The URL can be used to link to this page

070621July 6, 2021 The Randolph County Board of Commissioners met in regular session at 6:00 p.m. in the 1909 Randolph County Historic Courthouse Meeting Room, 145 Worth Street, Asheboro, NC. Chairman Darrell Frye, Vice -Chairman David Allen, Commissioner Kenny Kidd, Commissioner Maxton McDowell, and Commissioner Hope Haywood were present. Also present were County Manager Hal Johnson, Assistant County Manager/Finance Officer Will Massie, and Clerk to the Board Dana Crisco. County Attorney Ben Morgan was absent. Dr. Bob Shackleford, President of Randolph Community College gave the invocation and everyone recited the Pledge of Allegiance. The meeting was livestreamed on Facebook and YouTube. Special Recognitions Susan Hayes retired May 31, 2021, from Public Health with 34 years of service. Ms. Hayes was recognized by Tara Aker, Public Health Director, after which, Chairman Frye presented Ms. Hayes with an engraved clock on behalf of the Board. Chairman Frye also presented the Order of the Long Leaf Pine recognition from the State to Ms. Hayes. The retirement of Bert Lance -Stone, former Mayor of Archdale, was recognized by the Board and Chairman Frye presented Mayor Lance -Stone with a certificate and a Resolution, as follows: RESOLUTION TO HONOR ARCHDALE MAYOR BERT LANCE -STONE WHEREAS, Mayor Bertha `Bert" Lance -Stone moved to Archdale, North Carolina in 1969, the same year Archdale was incorporated.; and WHEREAS, Mayor Stone worked 29 years with the federal probation office in Greensboro; and WHEREAS, Mayor Stone's late husband, City Councilman Bruce Lance, passed away in 1992 and Mayor Stone was appointed to finish his term; and WHEREAS, Mayor Stone's invaluable leadership led her to being selected as Randolph County's 2" d female Mayor in August of 2000; and WHEREAS, public service involvement has always taken an active role in Mayor Stone's life including involvement with: • Archdale -Trinity Chamber of Commerce Board ofDirectors • Piedmont Triad Council of Government (now PTRC) Board of Delegates • High Point MPO Transportation Advisory Committee • Randolph County Tourism Development Association (TDA) Board of Directors • Randolph County Economic Development Corporation (EDC) Board of Directors • Rotary Club ofArchdale-Trinity • Randolph Senior Adults Association Board ofDirectors • Northwest Randolph Arts Guild • Randolph County Arts Guild • Randolph Community College Community Advisory Council; and WHEREAS; Mayor Stone's efforts have led to awards such as the Asheboro/Randolph Chamber's ATHENA award for leadership in 2014; and 7/6/21 WHEREAS, in 2017, Mayor Stone's stature in the Archdale community resulted in the creation of the "Bert Lance -Stone Chamber of Commerce Lifetime Achievement Award", which is an award given annually to a resident who has made extraordinary sacrifices for the betterment of the Archdale -Trinity community; and WHEREAS, Mayor Stone has been a tireless advocate for children, including raising money for and volunteering for the Randolph County Partnership for Children and the Randolph County School System. Mayor Stone has served as a judge for Senior Projects, Junior Achievement, and the North Carolina Future Business Leaders of America State Conference in Greensboro. She has often volunteered to speak to organizations such as Boy/Girl Scouts or read to students on Dr. Seuss's birthday. NOW, THEREFORE, BE IT RESOLVED, that the Randolph County Board of Commissioners acknowledges the steadfast commitment ofMayor Bertha Lance -Stone to the City ofArchdale and the citizens ofRandolph County; and BE IT FURTHER RESOLVED, that the Commissioners express their sincere gratitude for the many years of service Mayor Stone has given to the citizens of Randolph County and offer her their best wishes in her retirement. Public Comment Period Pursuant to N.C.G.S. § 153A-52.1, Chairman Frye opened the floor for public comment and closed it after no one wished to speak. Consent Agenda On motion ofAllen, seconded by Kidd, the Board voted 5-0 to approve the Consent Agenda as presented, as follows: • approve Board of Commissioners Regular Meeting Minutes ofJune 7, 2021, Special Meeting Minutes ofJune 1, 2021, June 10, 2021, and June 14, 2021; • elect Chairman Frye as Voting Delegate for NCACC Annual Conference in August; • approve Budget Amendment P -Card Encumbrance ($359,515), as follows: 2021-2022 Budget Ordinance General Fund—Budget Amendment #1 Revenues Increase Decrease Appropriated Fund Balance $359,515 Appropriations Increase Decrease Administration $16,100 In ormation Technology $12,000 Tax $14,000 Elections $7,000 Register o Deeds $4,000 Public Buildings $148,000 Sheriff $28,700 Animal Services $9,000 Emergency Services $17,700 Building Inspections $4,250 Adult DRC $500 Juvenile DRC $3,000 7/6/21 Planning and Zoning $1,300 Cooperative Extension $8,715 Soil and Water $1,500 Public Works $2,000 Public Health $37,100 Social Services $15,500 Veterans Services $150 Child Support Services $1,000 Public Library $28,000 • approve Budget Amendment Mobile Library ($15, 000), as follows: 2021-2022 Budget Ordinance General Fund—Budget Amendment #2 Revenues Increase Decrease Appropriated Fund Balance $15,000 Appropriations Increase Decrease Public Library $15,000 • approve Budget Amendment LSTA EZ Grant ($10,800), as. follows: • approve Budget Amendment BAND -NC Grant ($5, 000), as follows: 2021-2022 Budget Ordinance General Fund—Budget Amendment #4 Revenues Increase Decrease Restricted Intergovernmental $5,000 Appropriations Increase Decrease Cooperative Extension $5,000 • appoint Kenny Kidd to the Downtown Asheboro, Inc. Board; • adopt Resolution to Honor Archdale Mayor Bert Lance -Stone; • approve Budget Amendment Public Health Grants ($386,074), as follows: 2021-2022 Budget Ordinance General Fund—Budget Amendment #3 Revenues Increase Decrease Restricted Intergovernmental $10,800 Appropriations Increase Decrease Public Library $10,800 • approve Budget Amendment BAND -NC Grant ($5, 000), as follows: 2021-2022 Budget Ordinance General Fund—Budget Amendment #4 Revenues Increase Decrease Restricted Intergovernmental $5,000 Appropriations Increase Decrease Cooperative Extension $5,000 • appoint Kenny Kidd to the Downtown Asheboro, Inc. Board; • adopt Resolution to Honor Archdale Mayor Bert Lance -Stone; • approve Budget Amendment Public Health Grants ($386,074), as follows: approve Budget Amendment Cooperative Extension Grant ($5,829); as follows: 2021-2022 Budget Ordinance General Fund—Budget Amendment #6 7/6/21 2021-2022 Budget Ordinance General Fund—Budget Amendment #5 Revenues Increase Decrease Restricted Intergovernmental $11,074 Miscellaneous Revenue $375,000 Appropriations Increase Decrease Public Health $386,074 approve Budget Amendment Cooperative Extension Grant ($5,829); as follows: 2021-2022 Budget Ordinance General Fund—Budget Amendment #6 7/6/21 Revenues Increase Decrease Restricted Intergovernmental $5,829 Appropriations Increase Decrease Cooperative Extension $5,829 approve Budget Amendment JDRC Alternatives to Commitment ($84,850), as follows: Tax Assessor/Collector Matters Debra Hill, Tax Assessor/Collector gave the following report on the 2020-2021 tax collection, as follows: • The 2020-2021 overall collection percentage for all tax districts was 99.30% for real estate, business, and individual personal property. The collection percentage for the County was 99.25%. • 2020-2021 delinquent tax is $738,748.93. Total delinquent taxes for all years is $2,101,009.35. These amounts include $184,701.68 due to bankruptcy and Property Tax Commission appeals that have not been adjudicated in the amount of $23,175.67. • The Registered Motor Vehicle collection percentage was 99.45%. This percentage is for the taxes at the time of tag renewal. • The average statewide tax collection percentage from the Local Government Commission for annual taxes for 2018-2019 was 99.07%. • The amount of discount given for early payment was $1,460,236. This represents 68.96% of annual taxes paid during the discount period. • The total amount released for $3.50 or less original principal amount tax bill was $4,011. • Total number of property tax bills for 2020-2021 was 99,819 and Property taxes were paid on 158,611 registered motor vehicles at the time of tag renewal. The total number of Gap Bills was 4,843. • Due to the Covid-19 Pandemic, the Tax Department held only one (1) foreclosure sale during this fiscal year. On motion by Allen, seconded by Haywood, the Board voted 5-0 to charge Debra Hill to collect the FY2021-22 Taxes per NCGS 105-321(b), as follows: To Debra P. Hill, Tax Collector of the County of Randolph: You are hereby authorized, empowered and commanded to collect the taxes set forth in the tax records filed in the office of the County Assessor and in the tax records herewith delivered to you, in the amounts and from the taxpayers likewise therein set forth. Such taxes are hereby declared to be a first lien upon all real property of the respective taxpayers in the County of Randolph, and this order shall be a full and sufficient authority to direct, require, and enable you to levy on and sell any real or personal property ofsuch taxpayers, for and on account thereof, in accordance with law. 7/6/21 2021-2022 Budget Ordinance General Fund—Budget Amendment #7 Revenues Increase Decrease Restricted Intergovernmental $84,850 Appropriations Increase Decrease Juvenile Day Reporting Center $84,850 Tax Assessor/Collector Matters Debra Hill, Tax Assessor/Collector gave the following report on the 2020-2021 tax collection, as follows: • The 2020-2021 overall collection percentage for all tax districts was 99.30% for real estate, business, and individual personal property. The collection percentage for the County was 99.25%. • 2020-2021 delinquent tax is $738,748.93. Total delinquent taxes for all years is $2,101,009.35. These amounts include $184,701.68 due to bankruptcy and Property Tax Commission appeals that have not been adjudicated in the amount of $23,175.67. • The Registered Motor Vehicle collection percentage was 99.45%. This percentage is for the taxes at the time of tag renewal. • The average statewide tax collection percentage from the Local Government Commission for annual taxes for 2018-2019 was 99.07%. • The amount of discount given for early payment was $1,460,236. This represents 68.96% of annual taxes paid during the discount period. • The total amount released for $3.50 or less original principal amount tax bill was $4,011. • Total number of property tax bills for 2020-2021 was 99,819 and Property taxes were paid on 158,611 registered motor vehicles at the time of tag renewal. The total number of Gap Bills was 4,843. • Due to the Covid-19 Pandemic, the Tax Department held only one (1) foreclosure sale during this fiscal year. On motion by Allen, seconded by Haywood, the Board voted 5-0 to charge Debra Hill to collect the FY2021-22 Taxes per NCGS 105-321(b), as follows: To Debra P. Hill, Tax Collector of the County of Randolph: You are hereby authorized, empowered and commanded to collect the taxes set forth in the tax records filed in the office of the County Assessor and in the tax records herewith delivered to you, in the amounts and from the taxpayers likewise therein set forth. Such taxes are hereby declared to be a first lien upon all real property of the respective taxpayers in the County of Randolph, and this order shall be a full and sufficient authority to direct, require, and enable you to levy on and sell any real or personal property ofsuch taxpayers, for and on account thereof, in accordance with law. 7/6/21 9-1-1 Radio Consolette Replacements Chief Donovan Davis, Emergency Services, said the 9-1-1 radio consolettes need to be replaced at the backup center. A consolette is a radio that is connected to the radio dispatch consoles on the Motorola MCC5500 in the primary and backup 9-1-1 centers. There are one or more consolettes for each agency that the County dispatches for, as well as the channels required by the State, air medical transport agencies, and more. Chief Davis said working with the authorized Motorola Solutions representative, a quote was received from Mobile Communications America, of Fayetteville, N.C., for the total amount of $216,578.44. This amount is separated into two quotes: $195,182.65 for equipment and $21,395.79 for installation which includes tower/antennae work. The equipment quote is through State contact 725-G. He said the funds are available in the current budget as a result of lower personnel costs that were covered by the Coronavirus Aid, Relief, and Economic Security Act (CARES act). Commissioner Haywood asked for clarification on what was being purchased. Chief Davis said replacement installation radio consolettes that work remotely with the 9-1-1 system. Commissioner McDowell inquired about any discount that was received. Chief Davis stated that the consoles would be purchased on State contract. The labor for installation is a separate fee. He wasn't sure what the retail cost of the consoles would be but he could find out. On motion by Haywood, seconded by Kidd, the Board voted 5-0 to 1) award the purchase of 17 radio consolettes and associated equipment to Motorola Solutions for $195,182.65, 2) award the tower/antennae work to Mobile Communications America for the amount of $21,395.79, and 3) authorize the County Manager to sign all associated contracts. FY 2021-2022 Classification and Pay Plan Jill Williams, Human Resources Director, said she was requesting Board approval for the 2021 — 2022 Randolph County Classification Plan to be effective July 1, 2021. Board approval is required pursuant to the Randolph County Employee Policies and Procedures Manual and in order for the County to be in compliance with the Office of State Human Resources requirements for filing the Pay Plan under G.S. 126 provisions known as the State Human Resources Act. The proposed plan includes the following changes: POSITION TITLES ADDED • Assistant DSS Director, Grade 127 • Codes Enforcement Officer Specialist, Grade 119 • Education & Outreach Support Specialist, Grade 112 • Media Communications Specialist, Grade 118 • Public Health Strategist, Grade 122 • Substance Abuse Counselor, Grade 119 • Tax Data Analyst, Grade 117 • Veteran Service Officer, Grade 114 7/6/21 Classifications with a title change, a grade reassignment or both (listed alphabetically) Current Classification Grade Recommended Classification Grade Assistant Register of Deeds 115 Assistant Register of Deeds — System Support Specialist 117 Emergency Services Training Coordinator 116 Emergency Services Training Administrator 119 Human Resources Technician 112 Human Resources Technician 114 On motion of Allen, seconded by Haywood, the Board voted 5-0 to approve the request for adoption of the 2021-22 Classification and Pay Plan. Set Public Hearing for Piedmont Natural Gas Megasite Easement Aimee Scotton, Associate County Attorney, said Piedmont Natural Gas has requested an easement on County property that is part of the Greensboro -Randolph Megasite. The requested easement is located on a parcel owned by the County that is located near the intersection of Julian Airport Road and Crutchfield Farm Road. The tract is more specifically identified by parcel identification number 8708706808 and is approximately 1.32 acres in size. The requested easement consists of two parts. One is a permanent easement approximately 75 feet long and 30 feet wide along the Julian Airport Road side of the property for the purposes of constructing, installing and maintaining one or more pipelines to service the Megasite. The easement also consists of a Utility Station Site Easement for the purpose of constructing and maintaining a utility station necessary for the provision of natural gas to the Megasite. The Utility Station Site essentially covers the entire parcel. (See the easement document and map attached to these minutes as Attachment A.) If the Board intends to consider granting this easement, a public hearing on the matter will need to be set for the next meeting, August 2, 2021, at a meeting starting at 6:00 pm. Vice -Chairman Allen asked if a representative from Piedmont Natural Gas could be present at that meeting. Ms. Scotton stated she would call Piedmont Natural Gas to have someone at the meeting. On motion of Kidd, seconded by McDowell, the Board voted 5-0 to approve setting a public hearing on the matter of an easement for Piedmont Natural Gas on the Megasite for August 2, 2021, at a meeting starting at 6: 00 pm. Greensboro Water Agreement Aimee Scotton, Associate County Attorney, said Randolph County has an allocation of treated water from the Piedmont Triad Regional Water Authority (PTRWA) that is not currently being used. The County has received a request from the City of Greensboro that they be allowed to purchase water from that allocation on an emergency, as -needed basis. The Agreement would allow the City of Greensboro to purchase up to 1.25 million gallons of treated drinking water per day for as long as the agreement is in effect. It is important to note, however, that the availability of water for purchase pursuant to this Agreement is totally under the 7/6/21 control of the County. The Agreement specifically states that Randolph County's first obligation is to its citizens and that the water available for purchase at any given time is only the amount over and above that needed by Randolph County's citizens and municipalities and is subject to change over time in accordance with the County's changing needs. During the first year of the Agreement, the purchase price for the water is $3.25 for each unit of 1,000 gallons actually transferred from the County to the City. The price shall be adjusted each fiscal year by the same percentage as any increase in the unit rate established by the Piedmont Triad Regional Water Authority (PTRWA). The Agreement may be terminated by either party upon thirty days' notice. If approved by the Board, the City of Greensboro will consider it at their July 20, 2021 meeting. Vice -Chairman David Allen asked why Greensboro was asking for this now. Mr. Massie explained that it would give them an option to purchase water at peak times. Chairman Frye asked who had written the agreement. Ms. Scotton replied that Greensboro had sent an initial agreement but she had made changes for the County to control the process. On motion of Haywood, seconded by McDowell, the Board voted 5-0 to approve the Water Purchase Agreement with the City of Greensboro to sell them treated water. (The contract follows these minutes as Attachment B.) Rural Healthcare Stabilization Loan Will Massie, Assistant County Manager/Finance Officer, gave an overview of the requirements for obtaining the Rural Healthcare Stabilization Fund. There will be a Promissory Note for the loan between the State and the County. There is also a Promissory note and Loan agreement between American Healthcare Systems, LLC. and the County. A fund will need to be set up to account for the money at the County. He recommended that the Rural Healthcare Capital Project Fund Ordinance be considered. And lastly, any distributions would need to be approved by the Board in an open meeting. Chairman Frye gave a brief history of the process to obtain money through the Rural Healthcare Stabilization Fund. At this time, the proper documentation for the County and the State has not been received from the buyer of the hospital, American Healthcare Systems, LLC. Chairman Frye said he does not want to release any money until all of the paperwork has been signed and received. Money from the Rural Healthcare Stabilization Fund will be used for Capital Improvements at the hospital. He stated there will be two Commissioners on the Board of the new operator. The old Randolph Health Board will stay in place until October 2021. Vice -Chairman Allen stated that it hasn't been decided at the State level how the money will be received by the County. He confirmed that the Ordinance would be for Capital needs at the hospital. Mr. Massie replied that the $12 million loan was designated to be used for Capital expenses only. He suggested that invoices for those expenses could be paid by the County directly to the vendor or the County could reimburse American Healthcare Systems, LLC. when they issue the proper receipts. 