.23 Eastlns 2,.302.906.08,. also bema the point and pJIIGO of BEOINNlNO; thcmOII runntna South 66 .... 23 minutes 30 lllOOOfflU .._ 92..M t.- lo an aisdna iron pipe (BIP2). beinfJ • oomor dc,ploted in Mid &Ul'VC)' and lyiftS in tho dpt-of" .. way of' Painricnv Road and tho sou~ oomcr of' Lot GO ad having looaJlzod pound eoordln:atca of' Northlna 178,.495.06 Budng 2.3()2.981.t>S: nmnina thence South 00 ~ 13 minutN 40 aoconda East 32.83 ilM,t to a new lmn pin Nt (NIP) in said rlpt-ot-way; turmifts lhonc• North 66 ~ 23 minutes 30 ~ Wee 95.01 f'eet to a new lmn pin sot (NIP) on the we8tem Uno of Lot 59 80d lytna on the ~ Hao or a net of land ..,.r~ m the Brunswick Coumy R~ widlln Deed Book 3748. Pap 750; wing thcmOII North 21 CHIIPC::OS 34 mlnuta IO ~ East 30.02 ftMt to tho point of' BBOINNINO. oontainina 2,468 aquare ftMt (0.60 I acres). The iNtffllli being all of that U9Cl of' lawl identified q Area "A,. on a map entitled '"R.eoomblnation and Subdivision Survey tor. Town ot Leland Lot 59 & 60 Belvedere Hefpts'" Pft\\Pared by BSP Auoclata, P.A. dated September 2., 2016,. a copy of which •• ~ ln Map Cabinet l 02 at Pase 6 t. Bnmswlok County Reglstey. to which map n=f.-en• is h_..by made fbr a more particular del!JOription. The tNbJoot nNll property doacribed is also dw Nm1.l tract tdontitled on that cenain RoooffibtmKlon and Subdivision Survey ~ In Map Cabin« 106 at Pase 18.

LESS and excepting from the aforementioned four tracts, all of the land within the rights of way of Harrington Road, Baldwin Drive, and Britton Road, as shown on maps recorded in Map Book 112, at Page 42 and Map Book 113, at Page 63 in the Office of the Register of Deeds for Brunswick County, North Carolina.

Exhibit A to Special Warranty Deed - Page 2

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EXHIBITB To Special Warranty Deed

EXCEPTIONS

1. Taxes for the year 2021, and subsequent years, which are not yet due and payable.

2. Rights of tenants, as tenants only, pursuant to written, unrecorded and unexpired leases without any rights of first refusal or options to purchase insured Land.

3. Minerals of whatsoever kind, subsurface and surface substances, including but not limited to coal, lignite, oil, gas, uranium, clay, rock, sand and gravel in, on, under and that may be produced from the Land, together with all rights, privileges, and immunities relating thereto, whether or not appearing in the Public Records or listed in Schedule B. The Company makes no representation as to the present ownership of any such interests. There may be leases, grants, exceptions or reservations of interests that are not listed.

4. Utility easement(s), cross access easement(s), permanent drainage easement(s), slope easement, and setback lines disclosed by plat(s) recorded in Map Book 21, Page 353; Map Book 98, Page 1; Map Book 110, Page 12; Map Book 112, Page 63; Map Book 113, Pages 62-63; Map Book V, Page 139, and Map Cabinet 112, Pages 42-43, Brunswick County Registry. Said easements are as shown on survey by Donald E. Thomas, PLS # L-4 706, with ESP Associates, Inc., dated March 4, 2021 (the "Survey").

5. Easement(s) and/or Right(s) of Way in favor of Carolina Power & Light Company recorded in Book 113, Page 474; Book 263, Page 101; and Book 400, Page 714, Brunswick County Registry.

6. General Permit in favor of Southern Bell Telephone and Telegraph Company recorded in Book 113, Page 530, Brunswick County Registry.

7. Declaration of Restrictions recorded in Book 182, Page 292, Brunswick County Registry. The Company insures against loss or damage related to violation of restrictions contained in the above referenced Declaration of Restrictions.

8. Right-of-Way Easement in favor of The Leland Sanitary District recorded in Book 707, Page 847, Brunswick County Registry, as shown on the Survey.

9. Deed of Water Utility Easement in favor of Brunswick County recorded in Book 1408, Page 1360, Brunswick County Registry.

