VILLAGE OF MARVIN  10004 New Town) Road Marvin, NCI 28173 |Tel: (704)843-1680 Fax: (704) 843-1660 w www.marvinne,org  VILLAGE COUNCIL MEETING MINUTES May 11,2021 - 6:30pm Village Hall, 10004 New Town Road Regular Meeting (Virtual Meeting)  A. AGENDA ITEM 1. Call to Order Absent: None  Mayor Pollino called the meeting to order at 6:30pm and determined a quorum was present. Present: Mayor Pollino, Mayor Pro Tem Vandenberg, Councilman Lein, Councilman Wortman Staff Present: Christina Amos, Austin W. Yow, Rohit Ammanamanchi, Jamie Privuznak, Chaplin Spencer MOTION: Mayor Pro Tem Vandenberg moved to allow Councilman Marcolese toj participate remotely.  Present Virtually: Councilman Marcolese  2. Consider Allowing Councilmembers to Participate Remotely  VOTE: The motion passed unanimously. 3. Adoption of the. Agenda  Mayor Pro" Tem Vandenberg requested to make the following changes:  Addl New. Business Item #5: Discussion: and Consider. Adoption of] Personnel Policy Revisions, Adding Article III, Section Add New Business Item #6: Discuss and Consider of Entering Supplemental Agreement with SharpePatel CPA in the Amount of $3,870 for Services from May 12,2021 to. June 30, 2021 AND. Authorize Manager tol Execute the Agreement Add New Business Item #7: Discuss and Consider Entering Agreement with United States EPA to Install Temporary Air Monitoring System at Marvin Efird Park AND/OR Village Hall Site (if allowed by Property Owner) to Monitor Air  81 Pay for Interim Assignments.  AND. Authorize Stafft to Prepare al Future Budget Amendment.  Quality AND. Authorize Manager tol Execute Agreement Contingent Upon Attorney Review.  MOTION: Mayor Pro' Tem Vandenberg moved to adopt the agenda as amended.  VOTE: The motion passed unanimously. Pledge of Allegiance Mayor Pollino led the pledge of allegiance. Public Comment Period No comments were given. B. PRESENTATIONS TIME STAMP3:50 1. Recognition of Service of] Mary Sipe  Mayor Pollino presented Mrs. Sipe aj plaque recognizing her service to the Village ofl Marvin, including her service on the PR&G Board. Councilmembers and Staffreflected on working with Mrs. Sipe and thanked her for all shel has done for Marvin. 2. Bonds Grove Church & Waxhaw-Marvin Road Redesign (Consideration of Preferred Alternative) (See attached Rohit Ammanamanchi, Village Planning & Zoning Administrator, introduced Allison Drake and Scott Cole of RS&H, who have been working with Union County on the redesign of the Waxhaw-Marvin Road. Mrs. Drake and Mr. Cole explained the process behind the redesign. They then explained the two reconfiguration options, a signalized intersection, or a roundabout. They spoke about feedback from thej public, which overwhelmingly supported dai roundabout. Council agreed that ar roundabout ist thej preferred  TIME STAMP7:20  presentation, Item B.2., whichi is included as ai reference in these minutes).  option for the intersection.  Page1l11    TIME: STAMP37:55  3. Estates at Marvin Branch Sketch Plan (Discussion Only)  Mr. Ammanamanchi introduced Mark Kime and Robb Klauk ofLandDesign, who have submitted a sketch plan for a proposed major subdivision, the Estates at Marvin Branch. Mr. Ammanamanchi briefly reflected on the recent public  then discussed the proposal in depth. C.F REPORTS AND UPDATES TIME: STAMP 57:25 1. Manager's Report  input meetings. He  a. American Rescue Plan Update b. Disc Golf Update  Christina Amos, Village Manager, stated that she has received initial guidance on funding from the American Rescue Ms. Amos stated that some ofthe parts for the disc golfcourse for Marvin Efird Park have arrived. The Village iss selling sponsorships tol help cover the cost oft the course. A ribbon cutting is planned for the beginning ofJ July. Ms. Amos stated that Canterfield Creek and Weddington Chase have had their new: signs installed. She added that she had received a lot ofi interest from those living onj private and NCDOT roads, as well as Marvin roads. Council  Plan. However, it willi take al lot ofs staff time to analyze the documents.  Street Sign Replacement Update to sell signs to these neighborhoods. d. Roadside Cleanup Update  agreed  Ms. Amos stated that the event had low attendance due to the rainy weather. However, John Baresich, PR&G Board Ms. Amos stated that $52,000 in additional has been secured from the NC Senate and that we are waiting for funding from the NCI House. She added that NCDOT had a recent delay with the right of way acquisition, but that the  Chairman, managed to get a small group together to clean ai few areas.  NCDOT Roundabout ROW Update still: scheduled for summer 2022. Sidewalk Assessment Update  projectis  Ms. Amos reminded Council that there are certain sidewalks in Marvin that the Village will have to for repairs. Ms. Amos briefly asked Council ifthey wanted to change the hours for the officers that direct traffic at New Town and Councilman Lein asked Ms. Amos if AMT Engineering has stated when they plan to fix the road issues in Firethorne, including the sunken manhole covers ands standing water on the corner of Berwick and Firethorne Club.  Council agreed to address these issues as complaints arise. Marvin Road. Council agreed to change the hours to 4pm-6:30pm.  pay  TIME STAMP 1:10:55 Planner's Report  a. Roundabout Lighting Update  Ms. Amos stated that a Union Power representative has not been responsive, but now has responded about the issue. He stated that the delays were due tol NCDOT. The Village is now waiting on a response from NCDOT. Ms. Amos and Mr. Ammanamanchi explained the funding criteria for the grant the Village received from CRTPO to Mr. Ammanamanchi explained that the deed is still held by Publix and should be signed over soon. He stated that Councilman Wortman and Public Facilities Manager Derek Durst have been working to determine how best to develop the site. He also informed Council that the Weddington Chase subdivision wishes to build a connecting sidewalk to connect their subdivision to the pocket park. He then discussed an idea being considered by the PR&G Board to have  b. Update on CRTPO Marvin Loop Trail Grant and Heritage District Relationship  expand the Marvin Loop Trail. Marvin Gardens Pocket Park Update  elementary school students to submit designs for the park's logo.  Page2/11    d. DRB Process for Village Hall Changes No update was given. Innisbrook Trail Easement Update  Mr. Ammanamanchi informed Council that hel has met with a property owner in Innisbrook whoi is amenable ofhousing atrail connection from Innisbrook to thel Preservetrail. He explained that the property owners wouldy want tol bei involved in the design process and the trail connection properly screened. A trail easement, separate from the existing sewer easement, will be needed to build the connection. Council directed Mr. Ammanamanchi and Village Attorney Chaplin  Spencer to secure the needed easement.  TIME STAMP 1:30:00 3. Roads Report  Ms. Amos informed Council that the Village has resolved numerous emergency repairs recently and that the budget amendment will be needed. Council directed Ms. Amos to follow up AMTI Engineering on the road issues in Firethorne and to state that the  Village will deduct the cost of the repairs from future payments ift they do not resolve the issues soon.  TIME STAMP 1:33:25 4. Deputy's Report TIME STAMP 1:38:00 5. Planning Board Chair Report "The Estates at Marvin Branch." TIMESTAMP 1:38:40 6. PR&G Chair Report  Deputy Gallis gave his report on calls received and traffic stops in the past month.  subdivision  Councilman Marcolese briefly reflected on the previous Planning Board Meeting, which focused on the proposed  Mayor Pro Tem Vandenberg informed Council that the PR&G Board has started coming up with ideas for the 2022 Marvin Day Celebration. The Board has added an extra meeting every other month to facilitate the event planning. She added that the D. CONSENT AGENDA (Consent Agenda ltems may be considered: in one motion and ithout discussion except for those ilems removed bya Council  roundabouts have had all the dead plants replaced.  member)  TIME STAMP 1:41:30 VOTE: The motion passed unanimously.  MOTION: Mayor Pro Tem Vandenberg moved to adopt the consent agenda as presented.  1. Consider Adoption of Resolution tol Direct the Clerk to Investigate Petitions Received under G.S. 160A-31 and G.S.  160A-58.1  RS-2021-05-01  Al RESOLUTION DIRECTING THE CLERKTOI INVESTIGATE APETITIONS) RECEIVED UNDER G.S. 160A-31 AND G.S. 160A-58.1  G.S. 160A-31 (Contiguous) Parcels: 06210007A (Bonds Grove Church Road) G.S. 160A-58.1 (Non-Contiguous) Parcels: 06210235 (Chimneys of Marvin)  WHEREAS, petitions requesting annexation of an area described in said petitions have been received by the Marvin Village WHEREAS, G.S. 160A-31 and G.S. 160A-58.1 provide that sufficiency of the petition be investigated by the Clerk ofthe WHEREAS, the Marvin Village Council deems it advisable to proceed ini response to this voluntary annexation request; and Now, THEREFORE, BE IT RESOLVED by the Marvin Village Council that the Village Clerk is hereby directed to investigate the sufficiency of the above-described petition and to certify, as soon as possible, the result ofl her investigation and  Council; and  municipality before further annexation proceedings take place; and  present those findings to the Council.  Page3]11    Adopted this the 11hh day of May 2021.  2. Consider Adoption of General Fund Budget Ordinance to Amend Various Operating Expense Lines in the  Recreation and General Government Operating Department Budgets  Culture and  OR-2021-05-02  AN ORDINANCE AMENDING THE GENERALFUND: BUDGET ORDINANCE  BEI IT ORDAINED by the Village Council oft the Village ofl Marvin, North Carolina that the following amendment be SECTION 1. To amend the General Fund Budget, thei revenues and appropriations are to be changed as shown.  the made to  annual budget ordinance for the fiscal year ending June 30,2021:  TYPE Expense Expense Expense Expense Expense Expense Expense Expense Expense Expense Expense Expense Expense Expense Expense Expense Expense  BUDGET ACCOUNT Operating Culture andi Recreation (Movie Night-A/C4001b) Operating - General Government (Meals- A/C4805) Operating - General Government (Furn/Equip Computers & Equip -A/C4301) Operating - General Government (Furn/Equip - Furn - A/C4302) Salaries - General Government (Salaries - Clerk/Asst to. Admin- - A/C6012) Operating - General Government Advertising A/C4802 Operating General Government (Direct Deposit Fees-A/C6102) Operating- General Government (Mail Chimp - A/C4812€) Operating - General Government (Benefit Serv/Background Check-A/C6103) Operating - Culture and Recreation (Tree Light-A A/C4001c) Operating - Culture and Recreation (General Repairs - A/C6739) Operating Culture and Recreation (Vehicles, Equipment Repair & Maint - A/C6744) Operating - Culture and Recreation (Painting/Staining - A/C6745) Operating - Culture and Recreation (Gas for Vehicles & Equipment - A/C6751) Operating - Culture and Recreation (Fertilizer and Chemicals - A/C6754) Operating - Culture and Recreation (Uniforms- A/C6712) Operating - Culture andi Recreation (Landscaping Mulch - A/C6747)  AMENDMENT AMOUNT ($2,000) $2,000 ($300) $300 ($1,500) $1,500 ($300) $100 $200 ($2,199.64) ($700.36) ($1,000) ($500) ($700) ($200) $400 $1,000  FROM $2,000 $2,500 $4,000 $0 $48,083 $1,200 $4,800 $300 $300 $3,000 $6,500 $5,890 $1,350 $2,730 $2,500 $350 $1,500  TO $0 $4,500 $3,700 $300 $46,583 $2,700 $4,500 $400 $500 $800.36 $5,799.64 $4,890 $850 $2,030 $2,300 $750 $2,500  Page 4/11    Expense Expense Expense Expense Expense  Operating Culture and Recreation (Playground Mulch A/C6750) Operating - Culture and Recreation (Emergency Repairs- A/C6753) Operating Culture and) Recreation (Park Projects - A/C6765) Operating Culture and! Recreation (Landscaping Mulch- - A/C6747) Operating Culture and Recreation (Playground Mulch - A/C6750)  $500 $3,400 ($1,800) $600 $1,200  $1,000 $2,500 $50,500 $1,500 $1,000  $1,500 $5,900 $48,700 $2,100 $2,200  Reason: Toi reallocate $9,1 100i in Operations in the Culture and Recreation Department budget toj pay for emergency tree repairs (e.g., pruning, cabling and bracing) a food truck vendor for the ground-breaking event for the new Administrative Halll building and mulch. In addition, to reallocate $2,100 in Salaries and Operations in the General Government budget for advertising, SECTION:2. Copies oft this budget amendment shall be furnished to the Clerk to the Governing Board, and to the Budget Officer  furniture and equipment, communications and background checks for new employees.  and the Finance Officer for their direction. Adopted this 11th day of May 2021.  3. Consider Adoption of Revised Volunteer Boards Stipends Policy to. Allow Annual Stipends tol Paid in Arrears (See  attached policy, Item C.3., which is includedas areference into these minutes).  4. Consider Adoption of Proclamation Honoring Emergency Medical Services Personnel  PROCLAMATION 2021-05-01  HONORING EMERGENCY MEDICALSERVICES PERSONNEL  WHEREAS, Union EMS was founded in 1985 and has grown to include nearly 150 Paramedics and Emergency Medical Technicians providing full Advanced Life Support and Basic Life Support services to the nearly 250,000 residents of Union WHEREAS, Union EMSI has for more than 35 years continuously served the citizens ofUnion County and, WHEREAS, Union EMS offers additional healthcare services through programs such as the Community Paramedicine Program, S.R.T. Paramedics, who serve alongside the Union County Sheriffs Office, and other specialty service areas; and,  County; and,  WHEREAS, Union County EMS responds to more than 22,000 calls per year; and,  WHEREAS, Union EMS is meeting the challenges of modern healthcare working to be a progressive and evidence-based  healthcare provider; and,  WHEREAS, 2020 has been an extraordinary time for EMS and first responders nationwide; and,  WHEREAS, the COVID 19j pandemic has caused a tremendous strain on Paramedics and EMTs whol have seen increased call volume, increased strain on resources, and increased stress from dealing with al large number of sick patients; and, WHEREAS, while the COVID-19 pandemic is a national healthcare crisis, the paramedics and EMTs of Union EMS have reported to duty day in and day out under these tough circumstances to continue to provide the highest quality of care to the  citizens ofUnion County; and,  Page5]11    WHEREAS, the COVID-19 pandemic was met head on by Union EMS professionals who rose to the challenge and served our  county well throughout the worst oft the virus.  NOW, THEREFORE, I, Joseph E. Pollino. Jr., Mayor of the Village of Marvin, on behalf of the  Council and  National  ini recognition ofl job well done.  EMS Week, does hereby issue this Proclamation ini recognition oft the service Village and dedication ofUnion Citizens,  EMS personnel, and we extend our gratitude and appreciation to all Union EMS personnel. We congratulate Union EMS  fora  IN WITNESS WHEREOF, I have hereunto set my hand and caused the Seal of the Village of Marvin to be affixed  this the 11th day ofN May 2021. Adopted this 11h day ofMay 2021.  5. Accept February 20210 Treasury Report as Presented (Approved Treasury. Reports may be viewed online) 7. Consider Approval of Employment Agreement- Village of Marvin & Christina Alphin-Amos #148869.3  Consider Adoption of Closed Session Minutes from 4/13/21  MOTION: Mayor Pro' Tem Vandenberg moved to take five-minute biol break.  VOTE: The motion passed unanimously. Mayor Pollino reconvened the meeting at 8:22pm.  E. PUBLIC HEARING No hearings were scheduled. F. VILLAGE HALL TIME STAMP 1:42:20  Ms.. Amos updated Council on the pending County permits for Village Hall. She reported that the the sketch plan phase and is now having the construction documents reviewed. She added that she project expects this expedient, as the Village has submitted all the documents. She stated that the grading of the site should start Monday, process May 17.  has made it  through to be  G. UNFINISHED BUSINESS TIME STAMP 1:44:10  Discuss and Consider Adoption of an Ordinance Amending the Charter of the Village of Marvin to  Number of Council Members from Five (5) to Six (6)  Change the  OR-2021-05-01  ANORDIMANCEAMENDINCTHECHARTROP THE VILACEOFMANVINTOGIANGETHENUNBEROT: WHEREAS, pursuant to NCGS $160A-101 and 160A-102, the Marvin Village Council: may adopt an ordinance to amend the WHEREAS, Council unanimously approved ai resolution of intent to consider an ordinance to add one seat to the Council of the WHEREAS, Council conducted a public hearing regarding this Charter change on April 13, 2021 after due notice  COUNCILMEMBERS FROMI FIVE(S)TOSIX()  Village Charter to implement any of the optional forms set out in NCGS $160A-101; and  Village of] Marvin on March 25, 2021; and thereof not less than ten (10) days prior to such hearing.  published  NOWT THEREFORE, BE IT ORDAINED by the Village Council for the Village of Marvin that:  Page6l11    SECTION 1. Pursuant to NCGS $160A-101 and 160A-102 the Marvin Village Council hereby amends the Village Charter, as set forth in Session Law 2007-269 oft the General Assembly of North Carolina, as amended, to change the number of SECTION 2.) Pursuant to NCGS $160A-102, the Village Clerk shall cause a notice to be duly published in the Enquirer Journal, stating that an ordinance amending the Village Charter toj provide an additional council seat! has been adopted. Subject to any referendum petitioned for and conducted pursuant tol NCGS $160A-103, this Ordinance shall be in effect. January 1,2022 with such new council seat elected att the second regularly scheduled municipal election after the adoption date of this Ordinance tos stagger elections ofnewly created council seats (the election oft the council seat added by Ordinance 2019-06-01 is tentatively  Councilmembers from five (5)t to six (6), as authorized under NCGS $160A-101(5); and  scheduled for November 2023 but elections may be rescheduled).  Adopted this the 11"h day of May 2021. VOTE: The motion passed unanimously. TIME STAMP 1:45:30  MOTION: Mayor Pro Tem Vandenberg moved to adopt the Ordinance Amending the Charter of the Village of Marvin to  Change the Number of Council Members from Five (5)tos Six(6).  2. Discussion of Statement of Economic Interest and Code of Ethics Forms  Austin W. Yow, Village Clerk & Assistant to the Manager, explained that only one Planning Board member has not completed and returned their Statement of Economic Interest and Code of Ethics forms. He stated that this member has received numerous emails, phone calls, and reminders to complete the forms by the April 30 deadline. Hei noted that no communications have been returned and that he has not spoken with the member successfully since the March 17 Planning Board Meeting. Council agreed that Planning Board Chairman John Jones should request Council to remove this member from the Planning  Board since! hel has not submitted his forms. TIME STAMP 1:49:25 3. Consider Approval of the Village Hall Financing included as refèrences into these minutes).  Instruments, located at  Marvin School Road AND Authorize  10006  Manager to Execute Agreement with Truist Bank at May 13 Closing. Recognize, Receive, and Appropriate Debt Proceeds, Not to Exceed $1.18 Million, to the' Village Hall Capital Project Fund (See attached documents, Item G.3., which are Jamie Privuznak, Finance Officer, briefly recapped Council's decision to select Truist Bank ast the Village's lender for the' Village Hall project. She added that the Local Government Commission (LGC) has approved the Village to borrow the necessary funds. She then, alongside Village Attorney Chaplin Spencer, briefly discussed the document package and the necessary motions to  move: forward.  RS-2021-XX-XX OTHER RELATED. MATTERS  RESOLUTION OFTHE VUAGECOUNCILOFTNE VILLAGE OF MARVIN, NORTH CAROLINA, APPROVING ANI INSTALLMENT FINANCING CONTRACTAND DELIVERY' THEREOF ANDI PROVIDING FOR CERTAIN WHEREAS, the Village of Marvin, North Carolina (the "Village' ")i is a municipal corporation duly created and validly WHEREAS, the Village has the power, pursuant to the General Statutes of North Carolina to (1) enter into installment contracts in order to purchase, or finance or refinance the purchase of, real or personal property and to finance or refinance the construction or repair of fixtures ori improvements on realj property and (2) create a security interest ins some or all of the property WHEREAS, the Village Council of the Village (the "Village Council") has determined that it is in the best interest of the Village to receive an advance of funds in an aggregate principal amount of not more than $1,180,000 by entering into an installment financing contract (the "Contract' ") with Truist Bank (the "Lender' ") in order to finance the costs of constructing a new Village Hall administrative facility (the "Project" "), and (2) pay the costs related to execution and delivery of the Contract; WHEREAS, the obligation of the Village to make Installment Payments under the Contract is al limited obligation oft the Village payable solely from currently budgeted appropriations of the Village and does not constitute a pledge of the faith and  existing under the Constitution, statutes and laws of the State (the "Siate");  financed or refinanced to secure repayment of the purchase price;  credit of the Village within the meaning of any constitutional debt limitation;  Page 7/11    WHEREAS, in order to provide security for the Village's obligations under the Contract, the  Lender a security interest under a deed of trust, security agreement and fixture filing (the "Deed ofTrus!") Village in the will grant to the simple interest in the site oft the Project, together all improvements and fixtures located thereon (collectively, the Village's fee  Property");  "Mortgaged the pay for means, Village public hearing must be and deliver, as applicable,  WHEREAS, in order to provide for the financing proceeds of the advance to be deposited and disbursed to the Lender and in order to prevent unauthorized or fraudulent wire transfers through cyber (the fraud "Project and other Fund Agreement' the ") with  Project as set forth under the Contract, the Village will enter into a project fund agreement and the Lender will enter into a wire transfer agreement (the "Wire Transfer Agreement" ); held and the Village Council conducted such public hearing at its March 10, 2021 meeting; Fund Agreement and the Wire Transfer Agreement which the Village proposes to approve, enter into  WHEREAS, aj public hearing on the Contract after publication ofai notice with respect to such  WHEREAS, there has been made available tot the Village Council the form ofthe Contract, the Deed ofTrust, the  Project  to effectuate the proposed financing; and  WHEREAS, it appears that each oft the Contract, the Deed of Trust, the Project Fund Agreement and the Wire Transfer Agreement (collectively, the "Instruments") is in appropriate form and is an appropriate instrument for the purposes intended; NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE OF  NORTH  CAROLINA, AS FOLLOWS:  MARVIN,  Section 1. Approval, Authorization and Execution of Instruments. The Village  the  ina accordance with the terms of the Instruments, which willl be valid, legal and binding hereby approves of the financing of the accordance Project with their respective terms. The Village hereby approves the amount to be advanced by obligations the Lender to the Village in the Contract in an aggregate principal amount not to exceed $1,180,000 at an interest rate of2.38% be repaid by the Village to the Lender as provided in the Contract. The form, terms and content of per the annum, Instruments such amount are in all to respects authorized, approved and confirmed, and each oft the Mayor, the Village Manager, the Finance Director and the Clerk or their respective designees (the "Authorized Officers' ") are authorized, empowered and directed to execute Village the Instruments for and on behalf of the Village, including necessary counterparts, in substantially the forms and deliver the Village Council, but with such changes, modifications, additions or deletions therein as shall to them seem presented to or appropriate, their execution thereof to constitute conclusive evidence of their approval of and necessary, all such desirable modifications, additions or deletions, and that from and after the execution and Authorized Officers are hereby authorized, empowered and directed to do all such delivery acts and documents as may be necessary to carry out and comply with the provisions of the Instruments as things executed. and to execute all such Section 2. Further Actions. Each of the Authorized Officers are hereby designated as the behalf of the Village in connection with the transactions contemplated by the Instruments, and Village's each of representatives the are authorized and directed to proceed with the financing of the Project in accordance with the terms of the Authorized Instruments Officers seek opinions on matters of law from the Village Attorney, which the Village Attorney is authorized to furnish on behalf and of the to Village, and opinions of law from such other attorneys for all documents contemplated Authorized Officers are hereby authorized to designate one or more employees of the Village hereby to take required all actions by law. which Each oft the the Authorized Officers are authorized to perform under this Resolution, and each of the Authorized Officers, designees, are in all respects authorized on behalf of the Village to supply all information contemplated by the Instruments. Each of the Authorized Officers are authorized to execute and deliver pertaining for and on behalfoft the Village any and all additional certificates, documents, opinions or other papers and perform all other acts thel Instruments or as they may deem necessary or appropriate in order to implement and carry out the intent as andj may be required by Resolution. Any and all acts of the Authorized Officers may be done individually or collectively. Section 3. Related. Actions. All acts and doings ofofficers, employees and agents of the after the date of this Resolution, that are in conformity with and in furtherance of the purposes Village, and intents of taken this prior Resolution to, on, or described above shall be, and the same hereby are, in all respects ratified, approved and confirmed. Section 4. Repealer. All motions, orders, resolutions, ordinances and parts thereof, in conflict herewith are hereby repealed. Section 5. Severability. If any section, phrase or provision of this Resolution is for any reason declared to be declaration will: not affect the validity oft ther remainder oft the sections, phrases or provisions of this Resolution. invalid, such  Village pursuant to  of the any  changes,  Instruments, each of the  to act on  as  each their of to the including transactions purposes ofthis  whether  as  Page8/11    Section 6. Effective Date. This Resolution is effective on the date of its adoption.  Read, approved and adopted this 11th day ofl May 2021.  ORDINANCE 2021-XX-XX  CAPITAL PROJECT BUDGET ORDINANCE AMENDMENTH2  WHEREAS, the Village of Marvin Council has approved Capital Project Budget Ordinance 2016-04- 01 for the purpose of constructing a Village Hall, extending thel Marvin Loop, and constructing the Tullamore Parking Lot and' Trail. WHEREAS, the Village of Marvin Council has approved Capital Project Budget Ordinance 2016-06-02 for the purpose of appropriating additional funds to construct Village Hall and al Farmer's Market from Fundi Balance. WHEREAS, the Village of Marvin Council has approved the execution of an installment purchase agreement and related Instruments (e.g., Adopting Resolution, Deed of Trust, Project Fund Agreement and Wire Transfer Agreement) with Truist (formerly BBT) as the Lender and authorized the Village Manager to enter into a contract with the Lender. WHEREAS, the Lender agrees to a principal amount of not to exceed $1,180,000 at a fixed interest rate of2.38 percent. The Lender will advance the total amount, which willl be repaid tol Lender over fifteen years. The Village agrees to pay semi-annual debt service payments to the Lender in April and October of each year, which willl be appropriated as part of NOW THEREFORE, BEI IT ORDAINED by the Village Council of the Village of Marvin, North Carolina that the following SECTION 1: The amendment authorized is to appropriate the total amount, not to exceed, $1,180,000 per the installment financing contract agreement instruments to the Village Hall Capital Project Fund for the construction ofa Village Hall.  the annual operating budget development process.  Capital Project Budget Ordinance Amendment #2 isl hereby adopted:  SECTION2: The amounts appropriated for this project are increased as follows:  Village Hall Capital Project Fund: $1,180,000  SECTION3: Debt Proceeds: their direction.  Thei revenues anticipated tol be available to complete this project are as follows:  $1,180,000  SECTION 4: Copies of this budget amendment shall be furnished to the Clerk, the Budget Officer and the Finance Officer for  Adopted this 11th day of May 2021. VOTE: The motion passed unanimously. VOTE: The motion passed unanimously.  MOTION: Mayor Pro Tem Vandenberg moved to approve the resolution and authorize the Village Manager to Execute the MOTION: Mayor Pro Tem Vandenberg moved to approve "Ordinance 2021-XX-XX Capital Project Budget Ordinance  Installment Financing Contract, Deed ofTrust, and related instruments.  Amendment: #2,"and appropriate the debt proceeds tot the Village Hall Capital Project fund.  H.NEW BUSINESS TIME STAMP 1:58:55  1. Discussion of Well for Roundabout Irrigation  Council discussed the need for irrigation for the roundabout plantings and the Village Hall: site. They discussed installing: a well toj provide the required irrigation. They also discussed the permitting process that is required by Union County toi install a well.  Council agreed that a well should be installed on the Village Hall site.  Page 9111    TIMESTAMP: 2:07:20  2. Discussion and Consideration of Clearing Underbrush and Debris on the Village Hall Site Councilman Wortman suggested that the Village should begin clearing the underbrush and debris from the  Hall site  it would not affect the amount of disturbed ground. Council directed Ms. Amos to gett the necessary quotes Village to complete this since task. 3. Update on Marvin Heritage District Process and Consensus on Direction of the "Form-Based Code" and Timeline Mr. Ammanamanchi explained that based on the feedback from the Council and public that he developed a form-based which regulates zoning by building types, lot types, and uses, rather than metrics like density. He briefly explained how code, districts, building types, road designs, and uses would be regulated by a form-based code. He explained that he expects zoning the complete version of the code to be considered by Council for adoption in August. Council discussed this item in depth. 4. Discussion and Consideration of Awarding CPA Bid, not to exceed $20,000, for Monthly and Year-End Services (See attached documents, Item H.4., which are included as references into these minutes). Mrs. Privuznak explained that the purpose of this bid is to strengthen the finance team, as she will be  TIME STAMP2:11:55  TIME STAMP 2:29:10  Accounting on soon  that there willl be multiple job vacancies. She stated that staffi is recommending SharpePatel. Council discussed going thisi leave item in depth. and MOTION: Mayor Pro Tem Vandenberg moved to award the CPA Bid, not to exceed $20,000, for Monthly and Year-End  Accounting Services to SharpePatel. VOTE: The motion passed unanimously. TIME STAMP 2:36:35  5. Discussion and Consider Adoption of Personnel Policy Revisions, Adding Article III, Section 8 Pay for Interim  Assignments (See attached policy, Item. H.5., which is included as ai reference into these minutes). Ms. Amos explained that the proposed revision would allow employees to receive additional pay when MOTION: Mayor Pro Tem Vandenberg moved to adopt the personnel policy revisions, adding Article Section  additional 8 Pay for  duties resulting from job vacancies. Interim Assignments. VOTE: The motion passed unanimously. TIME STAMP2:38:30  absorbing III,  6. Discuss and Consider of Entering Supplemental Agreement with SharpePatel CPA in the Amount of $3,870 for Services from May 12,2021 to. June 30,2021 AND Authorize Manager to Execute the Agreement AND Authorize a Future Budget Amendment (See attached documents, ltem H.6., which are included as references into these MOTION: Mayor Pro' Tem Vandenberg moved to enter into a supplemental agreement with SharpePatel minutes). CPA in the amount of $3,870 fors services from May 12,2021 to. June 30, 2021 AND authorize Manager to execute the agreement AND: authorize staff  Staffto Prepare  toj prepare a future budget amendment. VOTE: The motion passed unanimously. TIME STAMP: 2:39:10 reference into these mimutes). Protection  7. Discuss and Consider Entering Agreement with United States EPA to Install  Air  Marvin Efird Park AND/OR Village Hall Site (if allowed by Property Owner) to Temporary Monitor Air Quality Monitoring AND Authorize System at Manager to Execute Agreement Contingent Upon Attorney Review (See attached agreement, Item H.7., which is included as a Ms. Amos explained that the Village has been working with the local DEQ Air Quality Division and the Environmental Agency to assess the smell coming from the paper mill in South Carolina. She stated the EPA wishes to install an air monitoring device for hydrogen sulfide to assess the air quality in Marvin. She added that Banks Presbyterian Church, who owns MOTION: Mayor Pro Tem Vandenberg moved to enter into an agreement with United States EPA to install temporary air monitoring system at Village Hall site to monitor air quality AND authorize Manager to execute agreement contingent  US  the current Village Hall property has agreed to allow the installation.  attorney review.  upon  VOTE: The motion passed unanimously.  Page 10/11    I. - OPEN TOPICS TIME STAMP: 2:44:00 Cleaning Roundabouts J. AGENDA ITEMS TIME STAMP 2:45:25  Mayor Pollino briefly spoke about street sweeping the roundabouts.  1. Review of Action Items and Ongoing Action Item List  Ms. Amos will proceed to selll Marvin street signs to those living on private and NCDOT roads. Ms. Amos will move the schedules of the off-duty officers to 4pm-6:30pm. Ms. Amos will pursue installing a well on the Village Hall site for irrigation oft the site and roundabouts. Ms. Amos will receive quotes for clearing the underbrush and debris from the Village Hall site. Ms. Amos will follow up with AMT Engineering on the sunken manholes and standing water in Firethorne. Mr. Yow will speak with Planning Board Chairman Jones about formally requesting to remove al Planning Board Mr. Ammanamanchi and Mr. Spencer will secure the trail easement for the Innisbrook-Preserve Trail connection.  member.  Mrs. Privuznak will prepare al budget ordinance for the Village Hall Capital Project.  Council reviewed the Ongoing Action Item List and made changes.  TIME STAMP 2:53:35 2. Council Comments  Mayor Pollino: He thanked Staff for all their hard work. He reflected on the groundbreaking ceremony. He stated he was excited about the new Village Hall and the Town Hall Meeting. He briefly spoke about the new patrol car. Councilman Lein: He thanked the other Councilmembers for everything they do. He implored residents to attend tomorrow night's Town Halll Meeting. He thanked staff for their work on the groundbreaking ceremony and' Town Hall Meeting. He Councilman Marcolese: He thanked staff and congratulated Marvin residents on an excellent groundbreaking ceremony for  thanked Deputies Gallis and Montgomery for all they do.  Village Hall. K. CLOSED SESSION No closed session occurred. L. ADJOURNMENT  MOTION: Mayor Pro Tem Vandenberg moved to adjourn the meeting at 9:39pm.  VOTE: The motion passed unanimously.  6-8-21  Adopted:  OF MARS SEAL N.C.  PBK  w  Austin W. Yow Ch Village ofl Marvin  Village Clerk & Assistant to the Manager  Page 11/11    2 IE B  0 E 3  o C aU E 2 of @ 0) :  2  - a 3 9    > 9  3 6  I  S  E  S @ X  a zO  e    LO S I  S U C  E 6 @ E  o 5 @  E = e S E  I  6  @ S a E  5  de  5  L  2 I  I  I 9) &   & 1  e a 3 à  & 1  1  1 C    f    2  8  - a @ S E  &  S    EI 11E1,  IB  ST  II  S I  - I      O S)  -  CED 0  n    R  5  D  5 C    a  *  - o  A A A sex!7  A A A leleueg  sey!SIO syuewwoo  M e E E 0 3 - n  C E e    M  3  a    R  / a M  - - 3 E  A - A Sey!7  A A A sjuewwoo leleues  seyISII  &  E 8 a  E A -  5 E @    apuaajaud ON  R  JayeN  a 3  zoAgewenv  a  6  LaApeue  RARER8  S  E  2  €  0    a  E T  - S  E  &  €  @  à a I e D e E de    S U  U e  -    S - 6  3  €  3  -    Policy Number P-2014-10-01 P-2021-XX-XX Date of Adoption 10/14/2014 Revised 7/9/2015 Revised 10/11/16 Revised 05/22/2021  Title  Subject Finance  Volunteer Board Stipends  Adopted by Village Council  Number of Pages 1  Planning Board and Parks, Recreation & Greenways Advisory board members are to receive a monthly stipend ifthey attend the regular monthly board meeting. Ifthey do not attend the regular monthly meeting, a stipend will not be given for that month. Stipends are: not given for special meetings, unless the special meeting is to replace a regular monthly meeting. Members The stipend amount is approved by the Village Council in the annual budget. Volunteer Board stipends are paid quarterly in arrears OR the board member can elect to be paid in one annual payment at the end ofthe fiscal year based  will only receive one stipend each month.  on attendance    VILLAGE OF MARVIN  10004 New Town) Road Marvin, NCI 28173 |Tel: (704) 843-1680 Fax: (704)8 843-1660 Iwww.marvinne.org  EOy  Memorandum  TO: FROM: SUBJECT: DATE:  MayopanVillage Council Amendment M Tuesday, May 11,2021  Finance Officer  Approving Resolution, Instruments and Capital Project Ordinance  Background:  On April13.yourovicwed various bank bids for: financing the construction ofVillage Hall. Based the Village Manager to enter into an installment purchase agreement amount not to exceed $1,180,000 ata ai fixed: interest rate of2.38 percent with a: fifteen-year term length. This is an annual debt service payment of $102,808 for the: first fiscal year, and you will appropriate this amount as of adopting your FY221 budget lateri in May. The: first payment of principal and interest is due part in October 2021, and future payments of principal and interest will be semi-annual in April and October of each year. (See attached' "Sources and Uses ofl Funds, Truist Bank" for details.) On May 4, thel Local Government Commission reviewed our borrowing request application as Local part ofits consent agenda ati its monthly meeting. On May 5, Village staffreceived word that the Government Commission approved our request for to borrow funds tol build Village Hall.  selected Truist  BBT) as the Lender and authorized  on the terms of their proposal, you  (formerly  contract with the Lender  contingent upon Village Attorney review. You agreed to the principal  Current:  Inyour Council packet, you received the following documents (collectively, the Instruments") as prepared by Parker Poe (Special Counsel) and approved by Chaplin Spencer, Village. Attorney.  1) Adopting. Resolution, 2) Contract, 3) Deed ofTrust, 4) Project Fund Agreement and the 5) Wire' Transfer Agreement.  Village staffre respectfully ask that youi review and approve the financing oft the Village Hall project in accordance with the terms of the Instruments. The Instruments are valid, legal and binding  obligations oft the Village.    VILLAGE OF MARVIN  10004 New Town Road Marvin, NC 28173 |Tel: (704) 843-1680 Fax: (704) 843-16601 Iwww.marviane.org  CAROY  Village staff, First Tryon (Financial Advisor) and Parker Poe  with Truist and its partners on May 13.  (Special Counsel) will attend closing  In addition, Council must receive the debt proceed funds and appropriate the the Village Hall Capital Project Fund for construction. The attached an amendment to the existing project ordinance(s) related  amount ($1.8m) to capital project ordinance is Village Hall Capital Project  respectfully ask that you review "Ordinance 2021-XX-XX to Village Hall. Village staff Amendment #2," approve and appropriate the debt proceeds to Capital the Project Budget Ordinance  fund.  Suggested.Actionf): Agreement.  Approve the Instruments. AND Authorize the Village Manager to Execute the. Installment. Approve "Ordinance 2021-XX-XX Capital Project Budget Ordinance Amendment appropriate the debt proceeds to the Village Hall Capital Projectfund.  Purchase #2, "and    Page:  Apr 13, 2021 8:13 pm Prepared by Firstl TlyonAdvisors (CH)  SOURCES AND! USES OFF FUNDS Village of Marvin, North Carolina Financing 2021 Installment Truist Bank Final Numbers. -4.13.21. 05/13/2021 05/13/2021  Appoved ly Concil  dn  4/13/21  Dated Date Delivery Date  Sources: Bond Proceeds: Par Amount  1,180,000.00 1,180,000.00  Uses: Project Fund Deposits: Project Fund Delivery Date Expenses: Cost of Issuance  1,133,000,00 47,000.00 1,180,000.00  Smith  BBT Playgv; Andy  mati paw Trma Bitt  FIRST/TRXON OVISOnS    Apr: 13,2021 8:13 pm Prepared by FirstT TryonA Advisors (CH)  Page2  BOND SUMMARY: STATISTICS Village of Marvin, North Carolina 2021 Installment Financing Truist Bank Final Numbers. -4.13.21  Dated Date Dellvery! Date First Coupon Last Maturity Arbitrage Yield Truel Interest Cost (TIC) Netl Interest Cost (NIC) All-In" TIC Average Coupon Average! Life (years) Welghted Average Maturity (years) Duration ofl Issue (years) Par Amount Bond Proceeds Total Interest Netir Interest Totall Debt Service Maximum Annuall Debt Service Average Annual Debt Service Underwriter's! Fees (per $1000) Average Takedown Other Fee Total Underwriter's Discount Bid! Price  05/13/2021 05/13/2021 10/01/2021 04/01/2036 2.380180% 2.380180% 2.380000% 2.969754% 2,380000% 7.871 7.871 7.039 1,180,000,00 1,180,000.00 221,038.53 221,038.53 1,401,038.53 105,227.60 94,134.73  100.000000 Average Average  Par Value 1,180,000.00  PVof1bp change 816.19 816.19 Arbitrage Yield 1,180,000.00  Bond Component Bond Component  Price Coupon  Life 7.871. 