7/6/21 Commissioner McDowell asked if there was collateral for the County Loan Agreement with American Healthcare Systems, LLC. Mr. Massie stated that the twelve parcels that make up the hospital campus will be used as collateral. Vice -chair Allen confirmed that the Board was only considering the first three requirements stated by Mr. Massie. Commissioner Kidd said he agreed with Vice -Chairman Allen that those three items were needed to set up the process before money could be distributed. Commissioner McDowell asked if the $12 million was available for the hospital. He said that American Healthcare Systems, LLC. is asking for $3 million immediately. He asked if there was a way to meet that request. Chairman Frye said that the conditions of the loan set by the N.C. Attorney General and the N.C. Local Government Commission have not all been met by American Healthcare Systems, LLC so the money cannot be accessed for them yet. On motion ofAllen, seconded by Kidd, the Board voted 5-0 to 1) approve the Rural Healthcare Stabilization Loan Promissory Note with the State and authorize the Chairman to sign the Note when it is available, after American Healthcare Systems, LLC has met all required conditions, 2) to approve the Promissory Note and Loan Agreement with American Healthcare Systems, LLC., and 3) to adopt the Rural Healthcare Capital Project Fund Ordinance. (The documents follow these minutes as Attachment C.) Appointment of Commissioners to American Healthcare Systems, LLC Board Chairman Frye said that one of the requirements of the NC Attorney General and the NC Local Government Commission is that two Commissioners from Randolph County serve on the Board of Directors of the American Healthcare Systems, LLC. He recommended that those seats on their board be filled with the Chairman and Vice -Chairman by position on the Board of Commissioners. On motion of McDowell, seconded by Haywood, to appoint the Chairman and the Vice - Chairman of the Randolph County Board of Commissioners to the Governing Board ofAmerican Healthcare Systems, LLC and /or its successors or Assignees. County Manager's Update County Manager Hal Johnson reminded the Board about the Special Meeting scheduled for July 15Th at 6:00 pm to have a Public Hearing on the new Unified Development Ordinance and discussion on the monies from the American Rescue Plan. Commissioners Updates Chairman Frye commented that he had attended the N.C. Association for County Commissioners State Board meeting. The main topics were the American Rescue Plan and the Opioid Litigation. Closed Session 7/6/21 At 7:40 pm, on motion of Allen, seconded by Kidd, the Board voted 5-0 to enter into closed session pursuant to NCGS 143-318.11(a)(4) to discuss matters relating to the location or expansion of industries or other businesses in the area served by the public body, including agreement on a tentative list of economic development incentives that may be offered by the public body in negotiations; and pursuant to NCGS 143.11(a)(6) to consider the qualifications, competence, performance, character, fitness, conditions of employment, or conditions of initial employment ofan individual public officer or employee or prospective public officer or employee; or to hear or investigate a complaint, charge, or grievance by or against an individual public officer or employee. Regular Session Resumed At 8:42 pm, regular session resumed. Adiourn At 8:43 pm, on motion ofAllen, seconded by McDowell, the Board voted 5-0 to adjourn. Darrell Frye, Chairman David Allen Kenny Kidd Hope Haywood Maxton McDowell Dana Crisco, Clerk to the Board 7/6/21 Attachment A EASEMENT Prepared By: PIEDMONT NATURAL GAS LEGAL Return Recorded Document To: DIVERSIFIED ENERGY SERVICES, INC., 306 COURT SQUARE, SANFORD, INC 27330 STATE OF NORTH CAROLINA COUNTY OF RANDOPLH PARCEL ID # 8708706808 Excise Tax: LINE NO. 330 PROJECT TRACT NO. 4950 PROJECT NO. 0231253 THIS "EASEMENT" is made and granted as of this day of , 2021, from COUNTY OF RANDOLPH, A BODY POLITIC ("Grantor", whether one or more), to PIEDMONT NATURAL GAS COMPANY, INC., a North Carolina corporation ("Piedmont") "Grantee" whose mailing address is 4720, Piedmont Row Dr., Charlotte, North Carolina 28210. WHEREAS, Grantor is the owner of, or has an interest in, that property situated in the County of Randolph, as more particularly described in the instrument recorded in Book 2581, Page 996, MEGASITE PARCEL 59, Randolph County Registry (the "Property"). NOW, THEREFORE, Grantor for and in consideration of the sum of $ and other valuable consideration, the receipt and legal sufficiency of which is hereby acknowledged, hereby grants, bargains, sells, and conveys unto Piedmont, its successors and assigns the following easement(s) and right(s) of way under, upon, over, through and across the Property, as shown on the survey attached hereto as Exhibit A and incorporated herein by reference (the "Survey"). For purposes of this EASEMENT, the term "Easements" shall refer collectively to all easements described herein and as depicted on the Survey and the term "Easement Areas" shall refer collectively to all the easement areas described herein and as depicted on the Survey. Permanent Easement. A perpetual easement generally 30 feet wide for purposes of constructing, installing, maintaining, operating, repairing, altering, replacing, removing, relocating, inspecting, upgrading, and protecting one or more pipelines (which pipelines shall be underground) and appurtenant facilities (including, without limitation, valves, markers, cathodic protection equipment, and anode beds) for the transportation of natural gas under, upon, over, through and across that portion of the Property designated "Permanent Easement" on the Survey (the "Permanent Easement Area"). Utility Station Site Easement. A perpetual easement for the purposes of erecting, constructing, maintaining, operating, altering, relocating, repairing, upgrading, replacing, removing, inspecting, and protecting one or more utility stations or sites and appurtenant facilities used in connection therewith (including, without limitation, pipelines, meter stations, valves, launchers and/or receivers, regulator stations, and electrical and telecommunication equipment) for the transportation and/or control of natural gas, under, upon, over, through, and across that portion of the Property designated "USSE" on the Survey (the "USSE Area"). Piedmont shall have all rights necessary for the full use and enjoyment of the USSE Area, including, those rights set forth below and without limitation the right, but not the obligation, to: (1) install fencing around all or portions of the USSE Area; (2) exclude all persons, including Grantor, from any fenced portions of the USSE Area; and (3) install landscaping within or around the USSE Area to screen the USSE Area as may be desired by Piedmont or required by any governmental authority. Piedmont's Use. Piedmont shall have all rights necessary or convenient for the full use and enjoyment of the rights herein granted, including, without limitation: (1) reasonable access across the Property to and from the Easement Areas, and (2) the right, but not the obligation, to keep the Easement Areas cleared of vegetation, undergrowth, trees (including overhanging limbs and foliage and any trees standing outside the Easement Areas which are substantially likely to fall onto the Easement Areas), buildings, structures, installations, and any other obstructions which unreasonably interfere with the rights granted herein (collectively, "Obstructions"), excepting those Permitted Obstructions as described in the Grantor's Reservation of Rights Section below . Some or all of the natural gas pipelines and appurtenant facilities (collectively, as described in the Easements granted herein, the "Facilities") may be installed now and/or in the future. All Facilities shall be and remain the property of Piedmont and may be removed by it at any time and from time to time. Grantor's Reservation of Rights. Grantor reserves the right to use the Property and Easement Areas for all purposes that do not unreasonably interfere with the rights granted herein and that are not inconsistent with the rules and regulations of the North Carolina Utilities Commission, or any applicable federal, state, or local law, rule, or regulation. Notwithstanding anything herein to the contrary, until such time as Piedmont, in its sole discretion provides written notice to Grantor's last known address on file with the County tax office (the "Notice Address") of its intent to begin construction of the Facilities (the "Construction Notice"), Grantor reserves the right to (i) install or plant, crops ,trees, landscaping and vegetation (excluding endangered species or those species which may create a wetland feature) within the Easement Areas, and (ii) construct and install structures and installations within the Easement Areas which are not permanently affixed to a foundation, are not intended to be or typically considered to be permanent or substantially permanent in nature, and can reasonably be expected to be removable or relocatable upon one hundred and twenty (120) days' notice (collectively, the "Permitted Obstructions"), provided that Grantor shall remove any Permitted Obstruction constructed or installed after the date of this EASEMENT, excepting trees, crops and vegetation, no later than one hundred and twenty (120) days after Grantor's provision of the Construction Notice to the Notice Address, and further provided that Piedmont shall not reimburse Grantor for any costs or damages arising out of the removal, replacement, or relocation of any Permitted Obstructions with the sole exception of crop damages. If the Permitted Obstructions are not removed by Grantor within one hundred and twenty (120) days after provision of the Construction Notice to the Notice Address, Piedmont may remove the Obstructions at Grantor's expense without Grantor's prior approval or permission. Grantor shall notify any tenant or licensee leasing or occupying any portion of the Easement Areas of this provision. Grantor shall assume all risk, liabilities, costs or expenses in connection with the installation and maintenance of any Permitted Obstructions and be solely responsible for any damages of any nature (excluding only crop damages) arising out of, in connection with, or resulting from the removal, replacement, or relocation of Permitted Obstructions constructed or maintained by Grantor, a tenant, or a licensee within the Easement Areas including, without limitation, the termination of any lease. Prior to provision of the Construction Notice to the Notice Address, any change in use of the Easement Areas which does not constitute a Permitted Obstruction shall require prior written approval from Piedmont, which shall not be unreasonably withheld, conditioned, or delayed. Grantor expressly acknowledges that there is no deadline by which Piedmont must issue its Construction Notice and that no action by Piedmont, except an express written waiver, shall be construed as a waiver or abandonment of Piedmont's rights to enforce the terms of this provision. Upon provision of the Construction Notice to the Notice Address, Grantor shall thereafter obtain written approval from Piedmont prior to making any change in use of the Easement Areas, which approval shall not be unreasonably withheld, conditioned, or delayed. Anything to the contrary herein notwithstanding, upon receipt of the Construction Notice, Grantor shall not thereafter: (1) unreasonably interfere with Piedmont's access to or maintenance of the Facilities or the Easement Areas; (2) endanger the safety of Grantor, Piedmont, the general public, private or personal property, or the Facilities; (3) install or maintain, or permit to be installed or maintained, any Obstructions within the Easement Areas except as approved in writing by Piedmont. Damages. Piedmont shall be responsible for actual physical damage to: (1) the land within the Property and Easement Areas; and (2) improvements and annual crops located on the Property that are not in violation of the terms hereof, provided that such damage must be caused by Piedmont in exercising the rights granted herein, and provided further that a claim is made by Grantor within one hundred and twenty (120) days after such damages are sustained. Piedmont shall restore and level the surface of the Easement Areas to, as nearly as can be reasonably done, the same condition as prior to Piedmont's use of the Easement Areas. Piedmont shall not be liable for any damage caused to Obstructions or improvements installed in violation of the terms hereof and may remove them at Grantor's expense without Grantor's prior approval or permission. No Waiver or Additional Representations. The failure by Piedmont to exercise and/or enforce any of the rights, privileges, and Easements herein described shall not be construed as a waiver or abandonment of any such rights, privileges and Easements, and Piedmont thereafter may exercise and/or enforce, at any time and from time to time, any or all of them. It is understood and acknowledged by the undersigned that the person securing this grant on behalf of Piedmont is without authority to make any agreement with regard to the subject matter hereof which is not expressed herein, and that no such agreement will be binding on Piedmont. Ownership of the Property. Grantor represents, warrants and covenants that it is the lawful owner of the Property and has the right to convey the rights set forth herein and that the Property is free from all encumbrances, except for encumbrances of record. Grantor represents it has obtained any necessary approvals from any applicable tenant interests. To have and to hold said rights, privileges, and Easements unto Piedmont, its affiliates, successors, and assigns. Piedmont, its successors and assigns, shall have the right to assign, license, lease, or otherwise transfer, in whole or in part, this EASEMENT, or any rights granted herein, to any person or entity, including but not limited to, any affiliated parent or subsidiary entity of Piedmont, for the uses and purposes expressly stated herein. This EASEMENT shall run with the land and inure to the benefit of and be binding upon Grantor, Piedmont and their respective heirs, successors and assigns. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] IN WITNESS WHEREOF, this EASEMENT has been signed under seal by Grantor, as of the date first above written. STATE OF NORTH CAROLINA COUNTY OF RANDOLPH GRANTOR: COUNTY OF RANDOLPH, a body politic Sign Print Title a Notary Public for County, North Carolina, certify that personally came before me this day and acknowledged that he (or she) is of County of Randolph, a body politic, and that he (or she), in such capacity, being authorized to do so, executed the foregoing Easement on behalf of the county. Witness my hand and official seal this the _ day of 12021. [NOTARY SEAL] My commission expires: Sign Print AREA TABLE EASEMENT TYPE TEMP ACCESS +1 .... ...... kwomme- EXHIBIT A THIS MAP MAY NOT BE A CERTIFIED SURVEY AND HAS NOT BEEN REVIEWED BYA LOCAL GOVERNMENT AGENCY FOR COMPLIANCE WITH ANYAPPLICABLE LAND DEVELOPMENT REGULATIONS AND HAS NOT BEEN REVIEWED FOR COMPLIANCE WITH RECORDING REQUIREMENTS FOR PLATS. z < :1 95 < ',,SITE RU' -H', ACRES SQ. FT, 0.048rr 2,111 0,000 0000 1.309 57,003 Coco 0000 SUBJECT BOUNDARY LINE TEMP ACCESS +1 .... ...... kwomme- LINE TABLE SCALE I"= 60' LINE LINE LEGEND 60 30 0 SO N86*211'53"E SUBJECT BOUNDARY LINE LEGEND S69'4522"W ADJOINER BOUNDARY LINE • COMPUTED POINT 205.07' - - - - - - - - - - - USSE-UTILITY SURFACE STATION EASEMENT I� PTOP-PINCH TOP IRON 1-6 ----------- EXISTING EASEMENT A RBF-REBAR FOUND 4i TCE-TEMPORARY CONSTRUCTION EASEMENT L8 S13'49'56"E 10.20' TREE LINE @ IPS -IRON PIPE SET 1-10 EDGE OF GRAVEL/SOIL DRIVE )Or _ UTILITY POLE NST°30'40'1.'V — EIP —ElP - EDGE OF PAVEMENT DB DEED BOOK Owl - - — RIGHT OF WAY LINE PB PLAT BOOK —UC—uc— UNDERGROUND COMMUNICATIONS PG PAGE TRACT 4800 1\1 PIN; 6708607893 1 THOMAS 0 DB 2578 PG 601 TRACT I2 -FIRST AND SECOND TRACT 1/2" REIF N: 780,809,17� E: 1,807,516.66 NOTES 1, SUBJECT PROPERTY SURVEYED AND MAPPED FOR: DUKE ENERGY/PIEDMONT NATURAL GAS. 2. AREA BY COORDINATE COMPUTATION METHOD. 3, ALL DISTANCES ARE HORIZONTAL GROUND IN U.S, SURVEY FEET, 4, PROPERTY SUBJECT TO ANY VALID & ENFORCEABLE EASEMENTS, RESTRICTIONS, & RIGHTS OF WAY. 5, SURVEY IS BASED ON PHYSICAL EVIDENCE AND EXISTING MONUMENTATION FOUND DURING THIS SURVEY. 6, NO GRID COORDINATES AS SHOWN HEREON ARE BASED UPON GPS OBSERVATIONS UTILIZING NCGS' NETWORK RTK SYSTEM AND ARE REFERENCED TO THE NAD 83(NSRS 2011) DATUM. COMBINED FACTOR 0.999906199. IF 999906199IF SHOWN, VERTICAL POSITIONS ARE REFERENCED TO NAVD 88 (GEOID 12A). PIN'8708812608 LINE TABLE COUNTY OF RANDOLPH LINE BEARING LENGTH Ll N86*211'53"E 30.49' L2 S69'4522"W 46.27' L4 S 14'1 4'07'VV 205.07' L5 N05*25'02"W 14,11, 1-6 N04*53'15"W 14.05' L7 N81 °46'24"E 29,96' L8 S13'49'56"E 10.20' -9 S69 49'25"W 29,57' 1-10 N11 11 8127W 15.07' L11 NST°30'40'1.'V 31.05' L12 S69°49'25"W 0,751 TRACT 4800 1\1 PIN; 6708607893 1 THOMAS 0 DB 2578 PG 601 TRACT I2 -FIRST AND SECOND TRACT 1/2" REIF N: 780,809,17� E: 1,807,516.66 NOTES 1, SUBJECT PROPERTY SURVEYED AND MAPPED FOR: DUKE ENERGY/PIEDMONT NATURAL GAS. 2. AREA BY COORDINATE COMPUTATION METHOD. 3, ALL DISTANCES ARE HORIZONTAL GROUND IN U.S, SURVEY FEET, 4, PROPERTY SUBJECT TO ANY VALID & ENFORCEABLE EASEMENTS, RESTRICTIONS, & RIGHTS OF WAY. 5, SURVEY IS BASED ON PHYSICAL EVIDENCE AND EXISTING MONUMENTATION FOUND DURING THIS SURVEY. 6, NO GRID COORDINATES AS SHOWN HEREON ARE BASED UPON GPS OBSERVATIONS UTILIZING NCGS' NETWORK RTK SYSTEM AND ARE REFERENCED TO THE NAD 83(NSRS 2011) DATUM. COMBINED FACTOR 0.999906199. IF 999906199IF SHOWN, VERTICAL POSITIONS ARE REFERENCED TO NAVD 88 (GEOID 12A). PIN'8708812608 IMPT NTRACT 4950 P COUNTY OF RANDOLPH PIN- IIA 8708706808 A BODY POLITIC IV, a DB 2581 PG 995 COUNTY OF RANDOLPH MEGASITE PARCEL 76 REGIONAL LAND SURVEYORS, INC. 8642 WEST MARKET STREET, SUITE 100 FARM RD VICINITY MAP: T' = 2000' FWWWWA OWA LVAOW5,6I IMPT NTRACT 4950 P PIN- IIA 8708706808 IVA IVA ZEMAN ININA IV, a COUNTY OF RANDOLPH low, REGIONAL LAND SURVEYORS, INC. 8642 WEST MARKET STREET, SUITE 100 A BODY POLITIC low, GREENSBORO, NORTH CAROLINA 27409 ENERGYa 2w, JOB NUMBER' 1914.00 LIBERTYTOWNSHIP LIBERTY, RANDOLPH COUNTY, NORTH CAROLINA PIEDMONT NATURAL GAS SUBSIDIARY OF DUKE ENERGY 550 S.TRYON STREET CHARLOTTE, N.C. 28202 TELEPHONE NO. (704)382.2361 OF 1 R IVA 15809 !B 2581 PG 996 PERMANENT EASEMENT ' - AREA 0.048 ACRES TRACT 4900 PIN: 8708800779 q GREENSBORO RANDOLPH MEGASITE FOUNDATION INC. SEE DETAIL - �,zrU, dUJlz A NORTH CAROLINA k NON-PROFIT CORPORATION caDB 2570 PG 1017 PARCEL 2 5 3� FEB 28 PG 71 LOT4 1;27'FT0P - N: 780,825.79 .11807,590-96 % CRUTCHFIEL, 1ARM a,. DETAIL fi CERTIFICATION 1, DAVID A. CLARK, CERTIFY THAT THIS PLATWAS DRAWN UNDER MYSUPrRVISION FROM AN ACTUAL SURVEY MADE UNDER MY SUPERVISION (DEED DESCRIPTION SEL RECORDED IN DEED BOOK 2581 PAGE 095); THATTHE BOUNDARIES NOT SURVEYED ARE CLEARLY INDICATED AS DRAWN FROM INFORMATION AS NOTED; THAT THE. RATIO OF PRECISION IS 1: 10,000+: AND THAT THIS MAP MEETS THE L-4649 = REQUIREMENTS OF THE STANDARDS OF PRACTICE FOR LAND SURVEYING IN NORTH CAROLINA 12 N CA,C, 56.1600 PURSUANT TO G.S. 47-30 (F)(11)(C)(4) THIS SURVEY IS OF A PROPOSED EASEMENT FOR A PUBLIC UTILITY AS DEFINED IN G.& Q ANO - 623' AND MEETS THE ATTACHMENT RULES OF G.S. 47.30 (I THE SUR THIS EXHIBIT IS FOR RIGHT OF WAY OR EASEMENT ACQUISITION ONLY AND IS NOT INTENDED TO BEA BOUNDARY SURVEY OF THE PROPERTY SHOWN HEREON, DAVID A. CLARK, PLS L-4649 PIEDMONT NATURAL GAS COMPANY, INC EASEMENT EXHIBIT EASEMENT ACROSS THE LAND OF UKE COUNTY OF RANDOLPH REGIONAL LAND SURVEYORS, INC. 8642 WEST MARKET STREET, SUITE 100 A BODY POLITIC GREENSBORO, NORTH CAROLINA 27409 ENERGYa NO FIRM LICENSE NO, C-1362 JOB NUMBER' 1914.00 LIBERTYTOWNSHIP LIBERTY, RANDOLPH COUNTY, NORTH CAROLINA PIEDMONT NATURAL GAS SUBSIDIARY OF DUKE ENERGY 550 S.TRYON STREET CHARLOTTE, N.C. 28202 TELEPHONE NO. (704)382.2361 OF 1 REVISION DATES DATE: 12/16/2020 DRAWN BY: GEP 15809 !B 2581 PG 996 PROD. #: 0231253 TRACT #: 4950 LSC MAP 115809-006761 Attachment B NORTH CAROM NA WATER PURCHASE AGREEMENT GUILFORD COUNTY THIS WATER PURCHASE AGREEMENT (hereinafter referred to as "Agreement"), made and entered into this day of , 2021, by and between the CITY OF GREENSBORO, a municipal corporation of the State of North Carolina (hereinafter referred to as "Greensboro"), and RANDOLPH COUNTY, a political subdivision of the State of North Carolina (hereinafter referred to as "Randolph County"). WITNESSETH: Whereas, Greensboro and Randolph County seek to enter into an agreement whereby Greensboro may purchase treated water from Randolph County for a purchase price of THREE DOLLARS AND TWENTY-FIVE CENTS ($3.25) for every unit of ONE THOUSAND (1,000) gallons with a maximum purchase of ONE MILLION, TWO HUNDRED AND FIFTY THOUSAND (1,250,000 or 1.25M) gallons per day; Whereas, Randolph County and Greensboro have ownership stakes in the Piedmont Triad Regional Water Authority (PTRWA), and PTRWA, upon Randolph County's authorization, can increase Greensboro's flow allocation to up to an additional 1,250,000 gallons per day. Whereas, Greensboro and Randolph County have statutory authority to enter into this Agreement by virtue of Section 160A-461 and Section 153A-445 of the North Carolina General Statutes; and Whereas, it is deemed in the mutual interest of both parties to enter into this agreement for the purpose of allowing Greensboro to purchase water from Randolph County and allowing Randolph County to transfer treated drinking water to Greensboro. NOW, THEREFORE, in consideration of the mutual terms, conditions and covenants by and between the parties hereto, it is hereby mutually agreed as follows: 1. Greensboro may, purchase up to 1.25M gallons of treated drinking water per day for so long as this agreement remains in effect provided said water is made available by Randolph County. Both parties to this Agreement understand and agree that Randolph County's first obligation is to its citizens, that the water available for purchase by Greensboro is only the amount of Randolph County's allocation over and above that needed by Randolph County's citizens and municipalities and that the amount available for purchase by Greensboro is subject to change over time in accordance with Randolph County's changing needs; 2. During the first year of this Agreement, Greensboro shall pay to Randolph County the purchase price of $3.25 for each unit of 1000 gallons of water actually transferred from Randolph County to Greensboro, for a potentially maximum purchase price of ONE MILLION, FOUR HUNDRED AND EIGHTY-TWO THOUSAND, EIGHT HUNDRED AND TWELVE DOLLARS AND FIFTY CENTS ($1,482,812.50) per fiscal year. The price per 1000 gallons shall thereafter be adjusted each fiscal year by the same percentage as any increase in the unit rate established and charged by the Piedmont Triad Regional Water Authority for treated water; Greensboro is not obligated to purchase a daily or annual minimum amount of water pursuant to this agreement; 4. Randolph County shall invoice Greensboro monthly for the total water transferred in the previous month, as evidenced by the report provided to Randolph County by the Piedmont Triad Regional Water Authority. Greensboro shall pay Randolph County within 30 days of receipt of Randolph County's monthly invoice; This Agreement shall remain in full force and effect by and between the parties until such time as such Agreement may be amended by mutual consent of Greensboro and Randolph County or terminated by either parry upon THIRTY (30) days written notice. 