10. General Utility Easement(s) in favor of the Town of Leland recorded in Book 1552, Page 1160 and Book 1553, Page 654, Brunswick County Registry.

11. Deed for Highway Right of Way in favor of the North Carolina Department of Transportation recorded in Book 2294, Page 73, Brunswick County Registry, as shown on the Survey.

Exhibit B to Special Warranty Deed-Page 1

1111111111111111111111111111111111111 l~~l~ ~~2Jam~~~!~:~~~:~: Brunsw1ek County, NC Register of Deeds page 8 of g

12. Deed for Highway Right of Way in favor of the North Carolina Department of Transportation recorded in Book 2908, Page 146, Brunswick County Registry, as shown on the Survey.

13. Terms and conditions of Cross-Access Easement in favor of Ronald M. Hughes and wife, Joyce S. Hughes recorded in Book 3656, Page 277, Brunswick County Registry, as shown on the Survey.

14. Development Agreement(s) recorded in Book 3810, Page 1211, Brunswick County Registry; as affected by Assignment and Assumption Agreement recorded in Book 3840, Page 706, Brunswick County Registry; as amended by First Amendment to Development Agreement recorded in Book 4150, Page 802, Brunswick County Registry; as amended by Second Amendment to Development Agreement recorded in Book 4150, Page 805, Brunswick County Registry; as amended by Third Amendment to Development Agreement recorded in Book 4150, Page 809, Brunswick County Registry; as affected by Assignment and Assumption Agreement recorded in Book 4161, Page 917, Brunswick County Registry; as affected by Assignment and Assumption Agreement recorded in Book 4191, Page 1219, Brunswick County Registry; and as amended by Fourth Amendment to Development Agreement recorded in Book 4508, Page 404, Brunswick County Registry.

15. Easement(s) in favor of Duke Energy Progress, LLC recorded in Book 3817, Page 900, Brunswick County Registry.

16. Deed of Easement and Right-of-Way in favor of Atlantic Telephone Membership Corporation recorded in Book 3912, Page 536, Brunswick County Registry.

17. Terms and conditions of Cross Access Easement in favor of Joyce S. Hughes recorded in Book 4120, Page 228, Brunswick County Registry, as shown on the Survey.

18. Declaration of Reciprocal Easements recorded in Book 4161, Page 860, Brunswick County Registry; as amended by that Amendment to the Declaration of Reciprocal Easements recorded in Book 4191, Page 1206, Brunswick County Registry.

19. Deed of Dedication in favor of Brunswick County recorded in Book 4207, Page 194, Brunswick County Registry.

20. Deed(s) of Dedication in favor or Brunswick Regional Water and Sewer H2GO recorded in Book 4219, Page 748; Book 4219, Page 777; and Book 4225, Page 489, Brunswick County Registry.

21. Title to that portion of the Land lying within the right of way of Harrington Road.

22. Riparian or water rights, claims, or title to that portion of the Land lying below the highwater mark of the pond.

Exhibit B to Special Warranty Deed - Page 2

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i:8p Brunswick County, NC Register of Deeds page 9 of 9

23. The ALTA/NSPS Land Title Survey prepared by Donald E. Thomas, PLS No. L-4706, of ESP Associates, Inc., dated March 4, 2021, last revised May 24, 2021 (the "Survey"), discloses the following:

a. Possible easements for underground sewer, water and utility facilities not shown; b. Fence encroaches a maximum of0.6'; c. Pond projects over property line.

24. Utility easement(s), stormwater and access easement, stormwater pond, and boundary lines disclosed by plat recorded in Map Book 127, Page 91, Brunswick County Registry.

25. Stormwater Line Easement in favor of the Town of Leland recorded in Book 4597, Page 383, Brunswick County Registry.

26. Easement(s) and boundary lines disclosed by plat(s) recorded in Map Book 7, Page 100; Map Book 102, Page 61; and Map Book 106, Page 18, Brunswick County Registry.

27. Declaration of Restrictions recorded in Book 178, Page 527; as modified by Modification of Restrictions recorded in Book 190, Page 637 and Book 194, Page 431; as amended by Amendment to Restrictions for Belvedere Heights recorded in Book 2042, Page 1103 and Book 2665, Page 353, Brunswick County Registry.

Exhibit B to Special Warranty Deed-Page 3