7.871 AIHn TIC 1,180,000.00 (47,000.00) 1,133,000.00 05/13/2021 2,969754%  1,180,000.00 100.000 2.380%  TIC 1,180,000.00  Par Value +Accrued! Interest F Premlum (DIscount) Underwriter's Discount Cost of Issuancel Expense -Other Amounts Target Value Target Date Vield  1,180,000.00 05/13/2021 2.380180%  1,180,000.00 05/13/2021 2.380180%  FIRST/TRYON    Page 3  Apr 13, 2021 8:13 pm Prepared by Firstl TryonA Advisors (CH)  BONDI PRICING Village of Marvin, North Carolina 2021 Installment Financing Truist Bank Final Numbers-4.13.21 Amount * Rate 78,000 2.380% 79,000 2.380% 79,000 2.380% 79,000 2.380% 79,000 2.380% 79,000 2.380% 79,000 2.380% 79,000 2.380% 79,000 2.380% 79,000 2.380% 79,000 2.380% 78,000 2.380% 78,000 2.380% 78,000 2.380% 78,000 2.380% 1,180,000  Maturity Date 04/01/2022 04/01/2023 04/01/2024 04/01/2025 04/01/2026 04/01/2027 04/01/2028 04/01/2029 04/01/2030 04/01/2031 04/01/2032 04/01/2033 04/01/2034 04/01/2035 04/01/2036  Yield 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380%  Price 100.000 100.000 100.000 100.000 100,000 100.000 100.000 100.000 100.000 100.000 100.000 100.000 100.000 100.000 100.000  Bond Component Bond Component:  05/13/2021 05/13/2021 10/01/2021 1,180,000.00  Dated Date Delivery Date First Coupon Par Amount Originall Issuel Discount Production Underwriter's Discount Purchase Price Accrued Interest Net Proceeds  1,180,000.00 100.000000% 1,180,000.00 100.000000% 1,180,000.00  FIRST/TRYON    Apr: 13,2021 8:13 pm Prepared by First TyonA Advisors (CH)  Page 4  BONDI DEBT SERVICE Village of Marvin, North Carolina 2021 Installment Finanoing Truist Bank Final Numbers- 4.13.21  Dated Date Dellvery Date Principal 78,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 78,000 78,000 78,000 78,000 1,180,000  05/13/2021 05/13/2021  Period Ending 06/30/2022 06/30/2023 06/30/2024 06/30/2025 06/30/2026 06/30/2027 06/30/2028 06/30/2029 06/30/2030 06/30/2031 06/30/2032 06/30/2033 06/30/2034 06/30/2035 06/30/2036  Coupon 2.380% 2,380% 2,380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2,380% 2.380% 2.380% 2.380%  Interest 24,807.53 26,227.60 24,347.40 22,467.20 20,587.00 18,706.80 16,826.60 14,946.40 13,066.20 11,186.00 9,305.80 7,425.60 5,569.20 3,712.80 1,856.40 221,038.53  Debt Service 102,807.53 105,227.60 103,347.40 101,467.20 99,587.00 97,706.80 95,826.60 93,946.40 92,066.20 90,186.00 88,305.80 85,425.60 83,569.20 81,712.80 79,856.40 1,401,038.53  FIRST/TRYON ADVISORS    Apr 13,2021 8:13 pm Prepared by First7 Tiyon Advisors (CH)  BONDI DEBT SERVICE Village of Marvin, North Carolina 2021 Installment Financing Truist Bank Final Numbers -4.13.21 05/13/2021 05/13/2021. Interest 10,765.53 14,042.00 13,113.80 13,113.80 12,173.70 12,173.70 11,233.60 11,233.60 10,293.50 10,293.50 9,353.40 9,353.40 8,413.30 8,413.30 7,473.20 7,473.20 6,533.10 6,533.10 5,593.00 5,593.00 4,652.90 4,652.90 3,712.80 3,712.80 2,784.60 2,784.60 1,856.40 1,856.40 928.20 928.20  Dated Date Delivery Date  Annual  Perlod Ending 10/01/2021 04/01/2022 06/30/2022 10/01/2022 04/01/2023 06/30/2023 10/01/2023 04/01/2024 06/30/2024 10/01/2024 04/01/2025 06/30/2025 10/01/2025 04/01/2026 06/30/2026 10/01/2026 04/01/2027 06/30/2027 10/01/2027 04/01/2028 06/30/2028 10/01/2028 04/01/2029 06/30/2029 10/01/2029 04/01/2030 06/30/2030 10/01/2030 04/01/2031 06/30/2031 10/01/2031 04/01/2032 06/30/2032 10/01/2032 04/01/2033 06/30/2033 10/01/2033 04/01/2034 06/30/2034 10/01/2034 04/01/2035 06/30/2035 10/01/2035 04/01/2036 06/30/2036  Debts Service "DebtService 10,765.53 92,042.00 13,113.80 92,113,80 12,173.70 91,173.70 11,233.60 90,233.60 10,293.50 89,293.50 9,353.40 88,353.40 8,413.30 87,413.30 7,473.20 86,473.20 6,533.10 85,533.10 5,593.00 84,593.00 4,652.90 83,652,90 3,712.80 81,712.80 2,784.60 80,784.60 1,856.40 79,856.40 928.20 78,928.20  Princlpal 78,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 78,000 78,000 78,000 78,000 1,180,000  Coupon 2.380% 2.380% 2.380% 2.380% 2,380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380%  #y22  102,807.53 105,227.60 103,347.40 101,467.20 99,587.00 97,706.80 95,826.60 93,946.40 92,066.20 90,186.00 88,305,80 85,425.60 83,569.20 81,712.80 79,856.40 1,401,038.53  221,038.53 1,401,038.53  FIRST/TRYON ADVISONS    Apr13,2021 8:13 pm Prepared by FirstT Tryon Advisors (CH)  Page 6  FORM 8038 STATISTICS Village of Marvin, North Carolina 2021 Installment Finanoing Truist Bank Final Numbers-4.13.21 05/13/2021 05/13/2021  Dated Date Delivery! Date  Redemption atMaturity 78,000.00 79,000.00 79,000.00 79,000.00 79,000.00 79,000.00 79,000.00 79,000.00 79,000.00 79,000.00 79,000.00 78,000.00 78,000.00 78,000.00 78,000.00 1,180,000.00 Yield  Bond Component Bond Component:  Date 04/01/2022 04/01/2023 04/01/2024 04/01/2025 04/01/2026 04/01/2027 04/01/2028 04/01/2029 04/01/2030 04/01/2031 04/01/2032 04/01/2033 04/01/2034 04/01/2035 04/01/2036  Principal Coupon 78,000,00 2.380% 100.000 79,000.00 2.380% 100.000 79,000.00 2.380% 100.000 79,000.00 2.380% 100.000 79,000.00 2.380% 1.00.000 79,000.00 2.380% 100,000 79,000.00 2.380% 100.000 79,000.00 2,380% 100,000 79,000.00 2.380% 100.000 79,000.00 2.380% 100.000 79,000.00 2.380% 100,000 78,000.00 2.380% 100.000 78,000.00 2.380% 100.000 78,000.00 2.380% 100.000 78,000.00 2.380% 100,000  Price  Issue Price 78,000.00 79,000.00 79,000.00 79,000.00 79,000.00 79,000,00 79,000.00 79,000.00 79,000.00 79,000.00 79,000.00 78,000.00 78,000.00 78,000.00 78,000.00 1,180,000.00 Stated Weighted Redemption Average atMaturity Maturity 78,000.00 1,180,000.00 7.8706 2.3802%  1,180,000,00 Interest Rate 2.380%  Maturity Date 04/01/2036  Issue Price 78,000.00 1,180,000.00  Final Maturity Entirel Issue  Proceeds used fora accrued Interest Proceeds usedi ford credite enhancement  0.00 47,000.00 0.00 0.00  Proceeds usedi fork bondi Issuance costs (Including underwriters' discount) Proceeds allocatedi tor reasonably required reserve orr replacement: fund  FIRST/TRYON    Apr: 13, 2021 8:13 pm Prepared by First Tryon Advisors (CH)  PROOF OFA ARBITRAGE YIELD Village of Marvin, North Carolina 2021 Installment Financing Trulst Bank Final Numbers-4.13.21  Present Value to0 05/13/2021. 10,668.33 90,138.21 12,691.52 88,099.13 11,506.19 85,160.96 10,369.36 82,312.03 9,279.40 79,549.76 8,234.75 76,871.68 7,233.88 74,275.34 6,275.32 71,758.39 5,357.63 69,318.54 4,479.42 66,953.56 3,639.36 64,661.28 2,836.13 61,684.69 2,077.36 59,557.98 1,352.52 57,496.99 660.45 55,499.83 1,180,000.00  PV  Debts Service  Factor @ 2.38017951709  Date 10/01/2021 04/01/2022 10/01/2022 04/01/2023 10/01/2023 04/01/2024 10/01/2024 04/01/2025 10/01/2025 04/01/2026 10/01/2026 04/01/2027 10/01/2027 04/01/2028 10/01/2028 04/01/2029 10/01/2029 04/01/2030 10/01/2030 04/01/2031 10/01/2031 04/01/2032 10/01/2032 04/01/2033 10/01/2033 04/01/2034 10/01/2034 04/01/2035 10/01/2035 04/01/2036  10,765.53 0.990970853 92,042.00 0.967798442 13,113.80 0.956416231 92,113.80 0.945167885 12,173.70 0.934051830 91,173.70 0.923066510 11,233.60 0.912210387 90,233.60 0.901481943 10,293.50 0.890879675 89,293.50 0.880402100 9,353.40 0.870047751 88,353.40 0.859815178 8,413.30 0.849702951 87,413.30 0.839709652 7,473.20 0.829833884 86,473.20 0.820074264 6,533.10 0.810429426 85,533.10 0.800898021 5,593.00 0.791478714 84,593.00 0.782170187 4,652.90 0.772971136 83,652.90 0.763880275 3,712.80 0.754896332 81,712.80 0.746018047 2,784.60 0.737244180 80,784.60 0.728573501 1,856.40 0.720004798 79,856.40 0.711536870 928.20 78,928.20 0.703168534 1,401,038.53  0.979316113  Proceeds! Summary  05/13/2021. 1,180,000.00 1,180,000.00  Delivery date Par Value Target for yield calculation  FIRST/TRXON ADVISORS    Apr: 13,2021 8:13 pm Prepared by First TyonA Advisors (CH)  Pages 8  DISCLAIMER Village of Marvin, North Carolina 2021 Installment Financing Truist Bank Final Numbers- 4.13.21.  First Tryon Advisors Is al business of First Tryon Securities LLC. This communication is for informational  should  construed as an offer ors solicitation tos sell ork buye any securities. This material does notp provide tax, regulatory, purposes accounting, onlya ands or not advice. be Priort to enteringi into any proposed transaction, recipients should determine, inc consultation withi their own investment, legal,t legal regulatory and accounting advisors, thee economici risks and merits, as well ast the legal, tax, regulatory, and accounting characteristics tax, and Any proposal Included' int this communication is confidential information of First Tryon Securities, LLC andi is solely fort the benefit reciplent(s), andi thet recipient(s) is (are) not authorized to sell, redistribute, forward or deliver this communication Thes statements withint this material constitutet the views, perspective and) judgment of First Tryon Securities LLCa att the time of distribution and are subject to change without notice. First Tryon Securities, LLCE gathers Its datai from sources Ito considers rellable; not guarantee the acouracy or completeness oft thei information provided within this communication. The material however, ito information known tol First Tryon Securities, LLCE att the timet this communication was prepared, andi thisi information presented Iss reflects without notice. First Tryon Securitles, LLCI makes noy warranties regarding the accuracy ofthis material. Anyf forecasts, projections, or prediotions oft the market, the economy, economiot trends, and equity ort fixed-Income markets upon current opinion as oft the date of issue, anda are also subject to ohange. Opinions and data presented are not future events ore expected performance. Actuale events may differf from those assumed: and changes to assumptions necessarlly material impact on any projections or performance. Othere events not taken Into account mayo occur and any mays significantly: may affect have the a projections ore estimates. Certaina assumptions mayl have beent madei for modellng purposes onlyt tos simpllfy the calculation of any projections ore estimates, and First Tryon Securities LLCC does not representi that anys sucha assumptions presentation will and/or actual future events. Accordingly, there can be no assurance thate estimated projections will be realized ort that actual performance results reflect will Neither FINRAI nor anyo other regulatory organization endorses, Indemnifies, or guarantees First Tryon Securities, LLC's business praotices,  consequences, ofthe proposed transaction.  ofthe  without the prior written consent of First" Tryon Securities, LLC.  to anyo other person  does subject to change are Indicative based of  materially differt from those estimated! herein.  not  selling methods, any class ort type of securities offered, or anys speclfic security,  FIRSTTRYON    PARKER POE! DRAFT 5/5/21  INSTALLMENT FINANCING CONTRACT  BETWEEN  TRUIST BANK  AND  VILLAGE OF MARVIN, NORTH CAROLINA  DATED. ASOF MAY13,2021  PPAB 6254728v4    INSTALLMENTE FINANCING CONTRACT TABLE OF CONTENTS (Thist table of contents is for reference only andi is not part ofthel Installment Financing Contract.)  Page  ARTICLEIDENITIONS. Section 1.1 Definitions.. ARTICLE I THE ADVANCE.. Section: 2.1 Advance.  ARTICLE: m ISTAIIMINTPAYNENIS, ADDTIONALPAYMINTS:  Section 3.1 Amounts and' Times of] Installment Payments and. Additional  Section 3.2 Place ofl Payments. Section 3.3 Late Charges. Section 3.4 No Abatement. Section 3.5 Prepayment oft the Advance.  Payments..  ARTICLEI IVPROJECTFUND.  ARTICLE V CONSTRUCTION OF THE. PROJECT.. Section 5.1 Construction. Section 5.2 Right of] Entry and] Inspection. Section 5.3 Completion of Construction. Section 5.4 Payment and Performance Bonds.  Section 5.5 Contractor's General Public) Liability and] Property Damage Insurance. Section. 5.6 Contractor's Builder's Risk Completed Value Insurance. Section 5.7 Contractor's Worker's Compensation Insurance.  10 U  ARTICLE VICOVENANTS OFTHE VILLAGE. Section 6.1 Care and Use. Section 6.2 Inspection. Section 6.3 Utilities.. Section 6.4 Taxes. Section 6.5 Insurance. Section 6.6 Risk ofLoss Section 6.8 Financial Statements ARTICLE VIITITLE; LIENS. Section 7.1 Title. Section 7.2 Liens...  Section 6.7 Performance by the Bank oft the Village's) Responsibilities.  12 12 12 13 13 13 14 14 14 14 14 16 16  ARTICLE VIII DAMAGE, DESTRUCTION, AND CONDEMNATION; USE OF  PROCEEDS,  NET  Section 8.1 Damage, Destruction or Condemnation.  Section 8.2 Obligation oft the Village to Repair and] Replace the Mortgaged) Property.. Section 8.3 Insufficiency of Net Proceeds; Discharge oft the Obligation oft the Village  Tol Repair the Mortgaged Property.  Section 8.4 Cooperation of] Bank.  ARTICLEI IX REPRESENTATIONS, WARRANTIES. AND COVENANTS OFT THE VILLAGE. Section! 9.1 * Representations, Warranties and Covenants oft the Village.  PPAB 6254728v4    18 18 20 20 21 21 21 22 22 22 23  ARTICLE: XTAXO COVENANTS. AND! REPRESENTATIONS Section 10.1 Covenants and Representations. ARTICLE XIINDEMNIFICATON- Section 11.1 Indemnification ARTICLE: XII DISCLAIMER OF WARRANTIES. Section 12.1 No) Representations by thel Bank. Section 12.2 Disclaimer by the Bank. ARTICLE. XIII DEFAULT, ANDI REMEDIES... Section 13.1 Definition ofEvent ofDefault. Section 13.2 Remedies on Default. Section 13.3 Further Remedies. ARTICLE. XIV ASSIGNMENT... Section 14.1 Assignment  25 25 26 26 26 26 26 26 26 26 26 27 27 27 27 PS-1  ARTICLE. XVLMITED OBLIGATION OFTHE VILLAGE... Section 15.1 Limited Obligation oft the Village.  ARTICLE: XVII MISCELLANEOUS. Section 16.1 Notices Section 16.2 Time. Section 16.4 Waiver.. Section 16.5 Section Headings.. Section 16.6 Entire Contract. Section 16.7 Binding Effect.. Section 16.9 Severability Section 16.10 Governing Law. Section 16.12 E-Verify  Section 16.3 IfPayment or Performance. Date not al Business Day  Section 16.8 Covenants ofVillage not Covenants of Officials Individually Section 16.11 Execution: in Counterparts; Electronic Signatures..  PAYMENT! SCHEDULE  ii  PPAB 6254728v4    INSTALLMENT FINANCING CONTRACT  is between TISANTALAMINTENKANCNPA CONTRACT, dated as of May 13, 2021 (this TRUISTBANK, a statel banking corporation (the "Bank"), and its successors and by virtue oft the Constitution, statutes and (the laws "Village"), oft the State ai municipal corporation validly existing under  "Contracl"), and assigns, and the  VILLAGE OFI MARVIN,NORTH CAROLINA  ofNorth Carolina (the "State").  PREAMBLES  WHEREAS, the Village has the power, pursuant to the General Statutes  enteri into installment contracts in order toj purchase, orf finance or refinance thej ofNorth Carolina to (1) property andi toi finance or refinance the construction or repair ofi fixtures ori purchase of, real or personal and (2) create a security interest in some or all oft the property financed or refinanced improvements oni realj property the Village's besti interests to receive an advance off funds in "Village Council") has determined thati iti is in (the Advance") under this Contract in order to finance a an aggregate of the principal amount of$ $1,180,000  oft the purchase price;  to secure. repayment  WHEREAS, the Village Council ofthe Village (the below), in exchange for which the Village will: make Installment portion each term is defined below) on the terms set forth below;  costs of the Project (as defined Payments and Additional Payments (as  WHEREAS, the Village Council has authorized, approved and directed the  performance and delivery ofthis Contract by ai resolution passed and adopted the Village's execution,  May 11,2021 (the Resolution");  by Village Council on  WHEREAS, the Bank's execution, delivery and performance of this Contract authorized, approved and directed by all necessary and appropriate action ofthe Bank;  have been  WHEREAS, the Village's obligation to make the Installment  constitutes a limited obligation ofthe Village, payable solely from Payments and Additional Payments Village; does not constitute a general obligation or otheri indebtedness currently oft the budgeted appropriations ofthe the Constitution oft the State; and does not constitute a direct or indirect Village within the meaning of taxing power ofthe Village within the meaning oft the Constitution ofthe pledge of the faith and credit or (the "Deed ofTrus") to the deed oft trust trustee named Agreement therein Fixture Filing dated as ofl May 13, 2021  State;  WHEREAS, in order to secure the Village's obligations under  executed and delivered a Deed ofTrust, Security on all oft the Village's right, title and interest in the real improvements thereon (the Mortgaged.  and  this Contract, the Village has  for the benefit oft the Bank, creating a lien property on which the Project is located and all  Property"); and  WHEREAS, no deficiencyjudgment may bei rendered against the  in  ofa contractual obligation under this Contract, and the taxing pledged in any way directly or indirectly or  oft the Village any action for breach Village is not and may not be  to power  contingently secure any money due under this Contract;  PPAB 6254728v4    THEREFORE, for and in consideration oft the premises and the mutual covenants in this  NOW,  Contract contained, the parties hereto agree as follows:  ARTICLEI DEFINITIONS  The following terms have the meanings specified below unless the  Section 1.1 Definitions. context clearly requires otherwise:  "Additional Payments" means the: reasonable and customary expenses and fees of the Bank, any oft the Bank in defending an action or] proceeding in connection with this Contract and any taxes  expenses ora any other expenses, or ownership taxes or property (together with interest that may accrue set forth in this Contract).  including, but not limited to, licenses, permits, state and local income, sales and use  taxes which thel Bank is thereon in the  required to pay asaresult ofthis Contract  event expressly that the  shall fail to the same, as  Village  pay  the  amount equal to $1,180,000 advanced by the  Advance" means original aggregate principal  be  amendment  Bank for the purposes provided in this Contract, as such amount advanced: may adjusted by  to this Contract.  "Bank" means' Truist Bank, as state banking corporation, and its successors and assigns.  means  or persons at thei time designated to act on behalf of the  "Bank. Representative" furnished to the Village containing oft the Bank by any vice president.  act any on person behalf oft the Bank under this Contract by a written certificate  Bank for purposes ofj performing any the specimen signatures ofs such person or persons and signed on behalf  "Business Day" means a day other than a Saturday or Sunday on which the Bank, at its principal  corporate offices, is not required or authorized by law to remain closed.  "Closing Date" means. May 13, 2021.  "Code" means thel Internal Revenue Code of1986, as amended, including regulations promulgated  thereunder.  Date" means the date on which completion oft the Project has occurred, as evidenced  "Completion.  by a certificate provided for in Section 5.3.  Construction Contracts" means the contracts between the Village and contractors selected and "Costs afConstruction" are deemed toi include the payment of, or thei reimbursement toi the Village  hired by the Village relating tot the construction of the! Project.  for the following items:  obligations incurred or assumed for the Project in connection with the  (1) Project;  (2) the cost oft the Project; including, without limitation, the Bank's fees and incurred in connection with the delivery oft the Advance to the Village, fees and expenses oft the LGC, ifany, legal fees and expenses, taxes, inspection costs, the cost of  expenses  2  PPAB 6254728v4    permit fees, filing andi recording costs and survey expenses in connection with the ofany lien on, or security interest in, thel Mortgaged Property; in accordance with generally accepted accounting principles  granting oft thel Project  (3) all other costs which are considered to be aj part oft the costs this Contract, including sums required to: reimburse the payable by the Village under Village that arej properly chargeable toi the Project; and Village for advances made by the Payments from any: funds remaining int thel Project Fund after the Completion Date. "Deed ofTrus?" means the) Deed ofTrust, Security. Agreement and Fixture 13, 2021 from the Village to the deed of trust trustee named therein, for successor and assignees, creating al lien in and to the Mortgaged conditions and covenants ofwhich arei incorporated: herein Deed ofTrust, and any successor trustee thereto.  (4)  payment or prepayment of the principal components of the Installment  Filing dated as ofMay the benefit oft the Bank and its Trust, all of the terms, definitions, by reference and arei made aj part ofthis Contract  and supplemented from time to time as provided in the Deed Property, of and as thes same may be amended  as iffully set forth) herein.  "Deed ofTrust Trustee" means BB&T Collateral Service  Corporation, as the trustee named in the  Determination of Taxability" means the circumstance of the interest  Payments hereunder becoming includable for federal income taxj other written notification which holds in effect that thei interest court ofc competent jurisdiction that the interest the Village to the effect that the interest portion  portion of Installment  as a consequence of any action, inaction, error or omission of the purposes in the gross income ofthe] Bank shalll be evidenced by (i) the issuance by the Internal Revenue Service Village. A Determination ofTaxability made under this Contract is includable for federal income portion ofo one or more. Installment Payments which notice or notification is not contested by either the tax purposes in the gross income oft the Bank, income tax purposes in the gross income oft the portion Bank ofany) Installment Payment is includable for federal appealable ori is not appealed within the requisite time thereof, which determination either is final and non- tax purposes int the gross income oft the. Bank. ofanyl Installment Payment isi includable: for federal: income  ofas statutory notice of deficiency or  Village or the Bank, or (ii) a determination by a period for appeal, or (iii) the admission in writing by  "Event ofDefaul" means any oft the events of default as defined in Section 13.1. "Fiscal Year" means a twelve-month period commencing on  June 30 of the immediately succeeding year, or such other twelve-month July 1 of any year and ending on  be adopted as the Fiscal Year oft the Village. Bank in accordance with the terms ofthis Contract.  period which may subsequently Payment is due and payable to the by the Village to the Bank as 360 day year consisting of Carolina or any successor to its  "Installment. Payment. Date" means each datet that an. Installment Installment Payments" means, collectively, the payments made described in Article III and: ini the Payment Schedule attached hereto. "Interest Rate" means 2.38% per annum, calculated on the basis ofa a "LGC" means the Local Government Commission of North  twelve-30 day months. functions.  PPAB 6254728v4  3    "Mortgaged. Property" means, the real property located within the Village on which the Project is located, and all improvements thereon, as more particularly described in Exhibit. A to the Deed ofTrust, as  amended and  from time to time sO as to add real property thereto or to  the same may be release real property therefrom.  supplemented  "Net Proceeds" when used with respect to any proceeds from policies ofinsurance or construction bonds required under this Contract, proceeds of any condemnation award arising out oft the condemnation  oft thel  or the proceeds from any sale or lease oft the Mortgaged  ofall or any portion Property pursuant to this Contract, deducting from the gross proceeds thereof all expenses (including, costs) incurred in the collection ofs such proceeds. is attached hereto andi incorporated herein by reference.  Mortgaged the Property, Deed of Trust or otherwise, means the amount remaining after  without limitation, attorneys' fees and  "Payment Schedule" means the document setting forth the Village's Installment Payments which "Plans and Specifications", means thej plans and specifications, ifany, tol be prepared by an architect approved by the Village relating tot the construction, improving, equipping and furnishing ofthel Project. "Prime Rate" shall mean ai rate ofi interest equal to the announced prime commercial lending rate annum of the Bank. The Prime Rate is a reference rate for the information and use of the Bank in per establishing the actual rate to be charged tot the Village. The Primel Rate is purely discretionary and is not necessarily thel lowest or best rate charged any customer. The Prime Rate shall be adjusted from time to time without notice or demand as ofthe effective date of any announced change thereof.  Project" means aj portion oft the costs of constructing aj new Village Hall administrative facility. "Project. Fund" means the: fund oft that name created pursuant to thel Project Fund. Agreement into "Project. Fund Agreement' " means the Project Fund Agreement dated as ofMay 13, 2021 between Revenues", means all revenues derived from this Contract, including all Installment Payments and  which the Bank shall deposit the Advance.  the Village and thel Bank.  all Net Proceeds not applied to the replacement oft the! Mortgaged Property.  State" means the State ofNorth Carolina.  "Taxable Rate" shall mean a rate equal to the Prime Rate times that percentage which after the Determination of Taxability will result in the same after-tax yield to the Bank of the interest portion of  Installment Payments as before the Determination ofTaxability.  "Village" means the Village of Marvin, North Carolina, ai municipal corporation validly existing under and by virtue oft the Constitution, statutes and laws ofthe State, and any successor to its functions. "Village Council" means the duly elected governing Village Council of the Village, or any  successor to its functions. "Village for the the Village  Representative" means (1) the person or persons at thet time designated to act on behalfo of of performing any act under this Contract by a written certificate furnished to signatures of such person or persons and signed on behalfofthe' Village  purpose  the Bank containing the specimen by the Village Manager or the Finance Director  ofthe' 4  or Village, (2)ifany  or all ofthe Village'srights: and  PPAB 6254728v4    obligations are assigned under this Contract, thej person or persons at the time oft the Village and the assignee by a written certificate similarly furnished and oft designated the  to act on behalf same tenor.  [ENDOFA ARTICLEI]  PPAB 6254728v4  5    ARTICLEII THE ADVANCE  Section 2.1 Advance. The Bank hereby makes an advance to the Village oft the Advance, and the Village hereby accepts from the Bank the Advance to be applied in accordance with the terms and conditions ofthis Contract. The Village will use the proceeds oft the Advance (1) to complete the Project in accordance with the Plans and Specifications, if any, and (2) toj pay certain costs incurred in connection  with the execution and delivery oft this Contract.  [END OF ARTICLEII]  6  PPAB6254728v4    ARTICLE II  INSTAIMENTPAYMENIS: ADDITIONALI PAYMENTS  Section 3.1 Amounts and Times of Installment. Payments and Additional. Payments.  (a) Subject to thej provisions of Article XV, the Village shall:  the Advance repay  Payments consisting ofani interest component and aj principal of$1,180,000 to bei repaid by the Village in Installment  in] Installment  Payment Date in the amounts set forth in this Contract and thel component, as applicable, on eachl Installment The Village hereby approves the Advance byt thel Bank to the Village Payment Schedule attached to this Contract.  pursuant tot this Contract int the amount  Interest Rate.  Payments at an interest rate per annum equal to the  (b) The Village shall pay each Installment Payment in the amounts and int the attached Payment Schedule, except as otherwise provided in this Contract. is due on any day which is not a Business Day, such Installment  att the times set forth Ifan Installment Payment  Business Day and the Village shall make such Installment Payment is due on the next succeeding principal amount ofthe. Advance, together with interest thereon, as the same become aggregate due to repay the  additional interest due thereon. Installment  Payment on such Business Day with no  Payments will be sufficient in the  Village shall pay any Additional Payments on a timely basis directly to the Additional Payments are owed. Allj payments must be made in lawful Section. 3.2 Place ofPayments. All payments required tol bei madei be made to the Bank (1) at the address set: forth in Section 16.1 in transfers to the Bank on the payable date as directed by the Bank immediately or  and payable. The  person or entity to which such currency ofthe United States, tot the] Bank hereunder shall available funds, (2) as wire (3) as may be otherwise directed in  writing by the Bank.  Section 3.3 Late Charges. Anl Installment Payment that is  date thereofiss subject to al late payment charge of 4% oft the amount oft not the paid within 30 days oft the due Interest with respect tot thej principal component ofsuch unpaid Installment past due Installment Payment.  at the Interest Rate until paid.  Payment shall continue to accrue  Section 3.4 No Abatement. There will be no abatement or reduction of Payments or. Additional Payments by the Village for any: reason, including but not] limited the Installment or related to thel Mortgaged Property or the completion oft the Project. any The (real or imaginary) arising out of parties that the Installment Payments shall be made any in all cause whatsoever, it being the intention of the  by the Village to appropriate sufficient funds for the payment of the Installment Payments, any defense, recoupment, setoff, counterclaims or claim the entire risk of loss and damage to the Project from Installment Payments is terminated as otherwise  to, any failure Payments or Additional Village assumes and shall bear  events unless the obligation to make such  provided herein.  Section 3.5 Prepayment of the Advance. The Village may option before its maturity from any funds that may be available for such prepay together with accrued interest and any Additional Payments due to the date principal of  the Advance prepayment.  in whole at its amount to bej prepaid,  November 1, 2028 at aj prepayment price equal to 100% oft the outstanding purpose on any date on or after  [END OF ARTICLEI mJ  PPAB 6254728v4  7    ARTICLEIV PROJECTFUND  The Bank and the Village hereby agree to comply with the terms oft the Project Fund. Agreement.  [END OF ARTICLEIV]  8  PPAB 6254728v4    ARTICLE V  CONSTRUCTION OF THE. PROJECT  Section 5.1 Construction. The Village shall comply with Article 8  General Statutes ofNorth Carolina. The Village shall cause the Project to be carried of Chapter 143 of the accordance with the Plans and Specifications, if any, all applicable ordinances on expeditiously in The Village shall ensure (1) that the Project does not impermissibly havingjurisdiction encroach overhang any easement or right of way and (2) that the Project, when completed, on will, nor impermissibly wholly within the real property on which the Project is located and any building restriction (a) ifa applicable, be established, and (b) will not violate applicable use or other restrictions contained inj prior lines, however applicable regulations ofany governmental agency havingjurisdiction. The department standards and other  accordance with thei requirements of all regularly constituted authorities  and statutes, and in over thes same.  applicable protective covenants or restrictions. The Village shall cause all utility streets serving the Project to be completed in accordance with health or cause to be corrected any structural defect in the  conveyances or lines, septic systems and Village will promptly correct  Specifications, ifa any.  improvements or any departure from the Plans and  Section 5.2 Rightof Entry and Inspection. The Bank and its representatives and the right to enter on and inspect the Project from time to time, during and after any Village will cause the contractor, the design-builder or any first-tier subcontractor construction, and the Bank and its representatives and agents during such inspections. No contained in this Contract imposes on the Bank any duty or obligation right whatsoever inspection to undertake or approval  agents have  of to cooperate with the  inspection or1 to give any approval.  any Bank, a  Section 5.3 Completion ofConstruction. The Village shall proceed with: reasonable to complete the Project in a timely manner. On completion oft the Project, and upon request oft the] diligence such completion and stating that all ofthe Costs of Construction have been determined stating the fact and date of ofsuch Costs have been paid less specified claims which are subject to dispute and for which andj paid (or that all the Project Fund is to be maintained in the full amount ofs such claims until such dispute is ai retention in (2) uponi request ofthel Bank, proofofthei insurance coverage required by the Deed ofTrust and resolved), Section and  Village Representative shall deliver to the Bank (1) a certificate oft the Village  ofthis Contract.  6.5 the material  Section 5.4 Payment and Performance. Bonds. Each contractor entering into a Construction Contract, or the design-builder or any first-tier subcontractor entering into a construction contract with design-builder for the construction of the Project, shall be required to furnish a performance separate labor and: material payment bond as required by Article 3, Chapter 44A ofthe General bond and a North Carolina, as amended. In lieu of furnishing aj performance bond and a separate labor and Statutes of payment bond, each contractor, or the design-builder or any first-tier subcontractor construction contract with the design-builder, may furnish collateral in an amount entering into a  contract securing the Village.  of its construction any first-tier  In the event of any material default by a contractor, or the design-builder or subcontractor entering into a construction contract with the design-builder, under Contract, or ini the event of a material breach of warranty with respect to any materials, any Construction performance, the Village shall promptly proceed, either separately or in conjunction with workmanship to or diligently its remedies against such contractor and/or against each surety of bond others, pursue  performance of the Construction Contracts.  any  securing the  Section 5.5 Contractor's General. Public Liability and. Property Damage. Insurance. extent mandated by State and local requirements (and in amounts required thereby), the Village shall require To the  9  PPAB 6254728y4    each contractor entering into a Construction Contract to] procure andr maintain standard: form (a)comprehensive the general public liability and property damage insurance, at such contractor's own cost and expense, during duration of such contractor's construction contract, and (b) comprehensive automobile liability insurance on hired and non-owned vehicles. Such insurance shall provide protection from all claims for bodily  owned,  damage and contractual liability, products/completed operations, broad form collapse and underground damage), where applicable. Contractor's Builder's Risk Completed Value Insurance. To the extent  injury, including death, property property damage and XÇU (explosive, mandated by State and local requirements, contractor entering into a Construction Contract for  Section 5.6  the Village will procure ànd maintain, or will require each the construction ofthel Project, or the design-builder or  the  for the construction at the full and exclusions.  any first-tier subcontractor entering into a construction contract with design-builder construction, improving, ofthe Project, toj procure and maintain, property insurance (builder'srisk) on all equipping and furnishing of the Project (excluding contractor's tools and equipment) and the contractor as insurable value thereof. Such insurance will include the interest of the Village additional insureds, and shall insure against "all risk" subject to standard policy conditions and With respect the maximum any attainable amount of coverage under Federal flood insurance. Bach contractor,  to portion of the Project in a flood plain, flood insurance is required up to, but not  exceeding, or the design-builder or any builder, shall purchase and maintain  first-tier subcontractor entering into a construction contract with the design-  similar property  insurance for  of the work stored off the real subcontractor entering  such portions of the work are to bei included in  property on which the Project is located or in transit when  portions  an application for payment. Each contractor, or1 the design-builder or any first-tier of deductible into a construction contract with the design-builder, is responsible for the payment any  amounts associated with this insurance.  Section. 5.7 Contractor's Worker's Compensation Insurance. To the extent mandated by State and local requirements, each contractor entering into a Construction Contract for the construction with of cost and expense, worker's compensation insurance during the term ofits carrier, shall contain aj provision its employees working thereunder. Such insurance, ifissued by aj private insurer will endeavor to mail 30  or first-tier subcontractor entering into a construction contract  the Project, or the design-builder any the the design-builder for the construction oft Project,  shall be  toj procure and: maintain, at its own required Construction Contract, covering  providing that if such policies are cancelled or terminated that the issuing requests, to the Bank; or, if such insurance is provided by a private to the insurance, in form acceptable tot the Village andi thel Bank, shall bej provided  no  on  written notice to the named insureds, but failure to mail such notice will impose liability  days prior  coverage shall be provided to the Village and, if the Bank sO to each contractor entering into a Construction Contract or, in case  the insurer. A certificate evidencing such  carrier, a completed certificate of  and the. Bank, if the  Village  with respect  the! Bank sO requests, with the design-builder.  first-tier subcontractor entering into a construction contract  ofa design-builder, tot the design-builder or any:  [END OF ARTICLE VI  10  PPAB 6254728v4    ARTICLE VI COVENANTS OF THE VILLAGE  Section 6.1 Care and Use. The Village shall use, and shall cause  Property in a careful and proper manner, in compliance with all Mortgaged Property in good condition, repair,  the use of, the Mortgaged  sole cost and expense, shall service, repair and maintain the applicable laws and regulations, and, ati its ordinary wear and tear excepted, and shall replace appearance and working order for the purposes intended, time become worn out, unfit for use, lost, stolen, any part ofthel Mortgaged: Property asi may: from timet to replacements of the Mortgaged Property and all destroyed or damaged. Any and all additions to or Property and shall be subject to all the terms and parts conditions thereofs shall constitute accessions to the Mortgaged  Mortgaged Property sO as to keep the  "Mortgaged. Property" as used in this Contract, Section 6.2 Inspection. The Bank has the right on enter into and on the Mortgaged Property to inspect the Mortgaged Property during normal business hours.  of this Contract and included in the term reasonable prior notice to the Village to Mortgaged Property and observe the use oft the  Section 6.3 Utilities. The Village shall pay or causei tol bej all with the Mortgaged Property. There shall be no abatement of the  electricity, light, heat or power, telephone or other utility services furnished paid charges for gas, water, steam,  to or used on ori in connection Installment Payments on account of paid when due any and all taxes  interruption ofa any such services.  Section 6.4 Taxes. The Village agrees toj pay or cause to be stamp taxes, rental taxes, assessments, charges, ad valorem  relating to the Mortgaged Property and the Village's limited to, all license or registration fees, taxes, licensees and charges imposed on the ownership,  obligations under this Contract including, but not  documentary  gross receipts tax, sales and use tax, if applicable, license  excise taxes,  fees,  taxes, and all other  any governmental body or agency, together with interest possession or use oft the Mortgaged Property by  any  and penalties.  Section 6.5 Insurance. The Village shall maintain, or cause to be  expense, except as hereinafter provided, insurance with respect to its casualties and contingencies in amounts not less than is hereinafter provided, the following insurance:  maintained, at its own  property and business against such  situated. Without limiting the foregoing, the Village shall customary in similar activities and similarly  maintain, or cause to be maintained, except as  (a) Insurance against loss and/or damage to the Mortgaged  policies covering such risks as are ordinarily insured against by similar Property under a policy or  lesst thani thel lesser of(1)t thei full replacement cost ofthel price ofall outstanding Installment Payments.  