6. For purposes of providing written notice, written notice shall be accomplished by depositing a properly post -marked written notice into the US Mail and addressed as follows: Greensboro: Randolph County: Mr. Mike Borchers Will Massie Director, Greensboro Water Resources Assistant County Manager 2602 South Elm -Eugene Street 725 McDowell Road Greensboro, NC 27406 Asheboro, NC 27205 (INTENTIONALLY LEFT BLANK. SIGNATURE PAGE TO FOLLOW.) Water Allocation Transfer Agreement Page 2 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. RANDOLPH COUNTY Title: Attest: Title: (seal) X Water Allocation Transfer Agreement Page 3 CITY OF GREENSBORO Recommended by: Kristine Williams, Mgr Sr Water Resources Recommended by: Michael M. Borchers, PE Director, Water Resources Department This instrument has been pre -audited in the manner required by the Local Government Budget and Fiscal Control Act. Deputy Finance Officer Approved as to form by: Assistant City Attorney Approval Granted: City Manager's Office Attest: City Clerk Attachment C THIS INSTRUMENT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBJECT TO THE RURAL HEALTHCARE STABILIZATION ACT, N.C.G.S. §131A-1 et. seq. $12,000,000.00 PROMISSORY NOTE AND LOAN AGREEMENT July 1, 2021 FOR VALUE RECEIVED, AMERICAN HEALTHCARE SYSTEMS, LLC, a Virginia limited liability company, with a mailing address of 1901 Avenue of the Stars, Suite 1060, Los Angeles, CA 90067(`Borrower") promises to pay to RANDOLPH COUNTY, a public body politic and political subdivision of the State of North Carolina (" Coun "), or order, up to the sum of TWELVE MILLION AND 00/100 DOLLARS ($12,000,000.00), together with interest at the rate and payable in the manner hereinafter stated. Principal and interest shall be payable at the office of County, 725 McDowell Road, Asheboro, NC 27205, Attention: County Manager/ Finance Officer, or such other place as the holder of this Commercial Promissory Note (the "Note") may designate. Article L Interest Rate. Section I.I. Rate of Accrual. Interest will accrue on the unpaid principal balance at the rate set forth in Section 1.2.1. until maturity of this Note, whether such maturity occurs by acceleration or on the Maturity Date. Interest will accrue on any unpaid balance owing under this Note, whether principal, interest, fees, premiums, charges or costs and expenses, after maturity at the rate set forth in Section 1.2.2. All accrual rates of interest under this Note will be contract rates of interest, whether a pre -default rate or a default rate, and references to contract rates in any loan documents executed and delivered by Borrower or others to County in connection with this Note shall be to such contract rates. Section 1.2. Interest Rates. 1.2.1. Pre -Default Rate. Subject to the provisions of Section 1.2.2 below, interest payable on this Note will accrue at the fixed rate of one percent (1%) per annum. 1.2.2 Default Rate. Upon the nonpayment of any payment of interest described herein, County, at its option and without accelerating this Note, may accrue interest on such unpaid interest at a rate per annum ("Default Rate") equal to the lesser of the maximum contract rate of interest that may be charged to and collected from Borrower on the loan evidenced by this Note under applicable law or five percent (5.0%) plus the pre -default interest rate otherwise applicable hereunder, as set forth in Section 1.2.1. After maturity of this Note, whether by acceleration or otherwise, interest will accrue on the unpaid principal of this Note, any accrued but unpaid interest and all fees, premiums, charges and costs and expenses owing hereunder at the Default Rate until this Note is paid in full, whether this Note is paid in full pre -judgment or post -judgment. Article IL Payment Terms. Section 2.1. Interest Payment Terms. Interest shall be payable with principal and the payment set forth in Section 2.2 below includes both interest and principal. NPGBOI:3259638.5 Section 2.2. Principal Payment Terms: Ma Date. Principal and interest shall be payable annually on the 1st day of July, 2022 and on the I` day of July of each year thereafter ("Annual Payment") with one final payment of the entire balance of principal, interest, fees, premiums, charges and costs and expenses then outstanding on this Note ("Final Payment') due on July 1, 2033 (herein referred to as the "Maturity Date') pursuant to the amortization schedule attached hereto as Exhibit A; provided, however, in the event that no uncured Event of Default has occurred prior to the date of any Annual Payment or the Final Payment due hereunder, then (i) all outstanding principal and interest due on such date shall be forgiven by the County as of such date, and (ii) no later than fifteen (15) days after the Maturity Date, the County shall cause the Security Documents executed in connection with the Note to be cancelled, and shall record such terminations with the Randolph County Registry and the North Carolina Secretary of State, as may be applicable. Section 2.3. Application of Pam. All payments made on this Note shall be applied first to payment of all late fees, charges, premiums and costs and expenses due but unpaid under this Note, then to accrued but unpaid interest and finally to principal, in the inverse order of the payment dates therefor, unless County determines in its sole discretion to apply payments in a different order or applicable law requires a different application of payments. The partial prepayment of this Note, if permitted, shall not result in a payment holiday or any other deferral of any regularly scheduled payments under this Note, all of which shall be made as and when the same are scheduled to be paid. Article III. Agreement and Security. Section 3.1. Agreement. The loan evidenced by this Note represents funds (the "Stabilization Funds") received by the County under the Rural Health Care Stabilization Program, N.C.G.S. § 131A-30 et. seq. (the "Stabilization Pry") and other monies from the County pursuant to which the County agreed to provide operating and capital expenditure funds to Borrower for the purpose of operating and maintaining a licensed acute care hospital in Asheboro, Randolph County, North Carolina (whether one or more, the "Facility") under the County's Rural Health Care Stabilization Plan submitted to and approved by the University of North Carolina Health Care System and the North Carolina Local Government Commission. Borrower shall perform and abide by, as and when so required, each and all of the covenants, terms and conditions imposed upon Borrower under the Stabilization Plan, as may be applicable, and the security documents and other agreements entered into the County in connection therewith. Section 3.2. Security Documents. This Note is secured by a Deed of Trust (Future Advances, Assignment of Leases and Rents, Security Agreement and Fixture Filing, and UCC Financing Statements (the "Securijy Documents"). Article IV. Default and Acceleration. Section 4.1. Late Charges and Expenses. Borrower agrees to pay, upon demand by County or if demand is not sooner made, on maturity of this Note, whether such maturity occurs by acceleration or on the Maturity Date, for each payment past due for fifteen (15) or more calendar days, a late charge in an amount equal to the lesser of (1) five percent (5%) of the amount of the payment past due or (2) the maximum percentage of the payment past due permitted by applicable law, or the maximum amount if not expressed as a percentage. If this Note is not paid in full whenever it becomes due and payable, Borrower agrees to pay all costs and expenses of collection, including reasonable attorneys' fees actually incurred. Section 4.2. Default. Each of the following events shall constitute an event of default ("Event of Default") under this Note: (1) the failure of Borrower to make when due any payment described herein, whether of principal, interest or otherwise; (2) the failure of Borrower to perform any of the other terms, conditions and covenants of this Note or any of the terms and conditions of the Security Documents executed and delivered by Borrower to County, or to another person for County's benefit, as and when the same are required to be so performed, or the occurrence of some other default by Borrower under this Note or any of the other security documents; (3) the application for the appointment of a receiver for Borrower or the filing of a petition under any provisions of the United States Bankruptcy Code or other state or federal insolvency proceeding by or against Borrower or any assignment for the benefit of creditors by or against Borrower; (4) the failure of Borrower to perform or other default by Borrower under any other now existing or hereafter arising monetary or non -monetary obligation due, owing or otherwise NPGB01:3259638.5 required to be performed or observed by Borrower to or in favor of County; (5) a default by Borrower under any loan, extension of credit, security agreement, purchase or sales agreement, or any other agreement, in favor of any other creditor or person that has a material and adverse effect on Borrower's operation of the Facility or Borrower's obligations under this Note or any of the related documents; (6) the failure to operate the Facility other than as an acute care hospital shall result in an immediate default under the Note requiring repayment of the outstanding balance of the loan to the County; (7) the sale of the Facility (or any portion thereof) to any person or entity shall be prohibited without the prior written consent of the County; and (7) the failure of Borrower to furnish from time to time, at County's request, financial information with respect to the Borrower and the Borrower's use of the loan proceeds for the operation and maintenance of the Facility. Section 4.3. Acceleration. Upon the occurrence of an Event of Default, or the occurrence of an event which, with the giving of notice or a lapse of time, or both, would become an Event of Default under this Note, and following the expiration of all applicable notice and cure periods, (1) the entire unpaid principal balance of this Note, together with all other amounts owing and all other amounts to be owing under this Note, shall, at the option of County, become immediately due and payable, without notice or demand, and (2) the County may, both before and after acceleration, exercise any of and all of its other rights and remedies under this Note and the other loan documents, as well as any additional rights and remedies it may have at law and it may have in equity, to recover full payment of the balance (principal, interest, fees, premiums, charges and costs and expenses) owing under this Note. The failure by County to exercise any of its options shall not constitute a waiver of the right to exercise same in the event of any subsequent default. Section 4.4. Limitation on Recourse. Any action brought to enforce the obligation of Borrower to pay the indebtedness evidenced by this Note or to enforce the obligation of Borrower to pay any indebtedness or discharge any obligation created or arising under this Note, the judgment or decree shall be enforceable against Borrower only to the extent of the security granted in the Security Documents from Borrower to the County (the "Collateral"), and any such judgment shall not be subject to execution on, nor be a lien on the assets of Borrower, other than its interest in the Collateral, provided that such limitation shall not apply to any other obligations owed by Borrower to County. The limitation of recourse contained in this Section shall further limit the rights of County under this Note against any person, firm or entity, provided that such limitation shall not apply to any other obligations owed by such persons, firms or entities to County. Notwithstanding the foregoing, this limitation of liability shall not apply in the event of gross negligence, willful misconduct, or self-dealing by Borrower or any present or future officer, director or employee of Borrower. Section 4.5. Notice and Cure. Notwithstanding anything to the contrary contained in the Loan Documents, if an Event of Default, other than a non-payment default, occurs under the terms of the Note, the Security Documents, or any other document related to the loan evidenced by this Note (the "Loan Documents") prior to exercising any remedies thereunder, Lender shall give Borrower written notice of such Event of Default. If the Event of Default is reasonably capable of being cured within thirty (30) days, Borrower shall have such period to effect a cure prior to the exercise of remedies by Lender under the Loan Documents. If the Event of Default is such that it is not reasonably capable of being cured within thirty (30) days, and if Borrower (a) initiates corrective action within said period, and (b) diligently and in good faith works to effect a cure as soon as possible, then Borrower shall have such additional time as is reasonably necessary to cure the Event of Default prior to the exercise of any remedies by Lender. Article V. Covenants Section 5.1. Covenants. Borrower agrees up to and through the Maturity Date as follows: (a) Borrower will make commercially reasonable efforts to maintain and operate the Facility as a North Carolina acute care hospital with a complement of health care clinical services and service lines reasonably appropriate for a similarly situated hospital with a minimum of 49 -bed inpatient capacity located within the corporate limits of Asheboro, NC (or in a location where City of Asheboro city utilities are available) which includes: NPGB01:3259638.5 Five (5) general Operating Room suites, plus one additional suite reserved for C-sections (based on current surgical service needs); Emergency Room services with 15 bays to be open 24 hours a day/7 days a week/365 days a year; and Services to be provided in the inpatient facility would include, but not be limited to, intensive care, general surgery, orthopedic, and maternity / OB -GYN services. (b) Borrower will make commercially reasonable efforts to continue radiology and diagnostic lab services located within the corporate limits of Asheboro, NC (or in a location where City of Asheboro city utilities are available); (c) Borrower or its assigns will make commercially reasonable efforts to continue cancer treatment services to be located within a ten mile radius of the current hospital; (d) Borrower shall provide quarterly progress reports to the County including, but not limited to, financial condition, operating statistics, staffing levels, capital replacement plan status, and any other relevant details; and (e) The Randolph Board of County Commissioners, or its appointees, shall receive two (2) seats, with full voting powers, on Borrower's board of directors as long as the obligation under this Note is outstanding. Article VI. Miscellaneous. Section 6.1. Use and Application of Terms. To the end of achieving the full realization by County of its rights and remedies under this Note, including payment in full of the loan evidenced hereby, in using and applying the various terms, provisions and conditions in this Note, the following shall apply: (1) words in the masculine gender mean and include correlative words of the feminine and neuter genders and words importing the singular numbered meaning include the plural number, and vice versa; (2) words importing persons include firms, companies, associations, general partnerships, limited partnerships, limited liability partnerships, limited liability limited partnerships, limited liability companies, trusts, business trusts, corporations and legal entities, including public and quasi -public bodies, as well as individuals; (3) the term "Note" refers to this Commercial Promissory Note, the term "loan document" refers to this Note and any security documents and other documents and agreements executed and delivered to County or others on County's behalf in connection with this Note; (4) as the context requires, the word "and" may have a joint meaning or a several meaning and the word "or" may have an inclusive meaning or an exclusive meaning; (5) the term "subsidiary" means any registered organization or other organization (i) the majority (by number of votes) of the outstanding voting interests of which is at the time owned or controlled by Borrower, or by one or more subsidiaries of Borrower, or Borrower and one or more subsidiaries of Borrower, or (ii) otherwise controlled by or within the control of Borrower or any subsidiary; (6) the Loan Documents shall be applied and construed in harmony with each other to the end that County is ensured repayment of the loan evidenced by this Note in accordance with the terms of this Note and such other loan documents, and this Note and the other loan documents shall not be applied, interpreted and construed more strictly against a person because that person or that person's attorney drafted this Note or any of the other loan documents; (7) the County does not intend to and shall not reserve, charge or collect interest, fees or charges hereunder in excess of the maximum rates or amounts permitted by applicable law and if any interest, fees or charges are reserved, charged or collected in excess of the maximum rates or amounts, it shall be construed as a mutual mistake, appropriate adjustments shall be made by County and to the extent paid, the excess shall be returned to the person making such a payment; and (8) wherever possible each provision of this Note shall be interpreted and applied in such manner as to be effective and valid under applicable law, but if any provision of this Note shall be prohibited or invalid under such law, or the application thereof shall be prohibited or invalid under such law, such provision shall be ineffective to the extent of such prohibition or invalidity without invalidating the remainder of such provision or the remaining provisions of this Note, or the application thereof shall be in a manner and to an extent permissible under applicable law. NPGB01:3259638.5 Section 6.2. Documentary and Intangibles Taxes. To the extent not prohibited by law and notwithstanding who is liable for payment of the taxes and fees, Borrower shall pay, on County's demand, all intangible taxes, documentary stamp taxes, excise taxes and other similar taxes assessed, charged or required to be paid in connection with the loan evidenced by this Note, or any extension, renewal or modification of such loan, or assessed, charged or required to be paid in connection with any of the loan documents. Section 6.3. Maintenance of Records by County_. County is authorized to maintain, store and otherwise retain the loan documents in their original, inscribed tangible forms or records thereof in an electronic medium or other non - tangible medium which permits such records to be retrieved in perceivable forms. Section 6.4. Advances. Advances under this Note shall be made to the Borrower by multiple draws of no fewer than three (3) draws and each such draw shall be secured by the Security Documents. Section 6.5. Right of Set-off: Recoupment. Upon the occurrence of an Event of Default, or the occurrence of an event which, with the giving of notice or a lapse of time, or both, would become an Event of Default under this Note, and following the expiration of all applicable notice and cure periods, County is authorized and empowered to apply to the payment hereof, any and all money deposited in County in the name of or to the credit of Borrower, without advance notice, and is authorized to offset any obligation of County to Borrower to the payment hereof and is authorized to exercise its rights of recoupment relative to Borrower. Section 6.6. Waiver. Borrower waives presentment, demand, protest and notice of dishonor, waives any rights which it may have to require County to proceed against any other person or property, agrees that without notice to any person and without affecting any person's liability under this Note, County, at any time or times, may grant extensions of the time for payment or other indulgences to any person or permit the renewal, amendment or modification of this Note or any other agreement executed and delivered by any person in connection with this Note, or permit the substitution, exchange or release of any security for this Note and may add or release any person primarily or secondarily liable, and agrees that County may apply all moneys made available to it from any part of the proceeds from the disposition of any security for this Note either to this Note or to any other obligation of Borrower to County, as County may elect from time to time. No act or inaction of County under this Note shall be deemed to constitute or establish a "course of performance or dealing" that would require County to so act or refrain from acting in any particular manner at a later time under similar or dissimilar circumstances. Section 6.7. Jury and Jurisdiction. This Note shall be deemed to have been executed and delivered in North Carolina regardless of where the signatories may be located at the time of execution and shall be governed by and construed in accordance with the substantive laws of the State of North Carolina, excluding, however, the conflict of law and choice of law provisions thereof. Borrower, to the extent permitted by law, waives any right to a trial by jury in any action arising from or related to this Note. Section 6.8. Successors and Assigns. This Note shall apply to and bind Borrower's and County's personal representatives, successors and assigns. All references in this Note to County shall include the holder hereof and this Note shall inure to the benefit of any holder, its successors and assigns; and, Borrower waives and will not assert against any transferee or assignee of this Note any claims, defenses, set -offs or rights of recoupment which Borrower could assert against County, except defenses which Borrower cannot waive. In addition, in the event the date of this Note is omitted, Borrower consents to County inserting the date. The undersigned has executed this Commercial Promissory Note as of the day and year first above stated. BORROWER: AMERICAN HEALTHCARE SERVICES, LLC, a Virginia limited liability company Bv: Print Name: Michael M, Sarian Title: CEO [SEAL] NPGB01:3259638.5 EXHIBIT A Randolph County - Rural Health Care Stabilization Loan Loan Amortization Schedule Loan Balance 12,000,000 11,000,000 10,000,000 9,000,000 8,000,000 