facilities, in an amount: not  Mortgaged Property, or (2)the prepayment protecting the Village and the Bank as  (b) Comprehensive general liability insurance  their respective interests  may appear, against liability for injuries to persons and/or  occurring on, in or about the Mortgaged Property, in the minimum amount toa any one person for property damage, $1,000,000 liability for amount ofr not more than $100,000, to the extent  property,  of $1,000,000 liability $2,000,000, with a deductible  occurrence and an aggregate annual liability limit ofnot less than personal injury for any one  as required by State law.  commercially available at a reasonable price and  (c) Workers' compensation insurance respecting all employees oft the working at the Mortgaged Property in such amount as is customarily carried like Village, ifany,  engaged in like activities of comparable size and liability  by organizations  exposure; provided, however, that the  PPAB 6254728v4  11    be self-insured with respect to all or any part ofi its liability for workers' compensation, (d) During the course ofany construction or repair ofi improvements on1 the Mortgaged builder's risk insurance, covering the total value of work performed and equipment, materials furnished in connection with such construction or repair of the supplies and the extent commercially, available ata ai reasonable price and as required by State  Village may commercially available at a reasonable price and as required by State law.  to the extent Property, improvements, tot law.  National flood insurance, if applicable, in an amount acceptable tot the Bank.  (e) Each insurance policy  obtained pursuant to this Section shall (1) be issued by a generally  under the laws of the State to assume the risks and unless unavailable from the insurer,  recognized and responsible insurance company qualified contained inj paragraphs (a) and (d) above, contain standard mortgagee clauses naming the Bank as mortgagee, (3) adverse to insured party without provide that such policy shall not be cancelled or modified in any way therein. The Village anyi shall have the right atl least 30 days' prior written notice to each insured party named to this Section, subject, however, to the  covered by such policy, (2) with respect to the policies  to receive the proceeds from any insurance maintained pursuant  limitations oft this Article VI. In lieu of separate  insurance policies, the Village may maintain blanket or umbrella insurance  required by this Section with protection against each  policies if such policies provide the same coverage less than that specified in this Section.  risk not reducible by claims for other risks to amounts requirements oft this Section, the Village may retention risk financing programs, risk pools, risk companies, andi in state or federal insurance programs. condemnation ofthel Mortgaged Property.  of In lieu policies  of insurance written by commercial insurance companies meeting the  maintain aj program ofs self-insurance or participate in group  purchasing groups and captive insurance  groups,  Risk Loss. The Village shall bear all risk of loss or damage to and  Section 6.6  of  by the Bank of the Village's Responsibilities. Any performance  Section 6.7 Performance required to be made by the Village may, ifnot timely performed required ofthe Village or any payments the Bank, and, in such event, the Bank shall be immediately reimbursed by the Village for such payments or other performance by of] Installment Payments.  orpaid, be performed or paid by  thel Bank, with interest thereon at ai rate equal to  thel Interest Rate applied to determine thei interest component  Financial Statements. The Village agrees that it will furnish the Bank current within 270 ofthe end ofe each. Fiscal Year, carrying an unqualified opinion  Section 6.8  audited financial statements and days in accordance with generally accepted accounting principles and presented on a consistent basis. The Village Bank in connection with this Contract fairly and accurately statements which have been delivered to and the there has been no material adverse change in the Village's  ofa certified public accountant prepared  represents and warrants to the Bank that all financial  reflect the Village's financial condition financial statements since the date thereof.  financial condition as reflected in the:  [END OF ARTICLE VI]  12  PPAB 6254728v4    ARTICLE VII TITLE; LIENS  Section 7.1 Tifle. Title to the Mortgaged Property and  replacements or modifications thereto shall be in the Closing Date, the] Deed ofTrust willl bei ini full: force and Village effect including the principal components oft the Installment  from any and all additions, repairs, and after the Closing Date. On the of the Village's obligations hereunder,  thereunder. On payment or provision for payment in full of and all no events ofo default shall have occurred duel hereunder, the Bank or its assignee, att the Village's Payments then outstanding and all other payments  andi this Contract willi terminate.  expense and request, shall cancel the] Deed ofTrust directly or indirectly create, incur, assume or suffer except for: (1) the lien and security interest oft the Bank  Section 7.2 Liens. The Village shall not to exist any mortgage, pledge, lien, charge, in the Mortgaged Property; permitted  the Mortgaged Property or any interest in therein, security interest, encumbrance or claim on or with respect to exceptions which do not interfere (2) utility, access and other easements and rights of way, restrictions character oft thel Mortgaged Property and as dor notmaterially normally exist with respect to property of the general action as may be necessary duly to discharge such Village shall promptly, at its own expense, take such encumbrance or claim ift the same shall arise at any any time. mortgage, The pledge, lien, security interest, charge, interest, charge, encumbrance or claim. discharge remove any such mortgage, pledge, lien, security  with or impair the intended use of the  and  encumbrances as described in Exhibit B to the Deed of  Mortgaged Property; (3)any Trust; and (4) such minor defects, impair title thereto ort the ability oft the Village Village shall reimburse the Bank for any  irregularities, encumbrances and clouds on title as to complete and operate the Project thereon. The expense incurred by the Bank in order to  or  [END OF ARTICLE VII  PPAB 6254728v4  13    ARTICLE VIII USE OF NET) PROCEEDS  DAMAGE, DESTRUCTION, AND CONDEMNATION;  Destruction or Condemnation. If, during the term of this Contract, ofthel Mortgaged Property is destroyed, ori is damaged by fire or  Section 8.1 Damage, (1)t thel Mortgaged Property or any portion other casualty; (2) title to or the temporary or permanent  use of the Mortgaged Property or any portion  the  Property, or any portion  thereof or the estate of the Village or the Bank or its assignee in Mortgaged thereofist taken under thej power ofe eminent domain by any governmental authority; (3)amaterial all or construction oft the Mortgaged Property becomes apparent; or (4) title to or the use of continue any portion to be  defecti in of  is lost reason of a defect in title thereto, the Village shall  the Mortgaged Property obligated, subject to the provisions respective times required.  by of Section to the amounts specified in Section 3.1 at the  8.2, pay  Section 8.2 Obligation ofthe Village to Repair andl Replace the Mortgaged. Property. Subject bonds, to the provisions of Section 8.3, the Net Proceeds of any insurance policies, occurrence performance described in Sections 5.4, 6.5(a) or 8.1, shall be applied tot the prompt repair, restoration, modification, restoration, modification, replacement of the damaged or destroyed Mortgaged Property. out of such Any Net repair, Proceeds shall bet the property of improvement or replacement paid for in whole or inj part to the Deed of Trust, and shall be included as  condemnation awards or Net Proceeds made available by reason of any  improvement or  the Village, subject, if located on the Mortgaged Property, part ofthe Mortgaged Property under this Contract.  Net Proceeds; Discharge of the Obligation of the Village To  Section 8.3 Insufficiency If the of Net Proceeds (plus any amount withheld therefrom by reason of Repair the Mortgaged. Property. insufficient to in full the cost of any repair, restoration, modification,  any deductible clause) are  pay  as  under Section 8.2, the Village may  improvement or replacement of the Mortgaged Property required elect to proceed under either oft the following options:  The Village may complete the work and pay any cost in excess of the amount of  the Net (a) Proceeds, and the Village agrees that, if by reason of any such insufficiency of the entitled Net Proceeds, the Village shall make any payments pursuant to this Section, the Village diminution is not of the reimbursement therefor from the Bank nor is the Village entitled to any  to any  amounts payable under Section 3.1;or  (b) The obligation of the Village to repair or replace the Mortgaged Property under Section 8.21 may be discharged by causing thel Net) Proceeds ofs such insurance! policies, performance of the then bonds or condemnation awards to be applied to the prepayment of all or any part principal component oft the Installment Payments as agreed to by the Bank or pursuant outstanding Section 3.5 hereof. If the Net Proceeds exceed the amount necessary to prepay the then  to  of the Installment Payments, such excess shall be paid to or  outstanding principal component retained by the Village.  Within 120 days oft the occurrence of an event specified in Section 8.1,1 the Village shall commence shall restoration, modification, improvement or replacement ofthel Mortgaged Property, or elect,  thei repair, by written notice restoration,  tot the  toj proceed under thej provisions of paragraph (b) above. For purposes ofthis shall Bank, include the retention of an architect or engineer in anticipation of repair,  Section, "commence" modification, improvement or replacement oft thel Mortgaged Property.  of Bank. The Bank shall cooperate fully with the Village in: filing  Section 8.4 Cooperation  the events described in Section 8.1. In no  any proof ofl loss with: respect to any insurance policy covering  14  PPAB 6254728v4    events shall the Bank or the Village voluntarily settle, or consent to the  out ofany insurance claim with: respect to the) Mortgaged! Property without settlement the of, any proceeding arising  written consent ofthe other.  [END OF ARTICLE VIJ  PPAB 6254728v4  15    ARTICLEIX  REPRESENTATIONS, WARRANTIES. AND COVENANTS OF THE VILLAGE  Warranties and Covenants of the Village. The Village  Section 9.1 Representations,  representations, warranties and covenants  represents, warrants and covenants to and with the Bank (all suchi  tol be continuing) that:  (a) The Village is a municipal corporation validly organized and existing under the laws oft the State and has all powers necessary to enter into the transactions contemplated by this  Contract and the Deed ofTrust and to carry out its obligations hereunder;  The Village agrees that during thei term ofthis Contract, it will take no action that its existence as aj political subdivision in good standing in the State, cause  (b) would adversely affect  with  into another  subdivision ofthe State or permit  the Villaget tol be consolidated or1 merge the State to consolidate political with or merge into it, unless the one or more other political subdivisions oft created thereby expressly assumes in writing the  Village is the surviving entity or the entity Village's obligations hereunder;  This Contract, the Deed of Trust and all other documents relating hereto and  (c)  ofthe Village's obligations hereunder andi thereunder, have been duly  thereto, and the performance executed and delivered by the Village and approved under all laws, and validly authorized, applicable tot the Village including, but not limited to, compliance with binding obligations oft the Village, enforceable the enforcement of creditors' rights generally and such principles of equity as a court having proper jurisdiction may impose;  regulations and procedures public meeting and bidding requirements, other delivery hereof and thereof by the tol bankruptcy, insolvency and other laws affecting  and, assuming the due authorization, execution and hereto and thereto, constitute valid, legal and parties in accordance with their respective terms, subject  Neither the execution and delivery of this Contract or the Deed of Trust or the the transactions contemplated hereby or thereby, nor the fulfillment of or and conditions hereof or thereof conflicts with or results in al breach of of any restriction or any agreement or instrument to which the  (d) consummation of compliance with the terms Village is now aj party or by  thet terms, conditions, or provisions which the Village is bound or constitutes a default under any oft the  provision ofa applicable law ori regulation  foregoing, nor conflicts with or1 results inaviolation ofany governing the Village and no representation, covenant and warranty misleading or erroneous in any material respect;  in this Contract is false,  There is no action, suit, proceeding or investigation at law or in equity before or (e) public board or body pending or, to thel best oft the Village's knowledge, threatened, against or affecting the Village relating hereto and the performance of the Village's obligations hereunder and thereunder, and compliance does not and willnoti in any material respect conflict lien or other encumbrance on any property ofthe Village (except as contemplated: or existing law, pursuant to any agreement or other instrument to which the Village is a party, any regulation, court order or consent decree to which the Village is subject;  by any court,  challenging the validity or enforceability oft this Contract, the Deed  of Trust or any other documents  with the provisions hereof or thereof, under the  circumstances contemplated! hereby or thereby, of or. default with, constitute on the part oft the Village a breach  ori resulti in the creation ofa herein or therein)  under,  The estimated Costs of Construction are: not less than $1,180,000 and, other than  (f)  requirements which are a prerequisite to the construction of  building permits or other procedural ofthel LGC, which approval has been obtained, no approval or consent  the Project andt the approval  16  PPAB 6254728v4    is required from any governmental authority with respect to the and thet transactions contemplated hereby and thereby or ifsuch  the Village oft this Contract, the Deed of Trust and all other documents entering into or performance by  related hereto and thereto approvali is required, such approval earnings thereon will be used  has been duly obtained;  (g) The funds in the Project Fund and any investment (h) There are: no liens or encumbrances on the] () The resolutions relating to the performance the  only for thej purposes permitted in Article I;  created by this Contract, the Deed ofTrust and the other liens Mortgaged! Property other than the lien in full: force and effect, and have not been in hereby and thereby, have been duly adopted, are  permitted thereby;  Deed ofTrust and thet transactions contemplated  by Village of this Contract, the  any respect modified, revoked or rescinded;  G) The Project is essential to the proper, efficient and economical  Village and the delivery ofservices and permits the Village to is authorized and required by law toj perform;  out  operation oft the  carry its public functions that it  its (k) The Village reasonably believes sufficient funds will be available to  obligations hereunder;  satisfy all of the Installment  (I) The Village shall (1) cause its Village Manager to include Payments coming due in any Fiscal Year in the corresponding annual (2)require that the deletion ofs such: funds from the Village's final impose by law ministerial duties and it shall be the Village to take such action and do such  require the Village Manager to use his or her best efforts to obtain an budget request and shall an express resolution oft the] Board which explains the reason for such budget bei made only pursuant to part of the Village contained. in this Section 9.1() shall be deemed action. This covenant on the official duty of such officials to enable the things as are required by lawi in the performance of the subparagraph and the agreements in this Contract Village to carry out and perform the covenant in this provided, however, that nothing contained in to be carried out and performed by the Village;  appropriation therefor and  of each to be and shall be construed to and every public official oft the  duty  appropriate the funds included in such Year shall be used for no other purpose;  this Section 9.1() shall obligate the Village to SO  proposed budget;  (m) Funds appropriated byt the Village toi make. Installment (n) The Village agrees that during the term of this appropriate insurance required pursuant to this Contract and thel Deed Contract, ofTrust; (o) The Village has or willl have good and marketable titlet to  Payments due in any. Fiscal it will  maintain the  not subject to any possibility ofreverter, right  the Mortgaged Property,  ofre-entry or other reversionary interest; and  (p) The Mortgaged Property is bordered on and has access to Marvin School Road.  [END OF ARTICLE] IX]  PPAB 6254728v4  17    ARTICLEX  TAX COVENANTS. AND. REPRESENTATIONS  Section 10.1 Covenants and Representations.  (a) The Village covenants thati it will not take any action, or: fail tot take any action, ifany such action or failure to take such action would adversely affect the exclusion from gross income oft the interest oft the obligations created by this Contract for federal income tax purposes. The Village will not directly or indirectly take permit or omit to take action that would cause the obligations created by this due under this Contract, as the registered owner ofs such Installment. Payments. Toi that end, the Villagel has executed and delivered the Tax Certificate and will comply with all oft the requirements of Section 148 of the Code tot the extent applicable. The Village further covenants that this Contracti ist not a' "private activity from time (b) to time all amounts required to be rebated to the United States of America pursuant to Section 148(f) ofthe Code and anyt temporary, proposed or final' Treasury Regulations asi may! be applicable  portion  use or  the use of any proceeds ofany fund created under this Contract or any  funds of the Village, or  any  Section 148(a)  of the Code. The Village will Installment  Contract to be an "arbitrage bond" within the meaning of  maintain books on which will be recorded (1) the Bank, or (2) any assignee of the  Payments  bond" as defined in Section 141 ofthe Code.  Without limiting the generality oft the foregoing, the Village agrees that there shall bej paid created under this Contract fromt timei to time. This covenant shall survive thei termination Notwithstanding any provision int this Contract to the contrary, ifthe Village shall provide  to1 the obligation ofthis Contract for any reason.  (c)  of  bond counsel reasonably acceptable to the Bank to the longer and required, the Bank may rely conclusively on such  to the Bank an opinion nationally recognized Article X is no effect that any action required under this action is required, to maintain tax-exempt status, the Village opinion in complying with the provisions oft this Article X.  or to the effect that some further  (d) If at any time there is a Determination of Taxability, the principal portion of the indebtedness oft the Village to the Bank which is represented by the Installment Payments shall, from and  as hereinafter defined, beari interest at the Taxable Rate payable from thel Date Advance matures or is prepaid or the Determination ofTaxability is no as the the Village also shall be required to pay toi the Bank all amounts, ifa any, the Bank for additions to tax, interest and penalties, and any  after thel Date ofTaxability, time ofTaxability to such longer in effect. In such event,  which may be necessary to reimburse tot thel United any States of America or thel Department of Revenue arrears in interest that arei required tol bej paid of the Bank's failure to include the interest portion of the Installment Payments related tot the. Advance (hereinafter called' "Interest") in its gross  of the State of North Carolina by reason  income: for income  All such additional interest, additions to1 tax, penalties andi interest shall be! paid! byt the Village  tax purposes. pay to the Bank the  the Determination of' Taxability and demand by the Bank. Installment  within sixty (60) days shall following be increased as ai result oft the applicability oft the' Taxable Rate. The Village shall Payment amounts Interest calculated at the Taxable Rate notwithstanding any transfer by the Bank or  to the date such Determination ofTaxability was made.  payment or prepayment by the Village prior  The Date ofTaxability shall mean thei first date upon which. Interest isi included int the gross income (e) The Village hereby designates for the exception from the disallowance of the deduction of the provisions of Section 265(b)(3) oft the Code. The Village does not reasonably anticipate issuing more  oft the Bank for federal income tax purposes as a: result ofal Determination ofTaxability. interest by financiali institutions allocable tot the cost of carrying tax-exempt obligations  the Installment Payments due under this Contract as a  "qualified tax-exempt obligation" eligible  in accordance with  18  PPAB 6254728v4    than $10,000,000 of qualified tax-exempt obligations pursuant to such Section calendar year 2021 and will not designate more than $10,000,000 of pursuant to such Section 265(b)(3) during calendar year 2021.  entities which issue obligations on behalf oft the Village and all subordinate entities 265(b)(3), including all  oft the Village, during  qualified tax-exempt obligations  [END OF ARTICLEXI  PPAB 6254728v4  19    ARTICLE. XI INDEMNIFICATION  Section 11.1 Indemnification. To the fullest extent permitted by applicable law, the Village hereby agrees toi indemnify, protect and save theLGC, the Bank and their respective officers, employees, directors, members and agents harmless from all liabilities, obligations, losses, claims, damages, actions, suits, proceedings, costs and expenses, including reasonable attorneys' fees that (1) arise in tort, in contract, under 42 U.S. Code $1983 or under thej public bidding laws oft the State or (2) arise out of, are connected with, or result, directly or indirectly, from the Project or any portion thereof, including, without limitation, the manufacture, selection, acquisition, delivery, possession, condition, construction, improvement, environmental or other condition, lease, use operation or return of the Project or any portion thereof. The indemnification arising under this Article XI shall continue in full force and effect notwithstanding the  payment ini full of all oft the obligations under this Contract.  [END OF ARTICLE XI]  20  PPAB 6254728v4    ARTICLE XII DISCLAIMER OF WARRANTIES  Section 12.1 No. Representations by the Bank. The Village acknowledges and agrees that the specifications with respect thereto and thati the] Bank (a)i is not a1 manufacturer of, nor supplied a dealer any plans the or component parts ofthe Project or similar projects; (b)! has not made any recommendation, in, any oft thereto, or (i) any action taken or to bet taken with respect to the Project or any property or rights relating any property or rights relating thereto at any stage oft the construction thereof; any (c) component has not at part thereofor time had physical possession of the Project or any component part thereof or made any inspection thereof any or property or rights relating thereto; and (d) has not made any warranty or other representation, implied, that the] Project or any component part thereof or any property or rights result: in or cause: injury or damage to persons or property, (i) has been or willl be relating accomplish thei result which the Village intends therefor, or is safe  designs for the Project have not been made by the Bank, and the Bank has not nort taken any other action withi respect to () the choice of any supplier, vendor or contractor with respect to, the Project or any component part thereof or  given any advice designer of, or any other  any or thereto express () will not properly designed, or will  (i)  in any manner or respect.  Section 12.2 Disclaimer by the Bank. THE) BANK MAKESI NOI EXPRESS OR IMPLIED WARRANTY ORI REPRESENTATION OF ANY KIND WHATSOEVER WITH RESPECT TO THE PROJECT OF ANY COMPONENT PART THEREOF TO THE VILLAGE OR IN REGARD TO ANY OTHER CIRCUMSTANCE WHATSOEVER WITH RESPECTTHERETO, BCImcNTATIAmpDAmT WARRANTYORI REPRESENTATIONS TO: THEI MERCHANTABILITY OR1 THEI FITNESS OR SUITABILITYTHEREOP: FOR ANYI CONDITION THEREOF; THE SAFETY, WORKMANSHIP OR QUALITY THEREOF; PURPOSE; THEI DESIGN OR DEFECT; THE TITLE TO OR INTEREST OF THE BANK THEREIN; COATRACTREANNCTIBRETCA THE ABILITY THEREOF TO PERFORM ANYLATENT ANY FUNCTION; THATTHE. ADVANCE WILLI BE SUFFICIENT (TOGETHER WITH ANY OTHER. AVAILABLE: THE VILLAGE) TO1 PAY THE COST OF IMPLEMENTING THE. PROJECT; OR ANY OTHER CHARACTERISTICS FUNDS OF THE PROJECT, ITI BEING. AGREED THAT ALL RISKS RELATING TO: THE. PROJECT, THE COMPLETION THEREOF OF OR THE TRANSACTIONS CONTEMPLATED HEREBY ARE TOJ BEI BORNE BY THE VILLAGE. AND BENEFITS OF ANY AND. ALL IMPLIED WARRANTIES AND REPRESENTATIONS OF THE BANK ARE HEREBY THE WAIVED  WITHRESPECT  THEREQUIREMENTS: OFA ANYLAW,RULE, SPECIFICATIONG OR  COMPLIANCE THEREOF WITH  THE VILLAGE.  BY  [END OF. ARTICLE XIIJ  21  PPAB 6254728v4    ARTICLE XIII DEFAULT AND. REMEDIES  Section 13.1 Definition of Event of Default. The Village shall be deemed to be in default hereunder on thel happening ofa any oft thei following events of default (each, an "Event ofDefault"):  (a) The' Village fails toj pay any Installment! Payment or Additional Payment when due within 10 days after written notice specifying such failure and requesting that it be remedied has  been given to the Village by the Bank;  (b) The Village fails tol budget and appropriate money sufficient toj pay alll Installment Payments and the reasonably estimated Additional Payments coming due ini the following Fiscal  Year ofthe Village;  (c) The Village deletes from its duly adopted budget any appropriation for the (d) The Village fails to perform or observe any term, condition or covenant ofi this Contract on its part to be observed or performed, other than as referred to in clauses (a), (b) or( (c) above, or oft the Deed of Trust on its part to be observed or performed, or breaches any warranty by the Village herein or therein contained, for aj period of30 days after written notice specifying such failure and requesting that it be remedied has been given to the Village by the Bank, unless the Bank shall agree in writing to an extension ofs such time prior to its expiration;  purposes specified in clause (b) above;  (e) Any bankruptcy, insolvency or reorganization proceedings, or similar litigation is instituted by the Village, or ai receiver, custodian or similar officer is appointed for the Village or ofits! property, and such proceedings or appointments arei not vacated or: fully stayed within 90 (f) Any representation, warranty or statement: made by the Village herein, in thel Deed of Trust or in any other document executed or delivered in connection herewith or therewith is found to bei incorrect or misleading in any material respect on the date made; or  any  days after the institution or occurrencet thereof;  (g) An attachment, levy or execution is levied on or against any portion of the Section 13.2 Remedies on. Default. On the occurrence of any Event ofDefault, the Bank may exercise any one or more ofthe following remedies as thel Bank, ini its sole discretion, shall elect:  Mortgaged Property.  (a) Declare the unpaid portion of the then outstanding principal components of the Installment Payments immediately due and payable, without notice or demand tot the Village; (b) Proceed by appropriate court action to enforce the performance by the Village of the applicable covenants oft this Contract or to recover: for any breach thereof; (c) Exercise or direct the Deed ofTrust Trustee to exercise all the rights and remedies ofa secured party or creditor under the Uniform Commercial Code of the State and the general laws of the State with respect to the enforcement of the security interest granted or reserved hereunder and under thel Deed ofTrust including, without limitation, to the extent permitted by law, re-enter and take possession ofthel Mortgaged Property without any court order or other process of law and without liability for entering the premises and to sell, lease, sublease or make other  22  PPAB 6254728v4    disposition oft the same in a commercially reasonable manner: for the account of the apply the proceeds of any such sale, lease, sublease or other disposition, after and expenses, including court costs and attorneys' fees, incurred with the thereafter, to pay any remaining proceeds to the Village;  Village, and deducting all costs  and other sale, lease, sublease or other disposition, toward the balance due recovery, under this repair, Contract storage  and,  (d) Enforce its security interest in the Mortgaged Property or direct the Deed Trustee to institute foreclosure proceedings under the Deed of Trust and sell the ofTrust  Property; or  Mortgaged.  (e) Pursue any other remedy available at law or equity to the Bank.  NOTWITISTANDINGANYC OTHERI PROVISIONS] HEREIN ANDINTHE] OF THE PARTIES HERETO TO COMPLY WITH SECTION 160A-20  DEEDOF TRUST, ITISTHEINTENT OF THE GENERAL STATUTES OF NORTH  CAROLINA, AS AMENDED. NODEFICIENCY  JUDGMENT: MAYI BEI ENTERED. AGAINST THE  OF THE) BANK IN VIOLATION OF SECTION 160A-20 OF THE GENERAL STATUTES OFI NORTH VILLAGE INI FAVOR OWED HEREUNDER WHEN THE SALE OF ALL OR ANY PORTION OF THE FOR MORTGAGED AMOUNTS THATMAYBE INSUFFICIENT TO: PRODUCE ENOUGH MONEY TOI PAY INI FULL. ALL: REMAINING OBLIGATIONS PROPERTY IS  AMENDED, INCLUDING, WITHIOUTLIMITATION, ANY DEFICIENCY JUDGMENT  CAROLINA, AS UNDER THIS and the this Contract. All  CONTRACT. ANDT THE] DEED OF TRUST.  Section. 13.3 Further Remedies. This Contract shall remain in full force and effect Village shall be and remain liable for the full performance of all its obligations under  remedies ofthel Bank are cumulative and may be exercised one: remedy shall: not be deemed an election of such  concurrently or separately. The exercise ofany remedy or preclude the exercise ofany other remedy.  [END OF ARTICLE XIIJ  23  PPAB 6254728v4    ARTICLEXIV ASSIGNMENT  tot this Contract and thel Deed ofTrust, as applicable,  Section 14.1 Assignment. Except pursuant  encumber or suffer a lien or  the Village will not sell, assign, lease, sublease, pledge or otherwise permitted encumbrances under Section 7.2) without the prior written consent interest in this Contract: may not be assigned or transferred by operation oflaw.  for any other  encumbrance on or against any interest in this Contract or the Mortgaged Property of the (except Bank. The Village's  Bank The  at time and from time to time, assign all or any part of its interest in the  may, any this  without limitation, thel Bank'srights toi receive madel by thel Bank or any subsequent  Mortgaged Property, the Project or Contract, including, assignee shall not purport to convey any greater interest or rights  Installment Payments payable to thel Bank hereunder. Any assignment than thosel held the Bank pursuant to  by  this Contract.  that this Contract may become part ofa pool of obligations at thel Bank's or its  The Village agrees  or reassign all or any part of this Contract,  assignee's option. The Bank or its assignees may assign  certificates  including the assignment or reassignment of any partial interest through the use of  evidencing by the LGC. counterpart  interests in this Contract without the consent oft the LGC, although the Bank or any assignee  participation ort this oft the document by which each such assignee. The Village which part on terms for any holders of certificates ofparticipation.  such assignment. Any assignment by the Bank: may be only to  shall give written notice to the LGCofany  other  ab bank, insurance company, or similar financial institution or any Bank's entity interest approved ini the Deed ofTrust Contract shall be effective unless and until the Village shall receive a duplicate original  Notwithstanding the: foregoing, no assignment or reassignment oft the  such assignment  or reassignment is made disclosing the name and address of  further agrees that thel Bank's interest in this Contract: may be assigned in whole or in in effect that the assignor or assignee will act as a collection and paying agent provide ofparticipation int this Contract, provided the Village receives a copy ofsuch  covenants and agrees to maintain for the full  agency. contract and such collection and paying agent remaining term ofthis Contract a written record of each assignment  and reassignment ofs such certificates  to execute any document reasonably required in connection with any  The Village agrees  notice of any assignment to the Village and the LGC, and the  assignment. Any assignor must provide record of all assignments as required by the Code. After the  Village shall keep a complete and accurate giving of any such notice, the Village shall thereafter the assignee named therein and shall, if sO requested, acknowledge acknowledgment shall in no way be deemed necessary to make the assignment  make all  in accordance with the notice to payments such assignment in writing, but such effective.  [END OF ARTICLEXIV]  24  PPAB 6254728v4    ARTICLE: XV  LIMITED OBLIGATION OF THE VILLAGE  Section. 15.1 Limited Obligation of the Village. NoI PROVISION  CONSTRUED ORI INTERPRETED. AS CREATINGAPLEDGE SHALL. BE CONSTRUED OR: INTERPRETED. AS CREATING/ Al CONSTITUTION OF THE STATE. THIS CONTRACT SHALLI NOT OBLIGATE THE VILLAGE TO MAKE ANY PAYMENTS HOWEVER, THAT ANY) FAILURE OR REFUSAL: ITS FAILURE TO MAKE ANY OCCURRENCE OF THE EVENT OF DEFAULT RESULTING OBLIGATION HEREUNDER, AND THE  OF THIS CONTRACT SHALL: BE No: PROVISION OF THIS CONTRACT WITHIN THB MEANING OF THE  THE MEANING OF ANY STATE  OFTHE) FAITH AND CREDIT OF THE VILLAGE WITHIN  CONSTITUTIONAL DEBT LIMITATION.  AI DONATION BY OR A LENDING OF THE CREDIT OF  THE VILLAGE DISCRETION OF THE VILLAGE: FOR. ANY FISCAL YEAR BEYOND ANY PAYMENTS APPROPRIATED IN THE SOLE  DIRECTLY OR: INDIRECTLY OR CONTINGENTLY IN WHICH THIS CONTRACT: IS IN: EFFECT; PROVIDED, BY THE VILLAGE TO. APPROPRIATE FUNDS WHICH RESULTSIN  PAYMENT COMING DUE HEREUNDER WILL TAXING POWER OF THE VILLAGE IS  IN NO WAY OBVIATE THE NOT AND MAY NOTI BE: PLEDGED ALIEN ON ANY CLASS OR SOURCEOF  JUDGMENT: MAYI BE RENDERED AGAINST THE VILLAGE FROM SUCH NONPAYMENT. No DEFICIENCY OFTHIS CONTRACT MDNMCTYORCOATRABNINYTOA SECURE ANY AMOUNTSI DUEI HEREUNDER.  IN. ANY ACTION FORI BREACH OF A CONTRACTUAL  DIRECTLY OR  SHALLBE CONSTRUED: TOI PLEDGE OR1 TO CREATE  NOPROVISION  THE VILLAGE'SFUNDS, NOR SHALL. ANY PROVISION OF ANY OF THE VILLAGE's BONDS OR  OF THIS CONTRACT RESTRICT THE FUTURE ISSUANCE ANY CONFLICT BETWEEN THIS ARTICLE XV AND'ANYOTHER  VILLAGE's FUNDS. To THE EXTENT OF OBLIGATIONS PAYABLE FROM ANY CLASS OR SOURGE OFTHE  PROVISION OFTHIS  CONTRACT, THIS. ARTICLE XV SHALL TAKE PRIORITY.  [END OF ARTICLE XV]  PPAB 6254728v4  25    ARTICLE XVI MISCELLANEOUS  Section 16.1 Notices. Any and all notices, requests, demands, and other communications given under or in connection with this Contract are only effective if made in writing and delivered either personally or mailed by certified or registered mail, postage prepaid, or return receipt requested, and  addressed as: follows:  IFTOTHE VILLAGE: Village ofMarvin, North Carolina  10004 New Town Road Marvin, North Carolina 28173 Attention: Finance Director Truist Bank 51301 Parkway Plaza Boulevard Charlotte, North Carolina 28217 Attention: Governmental Finance  IFTOTHEBANK:  The Village and the Bank may, by written notice to each other, designate any further or different Section 16.2 Time. Time is oft the essence oft this Contract and each and all ofi its provisions. Section 16.3 IfPayment or Performance. Date not a Business. Day. Ifthe date for making any payment, or the last date for performance of any act or the exercising of any right, as provided in this Contract, is not a Business Day, such payment may bei made or act performed or right exercised ont the next succeeding Business Day, with the same force and effect as if done on the nominal date provided in this  addresses to which subsequent notices, certificates or other communications shall be sent.  Contract, and noi interest shall accrue: fort the period after such: nominal date.  Section. 16.4 Waiver. No covenant or condition of this Contract can be waived except by the written consent oft the Bank. Any failure oft the Bank to require strict performance by the Village or any waiver by the Bank of any terms, covenants or contracts ini this Contract shall notl be construed as a waiver ofa any other breach oft the same or any other term, covenant or contract in this Contract. Section 16.5 Section Headings. All section headings contained in this Contract are for convenience of reference only and are not intended to define or limit the scope of any provision oft this  Contract.  Section 16.6 Entire Contract. This Contract, together with any schedules and exhibits attached toi this Contract and Deed ofTrust, constitutes the entire agreement between the parties, and this Contract shall not be modified, amended, altered or changed except as the Village and the Bank may subsequently  agreei in writing.  Section 16.7 Binding Effect. Subject to the specific provisions ofthis Contract, this Contract is binding on and inures to thel benefit of the parties and their respective successors and assigns (including  expressly any successor oft thel Bank).  Section 16.8 Covenants of Village not Covenants of Officials Individually. No covenant, stipulation, obligation or agreement contained herein shall be deemed to be a covenant, stipulation, obligation or agreement of any present or future member, agent or employee ofthe Village in such person's individual capacity, and neither the members ofthel Board: nor any other officer oft thel Board ort the Village  26  PPAB 6254728v4    shall be subject to any personal liability or accountability by reason oft the execution and Contract. Noi member ofthel Board or any agent or employee ofthe Village shall incura  delivery oft this in accordance with  in acting orj proceeding or ifnot acting or not proceeding, in good: faith, reasonably and any personal liability Section 16.9 Severability. Ifany portion ofthis Contract is determined tol be invalid applicable law, such provision is void and the remainder oft this Contract continues in full: force and under effect. any  thet terms oft this Contract.  Section 16.10 Governing Law. This Contract is to be construed, Section 16.11 Execution in Counterparts; Electronic Signatures. This  accordance with, the laws oft the State.  interpreted and enforced in  executed in any number of counterparts, by manual, facsimile, digital, ofwhich will be deemed an original, but all ofwhich taken  Contract may be  will electronic, or pdfsignatures, each  instrument. An executed copy ofthis Contract delivered by together constitute but one and the same be deemed to have the same. legal effect as delivery ofamanual facsimile, email, or othere electronic means will and related documents may be sent and stored by electronic signed copy ofthis Contract. This Contract  means.  Section. 16.12 E-Verif. The Bank understands that "E-Verif" is a federal  the United States Department of Homeland Security and other federal  program operated by  equivalent program used to verify the work authorization ofnewly hired agencies, or any successor or ina accordance with Section 64-25(5)ofthe General Statutes ofNorth employees pursuant to: federal law inc connection with thet transactions contemplatedbyt this Contract certify to such any subcontractor's that it uses  E-Verify to verify the work authorization of its  Carolina, as amended. Thel Bank uses  General Statutes ofNorth with E-Verify.  employees in accordance with Section 64-26(a) of the  Carolina, as amended. Thel Bank will require that subcontractor  compliance  [SIGNATURES BEGIN ON THE) FOLLOWINGPAGE  27  PPAB 6254728v4    IN WITNESS WHEREOF, the Village and the Bank have caused this Installment Financing Contract to be executed by their duly authorized officers as ofthe day and year first above written.  VILLAGE OF MARVIN, NORTH CAROLINA  By:  Christina Amos Village Manager  ATTEST:  Austin W. Yow Village Clerk  This instrument has been preaudited in the manner required by the Local Government Budget and Fiscal  Control. Act.  Finance Director Village of Marvin, North Carolina  Signature Page 1  PPAB 6254728v4    [COUNTERPART SIGNATURE! PAGETO1 THE. INSTALLMENT FINANCING CONTRACT,  DATED. AS OF] MAY13,202L,BETWENI TRUISTI BANK AND THE VILLAGE OF MARVIN, NORTH CAROLINA]  TRUISTBANK, as) Bank By:  Andrew G. Smith Senior Vice President  SIGNATURES CONTINUED ONTHE) FOLLOWINGPAGE)  Signature Page 2  PPAB 6254728v4    [COUNTERPART SIGNATURE. PAGB TO1 THE] INSTALLMENT FINANCING CONTRACT,  DATED AS OF MAYI 13, 2021, BETWEEN TRUISTI BANK AND1 THE VILLAGE OFI MARVIN, NORTH CAROLINA]  This Contract has been approved under the provisions of Section 159-152 ofthe General Statutes ofNorth  Carolina, as amended.  By:  Sharon Edmundson Secretary  Local Government Commission of North Carolina  Signature Page 3  PPAB 6254728v4    PAYMENT SCHEDULE  Period Ending 10/01/2021 04/01/2022 06/30/2022 10/01/2022 04/01/2023 06/30/2023 10/01/2023 04/01/2024 06/30/2024 10/01/2024 04/01/2025 06/30/2025 10/01/2025 04/01/2026 06/30/2026 10/01/2026 04/01/2027 06/30/2027 10/01/2027 04/01/2028 06/30/2028 10/01/2028 04/01/2029 06/30/2029 10/01/2029 04/01/2030 06/30/2030 10/01/2030 04/01/2031 06/30/2031 10/01/2031 04/01/2032 06/30/2032 10/01/2032 04/01/2033 06/30/2033 10/01/2033 04/01/2034 06/30/2034 10/01/2034 04/01/2035 06/30/2035 10/01/2035 04/01/2036 06/30/2036  Principal 78,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 79,000 78,000 78,000 78,000 78,000 1,180,000  Coupon 2,380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2.380% 2,380% 2.380% 2,380% 2.380%  Interest 10,765.53 14,042.00 13,113.80 13,113.80 12,173.70 12,173.70 11,233.60 11,233.60 10,293.50 10,293.50 9,353.40 9,353.40 8,413.30 8,413.30 7,473.20 7,473.20 6,533.10 6,533.10 5,593.00 5,593.00 4,652.90 4,652.90 3,712.80 3,712.80 2,784.60 2,784.60 1,856.40 1,856.40 928.20 928.20 221,038.53  Debt Service 10,765.53 92,042.00 13,113.80 92,113.80 12,173.70 91,173.70 11,233.60 90,233.60 10,293.50 89,293.50 9,353.40 88,353.40 8,413.30 87,413.30 7,473.20 86,473.20 6,533.10 85,533.10 5,593.00 84,593.00 4,652.90 83,652.90 3,712.80 81,712.80 2,784.60 80,784.60 1,856.40 79,856.40 928.20 78,928.20 1,401,038.53  PS-1  PPAB 6254728v4    $1,180,000 INSTALLMENT FINANCING CONTRACT BETWEEN: TRUIST BANK AND THE VILLAGE OF MARVIN, NORTH CAROLINA  DATED MAY13,2021 CLOSING INDEX  CLOSING:  May 13, 2021 via email & telephone with documents available at the office of Parker Poe Adams & Bernstein LLP, 620 S. Tryon St., Suite 800, Charlotte, North Carolina  PARTICIPANTS Village ofMarvin, North Carolina  VILLAGE BANK BANK'S COUNSEL FINANCIALADVISOR VILLAGE ATTORNEY SPECIAL COUNSEL  Truist Bank Popel Flynn, LLC First Tryon Advisors  Spencer & Spencer, P.A./W. Chaplin Spencer, Jr., Esq.  Parker Poe. Adams & Bernstein LLP  PPAB 6278314v3    INDEX OF CLOSING DOCUMENTS  The following documents, reports, letters and certificates, executed or conformed, as appropriate, are to be delivered at or before thet time of execution and delivery oft the Installment Financing Contract.  I.  BASIC DOCUMENTS  1. 2.  Installment Financing Contract between the Bank and the Village  Deed ofTrust, Security Agreement and Fixturel Filing from the Villaget to thel Deed ofTrust  Trustee for thel benefit of the Bank  3., Project Fund. Agreement between thel Bank and the Village Wire Transfer. Agreement between the Bank and the Village  4.  II. DELIVERED BY VILLAGE AT CLOSING  5. 6. 7. 8. 9.  Affidavit of] Publication Regarding Notice ofPublic Hearing Certified Copy ofI Initial Resolution adopted March 10, 2021 Certified Copy ofMinutes: from Public Hearing held on March 10, 2021 Certified Copy of Approving Resolution adopted May 11, 2021  Certificate of Officials of the Village Regarding Resolutions, Nonlitigation, Signature Identification, Designation of Village Representatives and Related Matters  10. Tax Certificate  11. Internal Revenue Service Form 8038-G  12. Minutes of the Local Government Commission approving the execution and delivery of  the Contract held on May 4, 2021  II. DELIVERED BY BANK AT CLOSING  13. Certificate of the Bank Regarding Bylaws, Organization and Authority, Incumbency,  Signatures and Execution ofDocuments  14. Investment Letter  15. Bank's. Receipt for the Proceeds of the Advance  IV. LEGAL OPINIONS  16. Opinion ofVillage Attorney 17. Opinion of Special Counsel  PPAB 6278314v3    V. MISCELLANEOUS  18. Closing Memorandum  ii  PPAB 6278314v3    1. 2.  Installment Financing Contract  Deed ofTrust, Security Agreement and Fixture Filing  [To be furnished by Special Counsel and the Village at Closing]  3. 4.  Project Fund. Agreement Wire Transfer. Agreement  [To be furnished by Special Counsel at Closing]  5. 6. 7. 8.  Affidavit of] Publication Regarding Notice ofPublic Hearing  Certified Copy ofInitial Resolution Extract ofMinutes oft thel Public Hearing Approving Resolution  [To be furnished by the Village at Closing]  PPAB 6278314v3    Doc. No.9  CERTIFICATE OFTHE VILLAGE OF MARVIN, NORTH CAROLINA  The undersigned officials of the Village of Marvin, North Carolina (the Village"), a municipal corporation, validly organized, existing and in good standing under thel laws oft the State ofNorth Carolina  (the "State"), dol hereby certify as follows:  1. They are the duly appointed, qualified and acting incumbents oft their respective offices of the Village, as set forth beside their signatures hereto, and as such are familiar with the books, records,  affairs and seal oft the Village.  2. The Village is a municipal corporation, validly organized, existing and in good standing under and by virtue oft the laws oft the State with all requisite power and authority to own its properties and  to carry on its business as ist now being conducted.  3. Included: int thet transcript ofwhichi this certificate: forms aj part is at true, correct and complete copy of the resolution duly adopted by the Village Council of the Village on May 11, 2021 (the "Resolution"), authorizing, among other things, the appropriate officials of the Village to execute and deliver an Installment Financing Contract dated as ofMay 13,2021 (the Contrac!") between the Village  and' Truist Bank (the "Bank").  4. The! Resolution was duly adopted ins accordance with all applicable laws, and thel Resolution 5. The Village has authorized by all necessary action, the execution, delivery, receipt, acceptance and due performance of the Instruments (as hereinafter defined) and any and all such other agreements and documents as may be required to be executed, delivered and received by the Village to carry out, give effect to and consummate the transactions contemplated in connection with the execution  has not been amended or supplemented and is valid and ini full: force and effect.  and delivery ofthe Contract.  6. Each oft the Contract, the Deed ofTrust, Security Agreement and Fixture Filing dated as of May 13,2021 (the Deed ofTrus!") executed and delivered by the Villaget to1 the deed oftrust trustee: named therein; the! Project Fund. Agreement dated as of May 13, 2021 (the "Project. Fund. Agreement' ) between the Village and the Bank; and the Wire' Transfer Agreement dated as ofMay 13, 2021 (the "Wire Transfer Agreement,  and together with the Contract, the Deed of Trust and the Project Fund Agreement, the Instruments ) between the Village and the Bank, hasl been duly authorized, executed and delivered by the Village, and the Contract constitutes a limited obligation of the Village payable solely from currently budgeted appropriations ofthe Village and does not constitute al pledge ofthef faith and credit ofthe Village  within the meaning of any constitutional debt limitation.  7. The Village is not in default under or in violation of (a) any provisions of any applicable law, (b) the Instruments or (c) any indenture, mortgage, lien, agreement, contract, deed, lease, loan agreement, note, order,judgment, decree or other instrument orI restriction ofany kind or character to which itisa ap party or by which it or its properties are or may bel bound, or to which it or any ofi its assets is subject, which default would have ai material adverse effect ont the condition, financial or otherwise, oft the Village. Neither the execution and delivery of the Instruments, nor compliance with the terms, conditions and provisions oft thel Instruments, will conflict in any material respect with ori result in a breach of, or constitute  a default under, any oft the foregoing.  PPAB 6278314v3    8. Since June 30, 2020, there have not been any material adverse changes in the business, properties, financial position or results of operations ofthe Village, whether or not arising from transactions int the ordinary course ofbusiness, and since such date, except in the ordinary course ofbusiness, the has not entered into any transaction or incurred any liability material as to the Village.  Village  9. There is no claim, action, suit, proceeding, inquiry or investigation, at law or in before or by any court, governmental agency, or public board or body, pending or, to the best equity, of our knowledge, threatened (a) contesting the corporate existence or powers oft the Village or the titles officers ofthe Village to their respective offices, (b) seeking to prohibit, restrain or by the Village or the application of the Advance under the Contract wherein enjoin an unfavorable of decision, ruling or finding would materially adversely affect the financial position of the Village or the operation ofits: facilities or the validity or enforceability ofthe) Instruments or (c) except as disclosed to the Bank, contesting or affecting the validity ofthe Instruments ort the transactions contemplated thereby. 10. No approval, consent, or withholding of objection on the part of any regulatory federal, state or local, that has not already been obtained, is required in connection with the execution body, or delivery ofo or compliance by the Village with thet terms and conditions oft thel Instruments. 11. Pursuant to the provisions of the Contract, the Village Manager, the Finance the Village Clerk are each designated to act on behalf of the Village as a Village term is defined in the Contract, and the signature set forth opposite each of their Representative, names as shown as such in paragraph 121 below is such person's true and genuine signature.  the collection of the  revenues  Director, and  12. Each person named below ist the duly appointed and qualified incumbent ofthe officeofthe Village set: forth opposite his or her name, and the signatures set forth opposite his or her name is such  person's genuine signature: NAME Christina Amos Jamie. Privuznak Austin W. Yow  TITLE Village Manager Finance Director Village Clerk  SIGNATURE  WITNESS our hands as ofthe 13th day of May, 2021.  VILLAGE OF MARVIN, NORTH CAROLINA  Christina Amos Village Manager  Austin W. Yow Village Clerk  PPAB 6278314v3    10. Tax Certificate  11. Internal Revenue Service Form 8038-G  [To be furnished by Special Counsel and the Village at Closingl  12. Minutes of the Local Government Commission approving the execution and delivery of  the Contract held on May 4, 2021  [To bei furnished by the Local Government Commission at Closing  PPAB 6278314v3    Doc. No. 13  CERTIFICATE OF THE] BANK: REGARDING BYLAWS, ORGANIZATION. AND AUTHORITY, INCUMBENCY, SIGNATURES, ANDI EXECUTION OF] DOCUMENTS  The undersigned, TRUIST BANK, a North Carolina corporation (the "Bank"), Installment Financing Contract dated as ofMay 13,2021 (the "Contract") between the] Bank pursuant andi the to an ofMarvin, North Carolina (the Village"), hereby certifies with: respect to the Contract as follows: Village 1. The Contract, andi the] Project Fund. Agreement, dated as ofMay 13,2021 (the "ProjectFund Agreement' ) between the Village and the Bank, and the Wire Transfer Agreement, dated as 2021 (the "Wire Transfer Agreemen") between the Village and the Bank, were  of] May 13, executed by a duly  authorized officer oft the Bank.  2. The Bank is authorized to act as counterparty under the Contract, the Project Fund Agreement and the Wire Transfer Agreement and perform all of its obligations in connection with transactions contemplated by the Contract, thel Project Fund Agreement and the Wire Transfer. and in sO acting is not in violation of any provision ofi its Articles of Incorporation or Bylaws, Agreement, regulation or court or administrative order or any agreement or other instrument to which: aj any law,  the  which it may be bound. May, 2021.  itisa party or by  IN) WITNESS WHEREOF, the undersigned has hereunto set his or her hand as ofthe 13th  day of  TRUIST! BANK By:  Andrew G. Smith Senior Vice President  PPAB 6278314v3    Doc. No. 14  May 13, 2021  Village of Marvin, North Carolina Marvin, North Carolina Parker Poe. Adams & Bernstein LLP Charlotte, North Carolina  $1,180,000 Installment. Financing Contract between Truist. Bank and the Village of Marvin, North Carolina  Ladies and Gentlemen:  Inc connection with an Installment Financing Contract dated as ofMay 13, 2021 (the "Contract") between Truist Bank, aNorth Carolina corporation (the "Bank"), and the Village ofMarvin, North Carolina (the Village"), the undersigned hereby acknowledges andi represents that: (1) thel Banki isi familiar with the Village; (2)t thel Bank has been furnished certain financial information about the Village; (3) the Village has made available to the Bank the opportunity to obtain additional information to verify the accuracy oft the information supplied and to evaluate the merits and risks of entering into the Contract; and (4) the Bank has had the opportunity to ask questions of and receive answers from representatives of the Village concerning the terms and conditions ofthe Contract and the information supplied to the Bank.  The undersigned acknowledges and represents that (a) it has been advised that the Village's obligation toj pay installment payments under the Contract (the Installment. Payments") is not registered under the Securities Act of1933, as amended (the "1933. Ac") and (b) the Village is not presently required to register such obligation under Section 12 ofthe Securities and Exchange Act of1934, as amended (the "1934. Acl"). The Bank, therefore, understands that if and when the Bank wishes to sell or assign part or all of the Installment Payments that there may not be available current financial information about the Village to such buyer or assignee, and the Bank understands that the Village may, but is not under any obligation to, provide current financial information in the event of the sale or assignment of all or part of the Installment Payments at some subsequent time. Further, the. Bank understands that it may need to bear the risks ofthis investment for an indefinite period of time, since any sale or assignment ofthe Installment Payments may not be possible or, ifpossible, may be at aj price below that which thel Bank is paying for the  Installment Payments.  Iti is understood that the Bank has undertaken to verify the accuracy, completeness and truth of any statements made concerning any of the material facts relating to this transaction, including information regarding the: financial condition ofthe Village. Thel Bank has conducted its owni investigation to1 the extent itd deemed necessary. The Bank has been offered an opportunity to have made available to it any and all such information it might request from the Village. On this basis, the Bank hereby acknowledges that the Banki is not relying on any party or person, including W. Chaplin Spencer,Jr., as Village Attorney, or Parker Poe Adams & Bernstein LLP, in its capacity Special Counsel to the Village (except for the matters  PPAB 6278314v3    addressed in the written opinions of such counsel), other than the Village to furnish or verify information  relating to this transaction.  Very truly yours, TRUIST! BANK By:  Andrew G. Smith Senior Vice President  PPAB 6278314v3    Doc. No. 15  ACKNOWLIEDGMINTOP, DEPOSITOF PROCEEDS OF THE) PURCHASE. PRICE  I,ANDREW G. SMITH, Senior Vice] President ofTruist Bank OMNYCAIT that $1,174,100, consisting oft the $1,180,000 amount advanced under an Installment Financing Contract dated as ofI May 13, 2021 (the "Contrac!") between the Bank and the Village of Marvin, North Carolina (the "Village"), less ai fee of $5,900 paid directly by the) Bank to its legal counsel, has been deposited in the Project Fund created and established pursuant to al Project Fund Agreement dated as ofMay 13,2021 (the "Project. Fund Agreement" ) between the Village and thel Bank, andi money on deposit in such Project Fund will be disbursed by the Bank in accordance with the terms of the Project Fund Agreement. Upon this deposit oft the Advance to the Project Fund, the Bank has paid $5,900 directly to the Bank's legal counsel on behalf oft the Village as a cost oft the execution and delivery ofthe Contract in accordance with Section  2.1 ofthel Project Fund Agreement.  WITNESS myl hand this 13th day ofMay, 2021.  TRUIST! BANK By:  Andrew G. Smith Senior Vice. President  PPAB 6278314v3    Doc. No. 16  [Tol bej printed on Village. Attorney'sl letterhead]  May 13,2021  Truist Bank Charlotte, North Carolina Village of Marvin, North Carolina Marvin, North Carolina Parker Poe. Adams & Bernstein) LLP Charlotte, North Carolina  $1,180,000 Installment. Financing Contract between Truist Bank and the Village ofl Marvin, North Carolina  Ladies and Gentlemen:  We have acted as counsel to the Village ofMarvin, North Carolina (the "Village"), in connection with the Village's authorization, execution and delivery of an Installment Financing Contract dated as of May 13,2021 (the "Contract") between Truist Bank (the "Bank") and the Village. Ihave reviewed (1) the constitution and laws oft the State ofNorth Carolina, (2) certain proceedings taken by the Village Council of the Village, (3) an executed copy of the Contract, (4) an executed copy ofa a Deed of Trust, Security Agreement and Fixture Filing dated as ofMay 13, 2021 (the "Deed ofTrus?") from the Village tot the deed oftrust trustee named therein fort the benefit ofthe. Bank, (5) an executed copy ofal Project] Fund Agreement dated as of May 13, 2021 (the "Project Fund Agreement") between the Village and the Bank, (6) an executed copy ofthe Wire' Transfer Agreement dated as ofMay 13,2021 (the "Wire Transfer-Agreement 1 and together with the Contract, the Project Fund Agreement and the Deed of Trust, the "Financing Documents' ) between the Village and the Bank, and (7) such other information and documents as. Ihave Pursuant to the Contract, the Bank will advance funds in an aggregate principal amount of $1,180,000, representing the Advance under the Contract. The Village has entered: into the Contract under the authority of the General Statutes and other laws of North Carolina, as amended, for the purpose of providing funds to finance the costs of constructing a new Village Hall administrative facility (the "Projec"). To secure its obligations under the Contract, the Village has executed and delivered the Deed of Trust to create a lien 011 the Village's right, title and interest in and to the real property on which the Project is located and the improvements and fixtures thereon (collectively, as more particularly described  deemed relevant in order to render the opinions hereinafter expressed.  int the Deed ofTrust, the "Mortgaged. Property").  Regarding questions of fact material to our opinion, we. have relied on the representations oft the Village contained in the resolutions and other certifications of public officials and others furnished to us without undertaking to verify the same by independent investigation. We have assumed that all signatures on documents, certificates and instruments examined by us are genuine, all documents, certificates and  PPAB 6278314v3    instruments submitted to us as originals are authentic and all documents, certificates and instruments submitted to us as copies conform to the originals. In addition, we have assumed that all documents, certificates andi instruments relating toi thei issuance oft the) Financing Documents havel been duly authorized,  executed and delivered by all parties thereto other than the Village.  As counsel to the Village, with regard to these matters and opinions, wel have been retained solely for the purpose of rendering the specific opinions herein stated and for no other purpose, We have not verified the accuracy, completeness or fairness ofany representation or information concerning the business or financial condition oft the Village. Accordingly, we express no opinion on the completeness, fairness or  adequacy of any such representation or information.  On the basis of the foregoing, we are oft the opinion, under existing law, that:  1.  The Village is a municipal corporation validly existing under and by virtue of the  Constitution, statutes and laws ofthe State ofNorth Carolina, and] has full legal right, power and authority to enter into and perform its obligations under the Financing Documents and to undertake the Project. Assuming the due authorization, execution and delivery by the other parties thereto, each Financing Document constitutes a valid and binding agreement of the Village, enforceable against the Village in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting the enforcement of creditors'  2.  The Village has duly authorized, executed and delivered each Financing Document.  rights generally, now or hereafter in effect, or by equitable principles.  3.  The Village's obligation to make payments under the Contract is a limited obligation of  the Village payable solely from currently budgeted appropriations of the Village and does not constitute a pledge of the faith and credit of the Village within the meaning of any constitutional debt limitation, as  more particularly described in the Contract.  4.  Allconsents, approvals or authorizations ofany governmental entity and all filingsr required  on the part of the Village in connection with the authorization, execution and delivery of the Financing Documents and the consummation of the transactions contemplated thereby in order for the Financing Documents to be valid and enforceable obligations oft the Village have been obtained and are in full force  and effect. 5.  The Village's execution and delivery of the Financing Documents, and the Village's  performance of its obligations under the Financing Documents, under the circumstances contemplated thereby, do: not and will not in any material respect conflict with, constitute on the part of the Village a breach of or default under, or result in the creation of a lien on any property of the Village (except as contemplated ini the Financing Documents) pursuant to, any agreement or other instrument to which the Village is a party, or any existing law, regulation, court order or consent decree to which the Village is  subject. 6.  To the best of my knowledge, after reasonable investigation, there is no action, suit,  proceeding or governmental investigation atl law ori in equity before or by any court, public board or body, pending of which the Village has been served with a summons, summons and complaint or other direct notice of commencement, or threatened against the Village, challenging the validity of the Financing Documents or contesting the power and authority of the Village to execute and deliver the Financing  Documents or to consummate thet transactions contemplated therein.  7.  Thel Deed ofTrust has been: recorded in accordance with North Carolina law and all filings  and recordings required toj perfect thej property interests granted, mortgaged or subjected to a mortgage lien and security interest thereby have been made with the effect that any subsequent grants by the Village of  PPAB 6278314v3    interests in the Mortgaged Property will be subject and subordinate to the rights ofthel Bank as beneficiary  under the Deed ofTrust.  This opinion is rendered solely to the addresses named herein as well as their successors and/or assigns and may not be relied upon by any other party or for any other purpose other than the purposes stated herein. This opinion is limited tot thel laws as they presently exist, toj present judicial interpretations  thereofand the: fact as they presently exist.  Iam authorized toj practicel law: int the State ofNorth Carolina. The opinions expressed herein relate  only to the laws ofthe State ofNorth Carolina and toi no other jurisdiction.  SPENCER & SPENCER,P.A.,  Village Attorney  PPAB 6278314v3    Doc. No. 17  May 13, 2021  Village ofMarvin, North Carolina Marvin, North Carolina Truist. Bank Charlotte, North Carolina  $1,180,000 Installment. Financing Contract between Truist. Bank and the Village ofMarvin, North Carolina  Ladies and Gentlemen:  Wel have acted as Special Counsel in connection with the execution and delivery of an Installment Financing Contract dated as ofMay 13, 2021 (the "Contrac!") between Truist Bank (the "Bank") and the Village of Marvin, North Carolina (the "Village"), and have examined the record of proceedings relating  thereto.  Pursuant to the Contract, the Bank will advance funds in an aggregate principal amount of $1,180,000, representing the Advance under the Contract. The Village has entered into the Contract under the authority oft the General Statutes and other laws ofl North Carolina, as amended, for the purpose of providing funds to finance the costs of constructing a new Village Hall administrative facility (the "Project"). To secure its obligations under the Contract, the Village has executed and delivered a Deed of Trust, Security Agreement and Fixture Filing dated as of May 13, 2021 (the "Deed ofTrus"), granting to the deed of trust trustee named therein for the benefit of the Bank a lien on the Village's right, title and interesti in andt toi thei real property on which thel Project is located andi thei improvements andi fixtures thereon  (as more particularly described int the Deed ofTrust, the "Mortgaged. Property").  In such capacity, we. have examined executed copies ofthe Contract, the Deed ofTrust, thel Project Fund Agreement dated as ofl May 13, 2021 (the "Project Fund. Agreement" ) between the Village and the Bank, and the Wire Transfer Agreement dated as ofMay 13, 2021 (the "Wire Transfer Agreemen!" and, together with the Contract, the Deed of Trust and the Project Fund Agreement, the "Financing Documents' ) between the Village and the) Bank, and such law, certified proceedings, instruments, opinions and other documents as we. have deemed necessary to render the opinions hereinafter expressed. As to questions of fact material to the opinions hereinafter expressed, we have relied on representations oft the Village contained int thel Financing Documents and thei related documents thereto, the certified proceedings and other certifications of public officials and others furnished to us, including certifications furnished to us by or on behalfofthe' Village, without undertaking to verify the same by independent investigation. We have also relied on the opinion ofW. Chaplin Spencer, Jr., Esq., as Village. Attorney, dated the date hereof, as to the due authorization, execution and delivery of the Financing Documents by the Village and other matters set forth therein, without undertaking to verify the same by independent investigation. We have assumed the accuracy and truthfulness of all public records and of all certifications, documents and other proceedings examined by us that have been executed or certified by public officials acting within the scope oftheiro official capacities and! have not verified the accuracy or truthfulness thereof. Wel have also assumed  PPAB6278314v3    the genuineness of the signatures appearing on such public records, certifications, and documents and  proceedings.  On the basis oft the: foregoing, we are ofthe opinion, under existing law, that:  1. with their terms. 2.  The Financing Documents have been duly authorized, executed and delivered and The interest component oft thel Installment Payments paid under the Contract is excludable  constitute valid and] legally binding obligations ofthe Village, enforceable against the Villagei in accordance from gross income for: federal income tax purposes and is not ani item oft tax preference for purposes federal alternative minimum tax. The opinion set forth: int thej preceding sentence is subject to the condition ofthe that the Village complies with all requirements of the Internal Revenue Code of 1986, as amended (the "Code" "), that must bes satisfied: subsequenti to the initial execution and delivery ofthe Contract in order that thei interest component ofthel Installment Payments paid under the Contract be, or continue tol be, excludable from gross income for federal income tax purposes. The Village has covenanted to comply with all such requirements. Failure to comply with certain of such requirements may cause the interest component of the Installment Payments paid under the Contract to be included in gross income for federal income tax purposes retroactive to1 the date ofthei initial execution and delivery oft the Contract. Wee express no opinion  regarding other federal tax consequences arising with respect to the Contract.  4.  The interest component of the Installment Payments paid under the Contract is The rights oft the Bank under the Contract and the enforceability oft the Financing Documents be limited by applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium, may liquidation, readjustment of debt, and other similar laws affecting creditors' rights and remedies generally, and by general principles of equity, whether such principles are considered in aj proceeding at law or in  from all present State ofNorth Carolina income taxation.  exempt  equity.  Our services as Special Counsel in connection with execution and delivery oft the Contract have been limited to rendering the opinions expressed above. We express no opinions herein financial resources of, or the creditworthiness of, the Village, or any other matters relating to relating an evaluation oft the likelihood or the ability ofthe Village to make the Installment Payments under the Contract. We are: furnishing the opinions expressed above to you solely for your benefit and no other other than permitted successors and assigns ofthe] Bank as aj party toi the Contract, is entitledi to: rely on person, such opinions without our prior written consent. Such opinions arei nott tol bet used, circulated, quoted or otherwise  to the  referred toi for any other purpose without our prior written consent.  Very truly yours,  PARKER POE ADAMS & BERNSTEINLLP  PPAB 6278314v3    18. Closing Memorandum  [To) Bel Furnished by Financial Advisor at Closing]  PPAB6278314v3    PARKER POE DRATT420215321  Prepared by:  Scott E. Leo, Esq. 620 South Tryon Street, Suite 800 Charlotte, North Carolina 28202 W. Chaplin Spencer, Jr. 226. Bast Main Street, Suite 200 Rock Hill, South Carolina 29731  Return to:  STATE OF NORTH CAROLINA COUNTY OF UNION  DEED OF' TRUST, SECURITY AGREEMENT AND. FIXTURE FILING  This DEED OF TRUST AND SECURITY AGREEMENT is made and entered into as ofMay 13, 2021 (this "Deed ofTrus!"), from the VILLAGE OF MARVIN, NORTH CAROLINA (the "Grantor"), 10004 New Town. Road, Marvin, North Carolina 28173, to. BB&T COLLATERAL: SERVICE CORPORATION, as1 trustee (the' "Trustee"),51301 Parkway Plaza) Boulevard, Charlotte, North Carolina 28217,forthel benefitofTRUIST  Plaza Boulevard, Charlotte, North Carolina 28217 (the Bank and its  BANK (the "Bank"), 5130: Parkway  successors and assigns hereinafter called the Beneficiary").  PREAMBLES  WHEREAS, the Grantor and the Bank have entered: into an Installment Financing Contract dated  to which (1) the] Bank has agreed to advance: funds to enable  as ofMay 13,2021 (the "Contrac"), pursuant  Grantor has  to make the  the Grantor to finance the) Project (as defined in the Contract), and (2)1 the Installment Payments (as defined int the Contract) tot the Bank;  agreed  WHEREAS, this Deed ofTrust) has been executed and delivered to secure (1) the obligations of the Grantor to make the Installment Payments, and (2) the payment and performance of all of the other liabilities and obligations, whether now existing or hereafter arising, ofthe Grantor to the! Bank under the Contract, all such obligations and liabilities described in (1) or (2) abovel hereinafter collectively called the  "Indebtedness";    WHEREAS, it is intended that this Deed of Trust comply with the provisions of Sections 45-67, et. seg. of the General Statutes ofNorth Carolina, as amended; and for purposes ofc complying with such  provisions, the Grantor. hereby represents as: follows:  (a) This Deed of Trust has been executed and delivered by the Grantor to secure present and: future. Indebtedness which: may bei incurred from timet to time under the Contract; (b) Thei maximum principal amount, including present and: future. Indebtedness, which may be secured by this Deed of Trust at any one time is $2,000,000 (exclusive of advances that may bei made under thei terms oft the Contract or this Deed ofTrust for the protection ofc collateral, payment oftaxes, impositions and assessments, attorneys' fees and costs and other sums which the Grantor is required by the terms of said instruments to repay), subject to the limitation that any increase mustl be authorized1 byi the Grantor's governing board and at no1 time shall thet total principal amount ofl Indebtedness secured hereby exceed said: maximum principal sum of $2,000,000 plus interest, attorneys' fees and costs and ofher sums for the protection of collateral, payment oftaxes, impositions and assessments and similar sums advanced by the Beneficiary which the Grantor is (c) Thep period within which such: futurel Indebtedness: may bei incurred shall expirenot later than 30 years from the date ofthis) Deed ofTrust, and shall be effective without thei recordation (d) Its shall: notl be a requirement for any such future Indebtedness tol be secured hereby that the Grantor sign an instrument or other notation stipulating that such Indebtedness is secured by this. Deed of Trust, as no such future Indebtedness is required, under the Contract or otherwise, WHEREAS, the Grantor desires to secure (1) thej payment oft thel Indebtedness and any renewals, modifications or extensions thereof, in whole ori inj part, and (2) the additional payments hereinafter agreed to be made by or on behalf of the Grantor, by a conveyance oft the lands and security interests hereinafter NOH,THEREPORL, in consideration ofthe above preambles and: for the purposes aforesaid, and in further consideration of the sum of $10.00 paid to the Grantor by the Trustee and other valuable consideration, receipt ofwhich isl hereby acknowledged, the Grantor) has given, granted, bargained and sold, and by these presents does give, grant, bargain, sell and convey unto the' Trustee, its heirs, successors and assigns, the following property (hereinafter collectively referred to ast the Mortgaged. Property"):  obligated to repay hereunder, under the Contract, or otherwise;  ofa an amendment, modification or supplement to this Deed ofTrust; and  tol be evidenced by a written instrument or notation; and  described;  (a) The real property lying and being in the County of Union, North Carolina, and described below and in the legal description attached as Exhibit A hereto (hereinafter referred to as  the Real. Property"):  SEE EXHIBIT A ATTACHED HERETO FOR THE REAL PROPERTY DESCRIPTION, WHICH EXHIBIT A IS SPECIFICALLYINCORPORATED, HEREIN BY. REFERENCE.  (b) All buildings, structures, additions and improvements of every nature whatsoever  now or hereafter situated on or about the Real Property (the Improvements").  2    (c) All gas and electric fixtures, radiators, heaters, engines and machinery, boilers, elevators and motors, plumbing and heating fixtures, carpeting and other floor coverings, ranges, fire extinguishers and any other safety equipment required by governmental regulation or law, washers, dryers, water heaters, mirrors, mantels, air conditioning apparatus, refrigerating plants, sashes refrigerators, cooking apparatus and appurtenances, window screens, awnings and storm attached to the Improvements, including all extensions, renewals, replacements and substitutions, or proceeds from ap permitted sale  or other  personal property, which are or shall be sO additions, improvements, betterments,  and other machinery, equipment  tangible  ofany ofthef foregoing,  and  as to be deemed to be fixtures under North Carolina law (collectively, the "Fixtures") hereto accessions to1 the] Real Property and aj part oft thel Mortgaged Property as between thej parties of  claiming through or under them, and which shall be deemed to be ap portion  and allj persons the security for thel Indebtedness.  by,  Thel location ofthe collateral described in this paragraph is also  Real Property  isi the Grantor.  the location oft thel Real Property, and the record owner oft the  (d) All easements, rights-of-way, strips and gores ofland, vaults, streets, ways, alleys, sewer rights, waters, water courses, water rights and powers, minerals, flowers, shrubs, passages, timber and other emblements now or hereafter located on the Real Property or under  crops, trees,  or  thereof, and all estates, rights, titles, interests, privileges,  or above the same or any part parcel liberties, tenements, hereditaments and appurtenances, remainders, whatsoever, in any way! belonging, relating or appertaining  reversion and reversions, remainder and  to thel Mortgaged Property  thereto,  thereof, or which hereafter shall in any way belong, relate or be appurtenant (e) All leases affecting the Mortgaged Property or any part thereof and all income, rents and! issues ofthel Mortgaged Property without limitation all payments under leases or tenancies, Grantor or in at trust account, and escrow funds), and all the estate, right, title, interest, property,  or any part whether now owned orl  hereafter  the Grantor.  acquired by  andi thel Improvements: now or hereafter located thereon  from time to time accruing (including  whether held by the  proceeds of insurance, condemnation payments, tenant security deposits  claim and demand whatsoever at law, as well as in equity, ofthe Grantor of, in and to  possession, thes same; reserving only  thei right tot the Grantor to collect and apply thes same (other than insurance  as the Grantor is not in Defaulthereunder.  proceeds and condemnation payments) sol long  TO HAVE. AND TO HOLD, the Mortgaged Property unto the Trustee, its heirs, successors and  forever, upont  thet trusts, terms and conditions and: fort the uses andj purposes hereinafter  assigns, ini fees simple set out; Property Encumbrances (as the same are free and clear of all  Grantor covenants with the' Trustee that the Grantor is lawfully seized of the Mortgaged And in fee the simple and has the right to convey the same in fee simple; that, except for Permitted defined inl Exhibit B attached hereto and specifically incorporated herein by reference),  encumbrances, and that the Grantor will warrant and defend the title to  under or through  the Grantor.  the same against the claims ofa all persons whomsoever arising by,  CONVEYANCE IS MADE UPONTHIS, SPECIAL TRUST, that ifthe Grantor shall pay accordance with the terms of the Contract, together with interest thereon, and any  THIS renewals or extensions  the Indebtedness in thereof whole or in conditions ofthis Deed ofTrust, then conveyance: at the request and att the cost oft the Grantor. covenants and agrees as follows:  and shall comply with all the covenants, terms and part, shall bei null and void andi may bec cancelled ofrecord  in this  PROTECT THE SECURITY OF THIS DEED OF TRUST, the Grantor hereby further  TO  3    ARTICLEI  Section 1.1. Payment ofl Indebtedness. The Grantor will payt thel Indebtedness and all other sums  now or hereafter secured hereby promptly as the same shall become due.  Section 1.2. Taxes, Liens and Other Charges.  (a) The Grantor will pay, or cause to bej paid, before the samel become delinquent, all taxes, liens, assessments and charges ofevery character: including all utility charges, whether public or private, already levied or assessed or that may hereafter be levied or assessed upon or against the Mortgaged Property; and will furnish the Beneficiary, on or before the final date whereon the same can be paid without penalty, evidence of the due and punctual payment ofa all such taxes, assessments and other fees and charges. Nothing contained herein shall require the payment or discharge ofany such tax, lien, assessment or charge by the Grantor for sol long ast the Grantor shall in good: faith and at its own expense contest the same or the validity thereofby appropriate legal proceedings provided that such proceedings shall prevent (1) the collection thereof or other realization thereofand the sale ori forfeiture ofthel Mortgaged: Property or any part thereoftos satisfy the same or (2) the enforcement thereof, against the Grantor, the Trustee, the Beneficiary and the Mortgaged! Property and sol long as the Grantor: first deposits with the Beneficiary in escrow such sums or other security as the Beneficiary may reasonably require to assure Beneficiary of the availability of sufficient monies toj pay such tax, lien, assessment or charge if and when the same  isi finally determined to be due.  (b) The Grantor will not suffer any mechanio's, materialman's, laborer's, statutory or other lien to be created and to: remain outstanding upon all or any part ofthe Mortgaged Property. The Grantor shall be entitled to discharge such liens by bonds or to contest any such liens pursuant to1 the same procedure ast the Grantor: is entitled to contest taxes ini thej preceding Subsection 1.2(a).  