7,000,000 6,000,000 5,000,000 4,000,000 3,000,000 2,000,000 1,000,000 NPGB01:3259638.5 Total Principal Interest payment 7/1/2021 Loan 1.00% $ 7/1/2022 Pmt $ 1,000,000 $ 120,000 $ 1,120,000 $ 7/1/2023 Pmt $ 1,000,000 $ 110,000 $ 1,110,000 $ 7/1/2024 Pmt $ 1,000,000 $ 100,000 $ 1,100,000 $ 7/1/2025 Pmt $ 1,000,000 $ 90,000 $ 1,090,000 $ 7/1/2026 Pmt $ 1,000,000 $ 80,000 $ 1,080,000 $ 7/1/2027 Pmt $ 1,000,000 $ 70,000 $ 1,070,000 $ 7/1/2028 Pmt $ 1,000,000 $ 60,000 $ 1,060,000 $ 7/1/2029 Pmt $ 1,000,000 $ 50,000 $ 1,050,000 $ 7/1/2030 Pmt $ 1,000,000 $ 40,000 $ 1,040,000 $ 7/1/2031 Pmt $ 1,000,000 $ 30,000 $ 1,030,000 $ 7/1/2032 Pmt $ 1,000,000 $ 20,000 $ 1,020,000 $ 7/1/2033 Pmt $ 1,000,000 $ 10,000 $ 1,010,000 $ Loan Balance 12,000,000 11,000,000 10,000,000 9,000,000 8,000,000 7,000,000 6,000,000 5,000,000 4,000,000 3,000,000 2,000,000 1,000,000 NPGB01:3259638.5 Prepared By and Return To: Christine L. Myatt Nexsen Pruet, PLLC P.O. Box 3463 Greensboro, NC 27402 State of North Carolina Randolph County Tax Parcel 4 7751747722; 47751756868; 47751757897; 47751843484; 47751852004; 47751852481; 47751853199; 47751854198; 47751855094; #775185724;#7751858219; 47751758403 DEED OF TRUST (FUTURE ADVANCES), ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING This record, in addition to covering other property, is filed as a fixture filing and covers goods that are or are to become fixtures. The real property to which the foregoing is related is described hereinbelow. The "Secured Party" is Grantee identified below and the "Debtor" is the Grantor identified below. The record owner is: AMERICAN HEALTHCARE SERVICES, LLC, a Virginia limited liability company. This document serves as a fixture filing under the North Carolina Uniform Commercial Code. NOTICE: THE DEBT SECURED HEREBY IS SUBJECT TO CALL IN FULL OR THE TERMS THEREOF BEING MODIFIED IN THE EVENT OF SALE OR CONVEYANCE OF THE PROPERTY CONVEYED. THIS DEED OF TRUST (FUTURE ADVANCES), ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING ("Deed of Trust"), entered into as of , 2021, by AMERICAN HEALTHCARE SERVICES, LLC, a Virginia limited liability company ("Grantor") with a mailing address of , to , with a mailing address of ("Trustee"), for the benefit of RANDOLPH COUNTY, with a mailing address of 725 McDowell Road, Asheboro, NC 27205, Attention: County Manager/ Finance Officer ("Grantee"), which address is the place to which all notices and communications should be sent to Grantee regarding this Deed of Trust. RECITALS: NPGB01:3259864.2 Grantor is indebted to Grantee under that certain Commercial Promissory Note of even date herewith in the original principal amount of up to the sum of TWELVE MILLION AND 00/100 DOLLARS ($12,000,000.00), made payable by Grantor, as borrower, to Grantee, as lender (including any restructuring, refinancing, extension or modification thereof, the "Note"). For purposes of this Deed of Trust, the term "Obligations" means, collectively, whether existing now or at any time in the future, (i) all of Grantor's payment obligations under the Note, including without limitation, all future advances with interest thereon made by Grantee to Grantor thereunder, (ii) all other payment and performance obligations of Grantor not included within the foregoing clause (i) of every kind, nature and description in favor of Grantee or any indemnified party arising under or in connection with the Note or this Deed of Trust, whether direct or indirect, absolute or contingent, due or not due, contractual or tortious, liquidated or unliquidated and whether or not evidenced by any note, and whether or not for the payment of money, (iii) all reasonable costs, expenses, charges, liabilities, commissions and attorneys' fees now or hereafter chargeable to, or incurred by, or disbursed by Grantee in connection with the enforcement of the Note and this Deed of Trust, and (iv) all renewals, extensions, novation or modification of the foregoing. AGREEMENT: NOW, THEREFORE, in consideration and for the purpose of securing payment and performance of the Obligations, Grantor hereby irrevocably and unconditionally grants, bargains, conveys, sells, aliens, remises, releases, hypothecates, pledges, delivers, sets over, warrants, confirms, transfers, and assign to Trustee all estate, right, title, and interest which Grantor now has or may later acquire in and to the following property (all or any part of such property, or any interest in all or any part of it, as the context may require, the "Property"). The Property includes the following: (1) That certain real estate located in Randolph County in the State of North Carolina, as more fully described in Exhibit A attached hereto and made a part hereof (the "Land") also known as Randolph Hospital, Randolph Cancer Center, and Staywell, each located in Asheboro, North Carolina; (2) All buildings, structures, addition, accessions, enlargements, extension, modifications, repairs, replacements and improvements now or hereafter erected or located on the Land; and all fixtures, machinery, equipment and other articles of real, personal or mixed property attached to, situated or installed in or upon, or used in the operation or maintenance of, the Land or any buildings or improvements situated thereon, whether or not such real, personal or mixed property is or shall be affixed to the Land (the Land and the foregoing items listed in this subsection (2) are collectively referred to herein as the "Real Property"); (3) All building materials, building machinery and building equipment delivered on site to the Land during the course of, or in connection with, any construction, repair or renovation of any improvements situated or to be situated thereon; (4) All leases, licenses or occupancy agreements of all or any part of the Real Property and all extensions, renewals, and modifications thereof, and any option, rights of first refusal or guarantees relating thereto (collectively, the "Leases"); (5) All rents, income, revenues, security deposits, issues, profits, awards and payments of any kind payable under the Leases or otherwise arising from the Real Property; (6) All contract rights, accounts receivable and general intangibles relating to the Real Property or the use, occupancy, maintenance, construction, repair or operation thereof, all management agreements, franchise agreements, utility agreements and deposits; all maps, plans, surveys and specification; all warranties and guaranties; all permits, licenses and approvals; and all insurance policies; (7) All tenements, hereditaments and appurtenances belonging to the Real Property NPGB01:3259864.2 or any part thereof or intended so to be, or in any way appertaining thereto, and all streets, alleys, passages, ways, water courses, and all leases, licenses, permits, approvals, agreements, easements and covenants now existing or hereafter created for the benefit of Grantor or any subsequent owner or tenant of the Real Property over ground adjoining the Land and all rights to enforce the maintenance thereof, and all other rights, liberties and privileges of whatsoever kind or character, and the reversions and remainders, income, rents, issues and profits arising therefrom, and all the estate, right, title, interest, property, possession, claim and demand whatsoever, at law or in equity, of Grantor in and to the Real Property or any part thereof, and (8) All "proceeds" of any of the above-described property, which term shall have the meaning given to it in the Code (as defined below), whether cash or non-cash, and including insurance proceeds and condemnation awards; and all replacements, substitutions and accessions thereof TO HAVE AND TO HOLD the Property hereby conveyed or mentioned and intended so to be, unto Trustee, its successors and its assigns, forever to secure the Obligations and also to secure in accordance with state law as may apply, all future advances and advances that may subsequently be made to the Grantor evidenced by the Note(s) and by all renewals and extensions thereof. GRANTOR REPRESENTS, COVENANTS AND WARRANTS to and with Grantee that until the Obligations secured hereby are fully paid and performed: Section 1. Payment. Grantor agrees to promptly pay, when due, all sums due under the Note, this Deed of Trust and any other document evidencing and/or securing the Obligations. Section 2. Future Advances. This Deed of Trust secures future advances, provided nothing contained herein will obligate Grantee to make any advances to or otherwise extend credit to or for the benefit of Grantor, Obligor or any other person. The terms and conditions under which any advances to or other extensions of credit to or for the benefit of Grantor, Obligor or any other person may be made by Grantee are set forth in one or more of the other Loan Documents evidencing or entered into with respect to the Obligations; and those terms and conditions may permit the maximum amount available under some or all of the Obligations to be borrowed and repaid by full or partial payments. The other Loan Documents, or one or more of them, set out the period within which any and all future advances or other extensions of credit may be made and obligations incurred under the Obligations, but in no event will such period exceed thirty (30) years from the date of this Deed of Trust. The maximum principal amount of the Obligations, including present and future advances and obligations, that may be secured by this Deed of Trust at any one time is an aggregate amount up to Twelve Million and 00/100 Dollars ($12,000,000.00). The current principal amount of the Obligations outstanding which are secured by this Deed of Trust as of the date hereof (including any amounts which have been advanced prior to the date hereof) is Zero Dollars ($0.00). No written instrument or notation will be required to evidence or secure any future advances and obligations hereunder. Section 3. Compliance With Laws. Grantor agrees to comply with all laws, ordinances, rules and regulations pertaining to the use and operation of the Property, whether now or hereafter enacted by any federal, state or local governmental agency. Section 4. Warranty of Title. Grantor, for itself, its successors and assigns, covenants to and with Grantee, its successors and assigns, that Grantor is seized of and has the right to convey the Property in fee simple; that such Property is free and clear of all liens and encumbrances other than those set forth on Exhibit B attached hereto (the "Permitted Exceptions"); and that Grantor will warrant and defend the title to such Property against the lawful claims of all persons whomsoever. Section 5. Maintenance of Property. Grantor shall keep and maintain, or cause to be kept and maintained, all buildings and improvements now or at any time hereafter erected on the Property in good order and condition, and will make or cause to be made, as and when necessary, all repairs, renewals and replacements, structural and nonstructural, exterior and interior, ordinary and extraordinary, foreseen and unforeseen. Grantor shall abstain from and shall not permit the commission of waste in or about the Property; NPGB01:3259864.2 shall not remove or demolish any portion of the Property, or alter the structural character of any building erected at any time on the Property, without the prior written consent of Grantee; and shall not permit the Property to become deserted or abandoned. Section 6. Required Notices. Grantor shall notify Grantee promptly of the occurrence of any of the following: (i) a fire or other casualty causing damage to the Property; (ii) receipt of notice of eminent domain proceedings or condemnation of all or any part of the Property; or (iii) receipt of any default or acceleration notice from the holder of any lien upon or security interest in the Property. Section 7. Environmental Liability Indemnity. Grantor shall indemnify Grantee and shall hold Grantee harmless from any and all loss, damages, suits, penalties, costs, claims for relief, liability and expenses actually incurred (including but not limited to any reasonable investigative and legal expenses) arising out of any claim for loss or damage to any property, including the Real Property, injuries to or death of persons, contamination of or adverse effects on the environment, caused by any environmental condition or substance, specifically including radon, or any violation of statutes, ordinances, orders, rules or regulations of any governmental entity or agency, caused by or resulting from any hazardous material, substance or waste currently on or subsequently placed on the Real Property. This Section shall survive the cancellation, satisfaction or foreclosure of this Deed of Trust. Notwithstanding the foregoing, if Grantee or any affiliate of Grantee, their respective successors or assigns, take title to the Real Property at a foreclosure sale or by deed in lieu of foreclosure or otherwise (the "Grantee Title Transfer"), then the indemnity provided herein shall not apply to environmental conditions which initially occur after the Grantee Title Transfer. The parties agree that Grantor shall have the burden of proving that an environmental condition initially occurred after the Grantee Title Transfer. Section 8. Assignment of Rents. As additional security for the payment of the Obligations, Grantor does hereby sell, transfer and assign to Grantee all rents, issues and profits of all and every part of the Real Property ("Rents"); provided, however, that so long as Grantor complies with all of the terms and conditions of this Deed of Trust and the Note, Grantor may collect and retain all such Rents. Notwithstanding the foregoing, upon the occurrence of a Default, Grantee shall have the right, at its option, to (i) take possession of the Real Property and collect and apply the Rents to the payment of the Obligations after deducting all costs of collection and administration, and (ii) have a receiver appointed by any court of competent jurisdiction to collect the Rents without regard to the value of the Real Property or the solvency of any party liable for the Obligations, and after paying the expenses of such receivership, the receiver shall apply the balance thereof to the payment of the Obligations. Section 9. Taxes and Assessments. Grantor shall pay when due and payable and before interest or penalties are due thereon, without any deduction, defalcation or abatement, all taxes, assessments, water and sewer rents and all other charges or claims which may be assessed, levied or filed against Grantor, the Property or any part thereof or against the interest of Grantee therein, or which by any present or future law may have priority over the indebtedness secured hereby either in lien or in distribution out of the proceeds of any judicial sale. Grantor shall file returns, if any, for such taxes with the proper authorities, bureaus or departments when due. Section 10. Insurance. During construction of any improvements on the Property, Grantor shall maintain with respect to the Property "all-risk" builders risk insurance which must include windstorm, hail damage, fire and vandalism (non -reporting Completed Value with Special Cause of Loss form), in an amount not less than the completed replacement value of the improvements under construction, naming Grantee as Grantee and loss payee. In the absence of such construction, or following construction completion of any such improvements, Grantor shall keep the Property continuously insured, to the extent of its full insurable replacement value, against loss or damage by fire, with extended coverage and business interruption coverage, and coverage against loss or damage by vandalism, malicious mischief, sprinkler leakage and, if required by federal law, against flood, and against such other hazards as Grantee may reasonably require from time to time. Grantor shall also maintain comprehensive general public liability and property damage insurance with contractual liability endorsement and worker's compensation insurance, in such total amounts NPGB01:3259864.2 as Grantee may require from time to time. All policies, including policies for any amounts carried in excess of the required minimum and policies not specifically required by Grantee, shall be in form satisfactory to Grantee, shall be issued by companies satisfactory to Grantee, shall be maintained in full force and effect, shall be delivered to Grantee, with premiums prepaid, and shall provide for at least thirty (30) days' notice of cancellation or change to Grantee, and all hazard insurance policies shall be endorsed with a standard Grantee clause in favor of Grantee, not subject to contribution, and shall be for a term of at least one (1) year. Certificates of insurance, addressed to Grantee, evidencing such hazard insurance, public liability, and property damage insurance may be delivered to Grantee in lieu of the policies therefor. Section 11. Insurance and Condemnation Proceeds. Grantor assigns to Grantee (i) all awards or payments, including interest thereon, and the right to receive the same, which may heretofore or hereafter be made with respect to the whole or part of the Property, whether from the exercise of the right of eminent domain (including any proceeding or transfer in lieu of or in anticipation of the exercise of such right), or for any other injury to or decrease in the value of the Property, including any award resulting from a change of any streets (whether as to grade, access or otherwise) and any award for severance damages, and (ii) all proceeds of and any unearned premiums on any insurance policies that may now or hereafter cover the Property, including the right to receive and apply the proceeds of any insurance, judgments or settlements made in lieu thereof, for damage to the Property. Notwithstanding anything to the contrary contained herein, in the event of any fire or other casualty to the Property or eminent domain proceedings resulting in condemnation of the Property, or any part thereof, Grantor shall have the right to rebuild the Property, and to use all available insurance or condemnation proceeds therefor, provided that (a) such proceeds are sufficient to keep any senior loan secured by the Property in balance and rebuild the Property in a manner that provides adequate security to such third party for repayment of its senior loan, or if such proceeds are insufficient, then Grantor shall have funded any deficiency, (b) Grantee shall have the right to approve plans and specifications for any major rebuilding and the right to approve disbursements of insurance or condemnation proceeds for rebuilding under a construction escrow or similar arrangement, and (c) no continuing material default then exists by Grantor under the Note or any related loan documents. If the casualty or condemnation affects only part of the Property and total rebuilding is indefeasible, then proceeds may be used for partial rebuilding and partial repayment of any senior loan in a manner that provides adequate security to Grantee for repayment of the remaining balance of its loan. Section 12. Representations and Warranties. Grantor hereby represents and warrants to Grantee that: (a) Grantor is duly organized, validly existing, and in good standing under the laws of its state of organization; (b) Grantor has full power and authority to execute and deliver this Deed of Trust and to perform its obligations hereunder, and that all actions necessary for the due authorization, execution, delivery and performance of this Deed of Trust by Grantor have been duly taken; (c) Grantor has duly executed and delivered this Deed of Trust; and (d) Grantor's authorization, execution, delivery, and performance of this Deed of Trust do not conflict with any other agreement or arrangement to which Grantor is a party or by which Grantor is bound. Section 13. Security Agreement. It is the intent of the parties that this Deed of Trust shall also constitute a security agreement under the North Carolina Uniform Commercial Code (the "Code") and shall be deemed to constitute a fixture financing statement. Grantor hereby grants a security interest in all Property consisting of personal property as additional security for the Obligations. For purposes of this Section, Grantor shall be considered a debtor and Grantee shall be considered a secured party within the meaning of the Code. Upon the occurrence of an Event of Default, Grantee shall be entitled to exercise all of the rights and remedies provided to a secured party under state law. All replacements, renewals and additions to the personal property shall become and be immediately subject to the security interest granted in this Deed of Trust. Section 14. Acceleration upon Transfer. Grantee may, at its sole option, declare the entire unpaid balance of the principal of and the accrued interest on the Note and all other Obligations secured by this Deed of Trust immediately due and payable if Grantor, without the prior written consent of Grantee, shall (i) sell, convey, transfer or encumber the Property, or any part thereof or interest therein; (ii) cause or permit any NPGB01:3259864.2 transfer of the Property or any part thereof, whether voluntarily, involuntarily or by operation of law; or (iii) enter into any agreement or transaction to transfer, or accomplish in form or substance a transfer of, the Property. A "transfer" of the Property shall include: (a) the direct or indirect sale, transfer or conveyance of the Property or any portion thereof or interest therein; or (b) the execution of an installment sale contract or similar instrument affecting all or any portion of the Property. Grantee's consent to any conveyance or encumbrance may be conditioned upon other modification of the documents evidencing the Obligations. Section 15. Events of Default. Each of the following shall constitute an event of default ("Event of Default") hereunder: (a) Non -Payment. Failure to pay when due any principal of, or interest on, the Note or any sum owed under this Deed of Trust. (b) Covenants and Agreements. Default in the performance of any covenant or agreement made by Grantor under the Note or this Deed of Trust (and not otherwise constituting an Event of