Section 1.3. Insurance.  (a) The Grantor shall procure for, deliver to and maintain for the benefit of the Beneficiary, and shall delivert toj thel Beneficiary at thel Beneficiaty'srequest, during thet term ofthis  Deed ofTrust, thei insurance coverage required by the Contract.  (b) The Beneficiary is hereby authorized and empowered and, at its option, with participation of the Grantor, to adjust or compromise any loss under any insurance policies maintained pursuant to this Section 1.3, and to collect and receive the proceeds from any such policy orj policies. Each insurance company isl hereby authorized and directed to: make payment: for all such losses directly to the Grantor and thel Beneficiary: jointly. The: net proceeds from any such policy or policies shall be applied as provided ini the Contract. The Beneficiary shall not be held responsible for any failure to collect any insurance proceeds due under the terms of any policy (o) For thej portion of such insurance which: isi nots self-insurance, at least 30 days prior tot the expiration date of each policy maintained pursuant to this Section 1.3, a renewal or replacement thereof satisfactory to the Beneficiary shall be delivered by the Grantor to the Beneficiary, ifrequested, In the event oft the: foreclosure ofthis) Deed ofTrust or any other transfer oftitlet to thel Mortgaged Property in extinguishment oft the Indebtedness secured. hereby, all right, title and interest of the Grantor in and to all insurance policies then in force shall pass to the  regardless oft the cause of such failure.  purchaser orl Beneficiary, as appropriate.  4    Section 1.4. Condemnation. In the event there hereafter occurs a condemnation (which other term when used ini this] Deed ofTrust shall include any damage or taking by any governmental authority or in entity having the power of eminent domain, and any transfer by private sale in lieu thereof), resulting much damage or taking, eithert temporarily or permanently, of(1)t the entire Mortgaged Property, (2)s so1 of the Mortgaged Property as causes the remainder of Mortgaged Property zoning laws, restrictive covenants or similar laws, regulations or restrictions affecting Property, and the Grantor fails to cure such violation within 30 days oft the condemnation or such of its does not prevent the Grantor's continued use of the Mortgaged Property in the ordinary course business or (3) so: much oft the Mortgaged Property that, ini the solei reasonable opinion ofthel Beneficiary, the value ofthel Mortgaged Propetylsmutwialyanda with Article VII of the Contract. To the extent permitted by law, thel Beneficiary shall be entitled to1 receive all compensation, orreliefthereof. The) Beneficiary: isl hereby authorized, at its option, to commence, condemnation, appear andt to settle or ini its own ori int the Grantor'si name, any action or proceedingi relating to any compromise any claim in connection therewith. All such compensation, awards, of action and proceeds and the right thereto arel hereby assigned by the Grantor to the Beneficiary. and administration deducting from said condemnation proceeds all ofits expenses incurredi in the collection sums, including to the terms of Article VII of the Contract. Any balance of such monies then in the Contract, shall be subject to the Grantor. The Grantor hereby agrees to execute such further assignment of  any  the  to be in violation of any the Mortgaged violation  adversely affected, then, andi in any one ofsaid events,  the Grantor shall repay the Indebtedness in accordance  awards and other  in and prosecute, payments damages, claims, rights  After  ofsuch remaining any compensation,  reasonable attorneys' fees, thel Beneficiary shall apply thei net proceeds as provided paid awards, damages, claims, rights of action andj proceeds as the Beneficiary: may require.  Section 1.5. CareofMortgaged. Property.  (a) The Grantor will keep the buildings, parking areas, roads and walkways, recreational: facilities, landscaping and all other improvements ofany kind now or hereafter erected  thel Real ont waste, and will not or  or  thereofin good condition and: repair, will: not commit or suffer any  Property do any suffer parti to be done  which will increase the risk of fire or other  anything  hazard to thel Mortgaged Property or any part thereof.  (b) Except for structures existing on the date oft this Deed of Trust, the Grantor will demolish nor alter the structural character of any improvement located on the) Real (c) Ifthel Mortgaged! Property or any part thereofis damaged by fire or any other cause, the Grantor will give immediate written: notice thereofto the Beneficiary and the Trustee. (d) Upon reasonable notice to the Grantor, the Beneficiary or its representative is hereby authorized to enter upon and inspect the Mortgaged Property at any time during normal business hours. The Beneficiary agrees that any confidential information about the Grantor obtained int the exercise ofi itst rights under this subparagraph (d) shall, except as otherwise: required shall by law or regulation applicable tot the. Beneficiary, bei maintained! in a confidential: manner and be used by the Beneficiary only for the protection ofits1 rights and interests hereunder.  not remove or  Property without thej prior written consent ofthel Beneficiary.  (e) The Grantor will promptly comply with all present and future laws, ordinances, rules andi regulations ofany governmental authority (including, butnotl limited to, all environmental and ecplogical laws and regulations) affecting the Mortgaged Property or any part thereof. () If all or any part of the Mortgaged Property shall be damaged or destroyed as described in Section 8.1 ofthe Contract, the Grantor will promptlyr repair,-restor,modity, improve  5    ori replace the Mortgaged Property or any remaining portions in accordance with Section 8.2 ofthe Contract or, under certain circumstances described in Section 8.3 oft the Contract, apply any Net Proceeds (as defined in the Contract) as provided fori in Section 8.3 ofthe Contract, Section 1.6. Leases and Other Agreements Affecting Property. The Grantor will duly and punctually perform all terms, covenants, conditions and agreements binding upon the Grantor under any lease or any other agreement of any nature whatsoever which involves or affects the Mortgaged! Property or any part thereof. The Grantor will furnish the Beneficiary with executed copies of all leases now or hereafter created upon the Mortgaged! Property or any part thereof, and all leases now or hereafter entered into willl bei ini form and substance subject tot thej prior written approval ofthe. Beneficiary. The Grantor will not, without the express written approval of the Beneficiary (which approval will not be unreasonably withheld or delayed), modify, surrender or terminate, either orally ori in writing, any lease now existing or hereafter created upon the Mortgaged Property or any part thereof, nor will the Grantor permit an assignment or a subletting by any tenant without the prior express written approval of thel Beneficiary. Section 1.7. Security Agreement and Fixture. Filing. With respect to the) Fixtures, this Deed of Trust is hereby made and declared tol be a security agreement in favor oft the Beneficiary encumbering each and every item of such property included herein as a part of thel Mortgaged Property, in compliance with the provisions oft the Uniform Commercial Code as enacted in the State ofl North Carolina (the "State"), and the Grantor. hereby grants as security interest to the) Beneficiary in and to all ofsuch Fixtures. This. Deed ofTrust shall constitute a: financing statement filed as a fixture filing in accordance with N.C. Gen. Stat. $25-9-502 (or any amendment thereto). For purposes of complying with the requirements ofN.C. Gen. Stat. $25-9-502, the name of Grantor, as Debtor, and Beneficiary, as Secured Party, and the respective addresses of Grantor, as. Debtor, and Beneficiary, as Secured Party, are set forth on the: first page oft this Deed of'Trust. Grantor authorizes Beneficiary to effect any: filing or recording of any additional financing statements relating to the Fixtures or amendments thereto where appropriate to perfect and continue the security interest in, and to protect and preserve, the Fixtures. The remedies for any violation of the covenants, terms and conditions ofthe security agreement contained in this Deed of Trust shall be (1) as prescribed herein, or (2) as prescribed by general law, or (3) as prescribed by the specific statutory consequences now or hereafter enacted and specified in said Uniform Commercial Code, all at the Beneficiary's: sole election. Thei mention in any such financing statement or statements ofthe rights in and to (a) thej proceeds ofa any fire and/ork hazard: insurancel policy, (b) any award ine eminent domain proceedings for at taking or forl loss ofvalue, or (c) the Grantor's: interest as lessor in any present or future lease or rights to rents, issues or awards growing out of the use and/or occupancy of the Mortgaged Property, whether pursuant to lease or otherwise, shall: noti in any way alter any ofther rights ofthe] Beneficiary as determined by this Deed of Trust or affect thej priority oft the Beneficiary's security interest granted hereby or by any other recorded document, it being understood and agreed that such mention in such: financing statement or statements is solely for thej protection oft the Beneficiary in the event any court shall at any time hold with respect to the foregoing clauses (a), (b) or (C)ofthis sentence, that notice oft the Beneficiary's priority of interest, to be effective against aj particular class ofpersons, must bei filed int thel Uniform Commercial Code  records.  Section 1.8. Further Assurances; Afters Acquired. Property. At any time, and: from time to time, upon request by the Beneficiary, the Grantor will: make, execute and deliver or causet to be: made, executed and delivered, to the Beneficiary and/or the Trustee and, where appropriate, cause to be recorded and/or filed and: from time to time thereafter to bei re-recorded and/or refiled at such time andi in such offices and places as shall be deemed desirable by the Beneficiary, any and all such other and further deeds oft trust, security agreements, financing statements, continuation statements, instruments of further assurance, certificates and other documents as may, in the opinion of the Beneficiary, be necessary or desirable in order to effectuate, complete, orj perfect, or to continue and preserve (1)thec obligations ofthe Grantoru under  6    this Deed ofTrust and the security interest created under this Deed of Trust as a first and security title (2) in and to all of the Mortgaged Property, subject to Permitted  the Contract or and prior lien upon  the Grantor.  Encumbrances, whether: now owned orl hereafter acquired by  Section 1.9. Expenses. The Grantor willj pay or1 reimburse the Beneficiary and the' Trustee, upon demand therefor, for all reasonable attorneys' fees, costs and expenses actually incurred by thel Beneficiary and/or and the' Trustee in any suit, action, legal proceeding or dispute ofany kind in which the Indebtedness Beneficiary secured the Trustee is made a party or appears as party plaintiff or defendant, affecting the including, but not hereby, this Deed of Trust or the interest created herein, or the Mortgaged Property, condemnation action involving thel Mortgaged Property or any action toj protect the security hereof, but excepting Beneficiary; any  limited to, the exercise of the power of sale contained in this Deed of Trust, any negligence and all such amounts paid by thel Beneficiary shalll be added to the Indebtedness.  therefrom  or willful misconduct byt thel Beneficiary or any breach oft this Deed ofTrust byt the)  1.10. Section  The Grantor, upon 10 days' prior written notice, shall furnish  Estoppel. Affidavifs. acknowledged, setting forth the unpaid principal of, and interest  the Beneficiary a written statement, duly  exist  such against principal  and interest.  on, thel Indebtedness and whether or not any offsets or defenses Section 1.11. Subrogation. parties whose claims orl liens are discharged paid  The Beneficiary shall be subrogated to the claims and liens of all or with the proceeds oft thel Indebtedness.  Section 1.12. Books, Records, Accounts and Annual Reports. The Grantor will keep and will cause tol bel and maintained proper and accurate books, records and accounts relating  maintain or tot thel Mortgaged. Property. or entity maintaining such books, records Beneficiary shall desire.  Thel kept Beneficiary shalll havet thes right from timet tot time ata all times during normal  and accounts ati the office ofthe Grantor or such other person  business hourst to examine such books,records: and accounts and to make copies or extracts thereof as the  Section 1.13. LimitofValidity. Iffrom any circumstances whatsoever: fulfillment ofany provision ofthis Deed ofTrust or the Contract at thei time performance of such provision shall be due shall involve other transcending the limit of validity presently prescribed by any applicable usury statute or any tol be law, with regard to obligations oflike character and amount, then ipsoj facto the obligation applicable fulfilled shall be reduced to the limit of such validity, sO that in no event shall any exaction be but possible such under this Deed of' Trust or the Contract that is in excess oft the current limit of such validity,  obligation shall be: fulfilled tot the limit ofs such validity.  in Ownership. The Grantor hereby acknowledges toi the Beneficiary that  Section 1.14. Changes oft the Grantor were and continue to be material circumstances upon which  (1) the identity and expertise the] Beneficiary) has reliedi inc connection with,  and which constitutevaluable consideration' tot thel Beneficiary  and  in such identity or expertise could  for, the extending to the Grantor oft thel Indebtedness (2) any change  the)  materially impair orj jeopardize the security for thej payment ofthe) Indebtedness granted tot Beneficiary the option of the Beneficiary, become immediately or all ofi its interest ini thel Mortgaged Property or any portion thereof  of' Trust. The Grantor therefore covenants and agrees with the Beneficiary, as part oft  by this Deed consideration for the extending pledge, convey, transfer or assign any  tot the Grantor of the Indebtedness, that the entire Indebtedness shall, att the  due and payable, should the Grantor further encumber,  herein.  without thej prior written consent oft thel Beneficiary or except as otherwise permitted the Mortgaged Property without thej prior written consent of the Beneficiary.  Section 1.15. Use and Management of the. Mortgaged. Property. The Grantor shall not abandon  7    Section 1.16. Acquisition of Collateral. The Grantor shall: not acquire any portion oft thej personal property, ifa any, covered by this Deed ofTrust, subject to any security interest, conditional sales contract, title retention arrangement or other charge or lien taking precedence over the security title and lien ofthis  Deed ofTrust without thej prior written consent ofthe) Beneficiary.  Section 1.17. Hazardous. Material.  (a) The Grantor represents, warrants and agrees that, except asj previously disclosed to the Bank: iny writing: (1)the Grantor hasnot used ori installed anyl Hazardous. Material (asl hereinafter defined) in violation ofapplicable Environmental Laws on, from ori int the] Mortgaged Property and to the Grantor's actual knowledge no other person has used or installed any Hazardous Material on, from ori in thel Mortgaged Property; (2) tot the Grantor'sl knowledge, no other person has violated any applicable Environmental Laws (as hereinafter defined) relating to or affecting the Mortgaged Property or any other property owned by the Grantor except as previously disclosed to the Beneficiary; (3) to the best oft the Grantor's knowledge the Mortgaged Property is presently in compliance with all applicable Environmental Laws, and there are no facts or circumstances presently existing upon or under the Mortgaged Property, or relating to the Mortgaged Property, whichi may violate any applicable Environmental Laws, andi therei is not now pending or, tot thet best knowledge of the Grantor, threatened any action, suit, investigation or proceeding against the Grantor or thel Mortgaged Property (or against any other party relating to thel Mortgaged Property) seeking to enforce any right or remedy against the Grantor or thej Mortgaged Property under any of the Environmental: Laws; (4) thel Mortgaged Property shall bel kept free ofHazardous Materials to the extent required by applicable Environmental Laws, and shall not be used to generate, manufacture, refine, transport, treat, store, handle, dispose, transfer, produce, or process. Hazardous Materials other than the processing ofmaterials ini the ordinary course ofthe Grantor's business as ofthe date hereof,; (5) the Grantor shall: not cause or permit thei instalation ofHazardous Materials in, on, over or under the Mortgaged Property or a Release (as hereinafter defined) of Hazardous Materials unto or from the Mortgaged Property or suffer the presence ofHazardous Materials in, on, over or under the Mortgaged Property in violation of applicable Environmental Laws; (6) the Grantor shall comply with Environmental Laws applicablet toi the) Mortgaged: Property, all ati no cost or expense to the Beneficiary or the Trustee; (7) the Grantor has obtained and will at all times continue to obtain and/or maintain all licenses, permits and/or other governmental or regulatory actions necessary for the Mortgaged Property to comply with applicable Environmental. Laws (the "Permits") and the Grantor will be and at all times remain in: full compliance with the terms and provisions ofthe) Permits; (8) to the best oft the Grantor's knowledge there has been no. Release of any Hazardous Materials on or from the Mortgaged Property in violation of applicable EnvironmentalIaws; whether or not such Release emanated from the Mortgaged Property or any contiguous real estate which has not been abated and any resulting violation of applicable EnvironmentalLaws abates; (9) the Grantor shall immediately givet thel Beneficiary oral and written notice in the event that the Grantor receives any notice: from any governmental agency, entity, or any other party with regard to Hazardous Materials on, from or affecting the Mortgaged Property and the Grantor shall conduct and complete all investigations, studies, sampling, and testing, and allremedial, removal, and other actions necessary to clean up and remove alll Hazardous Materials on, from or affecting the Mortgaged Property in accordance with all applicable Environmental (b) To the fullest extent permitted by applicable law, the Grantor hereby agrees to indemnify the. Beneficiary and the Trustee and hold thel Beneficiary and the Trustee. harmless from and against any and all liens, demands, defenses, suits, proceedings, disbursements, liabilities, losses, litigation, damages,judgments, obligations, penalties, injuries, costs, expenses (including,  Laws.  8    without limitation, attorneys' and experts' fees) and claims ofany and every kind whatsoever paid, incurred, suffered by, or asserted against the Beneficiary, the Trustee and/or the of Mortgaged Hazardous Property for, with respect to, or as a direct or indirect result of: (1) the presence Materials in, on or under the Mortgaged Property, or the escape, seepage, Hazardous leakage, Materials discharge, emission or Release on or from the Mortgaged Property of any the violation ofany regardless ofwhether or not caused1 by or within the control ofthe Grantor; (2) Environmental Laws applicable to the Mortgaged Property or the Grantor, whether witht or not thet terms by or within the control ofthe Grantor; (3)thei failurel by the Grantor to comply Environmental fully Laws in and provisions of this Section 1.17; (4) the violation of any of the connection with any other property owned by the Grantor, which violation gives or may give of  spillage, caused rise  whatsoever in any party with respect to the Mortgaged! Property by virtue of any  to any rights the Environmental Laws,  whether or not such violation is caused by or within the control oft the  made by the Grantor in subparagraph (a) of  Grantor; or (5) any warranty or representation Section 1.17 being false or untrue: in any material respect.  (c) In the event the) Beneficiary has ai reasonable basis to suspect that the Grantor that has ofthe covenants, warranties, or representations contained in this Section 1.17, ort the Mortgaged Grantor Property shall take such steps as the Beneficiary reasonably requires by written notice  violated any reason, the  is not in compliance with the applicable Environmental Laws for any  occurrences, including, without limitation, the In the event thatt the Grantor: fails to take yreasonably believes necessary  to the Grantor in order to confirm or deny such preparation of environmental studies, surveys or reports. such action, the! Beneficiary: may take such action as the Beneficiary including, without limitation, the Beneficiary's reasonable attorneys'  the Beneficiary,  to protect its interest, and the cost and expenses of all such actions fees, taken shall by be added to the  Indebtedness.  (d) For purposes of this Deed of Trust: (1) "Hazardous Material" or defined "Hazardous in the Materials" means and includes, without limitation, (A) solid or hazardous waste, as state or local Resource Conservation and Recovery. Act of1 1980, as amended, or in any applicable local law or regulation, (C) gasoline, Toxic Substances any Control Act of 1976, as amended, or in any applicable state or locall law or regulation or (E)insecticides, Rodenticide Act of 1975, as amended, or in any in the Federal Insecticide, Fungicide, and as each such statute or regulation may be amended from time to time; (2) "Release" shall have the meaning given and Environmenta Law" Laws, including, without limitation, Section 101(22) of CERCLA; (3) or" Environmental. Laws" shall mean any Super. Fund" or "Super. Lien" law, or any state or local statute, law, ordinance or code, regulating, relating to or imposing time hereafter liability be standards of conduct concerning any Hazardous Materials as: may now or at any from time to time, and all regulations Amendments and Reauthorization Act of1 1986, as amended ("SARA"); the Comprehensive Environmental Response, as amended ("CERCLA"); The Clean Air Act, as amended ("CAA"); amended ("CWA"); The Toxic Substance Control Act, as amended ("TSCA"); and Disposal Act, as amended ("SWDA"), as amended by the Resource Conservation Recovery Safety and Health Act of 1970, as amended arise ("OSHA"). out of events or actions occurring prior to the  state or  hazardous substances, as defined in CERCLA, or in any applicable  law or regulation, (B) substances, as defined in the  or other petroleum product or by-product, (D) toxic  fungicides, or rodenticides, as defined Act, such term, in the Environmental  applicable state or local law or regulation,  other: federal,  or  including, without limitation, the: following, as samei may be amended or replaced  legally in effect,  promulgated and officially adopted thereunder or in  connection therewith: the Super Fund  Compensation and Liability. Act of1980,  the Clean Water Act, as the Solid Waste  the Hazardous Waste Management System; and the Occupational  Act, as amended ("RCRA"); Grantor under this Section 1.17 which  The obligations and liabilities of the  9    satisfaction ofthis Deed ofTrust shall survive the exercise oft thej power of salet under or foreclosure of this Deed of Trust, the delivery of a deed in lieu of foreclosure of this Deed of Trust, the cancellation or release of record of this Deed of Trust, and/or the payment in full of the (e) The parties expressly agree that an event under the provisions of Section 1.17 which may be deemed to be a default under this Deed of Trust shall not be a default until the Grantor has received notice of such event. Further, in terms of compliance with future governmental: laws, regulations or rulings applicablet to environmental conditions, the Grantor shall be permitted to afford itself of any defense or other protection against the application or  Indebtedness.  enforcement of any such law, regulation or ruling.  ARTICLEII  Section 2.1. Events ofDefault. Thei terms DefaulP", "Event ofDefaulp' or Events fDefault," (a) Failure by the Grantor to pay any principal component or: interest component of the Installment Payments when due within 10 days after written notice specifyings such failureand requesting thati it] be remedied has been given to the Grantor by the Beneficiary as required by the  wherever used in this Deed ofTrust, shall: mean any one or more oft thei following events:  Contract or by this Deed ofTrust; or  (b) Failure by the Grantor to duly observe or perform after notice and lapse of any applicable grace period any other term, covenant, condition or agreement ofthis Deed ofTrust; or (c) Any warranty oft the Grantor contained in this Deed of Trust, proves to be untrue  ori misleading in any material respect; or  (d) The occurrence ofa any "Event of Defaul" under the Contract.  Section 2.2. Acceleration upon. Default, Additional. Remedies. Ini the event an. Event ofDefault shall have occurred and is continuing, the Beneficiary: may declare all Indebtedness tol be due and payable and the same shall thereupon become due and payable without any presentment, demand, protest or notice  ofany kind. Thereafter, the Beneficiary: may:  (a) Either: inj person or by agent, with or without bringing any action or proceeding, or by a: receiver appointed by a court and without regard to the adequacy of its security, enter upon and takej possession ofthel Mortgaged Property, or any part thereof, in its own name or in the name of the Trustee, and do any acts which it deems necessary or desirable to preserve the value, marketability or rentability oft the Mortgaged. Property, or part thereof or interest therein, increase the income therefrom or protect the security hereof, and, with or without taking possession oft the Mortgaged Property, sue for or otherwise collect the: rents and: issues thereof, including those rents and issues past due and unpaid, and apply the same, less costs and expenses of operation and collection including attorney's fees, upon any Indebtedness, all in such order as the Beneficiary may determine. The entering upon andi taking possession ofthe) Mortgaged: Property, the collection ofsuch rents and issues and the application thereof as aforesaid, shall: not cure or waive. any Event ofDefault or notice of] Event of] Default hereunder or invalidate any act done ini response to such Default or pursuant to such notice ofDefault and: notwithstanding the continuance: inj possession of thel Mortgaged Property ori the collection, receipt and application ofrents and: issues, the Trustee or the Beneficiary shall be entitled to exercise every right provided for in any instrument securing or  10    relating to the) Indebtedness or by law upon occurrence of any Event ofDefault, including thei right  to exerciset the power of sale; (b) receiver, specially ofTrust by power ofsale; and  Commence an action to foreclose this Deed of Trust as ai mortgage, appoint a enforce ofthe covenants hereof, or cause the Trustee to forecloset this Deed Exercise any or all oft the remedies available to a secured party under thel Uniform  any  Commercial (c) Code ofNorth Carolina or under any other applicable laws.  Notwithstanding any provision to the contrary ini this Deed of'Trust, no deficiency. judgment Deed may of  the Grantor in any action to collect any oft the Indebtedness secured by this  be rendered against contingently to secure any  of the Grantor is not and may not be pledged directly or indirectly or  Trust and the taxing power monies due or secured under this Deed ofTrust.  Should thel Beneficiary elect tof foreclosel by exercise  Section 2.3. Foreclosurel by Power ofSale. shall notify the Trustee and shall deposit with the oft the power of sale herein contained, the Beneficiary and evidence ofe expenditures made and secured hereby as the  Trustee this Deed ofTrust and such receipts  Trustee may: require. Trustee isl hereby  of the Beneficiary, it shall be lawful for and the duty of the Trustee, and the  Upon application authorized and empowered to expose to sale andi to sell thel Mortgaged Property at public auction for cash, after having first complied contained in applicable deeds oft trust and upon such sale, the' Trustee shall respect to the exercise of powers of sale Aftert retaining from thej proceeds ofsuch salej just compensation conveyt titlet toi thej purchaser in: fee simple. incurred by the' Trustee, including the' Trustee's commission: not fort the' Trustee's services and all expenses attorneys' fees for legal services actually performed, the Trustee shall apply thei residue oft the proceeds first to thej payment oft the Indebtedness and interest thereon secured the terms of this Deed of' Trust; second, to the payment the Grantor. The Grantor agrees that ini the event of sale hereunder, the Beneficiary shalll havet thei rightt tol bidi thereat. The-Trusteer check may in requiret amount: not to exceed 25% at any salet to deposit immediately with the' Trustee contained cash or certified in the advertisement an oft the sale. The bid may oft thel bid, provided notice ofs such requirement made is andi thereupon the next highest bidder may be declared be rejected ift the deposit isi not immediately refunded in case ai resale is had; otherwise, it shall be applied to  with all  requirements ofNorth Carolina law with  exceeding 1% oft the bid and: reasonable hereby; and thel balance, if any, shall be paid tot  of all sums expended by the Beneficiary under  the successfull bidder  tol be thej purchaser. Such deposit shall bei  the purchase price. Section 2.4.  Performance by the. Beneficiary on Defaults by the Grantor. Ifthe Grantor shall  of  covenant or condition of this Deed of shall be secured hereby and shall be, with interest thereon at the rate  Default in the payment, performance or observance or any observe term, the same, and all payments made or costs without demand, immediately repaid by the Grantor to the Beneficiary ofthei necessity for any such actions and provided int the Contract. The Beneficiary shall bet fhe solej judge to enter and to authorize others to enter oft the amounts tol be paid. The Beneficiary thereof is hereby for empowered the purpose of performing or observing any such upon the Mortgaged Property or any part without thereby becoming liable to the Grantor or any person in  Trust, the Beneficiary may, ati its option, pay,P perform or expenses incurred by the Beneficiary in connection therewith,  defaulted term, covenant or condition possession holding undert the Grantor. Section 2.5. Events ofDefault occurring  Receiyer. If an Event of) Default shall have occurred and is continuing and as to under Subsections 2.1(b), (c) and (d) hereof continues uncured for aj period of  11    30 days or more: after written notice ofs such Event ofDefaulti is given by the Beneficiary to the Grantor, the Beneficiary, upon application to ac court ofcompetentj jurisdiction, shalll be entitled as a matter ofstrict without notice and without regard to the adequacy or value of any security for the Indebtedness secured right hereby or the solvency of any party bound for its] payment, to the appointment ofar receiver or receivers to take possession of and to operate the Mortgaged Property and to collect and apply the rents and issues thereof. The Grantor hereby irrevocably consents to such appointment, provided the Grantor receives notice of any application therefor. Any such receiver or receivers shall have all oft the rights and powers permitted under the laws oft the State and all the powers and duties of the Beneficiary in case of provided in Section 2.2(a), and shall continue as such and exercise all such powers until the entry date of confirmation ofsale ofthe. Mortgaged! Property unless such: receivership iss sooner terminated. The Grantor will payt to thel Beneficiary upon demand all: reasonable expenses, including receiver's fees, attorneys' costs and agent's compensation, incurred pursuant to the provisions ofthis Section; and all such expenses fees,  as  shall be secured by this Deed ofTrust.  Section 2.6. Waiver of4 Appraisement, Valuation, Stay, Extension and Redemption Laws. The Grantor agrees to the: full extent permitted by law, that in case of a Default hereunder, neither the Grantor nor anyone claiming through or under it shall or will set up, claim or seek to take advantage of any appraisement, valuation, stay, extension, homestead, exemption or redemption laws now or hereafter in force, in order to prevent or hinder the enforcement or foreclosure oft this Deed ofTrust, or the absolute sale ofthe] Mortgaged Property, or thei final and absolute putting into possession thereof, immediately after such sale, ofthej purchasers thereat, and the Grantor, for itself and all who may at time claim or under: it, hereby waives to the: full extent that it may lawfully sO do, the benefit ofall any such laws, and through and all right tol have the assets comprised int the security intended to be created hereby marshalled  any upon any  foreclosure oft thel lien hereof.  Section 2.7. Leases. The Beneficiary and the Trustee, or either of them, at their option and to the extent permitted by law, are authorized to: foreclose this Deed of Trust and such right supersedes rights of any tenants oft the Mortgaged Property, and the failure to make any such tenants parties to any such foreclosure proceedings and toi foreclose their: rights will: not be, nor be asserted to be by the Grantor, any a defense to any proceedings instituted by the Beneficiary and the Trustee to collect the sums secured  hereby.  Section 2.8. Discontinuance of Proceedings and Restoration of the Parties. In case the Beneficiary andi the Trustee, or either ofthem, shalll have proceeded to enforce any right, power or remedy under this Deed of Trust by foreclosure, entry or otherwise, and such proceedings shall have discontinued or abandoned: for any reason, or shall have been determined adversely to the Beneficiary been and the Trustee, or either ofthem, then and ine every such case the Grantor and the) Beneficiary and the Trustee, and each ofthem, shalll bei restored to their former positions and rights hereunder, and all rights, powers and remedies ofthel Beneficiary andi the Trustee, and each oft them, shall continue as ifno such proceeding had  been taken.  Section 2.9. Remedies. Not Exclusive, Subject to. Article XII oft the Contract, the Trustee and the Beneficiary, and each ofthem, shalll be entitledi to enforce payment and performance ofanyl Indebtedness or obligations secured hereby and to exercise all rights and powers under this Deed of Trust or any other agreement securing or relating to the Indebtedness secured hereby or any laws now or hereafter in force, notwithstanding some of the Indebtedness and obligations secured hereby may now or hereafter be otherwise secured, whether by mortgage, deed oft trust, pledge, lien, assignment or otherwise. Neither the acceptance oft this Deed ofTrust nor its enforcement, whether by court action or pursuant to the power of sale or other powers herein contained, shall prejudice or in any manner affect the Trustee's or the Beneficiary'sright: tor realize upon or enforce any other security now or hereafter. held by the Trustee or the  12    that the Trustee and the Beneficiary, and each of them, shall be entitled to  Beneficiary, it being agreed and other security now or hereafter held1 by thel Beneficiary or the' Trustee in enforce this Deed ofTrust any either of them in their absolute discretion determine. No: remedy herein conferred upon or reserved tot the' Trustee or thel Beneficiary: herein or by law provided or permitted, hereafter existing at law or in equity or by statute. Every power or remedy given by or to which either ofthem or relating to the Indebtedness secured hereby tot the' Trustee or the Beneficiary fromt timet tot time and as often may be otherwise entitled, may be exercised, concurrently ori independently, either oft them may pursue inconsistent  such order and manner as they or  may  is intended tol be exclusive ofany other remedy given anyi instrumentsecuring  remedy herein or byl law provided or preclusive ofa any other remedy ofher but each shall be cumulative and shall be in addition to every  hereunder or now or  as may be deemed expedient by the' Trustee or thel Beneficiary and  remedies. power or remedy shall be construed to' be a  Section 2.10. Waiver. No delay or omission ofthel Beneficiary ort the' Trustee to exercise anyright, or  accruing  any Default shall exhaust or impair any such right, power or remedy waiver upon of such Default, or acquiescence therein; and every right, power and  any  and the Trustee, and each ofthem, may be exercised the Beneficiary and the Trustee, and each shall be deemed or construed to be a Beneficiary to complain ofany act orf failure  remedy given by this) Deed ofTrust to the! Beneficiary  from time to time and as often as may be deemed expedient the by Beneficiary to or ofany breach or Default by the Grantor int thej performance oft the obligations breach Default in the performance of the same or any other obligations ofthe Grantor. hereunder. Failure on thej part ofthe] such failure continues, shall not constitute  ofthem. No consent or waiver, expressed ori implied, thereofhereunder by to act or to declare an Event ofDefault, irrespective ofhow long a waiver by thel Beneficiary ofi its rights hereunder ori impair any rights,  consent or waiver to or of any other  or  powers or remedies consequent on Thel Beneficiary and the Trustee, and each by any acts which may be unlawful or in thel Mortgaged Property and in the rents and issues  any breach or Default by the Grantor. of them, shall have the power. (a) to institute violation ofthis) Deed ofTrust, with: notice of the Grantor, (b) toj preserve or protect their interest in  Section 2.11. Suits to. Protect the Mortgaged. and maintain Property. such suits and proceedings as they may deem expedient to prevent any impairment oft the Mortgaged commencement Property of such suits and proceedings tol be given to arising therefrom, and (c) to restrain the enforcement of or compliance otherwisei invalid, any ift the enforcement  with legislation or other hereunder or bej prejudicial  governmental enactment, rule or ordert that may be unconstitutional the or of or compliance with such enactment, rule or order would impair security  to the interest oft thel Beneficiary. Section 2.12.  Beneficiary. May File. Proofs ofClaim. Int the case ofa any receivership, insolvency,  adjustment, composition or other proceedings affecting the  bankruptcy, reorganization, arrangement, thel Beneficiary, to the extent permitted by law, shall! be entitled to: file such proofs of claim and other documents as may for the entire necessary amount due and payable by the Grantor under the Beneficiary allowed in such proceedings institution of such proceedings and for any additional amount which  Grantor, its creditors or its property, this Deed ofTrust at the date oft the may become due and payable by the Grantor  bei  or advisable in order tol have the claims of  hereunder after such date. ARTICLEDI  and.  This Deed of' Trust shall inure to the benefit of and be  Section 3.1. Successors Assigns. assigns. Whenever areference is made: in this. Deed  executors,  representatives, successors and  binding upon the parties hereto and their respective heirs, ofTrust tot the Grantor, legal the Trustee or thel Beneficiary  executors,  representatives,  such reference shall be deemed to include a reference to the heirs, successors and assigns oft the Grantor, the' Trustee or thel Beneficiaty,resptively.  legal  13    Section 3.2. Terminology. All personal pronouns used int this Deed ofTrust whether used int the masculine, feminine or neuter gender, shall include all other genders; the singular shall include thej vice versa. Titles and Articles are: for convenience only and neither limiti nor amplify thej provisions of this) Deed ofTrust itself, and alli references herein to. Articles, Sections or subsections thereof, shall refer to the corresponding. Articles, Sections or subsections thereof, ofthis) Deed ofTrust unless specific reference ist made to such. Articles, Sections or subsections thereof ofa another document or instrument.  and  plural,  Section 3.3. Severability. Ifany provision ofthis Deed ofTrust or the application thereofto any person or circumstance shall bei invalid or unenforceable to any extent, thei remainder ofthis Deed ofTrust and the application of such provisions to other persons or circumstances shall not be affected thereby and  shall be enforced to the greatest extent permitted by law.  