Default under any other subsection of this Section 15) if such default continues for thirty (30) days after notice thereof to Grantor from Grantee. (c) Insolvency of Grantor. Upon the insolvency of Grantor however evidenced, or the filing by or on behalf of Grantor of a petition of bankruptcy or a petition to take advantage of any insolvency act including, without limitation, a petition for reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any bankruptcy or insolvency law which is not withdrawn within thirty (30) days of filing. Notwithstanding anything to the contrary contained herein, if an Event of Default any other event defined in this Deed of Trust as an "event of default" or a "default" occurs under the terms of this Deed of Trust, prior to exercising any remedies thereunder, Grantee shall give Grantor simultaneous written notice of such Event of Default. If the Event of Default is reasonably capable of being cured within thirty (30) days, Grantor shall have such period to effect a cure prior to the exercise of remedies by Grantee hereunder. If the Event of Default, other than a payment default, is such that it is not reasonably capable of being cured within thirty (30) days, and if Grantor (a) initiates corrective action within said period, and (b) diligently and in good faith works to effect a cure as soon as possible, then Grantor shall have such additional time as is reasonably necessary to cure the Event of Default prior to the exercise of any remedies by Grantee provided that the loan is not in default. Section 16. Remedies. Upon the occurrence of an Event of Default or any other event defined in this Deed of Trust as an "event of default" or a "default", and following the expiration of all applicable notice and cure periods, Grantee will have the right, at its option, (1) to declare all amounts payable under the Obligations, or any one or more of them if more than one, as well as any or all of the other Indebtedness and obligations secured hereby that are not already due hereunder, to be immediately due and payable without notice or demand, whereupon the same will become immediately due and payable, regardless of the maturity date thereof, and (2) to exercise any and all of Grantee's other rights and remedies under this Deed of Trust and the other Loan Documents, as well as any additional rights and remedies Grantee may have at law or in equity that are necessary or otherwise appropriate, in Grantee's opinion, for Grantee to recover full payment of, and to receive or realize full satisfaction on, each one of and all of the Obligations and other Indebtedness and obligations secured by this Deed of Trust, including Grantor's and any other person's Indebtedness and obligations under this Deed of Trust and the other Loan Documents. Grantee's rights and remedies will include foreclosing on the Collateral under the power of sale contained in this Deed of Trust, or proceeding at law through a judicial foreclosure on the collateral. Section 17. Foreclosures. On the application of Grantee following an Event of Default and the expiration of all applicable notice and cure periods, Trustee will be obligated, and is hereby authorized and empowered, to expose at one or more sales and sell the Land, the improvements and all of the other Collateral constituting real property through public auction for cash and the personalty and other Collateral constituting NPGB01:3259864.2 personal property at public or private sales for cash, after first having complied with all then applicable requirements of North Carolina law relating to sales under power of sale. In connection with the foregoing, the Land, Improvements and other Collateral constituting real property, and the personalty and other Collateral constituting personal property, may be sold separately or together, as a whole or in parts or parcels, at one or more sales conducted at different times and places. Upon such sales, Trustee will convey title to the purchaser. Grantee will have the right to bid at any sale through a credit bid. Trustee may require the successful bidder at any sale to deposit immediately with Trustee cash or certified funds in an amount not to exceed twenty-five percent (25%) of the bid. Trustee may reject any bid if the deposit is not immediately made and Trustee may declare the next highest bidder to be the purchaser. The deposit will be refunded in case a resale is had; otherwise, it will be applied to the purchase price. If the personalty and other Collateral constituting personal property are sold hereunder, it need not be at the place of sale. The published notice of public sale, however, will state the time and place where such personalty and other Collateral constituting personal property may be inspected prior to sale. In the event a proceeding to exercise the power of sale contained herein is begun but not completed, Grantor will pay all costs and expenses incurred by Trustee and a partial commission computed as follows: one-fourth of the hereinafter -specified commission prior to Trustee's issuance of a notice of hearing on the right to foreclose and one-half of the hereinafter -specified commission after the issuance of such notice and prior to sale. The foregoing costs and expenses, and partial commission, may be paid by Grantee on behalf of Grantor but, in any event, will be secured by this Deed of Trust. The provisions above will in no way be construed to limit the powers of sale or restrict the discretion Trustee may have under the provisions of the North Carolina General Statutes, as amended, or such other laws as Grantee or Trustee may be proceeding under, including the laws relating to judicial foreclosure if such is determined to be either the necessary or appropriate process to follow in foreclosing on the lien of this Deed of Trust. Unless a different order of application is mandated under applicable law, proceeds derived from any sale will be applied to pay, first, costs and expenses, including Trustee's commission in the amount of five percent (5%) in the event of sale and Trustee's attorneys' fees; second, to taxes and public and private assessments due and unpaid, if Trustee deems it appropriate to do so; third, to the payment of the Obligations and any other Indebtedness and other obligations secured by this Deed of Trust; and fourth, the balance, if any, to the person or persons entitled thereto, or if a conflict exists as to the person or persons entitled thereto, to the Clerk of Superior Court of the county in which the foreclosure sale was held. In any foreclosure sale or sales, Grantee will have the right to sell or cause to be sold the Collateral, or parts thereof or interests therein, subject to any liens, security interests and other encumbrances and rights which are subordinate to the lien and security interest hereof, including any Leases which may be subordinate hereto. Section 18. Appointment of Receiver. Grantee will have the absolute and unconditional right, upon the occurrence of an Event of Default hereunder and following the expiration of all applicable notice and cure periods, to apply for and to obtain the appointment of a receiver or similar official for all or a portion of the Collateral, to do or cause to be done any one or more of the things Grantee is permitted or authorized to do with respect to the Collateral, or any part or parts thereof or interests therein, under this Deed of Trust after the occurrence of an Event of Default, including those things listed in the Section of this Deed of Trust entitled "Assignment of Rents". With respect to any Rents collected by the receiver or similar official, such Rents will be applied first to payment of the costs and expenses incurred by the receiver or other similar official relative to the Collateral and the performance of its duties and responsibilities with respect thereto, including payment of all costs and expenses of constructing or furnishing any improvements and managing and operating the Collateral, and second, to the payment of the Obligations and any other Indebtedness and obligations secured hereby, unless a specific order of application is mandated under applicable laws. In the event Grantee does apply for a receiver or other similar official, Grantor consents to the appointment of such receiver or similar official without prior notice to Grantor and without the receiver or similar official having to post a bond or other security. NPGB01:3259864.2 Section 19. Cancellation of Deed of Trust. If at any time during the period of this Deed of Trust there is no balance outstanding under any of the Obligations, no obligation, whether obligatory, non -obligatory or otherwise, of Grantee to make any further or additional advances to any person under the Obligations or otherwise under any of the Loan Documents, and all Indebtedness and other obligations secured by this Deed of Trust and secured or evidenced by any of the other Loan Documents have been paid and satisfied in full, Grantee will cause the Trustee to execute and deliver to Grantor a reconveyance or satisfaction of this Deed of Trust. Section 20. Rights Cumulative. The rights of Grantee granted and arising under the covenants, conditions and stipulations of this Deed of Trust and the Note shall be separate, distinct and cumulative of all other powers and rights Grantee may have in law or in equity, and none of such rights shall be in exclusion of the others; and all of them are cumulative to the remedies for collection of indebtedness, enforcement of rights under security instruments and preservation of security as provided by law. No act by Grantee shall be construed as an election to proceed under any one provision or an election of remedies to the exclusion of any other remedy allowed at law or in equity. Section 21. Grantor's Waivers. To the fullest extent permitted by law, Grantor hereby waives and releases: (a) all procedural errors, defects and imperfections in any proceeding instituted by Grantee under the Note or this Deed of Trust or both; (b) all benefits that might accrue to Grantor by virtue of any present or future law exempting the Property, or any part of the proceeds arising from any sale thereof, from attachment, levy or sale or execution, or providing for any stay of execution, exemption from civil process or extension of time for payment; and (c) unless specifically required herein or in any other agreement of Grantee delivered in connection herewith, all notices of Grantor's default or of Grantee's election to exercise, or Grantee's actual exercise of, any option under the Note or this Deed of Trust. Section 22. Notices. Unless otherwise provided herein, and except for any notice required under applicable law to be given in another manner, all notices required to be given under this Deed of Trust shall be sent by certified or registered mail, return receipt requested, and addressed as set forth on the first page hereof. Section 23. Inspection. Subject to the privacy and HIPAA rights of patients, Grantee and any persons authorized by Grantee shall have the right at any time during normal business hours, upon reasonable notice to Grantor, to enter the Property at a reasonable hour and to inspect and photograph its condition and state of repair. Section 24. Other Liens. Any default by Grantor under any approved prior lien, by failure to make payment or otherwise to comply with the terms thereof, at the option of Grantee, shall constitute an Event of Default under this Deed of Trust, and Grantee shall have the right, at its election, to declare immediately due and payable the entire indebtedness secured hereby with interest and other appropriate charges. Grantee, at its election, and without notice to Grantor, may make, but shall not be obligated to make, any payments which Grantor has failed to make under the approved prior lien, but such payments by Grantee shall not release Grantor from Grantee's obligations or constitute a waiver of Grantor's default hereunder. Section 25. Documentary and Other Stamps. If at any time the United States, the state in which the Property is located or any political subdivision thereof, or any department or bureau of any of the foregoing NPGB01:3259864.2 shall require documentary, revenue or other stamps on the Note or this Deed of Trust, then Grantor, on demand, shall pay for them together with any interest or penalties payable thereon. Section 26. Counsel Fees. If Grantee becomes a parry to any suit or proceeding affecting the Property or title thereto, the lien created by this Deed of Trust or Grantee's interest therein, or if Grantee engages counsel to collect any of the indebtedness or to enforce performance of the agreements, conditions, covenants, provisions or stipulations of this Deed of Trust or the Note and Grantee is successful in such collection or enforcement proceeding, Grantee's costs, expenses and reasonable counsel fees actually incurred, whether or not suit is instituted, shall be paid to Grantee by Grantor, on demand, with interest at the then effective rate set forth in the Note, and until paid they shall be deemed to be part of the indebtedness evidenced by the Note and secured by this Deed of Trust. Section 27. Further Assurances. Grantor will execute and deliver such further instruments and perform such further acts as may be reasonably requested by Grantee from time to time to confirm the provisions and intended purposes of this Deed of Trust. Grantor agrees to pay all costs of recording, filing, and acknowledging such documents in such public offices as Grantee and Grantee may require. Section 28. Severability. If any provision of this Deed of Trust is held to be invalid or unenforceable by a court of competent jurisdiction, the other provisions of this Deed of Trust shall remain in full force and effect and shall be liberally construed in favor of Grantee in order to effect the provisions of this Deed of Trust. Section 29. Definitions. Whenever used in this Deed of Trust, unless the context clearly indicates a contrary intent: (i) the term "Grantor" shall mean the person who executes this Deed of Trust, any subsequent owner (beneficially or of record) of the Property and their respective heirs, executors, administrators, successors and assigns; (ii) the term "Grantee" shall mean the person specifically named herein as "Grantee" or any subsequent Grantee of this Deed of Trust; and (iii) if Grantor is more than one person, all agreements, conditions, covenants, provisions, stipulations, warrants of attorney, authorizations, waivers, releases, options, undertaking, rights and benefit made or given by Grantor shall be joint and several, and shall bind and affect all persons who are defined as "Grantor" as fully as though all of them were specifically named herein wherever the word "Grantor" is used. Section 30. Section Headings. Section headings have been inserted for convenience of reference only and shall not be construed as parts of the particular sections to which they pertain. Section 31. Governing Law. This Deed of Trust shall be governed by and construed in accordance with the laws of North Carolina. Section 32. Binding Effect. All of the covenants, stipulations and conditions contained in this Deed of Trust shall be binding upon and inure to the benefit of Grantor and Grantee, their respective heirs, executors, administrators and assigns. Section 33. Assignment. Grantee's interests in and rights under this Deed of Trust are freely assignable, in whole or in part, by Grantee. Grantor shall not assign its rights and interest hereunder without the prior written consent of Grantee, and any attempt by Grantor to assign without Grantee's prior written consent is null and void. Any assignment shall not release Grantor from the Obligations. Section 34. Amendment. This Deed of Trust cannot be changed or amended except by agreement in writing signed by the party against whom enforcement of the change is sought. [ SIGNATURES ON NEXT PAGE] NPGB01:3259864.2 IN WITNESS WHEREOF, the Grantor has duly executed this Deed of Trust (Future Advances), Assignment of Leases and Rents, Security Agreement and Fixture Filing under seal the day and year first above written. GRANTOR: AMERICAN HEALTHCARE SERVICES, LLC a Virginia limited liability company By: Print Name Title: CEO STATE OF COUNTY OF Michael Sarian [SEAL] I, , the undersigned Notary Public of the County and State aforesaid, certify that Michael _ Sarian either being personally known to me or proven by satisfactory evidence, personally came before me this day and acknowledged that he is the CEO of AMERICAN HEALTHCARE SERVICES, LLC, a Virginia limited liability company, and that by authority duly given, the foregoing instrument was voluntarily signed in its name for the purposes stated therein. Witness my hand and official seal this day of , 2021. Notary Public My Commission Expires: (Official Seal) NPGB01:3259864.2 EXHIBIT A Legal Description Parcel #1 Tax Parcel #7751747722 (219 Foust Street) That certain tract or parcel of land situate in Randolph County, North Carolina and more particularly described as follows: BEGINNING at an iron pin marking the intersection of the southern line of the right-of-way of Foust Street with the eastern right-of-way line of North Church Street, and running thence along the southern right-of- way line of Foust Street North 84 degrees 53 minutes 18 seconds East 68.43 feet to an iron pin; thence South 86 degrees 55 minutes 45 seconds East 245.45 feet to a PK nail; thence following the radius of a curve having a radius of 483.19 feet along said right-of-way South 79 degrees 52 minutes 9 seconds East a chord distance of 93.86 feet to a PK nail; thence South 72 degrees 38 minutes 36 seconds East 78.62 feet to an iron pin set in the western line of the right-of-way of White Oak Street; thence South 10 degrees 37 minutes 24 seconds West 70.46 feet to an iron pin; thence South 18 degrees 46 minutes 46 seconds West 277.54 feet to an iron pin; thence South 22 degrees 19 minutes 50 seconds West 87.07 feet to an iron pin; thence South 19 degrees 45 minutes 12 seconds West 85.95 feet to an iron pin, the northeast corner of the Bobby R. King property described in Book 1248, Page 222m Randolph County Registry; thence North 73 degrees 38 minutes 32 seconds West 256.39 feet to an iron pin set in concrete in the eastern line of the right-of-way of the spur track of the Norfolk and Southern Railway Company, thence 14 degrees 14 minutes 28 seconds East 356.66 feet to an iron pin; thence North 73 degrees 24 minutes 57 seconds West 5.10 feet; thence North 85 degrees 54 minutes 32 seconds West 96.27 feet to an iron pin; thence South 14 degrees 19 minutes 28 seconds West 87.69 feet to an iron pin; thence North 10 degrees 3 minutes 32 seconds West 202.31 feet to the point and place of the BEGINNING, and containing 3.7817 acres, more or less. The above description is taken from the map prepared for Randolph Hospital, Inc., by Steven D. Brown, RLS, and dated May 20, 2001. Parcel #2 Tax Parcel #7751756868 (261 West Presnell Street) That certain tract or parcel of land situate in Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEGINNING at a new iron pipe in the southern margin of the right of way of West Presnell Street, said beginning point being approximately 418 feet from the centerline of White Oak Street, and said beginning point also being North 86 degrees 25 minutes 25 seconds West 125.84 feet along the said margin of said right of way of West Presnell Street from a concrete right of way monument, and said beginning point also being the northern common corner of Lots Nos. 27 and 26 of Oakdale Subdivision; thence from said beginning point, South 03 degrees 00 minutes 00 seconds West 109.18 feet along the common boundary of Lots Nos. 27 and 26 to an existing iron pipe, said point being the southern common corner of Lots Nos. 27 and 26; thence North 85 degrees 00 minutes 00 seconds West 50.00 feet, along the southern boundaries of Lots Nos. 27 and 28 and a portion of the northern boundary of Lot No. 34 to a new iron pipe, said point being the southern common corner of Lots Nos. 28 and 29; thence North 03 degrees 00 minutes 00 seconds East 107.94 feet along the common boundary of Lots Nos. 28 and 29 to a new iron pipe, in the southern margin of the said right of way of West Presnell Street, and said point being the northern common corner of Lots Nos. 28 and 29; thence South 86 degrees 25 minutes 25 seconds East 49.97 feet along the said southern margin of said right of way of West Presnell Street to the point and place of BEGINNING, and containing 0.125 acres, more or less, and being all of Lots Nos. 27 and 28 of the OAKDALE SUBDIVISON, as shown on plat recorded in Plat Book 1, Page 298, Randolph County Registry. NPGB01:3259864.2 The above description was drawn from an unrecorded survey entitled "Property of Edward W. McGrady et ux Patricia C. McGrady", dated June 26, 1992, by Steven D. Brown, R.L.S., Asheboro, North Carolina, and designated as Job No. 92-061. Parcel #3 Tax Parcel #7751757897 That certain tract or parcel of land situate in Randolph County, North Carolina and more particularly described as follows: Lots 22 and 23, of the Oakdale sub -division. For further reference see plat in Plat Book 1, Page 298 in the Register of Deeds Office of Randolph County. For further reference see deed in Deed Book 782, Page 521 in the Register of Deeds Office of Randolph County and Estate file number 04 E 328 filed at the Randolph County Courthouse. Parcel #4 Tax Parcel #7751843484 (127 MacArthur Street) That certain tract or parcel of land situate in Randolph County, North Carolina and more particularly described as follows: BEGINNING at a new iron rod in the Southern right of way line of McArthur Street, said new iron rod being located West 184 feet along said Southern right of way line from the centerline of North Fayetteville Street, and being the Northwest corner of Rite Aid Discount Pharmacies; thence along the Western line of Rite Aid Discount Pharmacies South 12 degrees 29 minutes West 151.99 feet to an existing iron pipe, Domino's Pizza Northeast corner; thence along Domino's Pizza Northern line: North 78 degrees 08 minutes West 17.70 feet to a new iron rod and North 77 degrees 46 minutes 39 seconds West 57.20 feet to an existing iron pipe, now or formerly E. B. Cannon's Southeast corner; thence along Cannon's Eastern line North 12 degrees 26 minutes 42 seconds East 151.32 feet to an existing iron pipe in the Southern right of way line of McArthur Street; thence along the Southern right of way line South 77 degrees 36 minutes 24 seconds East 75.00 feet to the Beginning, and being the same identical property as described in deed recorded in Book 1228, Page 2047, in the Randolph County Registry. Parcel #5 Tax Parcel #7751852004 (364 White Oak Street) That certain tract or parcel of land, situate, lying and being in Asheboro Township, Randolph County, State of North Carolina, and being bounded on the North by Miller Street, on the West and South by the property of Randolph Hospital, Inc., and on the East by the property of Davis et al and more particularly described and defined as follows: BEGINNING at a stone on Miller Street and running thence West along said street 150 feet to a stone; thence South 188 feet to a stone in Miller's line; thence East 150 feet to a stone, Burn's corner; thence North 210 feet to the beginning, containing 29850 square feet, more or less. The property herein conveyed is the identical property which was conveyed to Minnie Miller, now deceased, by Alfred L. Moody and wife by deed dated January 29, 1913, and duly recorded in the Office of the Register of Deeds of Randolph County, North Carolina, in Book 192 at Page 85. Together with that certain tract or parcel of land situate in Asheboro Township, Randolph County, North Carolina, described as follows: NPGB01:3259864.2 BEGINNING at a stone on Fayetteville Street, J.W. Jolly's corner, nmiLg about West J. W. Jolly's line 285 feet to a stone in Jolly's line; thence about North ninety feet to a stone; thence about East 285 feet to a stone on Fayetteville Street; thence ninety feet to the beginning, containing 3/4 acre, more or less. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: BEGINNING at an iron stake, a present corner of the property of Randolph Hospital, Inc., said beginning corner being the southwest corner of the property conveyed to Randolph Hospital, Inc. by deed from Foy Ingram, individually and as executrix of the estate of Christiana C. Ingram, recorded in Book 1047 at Page 829, Randolph County Registry; and running thence from said beginning point, and along the present line of Randolph Hospital, Inc. North 77 degrees 29 minutes West 116 feet to a stake, a present corner of the property of Randolph Hospital, Inc.; thence along the present line of the property of Randolph Hospital, Inc. North 12 degrees 31 minutes East 90 feet to a new corner; thence along a new line, South 77 degrees 27 minutes East 119.43 feet to an iron stake, a present corner of the property of Randolph Hospital, Inc. (the northwest corner of the former Ingram property referred to above); thence along the present property line of Randolph Hospital, Inc. (formerly the Ingram line) South 14 degrees 42 minutes West 90 feet to the point and place of the Beginning. The description as herein used is in accordance with a survey and plat prepared by Clotus Craven, Registered Surveyor, Asheboro, North Carolina, in January, 1973. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: BEGINNING at an iron stake in the Eastern edge of White Oak Street, 173 feet South of the Southeastern intersection of White Oak Street and Miller Street; running thence East along Zell Brown's line 80 feet to an iron stake, Minnie Miller's corner; thence North along Minnie Miller's line 90 feet to an iron stake, Mrs. Raeford Auman's corner; thence West along Auman's line 77-1/2 feet, parallel to Miller Street, to an iron stake in the Eastern edge of White Oak Street; thence South along the Eastern edge of White Oak Street about 86-1/2 feet to the beginning. See deed recorded in Book 621 at Page 28 in the Office of the Register of Deeds for Randolph County, North Carolina. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: BEGINNING at a stake at the Southeast intersection of Cemetery Street (now White Oak Street) and Miller Street, and running thence East along Miller Street 75 feet to a stake, Minnie Miller's corner; thence South along Minnie Miller's line 90 feet to a stake; thence West about 78 feet to a stake, edge of Cemetery Street; thence North along Cemetery Street 86-1/2 feet to the BEGINNING, being the Northern half of Lot No. 2 of the B. F. Miller property, and being the same property conveyed to Tina Auman by Rayford Auman and wife, Evelyn Auman, by deed recorded in Deed Book 308, Page 561, Randolph County Registry. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: BEGINNING at a stake on the East side of White Oak Street (formerly Cemetery Street), the common corner of Lots Nos. 2 and 3; thence East 230 feet to a stake, Minnie Miller Southeast corner; thence South 104-1/2 feet to a stake, Eastern common corner of Lots Nos. 3 and 4; thence North 80 degrees West 244 feet to a stake on the East side of White Oak Street, Western common corner of Lots Nos. 3 and 4; thence North 94- 1/2 feet, with the East side of White Oak Street to the beginning, and being Lot No. 3 of the B. F. Miller Estate as shown by plat recorded in Plat Book 1, Page 238, in the office of the Register of Deeds of Randolph County, North Carolina. NPGB01:3259864.2 See deed recorded in Book 726 at Page 338 in the Office of the Register of Deeds for Randolph County, North Carolina. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: BEGINNING at a stake on the East side of Cemetery Street, Zell Brown's corner, and running thence North 80 degrees East along Zell Brown's line 244 feet to a stake in Zell Brown's corner; thence South 10 degrees West 72-1/2 feet to a stake in Hospital line; thence North 80 degrees West along Hospital line 252 feet to a stake Cemetery Street; thence North 10 degrees East along Cemetery Street 77-1/2 feet to the beginning. Being lot Number four of the B. F. Miller property. See Plot in Plat Book 1, Page 238 in the office of the Register of Deeds for Randolph County. The above is all that lot or parcel of land that was conveyed to Pauline Sheffield by deed of Nora Tysinger et al., dated the 5th day of November, 1938, registered in Book 382, page 309, in the office of the Register of Deeds of Randolph County, North Carolina. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: On the West side of North Fayetteville Street and extending West to White Oak Street, originally Cemetery Street, being a part of that parcel of land between the lands of the Randolph Hospital, Incorporated, on the one hand and the lands of W. G. Lewallen and others on the other, conveyed to D. B. McCrary and Allie W. McCrary, his wife, by B. Frank Page, under date of July 28, 1937, (See Book 295, Page 131, in office of Register of Deeds of Randolph County) more particularly described and defined as follows, to wit: BEGINNING at a stake on the West side of North Fayetteville Street, the Southeast corner of The Randolph Hospital property; running thence North 76 degrees 30 minutes West 557 feet along the hospital line to a stake on the East side of White Oak Street, formerly Cemetery Street; thence South 13 degrees 30 minutes West 25 feet along White Oak Street to an iron stake; thence South 76 degrees 30 minutes East 557 feet to a stake on the West side of North Fayetteville Street; thence North along North Fayetteville Street 13 degrees 30 minutes East 25 feet to the beginning, containing 13,925 square feet, more or less, of land. Parcel #6 Tax Parcel #7751852481 (132 West Miller Street) That certain lot or parcel of land situated in the City of Asheboro, Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEGINNING at an iron pipe at the intersection of the North right-of-way line of Miller Street and the East right-of-way line of White Oak Street; thence from said beginning point Northerly along the curve of the East right-of-way line of White Oak Street a chord course and distance of North 7 degrees 25 minutes West 111.31 feet to an iron pipe (said corner having a radius of 356.87 feet and an arc distance of 111.66 feet); thence continuing along the East right-of-way line of White Oak Street North 01 degree 32 minutes 30 seconds East 52.22 feet to an iron pipe, Roland McCord's Southwest corner; thence along McCord's line the following courses and distances: South 89 degrees 50 minutes 30 seconds East 58.45 feet, North 01 degree 26 minutes 30 seconds West 22.27 feet, South 89 degrees 50 minutes East 144.04 feet, and North 00 degrees 53 minutes West 10 feet to an iron pipe, D. T. Kemp's corner in McCord's line; thence North 85 degrees 43 minutes East 97.03 feet along Kemp's line to an iron pipe; thence North 89 degrees 35 minutes 30 seconds East 49.95 feet along Kemp's line to an iron pipe; thence South 01 degree 39 minutes West 195.84 feet along Kemp's line to an iron pipe in the North right-of-way line of Miller Street; thence South 88 degrees 55 minutes West 330.37 feet along the North right-of-way line of Miller Street to the Beginning, containing 1.454 acres. NPGB01:3259864.2 The above description is according to a survey and plat entitled "Survey for Dr. Luke W. Query and Dr. Charles S. Betts", prepared by Moore, Gardner & Associates, Inc., dated April, 1977, and as revised September 12, 1985. Parcel #7 Tax Parcel #7751853199 (Parking Lot) That certain lot or parcel of land situated in the Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEGINNING at an iron pipe in the southern right of way line of Miller Street, G. P. Pritchard's northwest corner; thence with Pritchard's line South 16 degrees 40 minutes West 194.50 feet to a stake; thence North 83 degrees 34 minutes West 58.31 feet to a stake in the eastern margin of a proposed 12 -foot alley, thence with the eastern line of said proposed alley North 15 degrees 24 minutes East 190.75 feet to an iron stake in the Southern right of way line of Miller Street; thence with said right of way line South 86 degrees 08 minutes East 63 feet to the Beginning. Parcel #8 Tax Parcel #7751854198 (Parking Lot) That certain lot or parcel of land situated in the Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEGINNING at a new iron rod in the Southern right of way line of Miller Street, being now or formerly the Northeast corner of J. B. Davis and being East 327.05 feet along said right of way from the centerline of White Oak Street; thence from said beginning point along the Southern right of way line of Miller Street South 82 degrees 43 minutes 12 seconds East 242.96 feet to a new iron rod; thence South 7 degrees 18 minutes 18 seconds West 91.98 feet to an existing iron pipe; thence North 74 degrees 43 minutes 21 seconds West 106.71 feet to an existing iron pipe; thence South 21 degrees 32 minutes 32 seconds West 35.23 feet to an existing iron pipe; thence South 21 degrees 59 minutes 33 seconds West 6.70 feet to a new iron rod and existing iron pipe; thence North 74 degrees 04 minutes 10 seconds West 48.63 feet to a new iron rod; thence South 18 degrees 27 minutes 40 seconds West 96.00 feet to a new iron rod; thence North 74 degrees 37 minutes West 47.25 feet to a new iron rod; thence South 16 degrees 38 minutes West 10.02 feet to a new iron rod; thence North 74 degrees 37 minutes West 49.75 feet to an existing iron pipe; thence North 16 degrees 38 minutes East 10.54 feet to an existing iron pipe; thence along the Eastern line of Davis North 17 degrees 55 minutes 18 seconds East 193.72 feet to the Beginning, containing 0.790 acres. This description is in accord with a survey by Surveying Services dated October 3, 1988 and entitled "Survey for Randolph Hospital, Inc." The above described property is all of the Grantor's property on the South side of Miller Street as shown by deed recorded in Book 1153, Page 503, and Book 393, Page 147, and Book 1227, Page 1515 in the Randolph County Registry. The Grantor also grants its interest in all the property described by deed recorded in Book 1153, Page 503, and Book 393, Page 147, and Book 1227, Page 1515 in the Randolph County Registry, which includes any property it owns within the right of way of Miller Street. NPGB01:3259864.2 Parcel #9 Tax Parcel #7751855094 (Parking Lot) That certain lot or parcel of land situated in the Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEGINNING at an iron pin set in the western line of the 70 -foot -wide right-of-way of North Fayetteville Street in the City of Asheboro, which point is the southeast corner of the Ingram property described in Book 1330, Page 1656 Randolph County Registry; and running thence along said right-of-way South 17 degrees 28 minutes 38 seconds West 47.29 feet to an iron pin; South 17 degrees 9 minutes 25 seconds West 56.61 feet to an iron pin; South 17 degrees 35 minutes 49 seconds West 31.64 feet to an iron pin; South 17 degrees 28 minutes 31 seconds West 100.07 feet to an iron pin set in the western line of said right-of-way, northeast corner of the Randolph Hospital tract; thence North 74 degrees 45 minutes 30 seconds West 281.46 feet to an iron pin; thence the same course and bearing continued an additional 119.03 feet to an iron pin set behind the curb near the hospital parking deck; thence North 15 degrees 12 minutes 8 seconds East 100.33 feet to an iron pin; thence North 15 degrees 33 minutes 00 seconds East 190.34 feet to a point not set in the southern line of the right-of-way of Miller Street described by the instrument recorded in Book 1251, Page 855, Randolph County Registry; thence North 89 degrees 00 minutes 12 seconds East 11.89 feet to a point not set, the northwest corner of the Randolph Hospital, Inc. 0.937 -acre parking lot described in Book 1227, Page 1515 and 1233, Page 1325, Randolph County Registry; thence South 15 degrees 8 minutes 25 seconds West 182.20 feet to an iron in; thence South 88 degrees 39 minutes 33 seconds East 58.24 feet to an iron pin; thence South 10 degrees 54 minutes 7 seconds West 10.68 feet to an iron pin; thence South 79 degrees 32 minutes 33 seconds East 49.71 feet to an iron pin; thence North 12 degrees 15 minutes 59 seconds East 10.02 feet to an iron pin; thence South 79 degrees 28 minutes 20 seconds East 47.21 feet to an iron pin; thence North 13 degrees 41 minutes 25 seconds East 95.95 feet to an iron pin; thence South 78 degrees 54 minutes 45 seconds East 48.58 feet to an iron pin; thence North 17 degrees 32 minutes 00 seconds East 6.69 feet to the southwest corner of the Ingram property; thence along the southern line of said property South 77 degrees 47 minutes 36 seconds East 197.55 feet to the point and place of the BEGINNING, and containing 1.709 acres, more or less. The above description is taken from a map prepared by Steven D. Brown, R.L.S., dated October 24, 1998, a and designated as Job Number 98-050. Parcel #10 Tax Parcel #7751857242 (Parking Lot) That certain lot or parcel of land situated in the Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEING all of that tract lying west of North Fayetteville Street and being more specifically described as follows: BEGINNING at an existing iron pipe, said point being the southwest corner of the property conveyed to Randolph Hospital, Inc. and recorded in Deed Book 2073, Page 2016, Randolph County Registry; thence from said beginning point North 79 degrees 29 minutes 28 seconds West 106.30 feet to an existing iron pipe; thence South 17 degrees 21 minutes 33 seconds West 35.29 feet to an existing iron pipe; thence South 77 degrees 47 minutes 36 seconds East 197.55 feet to an existing iron pipe in the western right-of-way line of North Fayetteville Street; thence along the western right-of-way line of North Fayetteville Street North 17 degrees 35 minutes 09 seconds East 35.29 feet to a point not set; thence North 79 degrees 29 minutes 28 seconds West 106 feet to the point and place of beginning. This tract is a rectangular tract of land lying south of the property described in Deed Book 2073, Page 2016, Randolph County Registry. NPGB01:3259864.2 This legal description is drawn in accord with a survey prepared by Steven D. Brown, P.L.S., dated September 6, 2007 and specified as Job No. 94003 Ingram. Parcel #11 Tax Parcel #7751858219 (465 North Fayetteville Street) That certain lot or parcel of land situated in the Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEING all of that tract lying west of North Fayetteville Street and being more specifically described as follows: BEGINNING at a point not set in the southwestern corner of the intersection of North Fayetteville Street and Miller Street, thence along the southern right of way line of Miller Street North 87 degrees 55 minutes 52 seconds West 105.95 feet to an existing iron pipe; thence South 64 degrees 30 minutes 54 seconds West 18.13 feet to an existing iron pipe; thence along the eastern line of Randolph Hospital, Inc. South 02 degrees 28 minutes 48 seconds West 92.09 feet to an existing iron pipe; thence along a new line South 79 degrees 29 minutes 28 seconds East approximately 106 feet to a point not set in the western right-of-way of North Fayetteville Street; thence along the western right-of-way line of North Fayetteville Street North 17 degrees 35 minutes 09 seconds East 124.21 feet to the point and place of Beginning. This legal description is drawn in accord with a survey prepared by Steven D. Brown, P.L.S. dated September 6, 2007 and specified as Job No. 94003 Ingram. Parcel #12 Tax Parcel #7751758403 That certain tract of land situated in Asheboro Township, Randolph County, North Carolina, as more particularly described as follows: BEGINNING at a nail at the intersection of the western right -of -way line of White Oak Street and the northern right-of-way line of Foust Street; thence with the northern right-of-way line of Foust Street the following three (3) courses and distances: 1) North 72 degrees 18 minutes 00 seconds West 98.62 feet to a point; 2) North 76 degrees 49 minutes 00 seconds West 62.37 feet to a point, and 3) North 84 degrees 30 minutes 01 seconds West 83.18 feet to a point; thence leaving the northern right-of-way line of Foust Street and running with the eastern and northern lines of property now or formerly owned by R.O. Handley and described in that certain deed recorded in Book 1145, Page 924, Randolph County Registry, North 06 degrees 27 minutes 00 seconds East 217.24 feet to a point and North 82 degrees 57 minutes 00 seconds West 118.35 feet to a set iron rod; thence with the line of property now or formerly owned by N. T. Brown and described in that certain deed recorded in Book 1309, Page 983, Randolph County Registry, North 02 degrees 14 minutes 00 seconds West 27.66 feet to a set iron rod and North 08 degrees 12 minutes 00 seconds East 99.39 feet to a set iron rod; thence with the eastern line of the property now or formerly owned by B. L. Parrish and described in that certain deed recorded in Book 1113, Page 288, Randolph County Registry, North 03 degrees 23 minutes 40 seconds East 195.85 feet to an existing iron rod in the line of L. Estoria; thence with the eastern and northern lines of property now or formerly owned by L. Estoria and described in that certain deed recorded in Book 428, Page 12, Randolph County Registry, North 03 degrees 32 minutes 49 seconds West 49.42 feet to an existing iron rod and South 88 degrees 40 minutes 40 seconds West 29.40 feet to an existing iron pipe in the line of R. A. Norman; thence with the eastern line of property now or formerly owned by R. A. Norman and described in that certain deed recorded in Book 1347, Page 55, Randolph County Registry, North 04 degrees 06 minutes 58 seconds West 74.25 feet to an existing iron rod in the line of P. V. Hinshaw; thence with the eastern line of property now or formerly owned by P. V. Hinshaw and described in that certain deed recorded in Book 1215, Page 1598, Randolph County Registry, North 12 degrees 35 minutes 12 seconds East 93.85 feet to an existing iron pipe in the line of P. C. McGrady; thence with the southern and eastern lines of property now or formerly owned by P. C. McGrady South 84 degrees 43 minutes 20 seconds NPGB01:3259864.2 East 14.78 feet to an existing iron pipe and North 04 degrees 00 minutes 04 seconds East 109.09 feet to an existing iron pipe located in the southern right-of-way line of West Presnell Street; thence with the southern right-of-way line of West Presnell Street South 85 degrees 08 minutes 04 seconds East 74.08 feet to an existing iron pipe; thence leaving the southern right-of-way line of West Presnell Street and running with the western line of property now or formerly owned by E. Hartley and described in that certain deed recorded in Book 782, Page 521, Randolph County Registry, South 04 degrees 03 minutes 02 seconds West 110.62 feet to an existing iron pipe located at the southwest corner of the property of E. Hartley; thence with the southern line of properties now or formerly owned by E. Hartley and S. Bulls South 83 degrees 13 minutes 01 seconds East 109.30 feet to an existing iron pipe located at the southeast corner of the property of S. Bulls; thence with the eastern line of S. Bulls North 05 degrees 16 minutes 25 seconds East 149.85 feet to an existing iron pipe located in the southern right-of-way line of West Presnell Street; running thence with the southern right- of-way line of West Presnell Street South 84 degrees 45 minutes 00 seconds East 65.47 feet to an existing iron pipe; thence leaving the southern right-of-way line of West Presnell Street and running with the western lines of property now or formerly belonging to J. C. Stephenson and C. F. Powers South 05 degrees 05 minutes 05 seconds West 249.05 feet to an existing iron pipe located at the northwestern corner of the property now or formerly belonging to L. Tumeneng; thence with the western line of said L. Tumeneng property South 05 degrees 41 minutes 58 seconds West 48.13 feet to an existing iron pipe; thence South 04 degrees 38 minutes 43 seconds West 50.13 feet to an existing iron pipe located in the northern line of property now or formerly belonging to Ferree Educational and Welfare Fund and described in that certain deed recorded in Book 1147, Page 381, Randolph County Registry; thence with the northern and western property lines of said Ferree Educational and Welfare Fund North 80 degrees 36 minutes 31 seconds West 79.42 feet and South 03 degrees 03 minutes 48 seconds West 50.17 feet to an existing iron rod; thence North 88 degrees 35 minutes 37 seconds East 27.84 feet to an existing iron rod located in the western line of property now or formerly belonging to J. T. Murphy and described in that certain deed recorded in Book 1120, Page 367, Randolph County Registry; thence with the western property line of said J. T. Murphy South 04 degrees 09 minutes 27 seconds West 203.28 feet to a set iron rod at the northwestern corner of the property now or formerly owned by J. M. Rich, Jr. and described in that certain deed recorded in Book 1139, Page 284, Randolph County Registry; thence with the property line of said J. M. Rich, Jr. South 04 degrees 10 minutes 00 seconds East 54.85 feet to an iron rod set, South 09 degrees 10 minutes 00 seconds East 24.23 feet to an iron rod set in the northern line of the property conveyed to Professional Village Inc. of Asheboro by deed recorded in Book 1176, Page 1045, Randolph County Registry, and South 79 degrees 09 minutes 50 seconds East 56.96 feet to an existing iron rod; thence South 13 degrees 44 minutes 34 seconds West 69.28 feet to a point located at the southwestern corner of the property now or formerly owned by L. J. Sanzenbacher and described in that certain deed recorded in Book 1162, Page 2099, Randolph County Registry; thence with the southern line of said Sanzenbacher South 78 degrees 18 minutes 29 seconds East 151.95 feet to an existing iron pipe located in the western right-of-way line of White Oak Street; thence with the western right-of-way line of White Oak Street South 16 degrees 39 minutes 00 seconds West 174. 29 feet to the POINT AND PLACE OF BEGINNING, and containing approximately 2.498 acres as shown on Map One of survey entitled "Professional Village Inc. of Asheboro" dated Sept. 16, 1996, revised Oct. 2, 1996, and approximately 1.619 acres as shown on Map Two of survey entitled "Professional Village Inc. of Asheboro" dated October 1, 1996, both maps prepared by Roland D. Ward, Registered Land Surveyor, Surveying Services. TOGETHER WITH all of Grantor's right, title and interest in and to that certain 20 -foot access easement reserved to Grantor in that certain deed recorded in Book 1109, Page 201, Randolph County Registry, and as shown on the above -referenced Map One. NPGB01:3259864.2 EXHIBIT B Permitted Exceptions As to Parcel 41, Plat of survey by Steve D. Brown, RLS, dated 5/20/2001, shows Storm Sewer (s), Curb & Gutter, Spur Track of Norfolk & Southern Railway Co., and above ground tank(s) located on insured premises. As to Parcel 45, easement to Carolina Power & Light recorded on December 14, 1989 in Book 1250, Page 176. As to Parcel 46, easement to Carolina Power and Light recorded June 7, 1990 in Book 1262, Page 704. As to Parcels 47, 8 and 9, easement to Carolina Power and Light recorded December 14, 1989 in Book 1250, Page 176. As to Parcel 410, Right of Way to the City of Asheboro and the State Highway and Public Works Commission recorded April 7, 1950 in Book 363, Page 496. As to Parcel 411, Right of Way to the City of Asheboro and the State Highway and Public Works Commission recorded April 7, 1950 in Book 363, Page 496. As to Parcel 412, • Purchase Money Deed of Trust to Professional Village Inc. of Asheboro dated 1/27/1997 and recorded 1/28/1997 in Book 1487, Page 344 for $1,450,000.00. The maturity date is 2/1/2012. • Assignment of Leases recorded 1/28/1998 in Book 1487, Page 350. • Easement to Carolina Power and Light Company recorded in Book 885, Page 64, Randolph County Registry. • Easement to Dr. James M. Rich, Jr., P.A., recorded in Book 1176, Page 1772, Randolph County Registry. • No warranty is given as to the "hatched area" shown on survey dated September 16, 1996, by Roland D. Ward, RLS, is excluded from coverage. • Rights of others in and to the twenty -foot access easement reserved in Book 1109, Page 201, Randolph County Registry. • Rights of tenant(s) in possession under unrecorded lease(s). • Rights of others in and to the continued uninterrupted flow of the creek crossing subject property. • The following matters that are shown on survey dated September 16, 1996 (Map One) and October 1, 1996 (Map Two), by Roland D. Ward, Registered Land Surveyor: a) twenty -foot sanitary sewer easement to the City of Asheboro containing eight -inch sewer line; b) overhead power line and power poles; c) storm sewer crap and catch basins; d) encroachment of pavement onto adjoining property; e) encroachment of concrete wall onto subject property; and f) hatched area not covered in deed. • The exact location (including gaps, gores and boundary line disputes) of the boundary line separating that portion of subject property adjoining properties now or formerly owned by J. M. Rich, Jr., and L. J. Sanzenbacher. NPGB01:3259864.2 EXHIBIT A Legal Description Parcel #1 Tax Parcel #7751747722 (219 Foust Street) That certain tract or parcel of land situate in Randolph County, North Carolina and more particularly described as follows: BEGINNING at an iron pin marking the intersection of the southern line of the right-of-way of Foust Street with the eastern right-of-way line of North Church Street, and running thence along the southern right-of- way line of Foust Street North 84 degrees 53 minutes 18 seconds East 68.43 feet to an iron pin; thence South 86 degrees 55 minutes 45 seconds East 245.45 feet to a PK nail; thence following the radius of a curve having a radius of 483.19 feet along said right-of-way South 79 degrees 52 minutes 9 seconds East a chord distance of 93.86 feet to a PK nail; thence South 72 degrees 38 minutes 36 seconds East 78.62 feet to an iron pin set in the western line of the right-of-way of White Oak Street; thence South 10 degrees 37 minutes 24 seconds West 70.46 feet to an iron pin; thence South 18 degrees 46 minutes 46 seconds West 277.54 feet to an iron pin; thence South 22 degrees 19 minutes 50 seconds West 87.07 feet to an iron pin; thence South 19 degrees 45 minutes 12 seconds West 85.95 feet to an iron pin, the northeast corner of the Bobby R. King property described in Book 1248, Page 222m Randolph County Registry; thence North 73 degrees 38 minutes 32 seconds West 256.39 feet to an iron pin set in concrete in the eastern line of the right-of-way of the spur track of the Norfolk and Southern Railway Company, thence 14 degrees 14 minutes 28 seconds East 356.66 feet to an iron pin; thence North 73 degrees 24 minutes 57 seconds West 5.10 feet; thence North 85 degrees 54 minutes 32 seconds West 96.27 feet to an iron pin; thence South 14 degrees 19 minutes 28 seconds West 87.69 feet to an iron pin; thence North 10 degrees 3 minutes 32 seconds West 202.31 feet to the point and place of the BEGINNING, and containing 3.7817 acres, more or less. The above description is taken from the map prepared for Randolph Hospital, Inc., by Steven D. Brown, RLS, and dated May 20, 2001. Parcel #2 Tax Parcel #7751756868 (261 West Presnell Street) That certain tract or parcel of land situate in Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEGINNING at a new iron pipe in the southern margin of the right of way of West Presnell Street, said beginning point being approximately 418 feet from the centerline of White Oak Street, and said beginning point also being North 86 degrees 25 minutes 25 seconds West 125.84 feet along the said margin of said right of way of West Presnell Street from a concrete right of way monument, and said beginning point also being the northern common corner of Lots Nos. 27 and 26 of Oakdale Subdivision; thence from said beginning point, South 03 degrees 00 minutes 00 seconds West 109.18 feet along the common boundary of Lots Nos. 27 and 26 to an existing iron pipe, said point being the southern common corner of Lots Nos. 27 and 26; thence North 85 degrees 00 minutes 00 seconds West 50.00 feet, along the southern boundaries of Lots Nos. 27 and 28 and a portion of the northern boundary of Lot No. 34 to a new iron pipe, said point being the southern common corner of Lots Nos. 28 and 29; thence North 03 degrees 00 minutes 00 seconds East 107.94 feet along the common boundary of Lots Nos. 28 and 29 to a new iron pipe, in the southern margin of the said right of way of West Presnell Street, and said point being the northern common corner of Lots Nos. 28 and 29; thence South 86 degrees 25 minutes 25 seconds East 49.97 feet along the said southern margin of said right of way of West Presnell Street to the point and place of BEGINNING, and containing 0.125 acres, more or less, and being all of Lots Nos. 27 and 28 of the OAKDALE SUBDIVISON, as shown on plat recorded in Plat Book 1, Page 298, Randolph County Registry. NPGB01:3407736.1 The above description was drawn from an unrecorded survey entitled "Property of Edward W. McGrady et ux Patricia C. McGrady", dated June 26, 1992, by Steven D. Brown, R.L.S., Asheboro, North Carolina, and designated as Job No. 92-061. Parcel #3 Tax Parcel #7751757897 That certain tract or parcel of land situate in Randolph County, North Carolina and more particularly described as follows: Lots 22 and 23, of the Oakdale sub -division. For further reference see plat in Plat Book 1, Page 298 in the Register of Deeds Office of Randolph County. For further reference see deed in Deed Book 782, Page 521 in the Register of Deeds Office of Randolph County and Estate file number 04 E 328 filed at the Randolph County Courthouse. Parcel #4 Tax Parcel #7751843484 (127 MacArthur Street) That certain tract or parcel of land situate in Randolph County, North Carolina and more particularly described as follows: BEGINNING at a new iron rod in the Southern right of way line of McArthur Street, said new iron rod being located West 184 feet along said Southern right of way line from the centerline of North Fayetteville Street, and being the Northwest corner of Rite Aid Discount Pharmacies; thence along the Western line of Rite Aid Discount Pharmacies South 12 degrees 29 minutes West 151.99 feet to an existing iron pipe, Domino's Pizza Northeast corner; thence along Domino's Pizza Northern line: North 78 degrees 08 minutes West 17.70 feet to a new iron rod and North 77 degrees 46 minutes 39 seconds West 57.20 feet to an existing iron pipe, now or formerly E. B. Cannon's Southeast corner; thence along Cannon's Eastern line North 12 degrees 26 minutes 42 seconds East 151.32 feet to an existing iron pipe in the Southern right of way line of McArthur Street; thence along the Southern right of way line South 77 degrees 36 minutes 24 seconds East 75.00 feet to the Beginning, and being the same identical property as described in deed recorded in Book 1228, Page 2047, in the Randolph County Registry. Parcel #5 Tax Parcel #7751852004 (364 White Oak Street) That certain tract or parcel of land, situate, lying and being in Asheboro Township, Randolph County, State of North Carolina, and being bounded on the North by Miller Street, on the West and South by the property of Randolph Hospital, Inc., and on the East by the property of Davis et al and more particularly described and defined as follows: BEGINNING at a stone on Miller Street and running thence West along said street 150 feet to a stone; thence South 188 feet to a stone in Miller's line; thence East 150 feet to a stone, Burn's corner; thence North 210 feet to the beginning, containing 29850 square feet, more or less. The property herein conveyed is the identical property which was conveyed to Minnie Miller, now deceased, by Alfred L. Moody and wife by deed dated January 29, 1913, and duly recorded in the Office of the Register of Deeds of Randolph County, North Carolina, in Book 192 at Page 85. Together with that certain tract or parcel of land situate in Asheboro Township, Randolph County, North Carolina, described as follows: NPGB01:3407736.1 BEGINNING at a stone on Fayetteville Street, J.W. Jolly's corner, running about West J. W. Jolly's line 285 feet to a stone in Jolly's line; thence about North ninety feet to a stone; thence about East 285 feet to a stone on Fayetteville Street; thence ninety feet to the beginning, containing 3/4 acre, more or less. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: BEGINNING at an iron stake, a present corner of the property of Randolph Hospital, Inc., said beginning corner being the southwest corner of the property conveyed to Randolph Hospital, Inc. by deed from Foy Ingram, individually and as executrix of the estate of Christiana C. Ingram, recorded in Book 1047 at Page 829, Randolph County Registry; and running thence from said beginning point, and along the present line of Randolph Hospital, Inc. North 77 degrees 29 minutes West 116 feet to a stake, a present corner of the property of Randolph Hospital, Inc.; thence along the present line of the property of Randolph Hospital, Inc. North 12 degrees 31 minutes East 90 feet to a new corner; thence along a new line, South 77 degrees 27 minutes East 119.43 feet to an iron stake, a present corner of the property of Randolph Hospital, Inc. (the northwest corner of the former Ingram property referred to above); thence along the present property line of Randolph Hospital, Inc. (formerly the Ingram line) South 14 degrees 42 minutes West 90 feet to the point and place of the Beginning. The description as herein used is in accordance with a survey and plat prepared by Clotus Craven, Registered Surveyor, Asheboro, North Carolina, in January, 1973. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: BEGINNING at an iron stake in the Eastern edge of White Oak Street, 173 feet South of the Southeastern intersection of White Oak Street and Miller Street; running thence East along Zell Brown's line 80 feet to an iron stake, Minnie Miller's corner; thence North along Minnie Miller's line 90 feet to an iron stake, Mrs. Raeford Auman's corner; thence West along Auman's line 77-1/2 feet, parallel to Miller Street, to an iron stake in the Eastern edge of White Oak Street; thence South along the Eastern edge of White Oak Street about 86-1/2 feet to the beginning. See deed recorded in Book 621 at Page 28 in the Office of the Register of Deeds for Randolph County, North Carolina. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: BEGINNING at a stake at the Southeast intersection of Cemetery Street (now White Oak Street) and Miller Street, and running thence East along Miller Street 75 feet to a stake, Minnie Miller's corner; thence South along Minnie Miller's line 90 feet to a stake; thence West about 78 feet to a stake, edge of Cemetery Street; thence North along Cemetery Street 86-1/2 feet to the BEGINNING, being the Northern half of Lot No. 2 of the B. F. Miller property, and being the same property conveyed to Tina Auman by Rayford Auman and wife, Evelyn Auman, by deed recorded in Deed Book 308, Page 561, Randolph County Registry. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: BEGINNING at a stake on the East side of White Oak Street (formerly Cemetery Street), the common corner of Lots Nos. 2 and 3; thence East 230 feet to a stake, Minnie Miller Southeast corner; thence South 104-1/2 feet to a stake, Eastern common corner of Lots Nos. 3 and 4; thence North 80 degrees West 244 feet to a stake on the East side of White Oak Street, Western common corner of Lots Nos. 3 and 4; thence North 94- 1/2 feet, with the East side of White Oak Street to the beginning, and being Lot No. 3 of the B. F. Miller Estate as shown by plat recorded in Plat Book 1, Page 238, in the office of the Register of Deeds of Randolph County, North Carolina. NPGB01:3407736.1 See deed recorded in Book 726 at Page 338 in the Office of the Register of Deeds for Randolph County, North Carolina. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: BEGINNING at a stake on the East side of Cemetery Street, Zell Brown's corner, and running thence North 80 degrees East along Zell Brown's line 244 feet to a stake in Zell Brown's corner; thence South 10 degrees West 72-1/2 feet to a stake in Hospital line; thence North 80 degrees West along Hospital line 252 feet to a stake Cemetery Street; thence North 10 degrees East along Cemetery Street 77-1/2 feet to the beginning. Being lot Number four of the B. F. Miller property. See Plot in Plat Book 1, Page 238 in the office of the Register of Deeds for Randolph County. The above is all that lot or parcel of land that was conveyed to Pauline Sheffield by deed of Nora Tysinger et al., dated the 5th day of November, 1938, registered in Book 382, page 309, in the office of the Register of Deeds of Randolph County, North Carolina. Together with that certain tract or parcel of land, situate in Asheboro Township, Randolph County, North Carolina, described as follows: On the West side of North Fayetteville Street and extending West to White Oak Street, originally Cemetery Street, being a part of that parcel of land between the lands of the Randolph Hospital, Incorporated, on the one hand and the lands of W. G. Lewallen and others on the other, conveyed to D. B. McCrary and Allie W. McCrary, his wife, by B. Frank Page, under date of July 28, 1937, (See Book 295, Page 131, in office of Register of Deeds of Randolph County) more particularly described and defined as follows, to wit: BEGINNING at a stake on the West side of North Fayetteville Street, the Southeast corner of The Randolph Hospital property; running thence North 76 degrees 30 minutes West 557 feet along the hospital line to a stake on the East side of White Oak Street, formerly Cemetery Street; thence South 13 degrees 30 minutes West 25 feet along White Oak Street to an iron stake; thence South 76 degrees 30 minutes East 557 feet to a stake on the West side of North Fayetteville Street; thence North along North Fayetteville Street 13 degrees 30 minutes East 25 feet to the beginning, containing 13,925 square feet, more or less, of land. Parcel #6 Tax Parcel #7751852481 (132 West Miller Street) That certain lot or parcel of land situated in the City of Asheboro, Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEGINNING at an iron pipe at the intersection of the North right-of-way line of Miller Street and the East right-of-way line of White Oak Street; thence from said beginning point Northerly along the curve of the East right-of-way line of White Oak Street a chord course and distance of North 7 degrees 25 minutes West 111.31 feet to an iron pipe (said corner having a radius of 356.87 feet and an arc distance of 111.66 feet); thence continuing along the East right-of-way line of White Oak Street North 01 degree 32 minutes 30 seconds East 52.22 feet to an iron pipe, Roland McCord's Southwest corner; thence along McCord's line the following courses and distances: South 89 degrees 50 minutes 30 seconds East 58.45 feet, North 01 degree 26 minutes 30 seconds West 22.27 feet, South 89 degrees 50 minutes East 144.04 feet, and North 00 degrees 53 minutes West 10 feet to an iron pipe, D. T. Kemp's corner in McCord's line; thence North 85 degrees 43 minutes East 97.03 feet along Kemp's line to an iron pipe; thence North 89 degrees 35 minutes 30 seconds East 49.95 feet along Kemp's line to an iron pipe; thence South 01 degree 39 minutes West 195.84 feet along Kemp's line to an iron pipe in the North right-of-way line of Miller Street; thence South 88 degrees 55 minutes West 330.37 feet along the North right-of-way line of Miller Street to the Beginning, containing 1.454 acres. NPGB01:3407736.1 The above description is according to a survey and plat entitled "Survey for Dr. Luke W. Query and Dr. Charles S. Betts", prepared by Moore, Gardner & Associates, Inc., dated April, 1977, and as revised September 12, 1985. Parcel #7 Tax Parcel #7751853199 (Parking Lot) That certain lot or parcel of land situated in the Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEGINNING at an iron pipe in the southern right of way line of Miller Street, G. P. Pritchard's northwest corner; thence with Pritchard's line South 16 degrees 40 minutes West 194.50 feet to a stake; thence North 83 degrees 34 minutes West 58.31 feet to a stake in the eastern margin of a proposed 12 -foot alley, thence with the eastern line of said proposed alley North 15 degrees 24 minutes East 190.75 feet to an iron stake in the Southern right of way line of Miller Street; thence with said right of way line South 86 degrees 08 minutes East 63 feet to the Beginning. Parcel #8 Tax Parcel #7751854198 (Parking Lot) That certain lot or parcel of land situated in the Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEGINNING at a new iron rod in the Southern right of way line of Miller Street, being now or formerly the Northeast corner of J. B. Davis and being East 327.05 feet along said right of way from the centerline of White Oak Street; thence from said beginning point along the Southern right of way line of Miller Street South 82 degrees 43 minutes 12 seconds East 242.96 feet to a new iron rod; thence South 7 degrees 18 minutes 18 seconds West 91.98 feet to an existing iron pipe; thence North 74 degrees 43 minutes 21 seconds West 106.71 feet to an existing iron pipe; thence South 21 degrees 32 minutes 32 seconds West 35.23 feet to an existing iron pipe; thence South 21 degrees 59 minutes 33 seconds West 6.70 feet to a new iron rod and existing iron pipe; thence North 74 degrees 04 minutes 10 seconds West 48.63 feet to a new iron rod; thence South 18 degrees 27 minutes 40 seconds West 96.00 feet to a new iron rod; thence North 74 degrees 37 minutes West 47.25 feet to a new iron rod; thence South 16 degrees 38 minutes West 10.02 feet to a new iron rod; thence North 74 degrees 37 minutes West 49.75 feet to an existing iron pipe; thence North 16 degrees 38 minutes East 10.54 feet to an existing iron pipe; thence along the Eastern line of Davis North 17 degrees 55 minutes 18 seconds East 193.72 feet to the Beginning, containing 0.790 acres. This description is in accord with a survey by Surveying Services dated October 3, 1988 and entitled "Survey for Randolph Hospital, Inc." The above described property