Section 3.4. Applicable. Law and.Jurisdiction. This Deed ofTrust shall bei interpreted, construed and enforced according to the laws oft the State. The exclusive forum and venue: for all actions arising out ofthis] Deed ofTrust are with thel North Carolina General Court of] Justice in Union County, North Carolina Section 3.5. Notices, Demands and. Request. All notices, demands or requests provided for or permitted to be given pursuant to this Deed of Trust must bei in writing and shall be deemed tol have been properly given or served by personal delivery or by depositing in the United States Mail, postpaid and registered or certified returni receipt requested, and addressed tot the addresses set forth int thei first paragraph ofthis Deed ofTrust. All notices, demands and requests shalll be effective upon personal delivery or upon being deposited in the United States Mail. However, the time period in which a response to any: notice, demand or request must be given, if any, shall commence to run from the date of receipt of the notice, demand or request by the addressee thereof. Rejeotion or other refusal to accept or the: inability to deliver because of changed address of which no notice was given shall be deemed to be receipt of the notice, demand or request sent. By giving at least 30 days written notice thereof, the Grantor, the' Trustee or the Beneficiary shall have the right from time to time and at any time during the term ofthis Deed ofTrust to change their respective addresses and each shall have the: right to specify as its address any other address Section 3.6. Appointment of Successor to the Trustee. The Beneficiary shall at any time have thei irrevocable rightt toi removei the' Trustee herein named without notice or cause and to appoint a successor thereto by an instrument in writing, duly acknowledged, in such form as to entitle such written instrument to be recorded in this State, and in the event of1 the death or resignation of the Trustee named herein, the Beneficiary shall have the right to appoint a successor thereto by such written instrument, and any the Trustee sO appointed shall be vested with the title to the Mortgaged Property and shall possess all the powers, duties and obligations herein conferred on the Trustee int the same: manner and to the same extent  or the U.S. District Court: for the Western District ofNorth Carolina.  within the United States of America,  ast though such were named herein as the' Trustee.  Section 3.7. Trustee's Powers. Ata anyt time, or from time to time, without liability therefor and without notice, upon written request oft the Beneficiary and presentation ofthis Deed ofTrust, and without affecting the personal liability of any person for payment oft the. Indebtedness secured hereby or the effect ofthis Deed ofTrust upon the remainder ofthel Mortgaged Property, the Trustee: may (1) reconvey any part of the Mortgaged Property, (2) consent in writing to the making of any map or plat thereof, (3)j join in granting any easement therein, or (4)join in any extension agreement or any agreement subordinating the Section 3.8. Beneficiary's. Powers. Without affecting the liability of auy other person liable for the payment of any obligation herein mentioned, and without affecting the lien or charge oft this Deed of  lien or chargel hereof.  14    not then or theretofore released as security for the: full timet to time and without: notice (1)release any release other or additional security for any any arrangements with debtor in relation  Trust upon any portion oft the Mortgaged Property indulgences, (4) cause to be released or portion or all of the Mortgaged Property, (5) take or obligation herein mentioned, or (6)make compositions or other  amount ofa all unpaid obligations, the Beneficiary: alter may,fromt oft the terms of any such obligation, (3) grant other person sO liable, (2) extend the maturity reconveyed or any at any time at the Beneficiary's option, any parcel,  as amended, or any tot this Deed  thereto. The provisions of Section 45-45.1 ofi the General Statutes ofNorth Carolina, bei similar statute hereafter enacted ini replacement ori ins substitution thereof shalll inapplicable  ofTrust.  by Trustee. The Trustee accepts this Trust when this Deed of Trust,  Section 3.9, Acceptance ist made ofpublic record as provided by law.  duly executed and acknowledged,  terms and conditions herein contained shall bind, executors, administrators, successors and  Section 3.10. Miscellaneous. The covenants,  and the benefits and powers shall inure to the respective heirs, number shalli includet thej plural, the plural assigns ofthe parties hereto. Whenever used herein, the singular oft the indebtedness hereby secured and  the singular, and the term "Beneficiary" shall include any payee otherwise. transferee or assignee thereof, whether by operation ofl law or  any  Waiver  execution oft this Deed ofTrust and tot the extent permitted  Section 3.11.  of Rights. By thei right to accelerate the: Indebtedness and the power of  by law, the Grantor expressly: (1) acknowledges:  non-judicial foreclosure upon default by  sale given herein tot the' Trustee to sell thel Mortgaged Property by as: is specifically required to be given by the Grantor and without any notice other than such notice (ifany) waives and all rights of the Grantor to law or under the provisions of this Deed of Trust; (2) to the extent any permitted by applicable law; (3) acknowledges that the Grantor has read this Deed of Trust any. and the questions Grantor and the Grantor. has effect ofthis Deed ofTrust and its provisions havel been explained fully to and acknowledges that all consulted with counsel ofi its choice prior to executing this Deed ofTrust; intentionally (4) waivers oft the aforesaid rights oft the Grantor have been made knowingly,  appraisement, dower, curtsey and homestead rights and  all  regarding the legal and willingly by  the Grantor as part ofal bargained for transaction.  [SIGNATURE PAGE) BEGINS ON THE. FOLLOWINGPAGE  15    IN WITNESS WHEREOF, the Grantor has caused this Deed ofTrust to be executed under seal  the day and year first above written.  VILLAGE OF) MARVIN, NORTHCAROLINA  [SEAL]  By:  Christina. Amos Village Manager  ATTEST: Austin W. Yow Village Clerk  STATE OF NORTH CAROLINA )  COUNTY OF  IaNotary Public oft the County of  and State ofNorth Carolina, certify that Austin W.  Yow (the Signatory") personally came before me this day and acknowledged that hei is the Village Clerk ofthe Village ofMarvin, North Carolina (the "Village") and that by authority duly given and as the act of the Village, the foregoing instrument was signed in its name by the Village Manager of the Village and  attested by him as Village Clerk.  Icertify that the Signatory personally appeared before: me this day, and  (check one of thej following)  (Ihave personal knowledge of thei identity ofthe Signatory); or (I have seen satisfactory evidence of the Signatory's identity, by a current state or federal identification with the Signatory's photograph in the form of:  (check one ofthefollowing) ac driver's license or int the form of  ;or  (aci credible witness has sworn to the identity ofthe Signatory).  The Signatory acknowledged to me that she voluntarily signed the foregoing document for the  purpose stated therein and in the capacity indicated.  Witness my hand and official stamp or seal, this the  day ofMay, 2021. Notary Public  Print: Name:  [NVote: Notary Public must. sign exactly as on notary. seal7 éé INOTARY SEAL] (MUST BE FULLYLEGIBLE)  My Commission Expires:    EXHIBIT A  REALPROFERTY. DESCRIPTION  A-1    BEGINNING at: ai #4 rebar found located on the westerly margin ofMarvin School Road and a southeasterly corner oft that certain property owned (now or formerly) by Maheeja Kotareddy as described in that instrument recorded in Deed Book: 5698, page 655 Union County Public Registry (the "Kotareddy Property"); running thence from said POINT ANDI PLACE OF BEGINNING along the common boundary line with the Kotareddy Property N.86-15-00W 252.66: feet to a #4 rebar found, said #4 rebar found being also located on a common southerly corner ofthe Kotareddy Property and thât property known as The Preserve atl Marvin subdivision (The "Preserve Property"); thence along the common boundary line ofthel Preserve Property, N. 89-27-24 W.224.12 feet to a stone found in a common southerly corner ofthe Preserve Property and that certain property owned (now ori formerly) by Louise C. Payne as described in that instrument recorded in Deed Book 4561, Page 233 (the "Payne Property"); thence with a boundary line ofthe) Payne Property and certain property owned by the Village ofMarvin, S.23- 26-43 W.376.06 feet total to a point in the northerly margin ofNew Town Road, passing a #4 rebar found at 368.31 feet; thence with the northerly margin ofNew' Town Road the following four courses and distances: (1) with the arc ofa circular curve to the left having a radius of 370 feet and an arc length of 87.35 feet; said arc being subtended by: a chord having a bearing and distance ofs. 83-27-25 E. 87.15 feet to a point; (2) with the arc ofa circular curve to the left having a radius of 803.83 feet and an arc length of 153.16 feet, said arc being subtended by a chord having a bearing and distance ofN. 84-19-16 E. 152.92 feet to a point; (3)N. 78-51-46B. 137.17 feeti to a paint; (4)) N. 78-35-30 E. 101.50 feet to a point; thence with the arc ofa circular curve to the left having a radius of30 feet and an arc length of26.98 feet, said arc being subtended by a chord having a bearing and distance ofN. 52-49-40 E. 26.08 to aj pointi int the margin ofthe right of way ofl Marvin School Road; then with the margin oft the right of way of Marvin School Road N 27-03-49 E.: 290.65 feet to the POINT AND PLACE OF BEGINNING, containing 3.551 acre, more or less, as shown on a survey prepared by Yarborough, Williams &  Houle dated August 31,2015.  A-2    BEING all that certain tract or parçel ofl land located in Sandy Ridge' Township, Union County, North Carolina, and fronting on Marvin School Road and New' Town Road as shown on that certain plat recorded in Cabinet M, File 910, Instrument; 32739 oft the Union County Public (a copy ofwhich is attached hereto as Exhibit A-I for ease of reference), and being  Registry  more particularly described as follows:  BEGINNINGatE a#4 rebar found located on the westerly margin ofMarvin School Road and a southeasterly comer ofthat certain property owned (now or formerly) by Mahecja Kotareddy As described int thati instrument recorded in) Deed! Book. 5698, page 655 Union County Public Registry (the "Kotareddy Property"i;n running thence fhom said POINT ANDPLACEOF BEGINNINGI along the common boundary line with the Kotareddy Property N. 86-15-00W 252.66 feet to ai #4 rebar found, said #4 rebar found being also located on a common southerly subdivision gorer ofthe Kotareddy Property and that praperty known as The Preserve at Marvin (The "Preservel Property"); thence along the common boundary line ofthel Preserve Property, 89-27-24 W.224.12. feet to a stone found in a common southerly pomer ofthe Preserve Properly boundary line ofthe Payne Property and certain property ofNew' Town Road, passingat #4 26-43 W,376.061 feet total to aj pointi in the northerly margin rebar found at 368.31 fect; thence with the northerly margin ofNew four courses and distances: (I)with the arc ofas cireular curve tot the left having feet and an arc length of 87.35 feet; said aro being subtended bys a chord having al bearing the left distance ofs. 83-27-25 E. 87.15 feet to a point; (2) with the are of a oircular curve tot  N.  awned (now or formerly) byLouise C. Payne as described in that  and that certain property  233 (the Payne Property"); thençe witha  instrument recorded inl Deed! Book 4561, Page  owned by the' Village ofMarvin, S. 23-  Town Road the following  a radius of370 and  of803.83 feeta and an arc length of 153.16 feet, said aro being subtended bya and distance ofN. 84-19-161 E. 152.92 feet to a point; (3)N.78-51-46E. 78-35-301 E. 101.50 feet to a point; thençe with the arai ofa ciroular  having: a radius chord having a bearing curve tot the left having aradius Marvin School Road N27-03-49 Houle dated August 31,2 2015.  137.17 feett to ap point; (4)N. of30 feet and an arc length of26.98 foct, said arc being subtended by a chord having a bearing School Road; then with the margin oft the right of way of margin ofther right of way ofMarvin E, 290.65 feet to the POINT. AND PLACE OF BEGINNING,  and distance ofN. 52-49-40 E. 26.08 to a pointi int the  Yarborough, Williams &  containing 3.551 acre, more or less, as shown on a survey prepared by"  A-3    EXHIBITI B PERMITTED ENCUMBRANCES  Permitted. Encumbrances shalli include (a) alli matters shown on record att thel Union of] Deeds affecting the Mortgaged Property as oft the date hereof, (b) liens for taxes and County assessments Register then delinquent, (c) the Contract and as permitted by the Contract and- easements, other such minor defects or restrictions as normally exist with respect (d) to property of rights-of-way the same and character as the Mortgaged Property which will not impair the Grantor's intended use oft the Mortgaged general  not  Property.  B-1    PROJECTFUND AGREEMENT  This PROJECT FUND AGREEMENT is dated as of May 13, 2021 (the "Project Fund Agreement"), and is by and between the VILLAGE OF MARVIN, NORTH CAROLINA (the  duly organized under the laws of the State of] North Carolina, and  "Borrower"), ai municipal corporation TRUISTBANK ("Truis!").  RECITALS  The: Borrower is, simultaneously with the execution and delivery ofthis Project Fund Agreement, executing and delivering an Installment Financing Contract, dated as of the date hereof (the "Contract"), between the Borrower and Truist. The purpose of the Contract is to provide for Truist's advance of $1,180,000 to the. Borrower to pay aj portion ofthe costs ofconstructing ai new Village Hall administrative facility (the "Project") and to pay related financing costs. In partial consideration for Truist's entering and into the Contract, the Borrower has agreed to provide for financing proceeds to be deposited  disbursed pursuant tot this Project Fund. Agreement.  NOW,THEREFORE, the parties agree asi follows:  SECTION1. DEFINITIONS.  In this Project Fund Agreement, the term "Project Costs" means all costs of the Project as determined in accordance with generally accepted accounting principles and that will not adversely affect the exclusion from gross income for federal income tax purposes of the designated interest component of to Installment Payments payable by the Borrower undef the Contract, including (a) sums required reimburse the Borrower or its agents for advances made for any such costs, and (b) all closing costs or other costs related to the financing ofthel Project fhrough the Contract and all related transactions.  In addition, any capitalized terms used in this Project Fund Agreement and not otherwise defined  shall have thei meanings assigned thereto int the Contract. SECTION2. PROJECTFUND.  2.1. Project Fund. On the date hereof (the "Closing Date"), Truist shall deposit $1,174,100 ofthe $1,180,000 amount advanced under the Contract less a fee of $5,900 to be paid directly  (consisting  into a special account of the Borrower at Truist Bank to be designated  by Truist to its legal counsel) [Account Number] Village of! Marvin,  North Carolina  Fund" (the "Project Fund"). The Project  Project  Borrower. The  Fund Project  Fund shall bel held separate and apart from all other funds or accounts ofthel  ist the Borrower's property, but the Borrower may withdraw amounts on deposit in the Project Fund only shall be subject to a lien and charge in favor of Truist to secure the Borrower's obligations  in this) Project  Fund Agreement and only for application from time to time to the payment of  as provided Contract.  Section 2.3 hereof. Pending such application, such amounts  Project Costs or otherwise as permitted by  under the  2.2. Requisitions from Project Fund. The Borrower may withdraw funds from thel Project Fund after authorization from Truist. Truist shall authorize the disbursement of funds from the Project only Fund only to the Borrower and only upon its receipt of one or more written requisitions in the form set forth in Exhibit A attached hereto signed by one of the designated Borrower Representatives electronic named in Section 3.11 hereof. The Borrower shall submit its signed requisitions in pdf format by  transmission at the email address contained int the requisition form.  PPAB 6257871v1    Upon receipt ofai requisition from thel Borrower, Truist shall undertake such review oft the matters referred to in such requisition as it shall deem appropriate, and within seven (7) business days after such receipt shall notify the Borrower ifit does not approve the requisition with the reasons for its disapproval. Truist has no obligation to make a review, and any review by Truist is only for Truist's benefit. Truist  shall not unreasonably withhold payment ofa any requisition. 2.3. Disposition of Project Fund Balance.  (a) Upon completion : Promptly after the Project has been completed to the point that the Project is suitable for catrying out substantially all the purposes it is to serve: for the Borrower, and the Borrower has withdrawn from the Project Fund all of the funds needed to complete the Project, the Borrower shall deliver to Truist a written certificate of completion executed by a Borrower Representative stating that (i) the Project has been completed, (ii). there are: no: mechanic's or other liens against the Project for labor or materials furnished in connection with the Project, and (ini) no: further funds will ber requisitioned: from the Project Fund to pay Project Costs. Truist may then withdraw any balance remaining in the Project Fund (and not required to be retained toj pay. Project Costs incurred but not yet paid) and apply such amounts as (b) Upon default. Upon the occurrence of an vent ofDefault, Truist: may withdraw any balance remaining in the Project Fund and apply such amounts as provided in subsection (d) ofthis Section. (c). After delay or inactivity - If (i) more than three years have elapsed from the Closing Date or (i) at least six months have elapsed from Truist's most recent receipt of a requisition for Project Costs, then Truist, upon 30 days' notice from Truist to the Borrower, may withdraw any balance remaining in (d) Application of Project Fund balance - Truist may apply any amounts withdrawn from the Project Fund pursuant to this Section in the following order: () to the payment of any Additional Payments then due to Truist under the Contract, (i) to the payment of any interest accrued to the Project Fund disposition date that is then due and payable, (ii) to the payment of any principal amount then due and payable, (iv) to the prepayment of principal and accrued interest in accordance with the prepayment provisions of the Contract; and (v) to the payment of future Installment Payments in inverse order of maturity; provided, however, that (1) at the option of Truist, Truist may deliver funds held under this Project Fund Agreement to the Borrower to be applied to additional Project Costs or future debt service payments, and (2) in no event will Truist apply any funds ini the manner set forth herein ifit is advised in an opinion ofbond counsel provided by the Borrower that such a use of funds could adversely affect the exclusion from gross income for federal income tax purposes of the interest component of Installment Payments. Any prepayment hereunder shall not affect any other Borrower payment obligation under the Contract. Truist shall notify the Borrower of any withdrawal from the Project Fund made under this  provided in subsection (d) ofthis Section.  the Project Fund and apply such amount as provided in subsection (d) ofthis Section.  Section, and int thei notice shall describe. its application oft the: funds SO withdrawn.  2.4. Investment.  (a) The Borrower and Truist agree that money in the Project Fund will be continuously invested and reinvested in a public funds money rate savings account, as directed by Truist, that meets the requirements of Section 159-30 oft the General Statutes ofNorth Carolina, as amended. (b) From and after the date that is three years from the Closing Date, the Borrower and Truist agree that: money in the Project Fund will: not be invested at a' "yield," as determined under the Code, in excess oft the "yield" on the Borrower's obligations under the Contract, unless the Borrower has supplied Truist with an opinion of bond counsel to the effect that such investment will not adversely affect the  2  PPAB 6257871v1    exclusion from gross income for federal income tax purposes to which the interest components of  Installment Payments would otherwise be entitled.  obligations acquired with money in the Project Fund shall be deemed at all times  (c) Investment Fund. The interest accruing thereon and any profit or loss realized upon the to be part of the Project of such investment shall be credited to or charged against the Project Fund. (d). All earnings on: money in1 the Project Fund shall be used for) Project Costs or otherwise applied  disposition or maturity any in accordance with Section 2.31 hereof.  SECTION3. MISCELLANEOUS,  3.1. Notices. Except as set forth in Section 2.2 hereofwith: respect tot the delivery of requisitions to Truist, any notice or other communication required or contemplated by this Project Fund Agreement mail shall be deemed tol be delivered so long asi iti is delivered by hand or on the date shown on a certified service, if receipt, or a delivery receipt (or similar evidence) from a national commercial package delivery  addressed as: follows:  (a) If intended for the Borrower, addressed to it at the following address: Village of Marvin, North Carolina, 10004 New Town Road, Marvin, North Carolina 28173, Attention: (b) If intended for Truist, addressed to it at the following address: Truist Bank, 5130 Parkway Plaza Boulevard, Charlotte, North Carolina 28217, Attention: Governmental Finance.  Finance. Director.  designate a different or alternate address for notices by notice given under this  Any party may Project Fund Agreement.  3.2. Survival of Covenants and Representations. All covenants, representations and warranties to this made by the Borrower ini this Project Fund Agreement and in any certificates delivered pursuant Project Fund Agreement shall survive the delivery ofthis Project. Fund. Agreement.  3.3. Choice ofLaw. The parties intend that North Carolina law shall govern this Project Fund 3.4. Amendments. This Project Fund Agreement may not be modified or amended unless such  Agreement.  amendment is in writing and signed by Truist and the Borrower. deemed tol bet third-party beneficiaries ofthis) Project Fund Agreement.  Third-Party Beneficiaries. There are no parties intended to be or which shall be  3.5. No  Assigns. All of the covenants and conditions of this Project Fund  3.6. Successors and and inure to the benefit of the parties to this Project Fund. Agreement 3.7. Severability. If any court of competent jurisdiction shall hold any provision ofthis Project invalid or unenforceable, such holding shall not invalidate or render unenforceable any  Agreement shall be binding upon andi their respective successors and assigns.  Fund Agreement  other provision ofthis) Project Fund. Agreement. counterparts, including separate counterparts,  Fund Agreement may be executed in any number of  3.8. Counterparts. This Project each executed counterpart constituting an original but all  3  PPAB 6257871v1    together only one agreement. An executed copy oft this Project Fund Agreement delivered by facsimile, email, or other electronic means will be deemed to have the same legal effect as delivery of a manual signed copy oft this Project Fund Agreement. This Project Fund Agreement and related documents may  be sent and stored by electronic: means.  3.9. Termination. Except as otherwise provided in this Project Fund Agreement, this Project Fund Agreement shall cease and terminate upon payment of all funds (including investment proceeds) 3.10. E-Verify. Truist understands that "E-Verify" is ai federal program operated by the United States Department of Homeland Security and other federal agencies, or any successor or equivalent program used to verify the work authorization of newly hired employees pursuant to federal law in accordance with Section 64-25(5) of the General Statutes ofNorth Carolina, as amended. Truist uses E- Verify to verify the work authorization of its employees in accordance with Section 64-26(a) of the General Statutes ofNorth Carolina, as amended. Truist will require that any subcontractor that it uses in connection with the transactions contemplated by this Project Fund Agreement certify to such  from the Project Fund.  mbeontacta'scomplimce with E-Verify.  [Remainder of pagei intentionally left blank]  4  PPAB 6257871v1    3.11. Designation of Borrower Representatives and Official Custodian. In accordance with the terms herein, the Borrower hereby designates the following persons as Borrower Representatives  authorized to sign requisitions to withdraw: funds from the Project Fund account:  Printed Name:  Signature:  The Borrower may designate additional Borrower Representatives to sign requisitions upon The Borrower designates the person listed below an "Official Custodian" for the purposes oft the Federal Deposit Insurance Corporation. The person listed below is an officer, employee or agent oft the Borrower who has plenary authority, including control, over funds owned by the Borrower. Control of public funds includes possession of, as well as the authority to establish, accounts in an insured depository institution and to make deposits, withdrawals and disbursements. The Official Custodian on  written notification to' Truist.  the account is considered the insured depositor.  Last 41 Numbers of SSNA:  Date ofBirth:  Printed Name:  Signature:  Upon written: notification to' Truist, the Borrower: may update the Official Custodian.  Note: The Official Custodian must provide a copy ofhis/her driver's license, used 1Thel last 4 digits oft the official custodian's social security number will be official custodian from other Truist account holders with the same: name.  to differentiate the  only  [Signatures continued on following pagel  5  PPAB 6257871v1    IN WITNESS WIHEREOF, each of the parties has caused this Project Fund Agreement to be  signed and delivered by a duly authorized officer, all as oft the date first above written.  VILAGEOMANy,NomnE CAROLINA  By:  Christina. Amos Village Manager  ATTEST:  Austin W. Yow Village Clerk  TRUIST. BANK  By:  Andrew G. Smith Senior Vice President  [PROJECT! FUND AGREEMENT, DAITBDASOFMAY13,202)  6  PPAB 6257871v1    EXHIBIT. A  [Tol BE) PREPARED ON] POROMRSLETTRMRADON SUBMISSION]  PROJECTI FUNDE REQUISITION  [Date]  Email requisitions to: PPoectmis@phamaton  Requisition Team Truist Bank  Direct Dial: (252)296-0452 or (252)296-0653  RE: Request for disbursement of funds from the Project Fund related to Contract No. Account. Number] with the Village ofMarvin, North Carolina, dated as ofMay 13, 2021  To Whom It May Concern,  Pursuant to the terms and conditions of the Project Fund Agreement, dated as of May 13, 2021, the Village ofMarvin, North Carolina (the "Borrower"), requests the disbursement offunds from the Project Fund established under the Project Fund Agreement for the following Project Costs:  This is requisition number  from the Project Fund.  Disbursements will be to the Village of Marvin, North Carolina.  Amount: $ submitting. Project Description: Physical Address ofProject:  Attach copies of applicable vendor invoices or spreadsheet of expenditures to requisition when  To receive funds via wire transfer please include:  ABA Routing Number: Account Number:  Physical address of Borrower: Village of Marvin, North Carolina, 10004 New Town Road,  Marvin, North Carolina 28173, Attention: Finance Director  The Borrower: makes this requisition pursuant to the: following representations:  1. The Borrower has appropriated in its current fiscal year funds sufficient to pay the Installment Payments and estimated Additional Payments due in the current Fiscal Year.  A-1  PPAB 6257871v1    2. 3. 4.  The purpose of this disbursement is for partial payment of the cost of the Project The requested disbursement has not been subject to any previous requisition.  provided for under the Contract referenced above.  No notice of any lien, right to lien or attachment upon, or claim affecting the right to receive payment of, any of the money payable herein to any of the persons, firms or corporations named herein has been received, or if any notice of any such attachment or claim has been received, such lien, attachment or claim has been released lien, or discharged or will be released or discharged upon payment ofthis requisition. This requisition contains no items representing payment on account of any percentage No Event of Default is continuing under the Contract, and no event or condition is existing which, with: notice orl lapse oftime or both, would become an Event ofI Default. The Borrower shall allow Truist to deliver and file, or cause to be filed, any Uniform Commercial Code financing statements with respect to the Project or portion of the The Borrower has in place insurance on this portion ofthe Project that complies with the  5. 6. 7.  entitled to bei retained on the date ofthis requisition.  Project that Truist may request to evidence its security interest.  8. 9.  insurance provisions ofthe Contract.  Each amount requested for payment in this requisition either  represents a  reimbursement  (a)  to the Borrower for a Project Cost expenditure previously made, and such  reimbursement complies with the provisions of the Code (generally, an issuer reimburse a prior expenditure out of tax-exempt bond proceeds if (i) the issuer may has declared its "official intent" to reimburse the expenditure no later than 60 days after the date the expenditure is paid and (ii) the expenditure is being reimbursed no later than the end of the permitted reimbursement period" of at least 18 months, and at most 3 from the date the expenditure was paid), or (b) will be used by the Borrower promptly years, upon the receipt of funds from Truist to make payments for Project Costs to third Capitalized terms used in this requisition have the meanings ascribed in the Project Fund  described in this: requisition.  parties  Agreement.  A-2  PPAB 6257871v1    Attached is evidence that the amounts shown in this requisition are properly payable at this time, such as bills, receipts, invoices, architects' payment certifications or other appropriate  documents.  IF REQUEST IS FINAL REQUEST, CHECK. HERE  VILLAGE OF: MARVIN, NORTHCAROLINA  By: Printed Name: Title:  A-3  PPAB 6257871v1    Wire' Transfer. Agreement  This Wire Transfer Agreement is dated as of May 13, 2021 (this "Agreement") and is by and between the VILLAGE OF MARVIN, NORTH CAROLINA (the "Borrower"), a municipal corporation validly existing under and by virtue oft the Constitution, statutes and laws oft the State ofl North Carolina,  and TRUIST BANK ("Truist").  RECITALS  The. Borrower: is, simultaneously with the execution and delivery oft this Agreement, executing and delivering (a) an. Installment Financing Contract, dated as of the date hereof (the "Contract"), between the Borrower and Truist, and (b) a Project Fund Agreement, dated as of the date hereof (the "Project Fund Agreement"), between the Borrower and Truist. The purpose of the Contract is to provide for Truist's advance of$1,180,000 to thel Borrower to enable the Borrower to: finance aj portion ofthe cost of constructing aj new Village Hall administrative facility, and to pay related financing costs. In partial consideration for Truist entering intot the Contract, thel Borrower has agreed toj provide: for financing proceeds tol be deposited  and disbursed pursuant toi the Project Fund Agreement. Truist and the Borrower: hereby agree to the following:  In order to prevent unauthorized or: fraudulent wire transfers through cyber fraud and other means, Section 1. Wire' Transfer] Requirements. Int the event a wiret transferi is madel by' Truist to disburse funds as contemplated by the Contract or the Project Fund Agreement (a Disbursement"), said wire transfer shall be delivered as directed in a written Disbursement Authorization" provided to Truist by a representative of the Borrower, subject to the terms and conditions set forth herein. For the purposes of this Agreement, ai representative of the Borrower shall include only the Village Manager Finance Director  and Mayor oft the Borrower.  Section 2. Verification Procedures. Prior to making any Disbursement pursuant to a Disbursement Authorization not delivered to Truist inj person by a representative of the Borrower, Truist shall verify such Disbursement Authorization verbally viat telephone communication with a representative of the Borrower. The Borrower shall ensure that a representative of the Borrower will provide such verification to Truist. The Borrower shall not disclose, or allow to be disclosed, such Truist verification procedures to any third party unless there is a legitimate business need to make such disclosure or such disclosureis required by law, and the] Borrower accepts thei risk ofsuchi third partyknowledge ofthes security procedures. If the Borrower has reason to believe that a security procedure has been obtained by or disclosedi to an unauthorized person orlearns ofany unauthorized transfer or ofany discrepancy: in at transfer  request, then thel Borrower shall: notify Truist immediately.  Section 3. Payee Identification. The Borrower is solelyr responsible for accurately identifying the wire transfer information contained in the Disbursement Authorization delivered to Truist by a representative of the Borrower, including but not limited to the bank name and its ABA number, beneficiary's account name and account number and beneficiary's physical address, together with other information requested by Truist (collectively, Remittance Instructions"). If the Remittance Instructions describe al beneficiary inconsistently by name and account number, thel Borrower acknowledges that Truist may make payment on the basis of the account number alone, that Truist is not obligated to detect such  errors, and that the Borrower assumes thei risk of any loss resulting therefrom.  Section 4.) Duty to Reconcile Written Confirmation. Upon request from ai representative ofthe Borrower, Truist shall promptly send a representative of the Borrower written confirmation of the  1    Disbursement in the: form ofa areference number, beneficiary name and wire amount. A representative of the Borrower shall promptly review and reconcile the written confirmation oft the Disbursement sent by Truist, and shall: report to' Truist in writing, promptly, but in no event later than ten (10) business days after the date of such written confirmation, any unauthorized, erroneous, unreceived or improperly executed payment. Truist and the Borrower agree that ten (10) business days is a reasonable time for the detection and: reporting to Truist ofs such information. After that time, all items on the written confirmation will be considered correct and the Borrower will be precluded from recovering from Truist if such wire transfer identified in the written confirmation was actually made by Truist. For the avoidance of doubt, any such Section 5. Unauthorized Payments. Notwithstanding any other provision herein, if a Disbursement hasl been verified byarepresentative ofthe Borrower pursuant to Section2 2, itshall be binding on the. Borrower ifTruist acted in good: faith: ini making such Disbursement. Truist shall bei responsible for any unauthorized payment caused by Truist's failure to comply with the terms and conditions of this Section 6. Recordation. Truist may record any telephone conversation between Truist and a representative of the Borrower in order to reduce the risk of unauthorized or erroneous transfers. Truist Section 7. Indemmification and Hold Harmless. IfTruist complies with the provisions of this Agreement, the Borrower agrees that Truist shall not be responsible for any communication or miscommunication by a representative of the Borrower, and the Borrower further agrees to indemnify, to the extent allowed by law, Truist and hold Truist harmless from and against any and all losses, claims, expenses, suits, costs or damages, demands or liabilities of whatever kind or nature, whether now existing or hereafter relating in any way to a wire transfer made pursuant to the Contract or the Project Fund  writings can bej provided electronically.  Agreement and applicable law.  may retain such recordings for as long as Truist may deem necessary.  Agreement.  Section 8. Applicable Law. All wire transfer orders are governed by Article 4A oft the Uniform Commercial Code, except as any provisions thereof that may be and are modified by the terms hereof. If any part ofthe applicable wire transfer order involves the use oft the Fedwire, the rights and obligations of Truist and the Borrower regarding that wire transfer order are governed by Regulation J of the Federal  Reserve Board.  Section 9. Choice ofLaw. The parties intend that North Carolina law shall govern this. Agreement. Section 10. Amendments. This Agreement may not be modified or amended unless such Section 11. NoThird-Party) Beneficiaries. There are: no parties intended to be or which shall be Section 12. Successors and Assigns. All oft the covenants and conditions of this Agreement shall be binding upon and inure to the benefit of the parties to this Agreement and their respective successors  amendment isi in writing and signed by Truist and thel Borrower. deemed tol bet third-party beneficiaries oft this Agreement.  and assigns.  Section 13. Severability. Ifany court of competent jurisdiction shall hold any provision oft this Agreement invalid or unenforceable, such holding shall not invalidate or render unenforceable any other  provision of this. Agreement.  Section 14. Counterparts. This Agreement may be executed in any number of counterparts,  2    including separate counterparts, each executed counterpart constituting an original but alli together only one agreement. An executed copy oft this Agreement delivered by: facsimile, email, or other electronic means will be deemed tol have the same legal effect as delivery ofar manual signed copy ofthis Agreement. This  Agreement andi related documents may be sent and stored by electronic means.  Section 15. Termination. This Agreement shall cease and terminate upon termination of the Section 16. E-Verify. Truist understands that "E-Verify" is a federal program operated by the United States Department ofHomeland Security and other federal agencies, or any successor or equivalent program used to verify the work authorization of newly hired employees pursuant to federal law in accordance with Section 64-25(5) oft the General Statutes oft North Carolina, as amended. Truist uses E- Verify to verify the work authorization ofi its employees in accordance with Section 64-26(a)ofthe General Statutes ofNorth Carolina, as amended. Truist will require that any subcontractor that it uses in connection with the transactions contemplated by this Agreement certify to such subcontractor's compliance with E-  Contract and the Project Fund. Agreement.  Verify.  [Signatures continued on following page]  3    IN WITNESS WHEREOF, each of the parties has caused this Wire Transfer Agreement to be  signed and delivered by a duly authorized officer, all as ofthe date first above written.  VILAGEOFMARYIR,NORTHCAROLINA  By:  Christina Amos Village Manager  ATTEST:  Austin W. Yow Village Clerk  TRUIST BANK  By:  Andrew G. Smith Senior Vice! President  4    VILLAGE OF MARVIN  10004 New Town Road I Marvin, NC 28173 |Tel: (704) 843-1680 Fax: (704) 843-1660 I www.maryinnc.org  GARO)  Memorandum  TO: FROM: DATE: Background:  Mayor and Village Council Jamie Privuznak, soflicer  SUBJECT: Requests for Proposals for an Accounting Firm  May 11,2021  One ofthe long-term goals ofthe Village's] Finance team is tol build upon and improve our system ofinternal controls. A: sound system ofinternal controls protects the Village against fraud and any misuse of public funds. In recent months, the Finance team experienced retirements and staff turnover. In light of this, we have lost a significant portion of institutional knowledge and organizational history. To increase our efficiency and effectiveness, the Finance team seeks to retain an accounting firm with subject matter expertise in public accounting particularly with experience with municipalities and Generally Accepted Accounting Principles (GAAP). The Finance team will expect the firm toj participate in checks and balances (i.e., segregation of duties) of our monthly tasks, which will improve our current system of internal controls. Finally, the Finance team seeks a firm with knowledge in upcoming GASB statements and experience in developing the: required basic financial statements and notes for thej purposes ofthe year-end audit.  Current:  The Village of Marvin released a Request for Proposals to approved Local Government Commission accounting firms on Wednesday, April 14. Village staff received specific questions related to the RFP and released an Addendum toi the RFP on Wednesday, April 21. On Wednesday, May 5, Village staff received two responses to the bid invitation. Attached is a bid summary for your review. After review of the bids, Village staff proposes SharpePatel CPA duet to the descriptive quality ofits proposal particularly the cost estimates and thet tasks performed sections of the firm's response. Although the firm is new and has not received a peer review to Finally, the Village Manager recommends an amount not to exceed $20,000 as part of1 her FY22 Recommended Budget for professional accounting services. The proposed contract start date is July 1, 2021, and most of the body of work performed will be preparing the basic financial statements and notes for the FY21 audit, which will be conducted while the Finance Officer is on leave. The annual fee for SharpePatel CPA: firm is $20,400 fori three staff to perform 205 hours of  date, the firm is slated tol have its peer review conducted this calendar year.  work.    VILLAGE OF MARVIN  10004 New Town Road I Marvin, NCI 128173 [Tel: (704)843-1680 Fax: (704) 843-1660 I www.marvinn.org  Village staffre respectfully asks that youreview, discuss, andi make an award to aj professional public accounting firm AND authorize the Village Manager to execute an agreement contingent upon  attorney review.  Suggested Motion: Award a bid to a professional public accounting. firm AND authorize the  Village. Manager to execute an agreement contingent upon attorney review.    y  U    SHARPE PATELCPA  VILLAGE OF MARVIN  RESPONSE TO RFP FOR CPA SERVICES  Responsible Office and Contact Information:  Jay E. Sharpe, CPA, CFE Director of Audit Services 5510 Six Forks Road, Suite 280 Raleigh, NC 27609 919-961-7496 www.sp.cpa  ay@shatpeatecpacon  BEYOND THE NUMBERS sharpepatel.com    TABLE OF CONTENTS  FIRST SECTION Profile Audit Staffing Governmental Clients Additional Services Peer Review Staff Experience Team Biographies Governmental Experience References Insurance Coverage Independence Regulatory Actions  2 3 5 4 4 6 6 8 8 9 9 9    Profile FIRM PROFILE  While Sharpe Patel PLLC is a new CPA firm, its team is not. Jay Sharpe and Aaron Patel formed the Firm to give better service to clients across all industries including the governmental sector. Our key objective is to provide Our Governmental audit team is key to providing great services. The team is made up of a number of seasoned staff at all levels that have experience with a variety oft types of clients within the not-for-profit and governmental  superior client service in at timely and efficient manner.  sectors. EXPERIENCE  Sharpe Patel PLLC initiated its practice in the governmental service industries in response to our observation that larger firms were devoting fewer and fewer resources to their smaller and mid-size clients. We have seen more and more firms lessening their work or completely getting out of the governmental sectors. We are quite the opposite; we see this as a growth sector for the Firm. Ever- changing accounting standards, economic conditions and the continued rise in operating costs have propelled our Governmental AuditTeam tol help entities alleviate the pressures facing thei industries. Our commitment to the governmental. sector is reflected in the significant growth of our practice, the The experience and capabilities of our Not-for-Profit and Governmental Audit Team include:  retention of those clients and the low turnover of our employees.  Financial Audits, reviews and Single Audits, under both Federal and North Carolina requirements. Program Specific. Audits Agreed-upon Procedures Forensic Audits Performance Audits  Risk Assessment Staff Training Seminars Internal Control Studies Financial Statement Preparation Forecasted Financial Statements  compilations  2    STAFFING  The staffing needs are based on the complexity and nature of the organization, timing, the extent of procedures which must be performed to meet the audit objective, andi the travel involved. We have designated to the engagement however, our audit associates are interchangeable between our offices and their assignments may change. There will be a minimum of two audit associates, one audit manager, and one partner designated to the engagement at all times. Iti is very common for two managers to be assigned to an engagement as one will act as an associate. Each member of this team will be fully available to satisfy the needs of the We understand that professionals who have gained specific governmental knowledge through on site experience are best equipped tos serve our clients, so wei are committed to returning team members to the same engagements each year. This continuity helps control costs and saves time, by making sure you are working with trusted Our partners and managers maintain a high degree of client involvement which minimizes the overhead and reduces the audit costs. This also provides the client al higher level of expertise thati is alwaysavalable.Thet following  audit specifica  associates  engagement.  professionals who have a clear understanding ofy your goals and: strategies. indicates the individuals byl level and location that willl handle the audit: The Village's engagement will be staffed by the Firm as follows:  Partner (andi in charge) Manager Senior staff  Raleigh Raleigh Raleigh  ADDITIONAL SERVICES  The firm from time to time provides other services for governmental agencies. A couple ofe  of these  services  example  includes the following:  Jay Sharpe, CPA, CFE conducted at three-year forensic audit for the Lumberton Housing Authority. Jay Sharpe consulted on the presentation of Foundations related to Cape Fear Community College and Carteret Community College when GASB 61 was introduced. This consultation included the determination of the Foundations as component units and their presentation on the financial Jay Sharpe and. Jacob. Allen have conducted pension testing for several school systems.  statements ift they were determined to be component units. Jay Sharpe conducted a vendor audit for a School System.  Jay Sharpe has prepared forecasted financial statement. services for several Towns regarding USDA  loan applications.  3    Education  Itisa a policy of the Firm that all audit staff maintain at a minimum of 40 hours of CPE on an annual basis, rather or not that they have at their CPA license. This continuing professional education is accomplished through a combination of conferences, seminars, webinars, self-study course and internal CPE courses. Every staff assigned tot the Vilage'sengagements: willl have sufficient CPE and Yellow Book credit hours on an ongoing basis.  PEER REVIEW  Sharpe Patel PLLC is a member of the American Institute of Certified Public Accountants (AICPA) and participants in the AICPA Peer Review Program. The AICPA Peer Review Program, administered byt the North Carolina Association of Certified Public. Accountants in North Carolina, requires enrolled firms to have a peer review conducted by an independent evaluator, once every three years, of their accounting and auditing practice. Such review assures that the services we provide to our clients meet the highest level of standards Iti is the policy of our Firm that our quality control system be monitored on an ongoing basis to provide the Firm with reasonable assurance that the policies and procedures established byt the Firmi fore each oft the other quality control elements (including quality control elementsa and activities noti formalized in writing) of quality control are suitably designed and are being effectively applied. The adequacy and effectiveness oft the Firm's quality control system is monitored on an ongoing basis by the Firm's quality control partner. As an integral part of the monitoring process, our quality control system is inspected annually to determine whether the Because we: are ar new firm, we have not had our first peer review. That is slated sometime in 2021. However,  int the accounting profession.  Firm has complied with its stated quality control policies. we have enrolled in the peer review program.  4    GOVERNMENTAL CLIENTS  Below is a sample ofr not-for-profit and governmental entities our team has worked on throughout the years:  Client  Services  Years 5 5 7 1 1 2 1 6 1 2 7 1 1 4 5 2 5 18 4 7 7 2 5 13 3 5 1 5  Town of Benson Town of Goldston Town of Pittsboro City of Clinton Town ofWilson's Mills Town of Holden Beach City of Kinston Wake County School System NC Office oft the State Auditor North Carolina Agriculture Finance Authority Cape Fear Community College Foundation Fayetteville State University Foundation Fayetteville State University Housing Foundation Durham Tech Community College Foundation Johnston Community College Foundation Beaufort Community College Foundation Capitol Encore Academy Cape Fear Center forl Inquiry Academy of Moore County Cary Area EMS Eastern' Wake EMS Durham Convention and Visitors Bureau Healthy Start Academy Bethany Community Middle School CentralWake High School Neuse Charter School Town of Enfield  Financial statement audit Financial statement audit Financial statement audit Financial statement audit Financial statement audit Financial statement audit Financial statement audit Financial statement audit and Single audit Financial statement audit Financial statement audit Financial statement audit Financial statement audit Financial statement audit Financial statement audit Financial statement audit Financial statement audit Financialstatement. audit and Single audit Financial statement audit and Single audit Financial statement audit and Single audit Financial statement audit Financial statement audit Financial statement audit Financial statement audit and Single audit Financial statement audit and Single audit Financial statement: audit and Single audit Financial statement audit and Single audit Preparing Financial Statements    STAFF EXPERIENCE  Alls staff assigned tot the Village's service will have previous governmental audit experience. Allstaffalsol have  experience preparing financials statements under the GASB 34 reporting model.  The Village'ss services willl be staffed byt the Firm as follows:  Partner in Charge Audit Manager Senior Staff  Jay E. Sharpe, CPA, CFE Jacob Allen, CPA Erica Fulcher  Raleigh Raleigh Raleigh  TEAM BIOGRAPHIES  Jay E. Sharpe will be the partner in charge for the Village's services. Additional information for each staff is as  follows:  Jay E. Sharpe, Partner- - Audit Partner  JayE E. Sharpe, CPA, CFEI is the Raleigh office's partner and serves ast thet firm's Director of Auditor Services. Jay has over 20 years of experience in governmental and not- for-profit organizations. His work experience includes working with a variety of Foundations, Towns, Boards of Education, Community Colleges, various types not- for-profits, charter schools, EMS Units and HUD properties. Jay previously worked Jay previously worked at the NC Office of the State Auditor and was involved in a Ina addition to his auditing experience, Jay performs forensic and fraud investigative services. He has led seminars in the past on preventing fraud and is the past President ofthel Board of Directorsi for the Central Carolina Chapter oft the Association  for the Office oft the State Auditor. variety of community college audits.  of Certified Fraud Examiners. Community Involvement  Former Treasurer on the Board for the SPCA of Wake County. Jay teaches accounting and auditing classes at Wake Tech  6    Jayi is a volunteer reviewer for the GFOA. Education and Licenses  Bachelor of Science in Accountancy- = The University of North Carolina at Wilmington Master's in: science in Accountancy- - The University of North Carolina at Wilmington Licensed as a Certified Public. Accountant in North Gmolinaliense#27818)  Licensed as a Certified Fraud Examiner  Professional Affiliations  American Institute of Certified Public Accountants (AICPA) North Carolina Association of Certified Public Accountants (NCACPA) Association of Certified Fraud Examiners (ACFE)  Continuing Professional Education  Jay has maintained required CPE levels over the past twenty years. He has taken over 40 credit hours per year including annual ethics requirements, annual audit updates, fraud: seminars and attended thel local government and not-for-profit conferences held byt the NCACPA. Jay has also led seminars on fraud and auditing techniques during  the past three years.  Jacob Allen, Audit Manager  Jacob Allen, CPA, is an Audit Manageri int thel Raleigh office of Sharpe Patel PLLC.. Jacob practices int the areas of auditing and attestation. Hel has overt teny years ofe experience in public accounting and his areas ofe expertise including towns, boards ofe education, charter schools, HUD properties and other government agencies  Continuing Professional Education services for governmental industry clients.  His continuing education includes attendance at courses concentrating on audit  Education  Bachelor of Business Administration in Accounting - Campbell University Master of Accountancy: - North Carolina State University  Professional Affiliations  American Institute of Certified Public Accountants (AICPA) North Carolina Association of Certified Public. Accountants (NCACPA)  Accreditations and Licenses  Jacobi is licensed as a Certified Public Accountant in the State of North Carolina (#37400).  7    Staff Commitment  The Firm is fully committedto having the having the same staff on an annual basis on the Village's engagement. We fully understand from previous experience with clients that staff continuity is one of the major reasons organizations become dissatisfied with their CPAS. It is beneficial to the Firm to have the same staff on an engagement on an annual basis as they will have previous knowledge with the client and willl be more efficient.  GOVERNMENTAL EXPERIENCE governmental experience includes:  As noted under our Firm Profile, the Firm has vast experience in auditing various governmental agencies. Our  Towns and Cities Boards of Education Charter Schools Affordable housing (HUD) EMS units State agencies Community Colleges  Component Units (University and Community College Foundations)  REFERENCES Town of Benson 303 E. Church Street Benson, NC: 27504 Kim Pickett - Finance Director seetelownolemoncon (919) 894-3553 Town of Wilson's Mills 1001 Railroad! Street Wilson's Mills, NC27593 Sherry Hudson- - Finance Officer hudsonewisonsmlsmcors 919-938-3885 Town of Enfield POI Box! 588 Enfield, NC: 27823 Patricia Whitaker- - Finance Director pwhtakerPentetencors (252) 445-3146 ext. 26  Wei invite you to contact the below personnel we currently provide services. to:  Additional references available upon request.  8    EQUAL OPPORTUNITY EMPLOYER Sharpe Patel PLLCI is an equal opportunity employer. REGULATORY ACTIONS  No regulatory action has been taken against the Firm or any staff members that will be assigned to the Village's  services. INDEPENDENCE  In accordance with the quality control document oft the Firm all professional personnel must be familiar with and adheret tot thei independenice, confidentiality! integrity, and objectivity rules, regulations, interpretations, and Rulings of the AICPA, the State of North Carolina Board of Accounting, the State of North Carolina CPA Society, state statutes, and other State or regulatory agencies where applicable. Independence, Confidentiality, Integrity, and The Standards for independence have become even more strict under the 2018 revised Yellowbook and Government Auditing. Standards. Because the services being requested by the Village are not considered to be  Objectivity Representation is required by all personnel when hired and annually thereafter.  audit services, we are not required tol be independent regardingi these services.  INSURANCE COVERAGE  The Firm presently carries thei following insurance policies:  1. Worker's Compensation - The Firm maintains Worker's Compensation Insurance, as required by the laws 2. Commercial Cemnitasiny-Gamnatualin, Coverage ona a Comprehensive Broad Form on an occurrence 3. Automobile Automobile Liability Insurance, to include liability coverage, covering all owned, hired and 4. Professional Liability Professional Liability Coverage on a Comprehensive Broad Form on an occurrence All insurance meets the laws of the State of North Carolina. Insurance coverage is obtained from companies that are authorized to provide such coverage and are authorized by the Commissioner of Insurance to do business in North Carolina. The Firm shall at alli times comply with the terms of such insurance policies, and all requirements of the insurer under any such insurance policies, except as they may conflict with existing North Carolina laws or this contract. The limits of coverage under each insurance policy maintained by the Firm shall not be interpreted  of North Carolina, as well as employer's liability coverage.  basis.  non-owned vehicles, used in connection with the contract.  basis.  as limiting the contractor's liability and obligations under the contract. Ifawarded the contract, we willl be glad to provide a COI.  9    SHARPE PATELCPA  VILLAGE OF MARVIN  RESPONSE TO RFP FOR CPA SERVICES  Responsible Office and Contact Information:  Jay E. Sharpe, CPA, CFE Director of Audit Services 5510 Six Forks Road, Suite 280 Raleigh, NC 27609 919-961-7496 www.Sp.cpa  ay@shatpenatetcpacon  BEYOND THE NUMBERS sharpepatel.com    TABLE OF CONTENTS  SECOND SECTION Cost  10 10 10 11 11  Services tol be provided Engagement team Client Assistance Methodology Fees  APPENDICES:  AttachmentA- Cost Proposal Breakdown    SECOND SECTION  COST  Oure estimatedi fees are detailed outi in AttachmentA. Ourf fees are! based onl hourly rates (withg government discount applied). These are estimates. If the amount of work is less than estimated, the Village will be charged the lesser amount. Ifthea amount of worki is determinedi tol be moret than estimated, we will discuss the additionalcosts before  proceeding with the work. SERVICES TO BE PROVIDED  The Anticipated services to be provided tot the Village are as follows:  Monthly Services:  Conduct general review of Village's financials = we will receive and review monthly files from QuickBooks including the general ledger detail and account reconciliations and any other required supporting  documentation from the Village. We will answer any questions the Village may have.  Annual Services:  Assist' Village with year-end closeout  Prepare the financial statements of the Village including the basic financial statements, notes and supplementary information including the MD&A- We will prepare a compliant set of financialstatements under GASB 34 using updated templates from the NC LGC. We will utilize the Village's trial balances to prepare thei financial statements. We will make inquire and review certain supporting documentation in ordert to confirm certain account balances and disclosures. Wewillreviewi final balances fori reasonableness based on priory year balances and: supporting documentation provided by the Village. We will review and/ / or assist with close out entries. We will work with the Village's auditors to ensure a compliant and timely filing oft the audit. We will assist with thet filing oft the AFIR. We will prepare and / or review depreciation  schedules. ENGAGEMENT TEAM  Oure engagement team was identified in the First Section oft the proposal. Additional information as follows:  Erica Fulcher - will be main point of contact and will be in charge or majority of the services Jay Sharpe - will provide support services for monthly and annual services. Will provide technical  including monthly services and preparation of the financial statements. Jacob Allen = will provide support services for monthly and annual services  review services fort the financial statements.  10    CLIENT ASSISTANCE METHODOLOGY  We expect the Village to provide any information we require to complete the monthly and annual services. We expect the Village to communicate ongoing needs and questions / concerns so that we may be able to provide the  best service possible and assist the Village with having accurate financial reporting.  FEES  The fees for services requested are estimated as:  Monthly services Annual services Total  $11,730 $8,670 $20,400  Please see Attachment Ai fora a cost proposal breakdown for various costs, rates andi timing of hours.  This fee includes:  Preparation oft the financial statement of the Village Preparation of the AFIR Assistance with year-end close out. Assistance with monthly close outs. Review of monthly financial information.  *This fee is an estimate based on our expectation of the amount of worked needed for said services.  11    ATTACHMENT A Cost Proposal Breakdown  12    Sharpe Patel PLLC Attachment. A  Village of Marvin Cost Proposal CPA Services  Thei following is a summary of our cost proposal fori the CPA: services oft the Village fort they year ended. June 30, 2021 and 2022. This cost proposal is on a' 'estimated" basis.  Personnel Costs Monthly: services Total estimated hours Annual services: Year-end close out Preparing financial statements AFIR Total estimated hours Total Hours Rates  Senior Staff Total 8 10 96 120 30 38 30 42 4 5 64 85 160 205 100  Partner Manager 1 12 4 8 1 13 25  1 12 4 4 8 20  $ 200 $ 150 $  5,000 $ 3,000 $ 16,000 $ 24,000  Travel  $ $ $ 24,000 15% $ (3,600)  Cost of supplies and materials Other costs TOTALCOSTS Government discount  20,400 11,730 8,670 $20,400  Monthly Services Annual Services  This is an estimate. Ifthe costs are less than the quoted amount, the Village willl be charged thel lesser amount. If the costs are more, we will discuss before  incurring additional hours.    OF M  1  Eat.9 Quly1994 * Vnion Ca  Y  TH CARDN  VILLAGEOFI MARVIN PERSONNELPOLICY  Adopted. January3, 2008 Amended May. 25, 2010 Amended May 10, 2011 Amended November 29, 2011 Amended. January 10, 2012 Amended, September 10, 2013 Amended: October 8, 2019 Amended: February 9, 2021 Amended: March 9, 2021 Amended: May 11.2021  Amended by the Village Council, September 13, 2011  00147418.1    VILLAGE OF MARVIN Personnel Policy  Important Notice/Employee Acknowledgment  Iunderstand that the policies contained in this Personnel Policy supersede and replace any and all prior policies or practices ofthe Village. Iunderstand that iti is my responsibility to read and comply with the provisions oft thel Personnel Policy. Iacknowledge that Ihaver received and reviewed a copy ofthe Village of] Marvin's( ("The Village") Personnel Policy ("Policy"): andt the Village's Code of Ethics. L understand that the most recently adopted Personnel Policy, and thei most recently adopted version of any other policy referenced herein, supersede and replace any and allj prior Personnel Policies in circulation. Iunderstand thati iti is my responsibility to read and comply with thej provisions of the Personnel Policy and the Iacknowledge that Ihave reviewed the Village's anti-harassment policy. If further acknowledge that thej policy has been explained to1 me, that Ihave been given an opportunity to ask any questions I may have, and that I understand its terms and lacknowledge that this Personnel Policy is merely a statement of policies and does not constitute a contract of employment, express or implied, between myself and the Village. Iunderstand that nothing contained in the Policy may be construed as creating a promise of future benefits or a binding contract with the Village for benefits or for any other purpose. Iunderstand that the Village is an' 'at-will' employer and as such employment with the Village is not fora a fixed term or definite period and eitherI I or the Village can terminate the employment relationship at any time, for any reason not prohibited by law with or without prior notice. No supervisor or other representative of the Village has the authority to enter into any agreement for employment for any specified period, or to make any agreement contrary to the above, unless expressed in writing, with the understanding specifically: set forth ands signed by myself and the Village Iagree thati if there is any policy or provision in thel Policy that I do not understand, I will: seek clarification from my supervisor or the Village Manager. Iunderstand that this) Policy is a general guide to the Village's policies and practices. I also understand that these policies and procedures may be evaluated, and that the Village reserves the right to interpret,  principles of the Village's Code ofEthics.  provisions.  Council.  amend, modify or terminate them at any time, with or without notice.  Date  Employee Name (Please Print) Employee Signature  A copy of this signed acknowledgement will be kept in each emplayeespersoney file.  00147418.1  2Page    ARTICLEI  INTRODUCTION Purpose Coverage EMPLOYMENT Equal Employment Opportunity Open Door Policy Anti-Harassment Probationary Period of Employment Performance Evaluation Promotion Demotion Transfer Change of Personal Data Personnel Records Destruction of Records Village Property Dress Code Employment Status Absences and Tardiness Rules ofConduct Reduction in Force Corrective Action Procedure Drug/Alcohol Policy Smoking/Tobacco Policy Weapon-Free Workplace Policy Telephone Policy E-mail, Internet, Computer and Voicemail Communications: Gifts and) Favors Conflict of] Interest Serving on Village Board or Committee Political Activity Restricted Outside Employment Employment of Relatives and Significant Others Inclement Weather Travel Expense and Reimbursement Workers' Compensation HOURS, COMPENSATION. ANDI BENEFITS Work Hours and Pay for Hours Worked Time Keeping Procedures Salary Schedule Cost ofLiving Adjustment Merit Increases Pay Rates in Promotion, Reassignment, Demotion, and) Reclassification Effective Date of Salary Adjustments Pay for Interim Assignments LEAVE! PROGRAM Paid Holidays Observed Vacation Leave Sick Leave Military Leave  5 5 5 5 5 65 6 76 7 7 8 8 8 8 8 8 9 9 9 10 10 10 11 12 12 12 13 14 14 14 14 14 15 15 15 15 15 17 17 17 17 18 18 18 18 18 198 19 2019 20  Section 1 Section 2 ARTICLEII Section 1 Section 2 Section 3 Section 4 Section 5 Section 6 Section 7 Section 8 Section 9 Section 10 Section 11 Section 12 Section 13 Section 14 Section 15 Section 16 Section 17 Section 18 Section 19 Section 20 Section 21 Section 22 Section 23 Section 24 Section 25 Section 26 Section 27 Section 28 Section 29 Section 30 Section 31 Section 32 ARTICLEIII Section 1 Section 2 Section 3 Section 4 Section 5 Section 6 Section 7 Section 8 ARTICLEIV Section 1 Section 2 Section 3 Section 4 Section 5 00147418.1  Medical Leave of Absence without Pay  3Page    Section 7 Section 8 ARTICLEV Section 1 Section 2 Section 3 Section 4 ARTICLEVI Section 1 Section 2 Section 3 Section 4 Section 5 Section 6 Section 7 Attachment A Attachment B  Jury Duty Parentall Leave EMPLOYMENT BENEFITS Insurance Benefits Retirement Benefits Longevity Pay Tuition Assistance GRIEVANCE PROCEDURE Purpose Coverage Policy Procedure Timel Limitations General Provisions  20 20 210 20 21 21 21 224 22+ 224 22+ 22 22 22 232 243 254  Maintenance of Records under. Article VI  APPENDIX  Village Code of Ethics Employee Statement of Interest Form  00147418.1  4/Page    INTRODUCTION  Section 1  Purpose  The purpose oft this Personnel Policy ("Policy") ist to give each employee basic procedures andj policies from which to meet the expectations oft the Village ofl Marvin "The Village."This) Policy contains the basic rules that the Village expects its employees to abide byi in order to create a safe, productive work environment. Finally, this Policy will define the standards each employee will be expected to demonstrate when representing the Village. This Policy is establishedi under the  authority of G.S. 160A-164 of the General Statutes ofl North Carolina.  Section 2  Coverage  All full-time andj part-time employees ini the Village's service are subject to this Policy, except elected officials, the Village Attorney and contract/consultant individuals. Temporary employees shall be subject to all articles except. Article V ands some policies in Article IV, unless otherwise noted. All employees shall review this Policy as part oft the annual  performance evaluation process, at ai minimum.  ARTICLEII EMPLOYMENT  Section 1  Equal Employment Opportunity  The Village is committed to the principles and spirit ofe equal employment opportunity. Our employment policy and practice are to1 recruit and employ the most qualified applicants available and to give equal employment opportunity to all qualified persons without regard to race, color, religion, sex, gender identity, sexual orientation, gender expression, marital status, national origin, age, disability, veteran status, membership in the uniformed services, genetic information, or any other This policy of equal employment opportunity extends to all aspects of employment, including, but not limited to, recruitment, hiring, training, promotion, transfer, reassignment, demotion, discipline, discharge, performance evaluation, compensation and benefits. In addition, iti is thej policy of the Village toj provide a work environment thati is free from unlawful harassment and discrimination. In accordance with this policy, anyone found to be engaging in any type of unlawful harassment or discrimination may be subject to disciplinary action, upt to and including termination.  characteristic protected by federal, state, or local law.  1.1. Employment-At-Wil  All employees, regardless of their classification or position, are employed on an at-will basis. This means that your employment can be terminated at your will or the Village's will at any time, with or without cause and with or without notice. Only Village of Marvin Village Council has any authority to enter into any agreement with an employee or applicant for employment on other than an at-willl basis. This Employee Handbook is not a contract. It does not create any agreement, express nor implied, guaranteeing you any specific terms or conditions of employment. Nothing contained ini this Policy should be construed as creating a contract guaranteeing employment for any specific duration, nor does thel Policy obligate you to continue your employment for a specific period of time. Unless you have entered into an employment agreement which supersedes this document, either you or the Village may terminate the employment relationship at any time. The The Village of Marvini reserves the right to modify any of our policies and procedures, including those covered ini this Policy, at any time. We will seek to notify you ofsuch changes by email and other appropriate means. However, such a notice is not required for changes to be effective and each employee is responsible to become aware of changes and comply with this Federal and state equal opportunity laws generally require employers to reasonably accommodate the religious beliefs and practices of employees unless doing sO would cause: more than ai minimal burden ont the operations of the employer's business. The Village respects your religious beliefs and will make an effort to accommodate requests for accommodations Wea are committed to complying with applicable legislation outlined in thel Health Insurance Portability and Accountability Act of1 1986 (HIPAA), as amended and implemented. The use and disclosure of Protected: Health Information (PHI)is regulated by HIPAA. The Village is committed toj protecting the privacy of its employees and to complying with all  Policy does not guarantee any prescribed process for discipline and discharge.  Policy, as amended. 1.21 Religious Accommodations for religious reasons.  1.3. Health Insurance Portability and Accountability Act (HIPAA)  00147418.1  5Page    relationship. Any employee in violation oft thel HIPAA policy may be subject to disciplinary action, up to and including The Village does not collect, consider or make employment or benefit decisions based on genetic information. Nor does the Village use genetic information or genetic testing to identify individuals (applicants or employees) who are especially susceptible to general workplace risks, who may become unable to work or who are likely toi incur significant health care costs for either themselves or their dependents. Accordingly, applicants for employment or employees oft the Village of Marvin will not be required to undergo any genetic testing or reveal genetic information tot the Village. The Americans with Disabilities Act of 1990, as amended (ADA) prohibits discrimination against qualified individuals with disabilities inj job application procedures, hiring, firing, advancement, compensation, fringe benefits, job training and other terms, conditions and privileges of employment. The ADA does not alter the Village's right tol hire the best-qualified applicant, but it does prohibit discrimination against a qualified applicant or employee because ofhis orl her disability, or because ofaj perceived disability. As a matter of Village policy, the Village prohibits discrimination ofa any kind against people with disabilities. Qualified applicants or employees who are disabled should request reasonable accommodation from the Village in order to allow them to perform the essential functions ofaj particular job. Ifyou are disabled and you desire Inc compliance with thel Immigration Reform and Control Act of 1986, each new Employee, as a condition of employment, must complete thel Employment Eligibility Verification! Form I-9 and present documentation establishing identity and employment eligibility within three (3) days of beginning work. The Village uses. E-Verify, an automated verification system which validates work authorization immediately upon hire. Former) Employees who are re-hired must also complete thei form ifthey have not completed an I-9 with the Village within the past three years, or ift their previous I-9i is no longer retained or Ina addition, applicants must be of legal hiring age and must satisfy Village-approved screening and selection procedures.  termination.  1.4. Genetic Information Nondiscrimination Act (GINA)  1.5.. Americans with Disabilities Act Amendments Act (ADAAA)  such reasonable accommodation, contact the Village Manager.  1.7. Immigration Law (I-9/E-Verify)  valid.  Section 2  Open Door) Policy  Policies, rules and procedures are designed with thel benefit of both the employee and the Village ini mind. Employees who believe they have been treated unfairly or in ai manner inconsistent with established policies are encouraged  to communicate this to the Village Manager.  Management willj protect each employee'sr right to discuss a problem or concern without fear ofi reprisal on any issue  related toj pay, hours, working conditions, working relationships, and Village policy and procedure.  Section 3  Anti-Harassment; Bullying  Itis the Village's policy toj provide an environment that is free from unlawfull harassment. Therefore, all forms of harassment related to an employee's race, color, religion, sex, national origin, age, disability, veteran status, or any other Harassment includes, but is not limited to remarks, jokes, written materials, symbols, paraphernalia, clothing or other verbal or physical conduct which may intimidate, ridicule, demean or belittle a person because of their race, color, religion, sex, national origin, age, disability, veteran status, or any other characteristic protected by law. Sexual harassment includes unwelcome sexual advances; requests for sexual favors; and other verbal or physical conduct ofas sexual nature, as well as behavior, remarks,, jokes or innuendos that intimidate, ridicule, demean or belittle a person on the basis of their gender (regardless of whether the remarks are: sexually provocative or suggestive of sexual acts).  characteristic protected by law constitute violations ofthis policy.  Harassment occurs when:  Submission to and/or tolerance oft the unwelcome conduct is explicitly or implicitly made a term or condition ofa An employee's: submission to, tolerance of, and/or rejection of such unwelcome conduct is used as the basis of  person's employment;  employment decisions that affect the employee; or  00147418.1  6IPage    an intimidating, hostile or offensive work environment.  Itisi important to remember that behavior which one individual considers innocent or harmless may be regarded as unlawful harassment by another person. Beyond beingi in violation oft the Village's policy, harassment ofa sexual nature or based on some other protected characteristic is against the law, and the Village will not tolerate such harassment ofits employees by anyone, including officials of the Village, other employees ori individuals conducting business with the Village. Any employee who violates this harassment policy or the Village's commitment to equal employment opportunity willl be The Village encourages reporting of all perceived incidents of discrimination or harassment. Iti is thej policy of the Village toj promptly and thoroughly investigate such reports. The Village prohibits retaliation against any individual who reports discrimination or harassment or whoj participates in an investigation ofsuch reports. Supervisors who become aware ofharassment shall report it immediately to the Village Manager, even ift the Supervisor did not receive ai formal complaint or believes that the complaint has no merit. Ifa at any time an employee feels that he/she has been subjected to or has observed verbal orj physical harassment, ofas sexual nature or otherwise, the employee should report such conduct tol his or her immediate supervisor immediately: so that ani investigation can be initiated and appropriate action can be taken. Iffor any reason the employee does not feel comfortable contacting immediate supervisor about thei matter, the employee must report the matter to the Villagel Manager or Village Council ifinvolving the' Village Manager. The confidentiality ofa all such Fort the purpose of this Policy, bullying is defined as "repeated inappropriate behavior, either direct ori indirect, whether verbal, physical or otherwise, conducted by one or1 more persons against another or others, at thej place ofwork and/or ini the course ofe employment." Thej purpose ofthis policy is to communicate to all employees, including supervisors, that the Village will not tolerate bullying behavior. Employees found in violation ofthis policy willl be disciplined upt to and Bullying may be intentional or unintentional. However, it must be noted that where an allegation of bullying is made, the intention of the alleged bully is irrelevant and will not be given consideration when meting out discipline. Asi in sexual harassment, iti is the effect of the behavior upon thei individual thati is important. The Village considers thei following  subject to disciplinary action, up to and including termination of employment.  inquiries and reports will be respected toi the fullest extent possible.  including termination.  types of behavior examples ofbullying: verbal, physical, gesture and exclusion.  Retaliation against employees who make complaints under this policy is expressly prohibited.  Section 4  Probationary Period of Employment  An employee appointed or hired to aj position shall serve a probationary period of six (6) months. During this probationary period and at any time thereafter, the Village reserves the right to terminate the employment relationship for any reason. Unsatisfactory attendance, conduct, and/or poor performance during this period and at any time thereafter may result in immediate termination. The probationary period does not alter the "at-will" employment relationship. Any benefits to which the employee may be entitled willl begin accruing the first full month of employment, unless otherwise restricted by  applicable plan documents (i.e., health benefits).  Section 5  Performance Evaluation  Feedback and evaluations of performance, attendance, teamwork and general attitude are ongoing throughout employment. A formal, written evaluation may be conducted following the completion ofa a probationary period. Annual performance evaluations should be conducted by the employee' supervisor or Manager. Any changes in compensation should not be expected to coincide with ai formal, written evaluation. Changes in compensation may bei made when Village Council appropriates funding or in accordance with approved ranges ini the Classification and Compensation Schedule described in  Article III, Section 3 of this Policy.  Section 6  Hiring and Promotion  Candidates selected fora a position or promotion shall be chosen on the basis of their qualifications and current performance with the Village. First consideration for filling positions shall be given to qualified employees already in service with the Village. Ifacurrent employee is chosen for promotion, the supervisor or Village Manager. After considering  all factors, the Manager shall confirm or reject the appointment.  00147418.1  7/Page    An employee whose work is unsatisfactory may be demoted. The employee shall be provided with written notice citing the recommended effective date oft the demotion, the reasons for the demotion, and the appeal rights available to the An employee who wishes to accept aj position with less complex duties and reduced responsibilities may requesta a voluntary demotion. A voluntary demotion is not a disciplinary action andi is made without using the procedures in Article VI oft this policy. After considering any supervisor's recommendation, the Village Manager shall confirm or reject  employee as stated in Article VI oft this policy.  the demotion. Section 8  Transfer  Ifa vacancy occurs and an employee eligible for transfer from another department wishes to be considered for the position, a written request and application must bei forwarded to the employee's supervisor or Village Manager during the recruitment period for the position. The request for transfer shall be: subject to approval oft the Village Manager or the Supervisor. Any employee transferred without his or her having requested iti may appeal the action in accordance with the Any employee whol has successfully completed a probationary period may be transferred to any other position  grievance procedure in Article VI. without serving another probationary period.  