is all of the Grantor's property on the South side of Miller Street as shown by deed recorded in Book 1153, Page 503, and Book 393, Page 147, and Book 1227, Page 1515 in the Randolph County Registry. The Grantor also grants its interest in all the property described by deed recorded in Book 1153, Page 503, and Book 393, Page 147, and Book 1227, Page 1515 in the Randolph County Registry, which includes any property it owns within the right of way of Miller Street. NPGB01:3407736.1 Parcel #9 Tax Parcel #7751855094 (Parking Lot) That certain lot or parcel of land situated in the Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEGINNING at an iron pin set in the western line of the 70 -foot -wide right-of-way of North Fayetteville Street in the City of Asheboro, which point is the southeast corner of the Ingram property described in Book 1330, Page 1656 Randolph County Registry; and running thence along said right-of-way South 17 degrees 28 minutes 38 seconds West 47.29 feet to an iron pin; South 17 degrees 9 minutes 25 seconds West 56.61 feet to an iron pin; South 17 degrees 35 minutes 49 seconds West 31.64 feet to an iron pin; South 17 degrees 28 minutes 31 seconds West 100.07 feet to an iron pin set in the western line of said right-of-way, northeast corner of the Randolph Hospital tract; thence North 74 degrees 45 minutes 30 seconds West 281.46 feet to an iron pin; thence the same course and bearing continued an additional 119.03 feet to an iron pin set behind the curb near the hospital parking deck; thence North 15 degrees 12 minutes 8 seconds East 100.33 feet to an iron pin; thence North 15 degrees 33 minutes 00 seconds East 190.34 feet to a point not set in the southern line of the right-of-way of Miller Street described by the instrument recorded in Book 1251, Page 855, Randolph County Registry; thence North 89 degrees 00 minutes 12 seconds East 11.89 feet to a point not set, the northwest corner of the Randolph Hospital, Inc. 0.937 -acre parking lot described in Book 1227, Page 1515 and 1233, Page 1325, Randolph County Registry; thence South 15 degrees 8 minutes 25 seconds West 182.20 feet to an iron in; thence South 88 degrees 39 minutes 33 seconds East 58.24 feet to an iron pin; thence South 10 degrees 54 minutes 7 seconds West 10.68 feet to an iron pin; thence South 79 degrees 32 minutes 33 seconds East 49.71 feet to an iron pin; thence North 12 degrees 15 minutes 59 seconds East 10.02 feet to an iron pin; thence South 79 degrees 28 minutes 20 seconds East 47.21 feet to an iron pin; thence North 13 degrees 41 minutes 25 seconds East 95.95 feet to an iron pin; thence South 78 degrees 54 minutes 45 seconds East 48.58 feet to an iron pin; thence North 17 degrees 32 minutes 00 seconds East 6.69 feet to the southwest corner of the Ingram property; thence along the southern line of said property South 77 degrees 47 minutes 36 seconds East 197.55 feet to the point and place of the BEGINNING, and containing 1.709 acres, more or less. The above description is taken from a map prepared by Steven D. Brown, R.L.S., dated October 24, 1998, a and designated as Job Number 98-050. Parcel #10 Tax Parcel #7751857242 (Parking Lot) That certain lot or parcel of land situated in the Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEING all of that tract lying west of North Fayetteville Street and being more specifically described as follows: BEGINNING at an existing iron pipe, said point being the southwest corner of the property conveyed to Randolph Hospital, Inc. and recorded in Deed Book 2073, Page 2016, Randolph County Registry; thence from said beginning point North 79 degrees 29 minutes 28 seconds West 106.30 feet to an existing iron pipe; thence South 17 degrees 21 minutes 33 seconds West 35.29 feet to an existing iron pipe; thence South 77 degrees 47 minutes 36 seconds East 197.55 feet to an existing iron pipe in the western right-of-way line of North Fayetteville Street; thence along the western right-of-way line of North Fayetteville Street North 17 degrees 35 minutes 09 seconds East 35.29 feet to a point not set; thence North 79 degrees 29 minutes 28 seconds West 106 feet to the point and place of beginning. This tract is a rectangular tract of land lying south of the property described in Deed Book 2073, Page 2016, Randolph County Registry. NPGB01:3407736.1 This legal description is drawn in accord with a survey prepared by Steven D. Brown, P.L.S., dated September 6, 2007 and specified as Job No. 94003 Ingram. Parcel #11 Tax Parcel #7751858219 (465 North Fayetteville Street) That certain lot or parcel of land situated in the Asheboro Township, Randolph County, North Carolina and more particularly described as follows: BEING all of that tract lying west of North Fayetteville Street and being more specifically described as follows: BEGINNING at a point not set in the southwestern corner of the intersection of North Fayetteville Street and Miller Street, thence along the southern right of way line of Miller Street North 87 degrees 55 minutes 52 seconds West 105.95 feet to an existing iron pipe; thence South 64 degrees 30 minutes 54 seconds West 18.13 feet to an existing iron pipe; thence along the eastern line of Randolph Hospital, Inc. South 02 degrees 28 minutes 48 seconds West 92.09 feet to an existing iron pipe; thence along a new line South 79 degrees 29 minutes 28 seconds East approximately 106 feet to a point not set in the western right-of-way of North Fayetteville Street; thence along the western right-of-way line of North Fayetteville Street North 17 degrees 35 minutes 09 seconds East 124.21 feet to the point and place of Beginning. This legal description is drawn in accord with a survey prepared by Steven D. Brown, P.L.S. dated September 6, 2007 and specified as Job No. 94003 Ingram. Parcel #12 Tax Parcel #7751758403 That certain tract of land situated in Asheboro Township, Randolph County, North Carolina, as more particularly described as follows: BEGINNING at a nail at the intersection of the western right -of -way line of White Oak Street and the northern right-of-way line of Foust Street; thence with the northern right-of-way line of Foust Street the following three (3) courses and distances: 1) North 72 degrees 18 minutes 00 seconds West 98.62 feet to a point; 2) North 76 degrees 49 minutes 00 seconds West 62.37 feet to a point, and 3) North 84 degrees 30 minutes 01 seconds West 83.18 feet to a point; thence leaving the northern right-of-way line of Foust Street and running with the eastern and northern lines of property now or formerly owned by R.O. Handley and described in that certain deed recorded in Book 1145, Page 924, Randolph County Registry, North 06 degrees 27 minutes 00 seconds East 217.24 feet to a point and North 82 degrees 57 minutes 00 seconds West 118. 35 feet to a set iron rod; thence with the line of property now or formerly owned by N. T. Brown and described in that certain deed recorded in Book 1309, Page 983, Randolph County Registry, North 02 degrees 14 minutes 00 seconds West 27.66 feet to a set iron rod and North 08 degrees 12 minutes 00 seconds East 99.39 feet to a set iron rod; thence with the eastern line of the property now or formerly owned by B. L. Parrish and described in that certain deed recorded in Book 1113, Page 288, Randolph County Registry, North 03 degrees 23 minutes 40 seconds East 195.85 feet to an existing iron rod in the line of L. Estoria; thence with the eastern and northern lines of property now or formerly owned by L. Estoria and described in that certain deed recorded in Book 428, Page 12, Randolph County Registry, North 03 degrees 32 minutes 49 seconds West 49.42 feet to an existing iron rod and South 88 degrees 40 minutes 40 seconds West 29.40 feet to an existing iron pipe in the line of R. A. Norman; thence with the eastern line of property now or formerly owned by R. A. Norman and described in that certain deed recorded in Book 1347, Page 55, Randolph County Registry, North 04 degrees 06 minutes 58 seconds West 74.25 feet to an existing iron rod in the line of P. V. Hinshaw; thence with the eastern line of property now or formerly owned by P. V. Hinshaw and described in that certain deed recorded in Book 1215, Page 1598, Randolph County Registry, North 12 degrees 35 minutes 12 seconds East 93.85 feet to an existing iron pipe in the line of P. C. McGrady; thence with the southern and eastern lines of property now or formerly owned by P. C. McGrady South 84 degrees 43 minutes 20 seconds East 14.78 feet to an existing iron pipe and North 04 degrees 00 minutes 04 seconds East 109.09 feet to an NPGB01:3407736.1 existing iron pipe located in the southern right-of-way line of West Presnell Street; thence with the southern right-of-way line of West Presnell Street South 85 degrees 08 minutes 04 seconds East 74.08 feet to an existing iron pipe; thence leaving the southern right-of-way line of West Presnell Street and running with the western line of property now or formerly owned by E. Hartley and described in that certain deed recorded in Book 782, Page 521, Randolph County Registry, South 04 degrees 03 minutes 02 seconds West 110.62 feet to an existing iron pipe located at the southwest corner of the property of E. Hartley; thence with the southern line of properties now or formerly owned by E. Hartley and S. Bulls South 83 degrees 13 minutes 01 seconds East 109.30 feet to an existing iron pipe located at the southeast corner of the property of S. Bulls; thence with the eastern line of S. Bulls North 05 degrees 16 minutes 25 seconds East 149.85 feet to an existing iron pipe located in the southern right-of-way line of West Presnell Street; running thence with the southern right- of-way line of West Presnell Street South 84 degrees 45 minutes 00 seconds East 65.47 feet to an existing iron pipe; thence leaving the southern right-of-way line of West Presnell Street and running with the western lines of property now or formerly belonging to J. C. Stephenson and C. F. Powers South 05 degrees 05 minutes 05 seconds West 249.05 feet to an existing iron pipe located at the northwestern corner of the property now or formerly belonging to L. Tumeneng; thence with the western line of said L. Tumeneng property South 05 degrees 41 minutes 58 seconds West 48.13 feet to an existing iron pipe; thence South 04 degrees 38 minutes 43 seconds West 50.13 feet to an existing iron pipe located in the northern line of property now or formerly belonging to Ferree Educational and Welfare Fund and described in that certain deed recorded in Book 1147, Page 381, Randolph County Registry; thence with the northern and western property lines of said Ferree Educational and Welfare Fund North 80 degrees 36 minutes 31 seconds West 79.42 feet and South 03 degrees 03 minutes 48 seconds West 50.17 feet to an existing iron rod; thence North 88 degrees 35 minutes 37 seconds East 27.84 feet to an existing iron rod located in the western line of property now or formerly belonging to J. T. Murphy and described in that certain deed recorded in Book 1120, Page 367, Randolph County Registry; thence with the western property line of said J. T. Murphy South 04 degrees 09 minutes 27 seconds West 203.28 feet to a set iron rod at the northwestern corner of the property now or formerly owned by J. M. Rich, Jr. and described in that certain deed recorded in Book 1139, Page 284, Randolph County Registry; thence with the property line of said J. M. Rich, Jr. South 04 degrees 10 minutes 00 seconds East 54.85 feet to an iron rod set, South 09 degrees 10 minutes 00 seconds East 24.23 feet to an iron rod set in the northern line of the property conveyed to Professional Village Inc. of Asheboro by deed recorded in Book 1176, Page 1045, Randolph County Registry, and South 79 degrees 09 minutes 50 seconds East 56.96 feet to an existing iron rod; thence South 13 degrees 44 minutes 34 seconds West 69.28 feet to a point located at the southwestern corner of the property now or formerly owned by L. J. Sanzenbacher and described in that certain deed recorded in Book 1162, Page 2099, Randolph County Registry; thence with the southern line of said Sanzenbacher South 78 degrees 18 minutes 29 seconds East 151.95 feet to an existing iron pipe located in the western right-of-way line of White Oak Street; thence with the western right-of-way line of White Oak Street South 16 degrees 39 minutes 00 seconds West 174. 29 feet to the POINT AND PLACE OF BEGINNING, and containing approximately 2.498 acres as shown on Map One of survey entitled "Professional Village Inc. of Asheboro" dated Sept. 16, 1996, revised Oct. 2, 1996, and approximately 1.619 acres as shown on Map Two of survey entitled "Professional Village Inc. of Asheboro" dated October 1, 1996, both maps prepared by Roland D. Ward, Registered Land Surveyor, Surveying Services. TOGETHER WITH all of Grantor's right, title and interest in and to that certain 20 -foot access easement reserved to Grantor in that certain deed recorded in Book 1109, Page 201, Randolph County Registry, and as shown on the above -referenced Map One. NPGB01:3407736.1 POST -CLOSING AGREEMENT Pursuant to the terms of a Promissory Note and Loan Agreement and other loan documents dated of even date herewith, RANDOLPH COUNTY, a public body politic and political subdivision of the State of North Carolina (" Coun "), has made a loan to AMERICAN HEALTH CARE SYSTEMS, LLC (`Borrower") in the principal amount of up to $12,000,000.00 (the "Loan"). The undersigned agrees and acknowledges that as a condition of the County's agreement to close the Loan, the undersigned shall provide to the County on or before a second disbursement under the Loan the following: A final title insurance policy in the amount of up to $12,000,000.00 with access, zoning, future advance, comprehensive and other endorsements required by the County; 2. An amended or supplemented opinion from VMG Holdings, LLC d/b/a VMG Health that the hospital stabilization plan as presented by the Borrower demonstrates a financially sustainable health care service model for the community in which Randolph Health is located, as required as a funding condition under the certain letter from the State and Local Government Finance Division and the Local Government Commision to the County dated May 4, 202, and which opinion is approved by the LCG and County in their sole discretion, which discretion shall not be unreasonably withheld. This the 1 st day of July, 2021. BORROWER: AMERICAN HEALTHCARE SERVICES, LLC, a Virginia limited liability company By: Print Name Title: CEO Michael M, Sarian NPGB01:3408849.1 RANDOLPH COUNTY RURAL HEALTHCARE STABILIZATION CAPITAL PROJECT ORDINANCE BE IT ORDAINED by the Board of the Randolph County Commissioners that, pursuant to section 13.2 of Chapter 159 of the General Statutes of North Carolina, the following capital project ordinance is hereby adopted: Section 1. As a result of the loan received under the Rural Health Care Stabilization Program, Randolph County has the ability to finance critical capital needs at the Asheboro hospital facility recently acquired by American Healthcare Systems. This financing assists the new hospital to maintain and improve essential health care services for the public. Section 2. The officers of Randolph County are hereby authorized to proceed with the capital project in accordance with all General Statutes of North Carolina and within terms of the contracts approved by the Randolph County Board of Commissioners. Section 3. The following amounts are appropriated for expenditures for the capital proj ect: Capital Needs $ 12,000,000 TOTAL: 12,000,000 Section 4. The following amounts are anticipated to be available to complete this capital project: Proceeds from Rural Health Care Stabilization Loan $ 12,000,000 TOTAL: 12,000,000 Section 5. The Finance Officer is hereby directed to maintain within the Capital Project Fund sufficient specific detailed accounting records to satisfy the requirements of General Statutes of North Carolina. Section 6. Funds may be advanced from the General Fund for the purpose of making payments as due. Reimbursement should be made in an orderly and timely manner. Any advances between fiscal years must be approved by the Board of Commissioners. Section 7. This Capital Project Ordinance shall be entered in the minutes of the Board of the Randolph County Commissioners and after adoption copies of this Ordinance shall be filed with the finance officer, the budget officer, and the clerk to the board. Section 8. This Capital Project Ordinance is adopted on July 6, 2021 and shall continue in effect until the project is completed. Upon motion of , seconded by , the foregoing ordinance was passed by the following vote: Ayes: 5 Noes: 0 I, Dana S. Crisco, Clerk to the Board of the Randolph County Commissioners, do hereby certify that the foregoing ordinance was duly adopted by the governing body of Randolph County at a regular meeting thereof, a quorum being present. This the 6th day of July, 2021. Clerk to the Board AREA TABLE EASEMENT TYPE TEMP ACCESS +1 .... ...... kwomme- EXHIBIT A THIS MAP MAY NOT BE A CERTIFIED SURVEY AND HAS NOT BEEN REVIEWED BYA LOCAL GOVERNMENT AGENCY FOR COMPLIANCE WITH ANYAPPLICABLE LAND DEVELOPMENT REGULATIONS AND HAS NOT BEEN REVIEWED FOR COMPLIANCE WITH RECORDING REQUIREMENTS FOR PLATS. z < :1 95 < ',,SITE RU' -H', ACRES SQ. FT, 0.048rr 2,111 0,000 0000 1.309 57,003 Coco 0000 SUBJECT BOUNDARY LINE TEMP ACCESS +1 .... ...... kwomme- LINE TABLE SCALE I"= 60' LINE LINE LEGEND 60 30 0 SO N86*211'53"E SUBJECT BOUNDARY LINE LEGEND S69'4522"W ADJOINER BOUNDARY LINE • COMPUTED POINT 205.07' - - - - - - - - - - - USSE-UTILITY SURFACE STATION EASEMENT I� PTOP-PINCH TOP IRON 1-6 ----------- EXISTING EASEMENT A RBF-REBAR FOUND 4i TCE-TEMPORARY CONSTRUCTION EASEMENT L8 S13'49'56"E 10.20' TREE LINE @ IPS -IRON PIPE SET 1-10 EDGE OF GRAVEL/SOIL DRIVE )Or _ UTILITY POLE NST°30'40'1.'V — EIP —ElP - EDGE OF PAVEMENT DB DEED BOOK Owl - - — RIGHT OF WAY LINE PB PLAT BOOK —UC—uc— UNDERGROUND COMMUNICATIONS PG PAGE TRACT 4800 1\1 PIN; 6708607893 1 THOMAS 0 DB 2578 PG 601 TRACT I2 -FIRST AND SECOND TRACT 1/2" REIF N: 780,809,17� E: 1,807,516.66 NOTES 1, SUBJECT PROPERTY SURVEYED AND MAPPED FOR: DUKE ENERGY/PIEDMONT NATURAL GAS. 2. AREA BY COORDINATE COMPUTATION METHOD. 3, ALL DISTANCES ARE HORIZONTAL GROUND IN U.S, SURVEY FEET, 4, PROPERTY SUBJECT TO ANY VALID & ENFORCEABLE EASEMENTS, RESTRICTIONS, & RIGHTS OF WAY. 5, SURVEY IS BASED ON PHYSICAL EVIDENCE AND EXISTING MONUMENTATION FOUND DURING THIS SURVEY. 6, NO GRID COORDINATES AS SHOWN HEREON ARE BASED UPON GPS OBSERVATIONS UTILIZING NCGS' NETWORK RTK SYSTEM AND ARE REFERENCED TO THE NAD 83(NSRS 2011) DATUM. COMBINED FACTOR 0.999906199. IF 999906199IF SHOWN, VERTICAL POSITIONS ARE REFERENCED TO NAVD 88 (GEOID 12A). PIN'8708812608 LINE TABLE COUNTY OF RANDOLPH LINE BEARING LENGTH Ll N86*211'53"E 30.49' L2 S69'4522"W 46.27' L4 S 14'1 4'07'VV 205.07' L5 N05*25'02"W 14,11, 1-6 N04*53'15"W 14.05' L7 N81 °46'24"E 29,96' L8 S13'49'56"E 10.20' -9 S69 49'25"W 29,57' 1-10 N11 11 8127W 15.07' L11 NST°30'40'1.'V 31.05' L12 S69°49'25"W 0,751 TRACT 4800 1\1 PIN; 6708607893 1 THOMAS 0 DB 2578 PG 601 TRACT I2 -FIRST AND SECOND TRACT 1/2" REIF N: 780,809,17� E: 1,807,516.66 NOTES 1, SUBJECT PROPERTY SURVEYED AND MAPPED FOR: DUKE ENERGY/PIEDMONT NATURAL GAS. 2. AREA BY COORDINATE COMPUTATION METHOD. 3, ALL DISTANCES ARE HORIZONTAL GROUND IN U.S, SURVEY FEET, 4, PROPERTY SUBJECT TO ANY VALID & ENFORCEABLE EASEMENTS, RESTRICTIONS, & RIGHTS OF WAY. 5, SURVEY IS BASED ON PHYSICAL EVIDENCE AND EXISTING MONUMENTATION FOUND DURING THIS SURVEY. 6, NO GRID COORDINATES AS SHOWN HEREON ARE BASED UPON GPS OBSERVATIONS UTILIZING NCGS' NETWORK RTK SYSTEM AND ARE REFERENCED TO THE NAD 83(NSRS 2011) DATUM. COMBINED FACTOR 0.999906199. IF 999906199IF SHOWN, VERTICAL POSITIONS ARE REFERENCED TO NAVD 88 (GEOID 12A). PIN'8708812608 IMPT NTRACT 4950 P COUNTY OF RANDOLPH PIN- IIA 8708706808 A BODY POLITIC IV, a DB 2581 PG 995 COUNTY OF RANDOLPH MEGASITE PARCEL 76 REGIONAL LAND SURVEYORS, INC. 8642 WEST MARKET STREET, SUITE 100 FARM RD VICINITY MAP: T' = 2000' FWWWWA OWA LVAOW5,6I IMPT NTRACT 4950 P PIN- IIA 8708706808 IVA IVA ZEMAN ININA IV, a COUNTY OF RANDOLPH low, REGIONAL LAND SURVEYORS, INC. 8642 WEST MARKET STREET, SUITE 100 A BODY POLITIC low, GREENSBORO, NORTH CAROLINA 27409 ENERGYa 2w, JOB NUMBER' 1914.00 LIBERTYTOWNSHIP LIBERTY, RANDOLPH COUNTY, NORTH CAROLINA PIEDMONT NATURAL GAS SUBSIDIARY OF DUKE ENERGY 550 S.TRYON STREET CHARLOTTE, N.C. 28202 TELEPHONE NO. (704)382.2361 OF 1 R IVA 15809 !B 2581 PG 996 PERMANENT EASEMENT ' - AREA 0.048 ACRES TRACT 4900 PIN: 8708800779 q GREENSBORO RANDOLPH MEGASITE FOUNDATION INC. SEE DETAIL - �,zrU, dUJlz A NORTH CAROLINA k NON-PROFIT CORPORATION caDB 2570 PG 1017 PARCEL 2 5 3� FEB 28 PG 71 LOT4 1;27'FT0P - N: 780,825.79 .11807,590-96 % CRUTCHFIEL, 1ARM a,. DETAIL fi CERTIFICATION 1, DAVID A. CLARK, CERTIFY THAT THIS PLATWAS DRAWN UNDER MYSUPrRVISION FROM AN ACTUAL SURVEY MADE UNDER MY SUPERVISION (DEED DESCRIPTION SEL RECORDED IN DEED BOOK 2581 PAGE 095); THATTHE BOUNDARIES NOT SURVEYED ARE CLEARLY INDICATED AS DRAWN FROM INFORMATION AS NOTED; THAT THE. RATIO OF PRECISION IS 1: 10,000+: AND THAT THIS MAP MEETS THE L-4649 = REQUIREMENTS OF THE STANDARDS OF PRACTICE FOR LAND SURVEYING IN NORTH CAROLINA 12 N CA,C, 56.1600 PURSUANT TO G.S. 47-30 (F)(11)(C)(4) THIS SURVEY IS OF A PROPOSED EASEMENT FOR A PUBLIC UTILITY AS DEFINED IN G.& Q ANO - 623' AND MEETS THE ATTACHMENT RULES OF G.S. 47.30 (I THE SUR THIS EXHIBIT IS FOR RIGHT OF WAY OR EASEMENT ACQUISITION ONLY AND IS NOT INTENDED TO BEA BOUNDARY SURVEY OF THE PROPERTY SHOWN HEREON, DAVID A. CLARK, PLS L-4649 PIEDMONT NATURAL GAS COMPANY, INC EASEMENT EXHIBIT EASEMENT ACROSS THE LAND OF UKE COUNTY OF RANDOLPH REGIONAL LAND SURVEYORS, INC. 8642 WEST MARKET STREET, SUITE 100 A BODY POLITIC GREENSBORO, NORTH CAROLINA 27409 ENERGYa NO FIRM LICENSE NO, C-1362 JOB NUMBER' 1914.00 LIBERTYTOWNSHIP LIBERTY, RANDOLPH COUNTY, NORTH CAROLINA PIEDMONT NATURAL GAS SUBSIDIARY OF DUKE ENERGY 550 S.TRYON STREET CHARLOTTE, N.C. 28202 TELEPHONE NO. (704)382.2361 OF 1 REVISION DATES DATE: 12/16/2020 DRAWN BY: GEP 15809 !B 2581 PG 996 PROD. #: 0231253 TRACT #: 4950 LSC MAP 115809-006761