Section 9  Change of Personal Data  Employees are responsible to make certain that their personal information is current and correct. Should the employee change their personal data, including but not limited to, their address, phone number, marital status, dependents, Failure to notify the Village ofac change in status may resulti in an employee not receiving information which may affect their pay, benefits or employment status. Itis always in an employee's best interest tol keep their employer aware ofall  etc., they should: notify the Village in writing within two (2) weeks ofa any such change.  changes in status. Section 10  Personnel Records  Personnel records willl be kept by the Village Manager. The Village shall maintain inj personnel records information that is necessary and relevant to accomplishing legitimate personnel administration needs or as otherwise required by law. Public records request for personnel records shall be subject to provisions set forth in N.C.G.S. Section 160A-168.  Section 11 121-5(b). Section 12  Destruction of Records  No employee may destroy, sell, loan, or otherwise dispose of any public record, except in accordance with N.C.G.S.  Village Property  Particular job responsibilities may require the Village to issue items such as keys, laptops, etc. to an employee. Upon acceptance of these items, the employee will take personal responsibility fort them and the employee will return them immediately ifhis or her employment with the Village is terminated, either voluntarily or involuntarily. All property, including but not limited to, desks, telephones, computers, training materials and other items issued to or used by employees shall remain the property oft the Village and shall be subject to inspection at any time by the Village employees may be issued a credit card which is intended tol be used only for official Village business, primarily for thej purchase of general office supplies for the Village as well as to: facilitate travel arrangements. Village credit cards may be cancelled or revoked at any time. Lost or stolen credit cards should be reported immediately to the Village  employee's supervisor or Village Manager.  Manager. Use of Village credit cards for personal purposes may be subject to disciplinary actions.  00147418.1  8Page    Section 13  Dress Code  All employees arei required toj present themselves professionally at allt times. Attention to neatness, cleanliness, and personal hygiene is encouraged in order toj promote professionalism and ensure confidence in the employee's ability to  perform the: assignment. Section 14  Employment Status  All employment with the Village is "at-will." This means that either the employee or the Village can terminate the employment relationship at any time, with or without notice, and for any reasons not prohibited by law. The Village provides definitions of employment classifications so that you can understand your employment classification and benefits eligibility.  The Village will comply with the Fair Labor Standards Act (FLSA).  Employees are designated as either exempt or nonexempt in accordance with applicable federal and state wage and The following employment status terms are defined: further under the FLSA for thej purpose of benefits but are 1. Exempt Employee. Exempt employees are compensated not for the amount of time spent on thej job, but rather for the value of services performed and may require work beyond the normal work schedule. 2. Non-Exempt Employee. Non-exempt employees are entitled to overtime pay under specific provisions of federal and state laws. Employees who are classified as non-exempt are required to keep at time sheet or time card. Hours of work should be reported according tot the procedures explained to you at thet time of! hire. In addition tol belonging to one oft the above categories, an employee will also belong to one oft the following Full-Time Employee. An employee appointed or hired to work ai full-time budgeted position who is regularly scheduled to work thirty-seven and one. half(37 %) hours ori more per work-week. Full-time employees are eligible to participate in the Village's employee benefit programs in accordance with the provisions of each plan. Part-Time Employee. An employee appointed or hired to aj part-time budgeted position who is regularly scheduled to work less than thirty (30) hours per workweek. Part-time employees are eligible toj participate in the certain Village's employee benefits programs in accordance with the provisions of each plan (see Benefits Section). Temporary Employee. Ani individual appointed or hired to serve in a position not to exceed six (6) months. Temporary employees are not eligible to participate ini the Village's employee benefits programs.  hour laws. generally as follows:  All employees are required to keep an accurate time sheet or time card.  employment categories:  Section 15  Absences and Tardiness  Attendance should be dependable, reliable and in accordance with set schedules. Any non-compliance with an assigned work schedule could result in disciplinary action up to andi including termination of employment because it disrupts the operation oft the Village and poses al hardship on co-workers. Should an employee fail to report to a scheduled work assignment ("no-show"): or incur an 'unexcused' absence in which he/she didi not speak directly with his or her immediate supervisor, the employee may receive disciplinary action upi to and including immediate termination; Employees who are absent for three (3) consecutive scheduled work days and fail to notify their immediate supervisor or the Village Manager An employee whoi is sick is expected to contact his or her supervisor each morning and advise him/her of the condition and status ofreturning to work. Doctor's statements may be required. The responsibility for determining whether  may be terminated from employment and classified as having resigned without notice. an absence is excused or unexcused rests with the employee's supervisor.  Ifthe employee will be late/tardy, they should make every effort toj phone and advise their supervisor in advance of  the shift. Excessive tardiness is grounds for disciplinary action upt to andi including termination.  00147418.1  9/Page    All employees of the Village are expected to act with good common sense andi in a completely professional manner. To ensure orderly operations and provide the safest possible work environment, the Village expects alle employees to abide by  certain rules of conduct. All employees are expected to abide by thei following:  Acti in aj professional andi respectful manner toward visitors, employees, and colleagues. Avoid the use of language that is abusive, demeaning, threatening, or otherwise inappropriate; Express criticism in at tone that is mature, constructive, and non-personal; Bei responsive to reasonable requests for assistance; and Maintain competence in his or her area of expertise.  While iti is not possible to list all the forms ofl behavior that are considered unacceptable ini the workplace, the following are examples of conduct for which the Village Manager, may impose disciplinary action in his/her respective discretion, subject to thel limitation that solely the Village Council may terminate the Village Manager in accordance with any  employee agreement 2. Insubordination.  1. Theft or concealment of Village property. 3. Unsatisfactory work or performance. where appropriate, correct such situations. 5. Making physical threats while representing the Village  4. Violation of safety policies and procedures, which cause hazardous or dangerous situations, or failing to report, and 6. Harassment of any kind towards employees, vendors, visitors or anyone during the course of employment. 7. Discrimination towards employees, vendors, visitors or anyone during the course of employment on thel basis of race, color, religion, sex, national origin, age, disability, veteran status, or any other characteristic protected by law. 8. Solicitation and/or distribution on work-site premises (unless for the Village) during any time without written 9. Use, possession, or distribution ofalcohol or illegal drugs while on duty or on Village property. 10. Falsification oft time or any Village records or recording thet time of an employee other than yourself. 11. Violation of the Village's Gifts andl Favors policy (See Article II, Section 25). 12. Violation of the Village's Code of Ethics Policy, as amended. (See Appendix, Section A). 13. Failing toj properly disclose potential conflicts ofi interest to theiri immediate supervisor or any governing or advisory 14. Improper use or disclosure of Confidential Information (See. Article II, Section 25) 15. Gambling or conducting illegal activities on Village property or using Village equipment to do sO. 16. Unauthorized use, damaging, tampering, or negligent use of Village equipment. 17. Smoking or using smokeless tobacco while operating any Village vehicle.  authorization.  board (See Article II, Section 25)  18. Unauthorized carrying of concealed weapons. Village from time to time.  19. Violation of any policies and procedures set forth in this Policy and/or any policies and procedures adopted by the 20. Conduct unbecoming of an employee of the Village, toi include but not limited to major criminal activity or public remarks that are offensive, unprofessional, or disrespectful towards or about the Village Council. These acts ofi misconduct are by no means complete but are intended to serve as ag general framework for employee conduct. Nothing contained herein creates a contract or employment or alters the at-will status of employment.  Section 17  Reduction in Force  Ini the event that ai reduction in force becomes necessary, some consideration may be given to the quality of each employee's performance as documented by performance appraisals, organizational needs, and seniority, in determining the employees to be retained. This is not an all-inclusive list. No full-time or part-time employee shall be separated while there are temporary employees serving in thes same position in the department unless thee employee is not willing to transfer to the  position held by thet temporary employee or not qualified to hold thej position.  Section 18  Corrective Action Procedure  The Village intends to follow the Corrective Action Procedure set forth below, as aj positive series of steps to correct performance issues tol be applied by the Village Manager. Nothing contained herein creates a contract or employment or alters the at-will status of employment. The Village reserves the right to terminate an employee at any time when, in  thes sole discretion of the Village Manager, termination is in the Village's best interest.  00147418.1  10/Page    Verbal Warning  Thes supervisor is encouraged to conduct a verbal warning as follows:  Identify the problem, provide specific examples and explain what the employee must do to correct thej problem. Explain the performance improvement process and the consequences ifthe problem is not corrected in a timely Thes supervisor must document this verbal warning. This document will become aj part of the employee's Ifaj performance problem continues or thes seriousness of thes situation warrants, an employee may be placed on Ar reference toj previous verbal and written reviews, goals set and whether orI not they were met, etc.  Refer to any previous problems or discussions about the performance in question. Create goals, detailed steps and at timeline for correcting the problem.  manner. personnel file.  Formal Written Warning  formal warning which should contain the following:  Ad definition of the problem with specific examples; How much time will be allowed to correct thej problem; and An action plan to correct the problem.  The employee should: sign the Corrective Action Form to indicate that he or shel has reviewed the document. Ifthe employee refuses to sign, thes supervisor (which may be the Village Manager) should make a notation on the form including the employee'sreason(). for not signing. The supervisor shalll have another witness acknowledge the employee's refusal to sign. Should the employee refuse to sign the Corrective. Action Form upon request, he/she risks disciplinary action up to and including termination. Employees should be advised that ifthe problem is not corrected, the consequences could be  termination ofemployment. Suspension  Suspension may occur while the Village investigates matters, evaluates the scope of discipline or as ai means of discipline. Suspension may be with or without pay. The employee shall be required tol leave the property at once and remain away until  further notice. Upon suspension, the Village Manager shall notify the Village Council immediately.  Termination  Generally, before terminating employment, the employee should receive a formal written warning, unless the employee is in the probationary period or the seriousness of the offense warrants bypassing the steps oft thei improvement process. After considering any supervisor's recommendation, the Village Manager shall confirm or reject the termination.  Upon termination, the Village Manager shall notify the Village Councili immediately.  An employee wishing to appeal a corrective action may present the matter using the grievance procedure prescribed Itise emphasized again that the Village Manager is not required to go through the entire stepsi involved in this disciplinary procedure. Discipline may begin at any stepi int the procedure depending on thes seriousness oft the offense committed. In addition, the Village Manager may repeat any oft the steps of this procedure when she feels iti is necessary.  in Article VI ofthis Policy.  Section 19  Drug/Alcohol Policy  The Village of Marvin has al longstanding commitment toj provide a safe andj productive work environment. Alcohol and drug abuse pose at threat tot the health and safety of employees andt to thes security of oure equipment and facilities. For these reasons, the Village is committed to the elimination of drug and/or alcohol use and abuse in the workplace. Thej purpose oft this policy is to maintain a drug and alcohol-free workplace and toj provide procedures for conducting screenings ofjob applicants for all full-time employees and all part-time or seasonal employees. This includes screening for the use ofi illegal  drugs, thei improper use of prescription drugs, and alcohol intoxication during work hours.  Employee Assistance and Drug-Free Awareness  Illegal drug use and alcohol misuse have a number of adverse health and safety consequences. The Village will assist and support employees who voluntarily seek help for such problems before becoming subject to discipline and/or termination under this or other policies. Such employees may be allowed to use accrued paid time off, placed on leaves of absence, referred to treatment providers and otherwise accommodated as required by law. Such employees may be required  00147418.1  11Page    that are: safety sensitive or that require driving or ift they have violated this policy previously.  Employees should report to work fit for duty and free of any adverse effects of illegal drugs or alcohol. This policy does not prohibit employees from thel lawful use andj possession of prescribed medications. Employees must, however, consult with their doctors about the medications' effect on their fitness for duty and ability to work safely and promptly disclose any work restrictions to their supervisor. Employees should not, however, disclose underlying medical conditions - Pre-employment Testing: All applicants with an offer of employment and employees being considered for, or currently performing safety sensitive duties are: subject to testing. This applies to every person who operates a Village-owned: motor Post-Accident Testing: Employees may be required to submit to an alcohol and controlled substance test following an F Random Testing: Random testing is conducted to identify employees who are using drugs or misusing alcohol. All employees oft the Village may be subject to random testing for alcohol and controlled substances. The Village Manager, uponi reasonable suspicion, may require any employee or group of employees to submit to drug testing, at the Village's expense, as a condition of employment. Refusal to comply with a directive tol be tested will All testing willl be conducted in a manner that will protect the rights of employees and applicants subject tot testing. Therefore, the Village will take all necessary steps to safeguard the dignity and self-esteem ofthose beingt tested, and will ensure adherence to all procedures pertaining to thei implementation oft this Policy. The Village will adhere strictly to all standards of confidentiality and assure all employees that testing records and results willl be released only to those authorized  unless directed to dos SO.  Drug testing may be required under any of the following circumstances:  vehicle.  accident. This willl be determined on a case-by-case basis.  result in disciplinary action up to and including termination.  tor receive such information, i.e., supervisors and the Village Manager.  Section 20 vehicles. Section 21  Smoking/Tobacco Policy  Smoking and smokeless tobacco use: is prohibited while working inside any enclosed Village facility or in Village  Weapon-Free Workplace Policy  To ensure that the Village maintains a workplace safe and free of violence for all employees, the Village prohibits thej possession or use of dangerous weapons on Village property. A license to carry the weapon on Village property does not supersede Village policy. Any employee in violation of this policy willl be subject to prompt disciplinary action, upt to and including termination. All Village employees are subject to this provision, including contract and temporary employees, on Village property (with the exception of law enforcement officers). Only the Village Council can grant permission for an employee tol have a weapon on Village property, and such permission must be in writing. Notwithstanding the above, nothing contained herein shall prohibit al law enforcement officer from carrying a weapon on Village property. "Village property" is defined as all Village-owned or leased buildings, land and surrounding areas such as sidewalks, walkways, driveways, parking lots, and any real property under the Village's ownership or control. This policy "Dangerous weapons" include, but are not limited to, firearms, explosives, knives and other weapons that might be considered dangerous or that could cause harm. Employees are responsible for making sure that any item possessed by the  applies to all Village-owned or leased vehicles and all vehicles that come onto' Village property.  employee is not prohibited by this policy.  The Village reserves the right at any time and ati its discretion to search all Village-owned property.  Section 22  Telephone Policy  The Village recognizes that employees must occasionally place or receive personal calls on Villaget telephones. However, the telephone system is intended primarily to serve the needs of thel business, and iti is essential that personal use  00147418.1  12/Page    personal cell phones as is expected for the use of Village phones.  Excessive personal calls during the workday, regardless of phone used, can interfere with employee productivity and can be distracting to others. The Village encourages employees tol limit personal callst to break times for non-emergency phone calls. Employees are therefore asked to make any non-emergency personal calls during non-work time andi ini non- work areas where possible, and to ensure that friends and family members are aware of the Village's policy. Flexibility may The Village reserves the right to restrict telephone (personal cell phone or Village phone) uset that may interfere with its operations or an employee's job performance in any manner. Any violation ofthis policy may result in disciplinary  bej provided in circumstances demanding immediate attention.  action, upt to andi including termination.  The Village will not be liable for the loss of personal cellular phones brought into the workplace.  Section 23  E-mail, Internet, Computer and Voicemail Communications  The computer and other electronic communications and information systems of the Village, including voice mail, electronic mail and access tot thel Internet, are property oft the Village and should be used for business purposes only. Although employees have passwords that restrict access to their voice mail and computers, the Village may access any files, voice mail, or e-mail messages stored on or deleted from the computer system or voice mail system. The Village reserves the right to access such information andt to monitor on-line activities for business purposes. Employees should notl have any Although the Village reserves thei right to access such information, employees are: strictly prohibited from accessing another employee's! personal voice mail or e-mail messages without the latter's express permission. In addition, Internet, voice mail and e-mail systems are not tol be usedi in a way that may be disruptive, offensive to others, or harmful to morale. For example, the Village prohibits the display or transmission of sexually explicit images, messages, or cartoons, or any transmission or use of voice mail, e-mail or Internet communications that contain ethnic slurs, racial epithets, or anything that may be construed as harassment or disparagement of others based on their race, color, religion, sex, national origin, age, disability, veteran status, or any other characteristic protected by law. Nor may employees use the Internet, voice mail or e- mail system to solicit or proselytize others for commercial ventures, religious or political causes, outside organizations, or Employees are responsible for maintaining the confidentiality of material on the Village's systems. Employees may not remove from thej premises any hardware, software, files or data without written permission from their supervisor ort the Village Manager. Copyrights and restrictions that pertain to outside materials and trade secrets shall be respected, and employees are prohibited from the unauthorized downloading ofmusic, software or other copyright materials. Employees are prohibited from installing any software, program, or other executable file not included in the Village approved software list. Ifany user has a need for aj program not includedi in the approved software list, that employee is required to gain approval from the Village Manager prior toi installing the software, program, or other executable file.  expectation of provision using the Village's systems.  other non-job-related solicitations.  Failure to adhere tot these rules may resulti in discipline, up to and including termination.  Section 24  Gifts and Favors  No employee of the Village shall accept any gift or favor of value worth more than fifty dollars ($50.00), whether in thei form ofs service, loan, item, or promise from any person who, to the employee'sk knowledge, is providing such gift or favor with thei intent toi influence, directly or indirectly in any manner whatsoever in business dealings with the Village. The following serve as exceptions, but employees should consult with the Village Manager when in doubt as to the propriety:  1. Advertising items or souvenirs of nominal value; 2. Meals furnished at banquets; 3. Honorariums for participating in meetings; and  4. Consumable gifts offered to an entire work group where rejection would damage the spirit in which the gifts were  offered.  00147418.1  13/Page    Employees oft the public arel heldt tol higher standards and their actions shall not impact the Village negatively. No employee shall use information, confidential or otherwise, acquired during their employment with the Village for their Employees are required toj promptly disclose any potential or perceived conflict to their supervisor, governing board, and/or advisory board including any prior employment, which might arise while performing one's duties of employment. All employees ofthe Village ofl Marvin are required to complete the Employee Statement of Interest formj prior tol beginning at term of employment and on an annual basis (See Appendix, Section A). Failure to disclose a potential or perceived conflict ofi interest, and/or update the Employee Statement of Interest Form; during the annual update period, or within 60 days ofa relevant change in one's circumstance, shall be considered a violation oft this Personnel Policy and shall result in disciplinary  personal gain, the gain ofai family member, or associate.  action, up to andi including immediate termination.  Section 26 the Village. Section 27  Serving on Village Board or Committee  To avoid possible conflicts of interest, any person employed by the Village of Marvin, having the power to create and/or enforcej policy through their position of employment, shall be prohibited from serving on any board or committee of  Political Activity Restricted  Every employee of the Village has a civic responsibility to support good government by every available means and ine every appropriate manner. Any employee may. join or affiliate with civic organizations ofaj partisan or political nature, may attend political meetings, and may advocate and support the principles or policies of civic or political organizations in accordance with the constitution and the laws of the State ofl North Carolina and the constitution and thel laws ofthe United 2. Use official authority or influence for the purpose of interfering with or affecting the result of an election ora 3. Be required as a duty or a condition of employment, promotion, or tenure ofc officei to contribute funds forj political 4. Coerce or compel contributions for political or partisan purposes by another employee of the Village; or Any violation of this section shall subject the employee to dismissal or other disciplinary action.  States of America. However, while on duty, no employee of the Village shall:  1. Engage in any political or partisan activity; nomination for office; or partisan purposes;  5. Use funds, supplies, or equipment of the Village for political or partisan purposes.  Section 28  Outside Employment  The work of the Village takes priority over other employment interests of employees. All outside employment for salaries, wages, or commission and all: self-employment must be reported to the Village Manager or the appropriate Supervisor as detailed ini the appropriate job description, before such work ist to begin. The Village Manager will determine whether the outside work would create a conflict ofi interest or otherwise be incompatible with Village service. The assumption ofoutside employment without prior approval by the Village Manager, or Supervisor, may be deemed improper  conduct and subject the employee to disciplinary action, upt to andi including termination.  Section 29  Employment of Relatives and Significant Others  Relatives of and those in dating relationships with Village employees or Village Council members shall notl be employed as' Village employees. The term relative means an employee's or Councilmember's wife, husband, mother, father, guardian, son, daughter, brother, sister, grandchild, and grandparent, as well as the various combinations of half, step, in-law, and adopted relationships that can be derived from thei family members named herein. Nothing in this section shall prohibit hiring ofi independent contractors or awards of bids that may be relatives as long as such hiring or award complies with) N.C.  Gen. Stat.S 14-234 regarding conflicts of interest. 'Refer Publicl Records Act inl NCGS 132-1, etseq..  00147418.1  14/Page    Itist thei intent oft the Village to remain open whenever possible. However, the Village does not encourage employees tot travel to work when hazardous weather conditions or unsafe work environments exist. Int the event ofsuch conditions, employees willl bei notified by theirs supervisor or the Village Manager ofac cancellation or schedule change. The Village Manager will consider the! hazard of driving conditions and other relevant emergency factors (such as loss of power or water), in determining whether to close Village Hall. Ifthe Village closes, employees normally scheduled to work willl be compensated for missed time. Ifthe Village is not closed and weather conditions prevent employees from attending work, the employee must contact their supervisor or the Village Manager immediately. Ifthe Village is not closed and an employee misses work, the employee will not be paid; however, employees may elect to use earned annual leave for any missed work  due to inclement weather. Section 31  Travel Expense and Reimbursement  Allt travel on official Village business must adhere to the Village'smost recent' Travel Policy, as maintained by the  Village Council and Village Manager.  Section 32  Workers' Compensation  All employees oft the Village (full-time, part-time, and temporary) are covered by thel North Carolina Workers' Compensation Act and are required to report all injuries arising out of andi ini the course of employment to their immediate supervisors at the time oft thei injury in order that appropriate action may be taken at once.. Responsibility for claiming compensation under the Workers' Compensation Acti is on thei injured employee, and such claims must be filed by the employee with thel North Carolina Industrial Commission within two years from date of injury. The Village Manager will An employee absent from duty because of sickness or disability covered byt thel North Carolina Workers' Compensation Acti may elect to use accrued sick leave, vacation, or compensatory time during the first waiting period of seven days. The employee will not be required to reimburse the Village for this paid leave in the event the absence extends Once the waiting period is over, workers' compensation covers two thirds of regular pay. An employee may elect to uses sick leave, vacation or compensatory time to supplement the other one third oft time not to exceed regular gross pay. Any worker's compensation disability that qualifies under the requirements ofl FMLA shall run concurrently with FMLA. An employee on worker's compensation leave willl be permitted to continue tol be eligible for benefits under the Village's group insurance plans. Other insurance andj payroll deductions are the responsibility oft the employee and the employee must make those payments for continued coverage of that benefit. Any amounts owed are due and payable by the An employee shall retain all unused vacation and sick leave while on Worker's Compensation Leave Without Pay. An employee ceases to earn holiday or leave credits on the date Worker'sCompensation Leave without Pay begins.  assist the employee in filing the claim.  beyond twenty-one days and the first seven daysi is paid by workers' compensation. While on paid leave, an employee continues to receive paid health insurance.  first of the month.  ARTICLEIII  HOURS, COMPENSATION, AND BENEFITS  Section 1  Work Hours and Pay for Hours Worked  The standard workweek for each employee coincides with open office or park hours of the Village unless otherwise indicated or approved by such conditions the Village Manager. When the activities ofaj particular department or employee require some other schedule to meet work needs, the Village Manager or the Supervisor detailed in the appropriate Village Employees are expected to work during all assigned periods exclusive of breaks or mealtimes. Employees are not to perform work during breaks or at any time that they are not scheduled to work unless they receive approval from their Supervisor or the Village Manager, except in cases of Village emergencies. A Village emergency exists ifa condition arises that could reasonably result in damage toj property or persons or that requires the immediate attention of the employee.  job description, may authorize a deviation from the normal schedule.  00147418.1  15Page    Manager of the time worked as soon as practical following completion of the work.  When operating requirements or other business needs cannot be met during scheduled working hours, employees may bei required to work overtime. hours. When possible, advance notification oft these mandatory assignments may be provided. All overtime work must receive the supervisor's prior authorization. Overtime assignments willl be distributed as  equitably as practical to employees qualified toj perform the work required.  Pay dates are twice a month (15th and last day oft thei month). Employees are required toj participate in the Village's Employees oft the Village: may be required to work in excess of their regularly scheduled hours as necessitated by the needs oft the Village. Overtime compensation is paidt to all non-exempt employees in accordance with federal and state wage andl hour restrictions. Asi required by law, overtime pay is based on actual hours worked. Time offi fors sick leave, vacation, holidays or any leave of absence will not be considered hours worked forj purposes of performing overtime calculations. Failure to work scheduled overtime or overtime worked without prior authorization from the employee'ss supervisor may result in disciplinary action, up to andi including possible termination of employment. Prior to commencing overtimel hours, the nonexempt employee and supervisor shall agree in writing ifovertime willl be compensated through overtime pay or compensatory time off. Unless expressly agreed upon, compensatory time willl be used for overtime hours worked. Overtime Rate: Overtime rate: fori non-exempt employees, when allowed, shall be at one and al half(1.5) times the Compensatory Time: For nonexempt employees, official compensatory time records shall reflect the product of actual hours workedmultiplied by one and al half(1.5). Exempt employees are eligible for compensatory time off at an hour for Accumulation Maximum; Use of Comp Time: No employee shall accumulate more than 80 compensatory hours during any time and shall be used within 12 months of accrual. Iti is the employee's responsibility to monitor compensatory time balances. The Village will allow employees to sue accrued paid time offwithin a reasonable period after making a request provided that thet use of compensatory time does not unduly disrupt the operations of the public agency. Ifan unexpected increase in hours occurs duet to ani increase in workload or responsibilities, or ifa an unusual or unexpected circumstance arises; an alternative for the redemption of compensation hours may be arranged. The arrangement  direct deposit program. OvertimeCompensatony Time  employee's hourly rate of! pay. hour rate oftime worked.  must be reviewed and approved by the Village Manager. Break Time for Nursing Mothers  The federal Fair Labor Standards Act (FLSA) allows employees to take reasonable break time to express breast milk as needed for up to one (I), year after the birth ofa child. The Village will provide aj place for the employee to express breast milk, other than al bathroom, that is shielded from view and free from intrusion from co-workers and the public. Employees will not be discharged or in any other manner discriminated against in exercising their rights under this policy. Employees  with further questions or concerns regarding this policy should contact the Village Manager.  Telework  This] policy provides for a consistent application oft telework practices across the organization to ensure the security of Village information and systems, to manage Continuity of Operations, to reduce the environmental: impact of commuting and to increase employee morale and satisfaction which will lead to increased work productivity. Telework is defined as allowing employees to work at an alternate location. Employees perform essentially the same work that they would in the central work place in accordance with their same performance expectations and other agreed upon terms. Telework arrangements may be established for long-term or short-term periods. Although many ofthe Village's services are normally performed in Village office facilities and require the presence of employees at a central work place, the Village Manager has Work performed in an alternative work location is considered official Village business; therefore, all employees shall maintain specific conditions that apply to employees engaged in telework, including but not limited to confidentiality and communications systems' requirements. Prior to beginning at telework arrangement, a telework agreement must be  the authority to designate employees eligible for telework or alternative work arrangements.  approved by the Village Manager prior tot the start ofat telework arrangement.  00147418.1  16IPage    Thel Finance Department will validate each time record per pay period, which records shall be approved by the Village Manager or the supervisor. Iti is the employee's responsibility to ensure that time records are reported accurately and completely. Any falsification oft time records could result in disciplinary action upi to and including termination and/or  criminal prosecution.  All employees are required tol keep a time sheet, which may be obtained from the Village Manager. Hours of work should be reported according to the procedures explained at thet time ofhire. Where appropriate, exempt employees who are absent from work will receive deductions from their salary in no less than full day increments when no paid leave is available. For example, ifan exempt employee is absent from work for one and one-halfdays and! has noj paid leave available, the Village will only deduct fort the onei full-day absence. Ifthe Village makes an improper deduction from an exempt employee's paycheck and such error is brought to the attention of the Village Manager, the Village will immediately Should an employee feel their pay is in error, they arei required to report the discrepancy within 48 business hours within receipt ofp pay. All discrepancies will be investigated and ifi necessary, changes will be reflected in the next scheduled Accurately recording time worked is the responsibility of every employee. No employee shall ever fill out another  reimburse the employee for such improper deduction.  paycheck.  employee's time record. Section 3  Classification and Compensation Schedule  The Classification and Compensation schedule may be recommended by the Village Manager but will receive final The Village Manager shall be responsible for the administration and maintenance of the Classification and Compensation schedule. The Classification and Compensation schedule is intended toj provide equitable compensation for all positions when considered in relation to each other, to general rates of pay for similar employment in the private andj public sector in the area, to changes in the cost of living, to financial conditions oft the Village, and to other factors and willl be updated periodically. Tot this end the Village Manager shall, from time to time, make comparative: studies ofall factors affecting the level ofs salary ranges and shall recommend tot the Village Council such changes in salary ranges as are Employees covered by the Classification and Compensation shall be paid at ai rate within the salary ranges established for their respective job title except for employees in a trainee status or employees whose present salaries are above the established maximum rate following transition to a new salary schedule. Pending budget authority, the Village Manager shalll be authorizedi tol hire and/or promote employees within the approved Classification and Compensation  adoption by the Village Council.  warranted.  schedule. Section 4  Cost ofLiving Adjustment  Cost ofl living adjustments may be made from time to time at the discretion oft the Village Council.  Section 5  Merit Increases Exceptional work achievements Excellence in work performance Special contribution toj productivity Based on Business Conditions  Merit increases are not automatic but may be awarded fort the following reasons:  Such merit increases must be recommended by the employee's supervisor and approved by the Village Manager.  Only those employees who exceed the standard and/or expected performance: may receive ai merit increase.  00147418.1  17/Page    When an employee is promoted, demoted, transferred, orl reclassified, the rate ofp pay for the new position shall be When aj promotion occurs, ifthe employee's salary is below the new minimum, it shall be increased to thei minimum rate oft thes salary range assigned to the position to which he or shei is promoted. Ifan employee's current salary is already above thei new: minimum salary rate, his or hers salary may be increased provided that the adjusted salary 2. Ifan employee is demoted, the employee's salary willl bei reduced tot the lower salary range as long as the reduced 3. When an employee's position is changed to aj position having al higher salary range, the employee's salary shall be increased tot the minimum oft thei new pay range. Ifthe employee's current salary is already above the minimum salary rate, his or her salary may be increased or left unchanged, provided that the adjusted salary does not exceed 4. When an employee holds multiple positions, the salary should bej pro-rated based on thej positions.  established as follows:  does not exceed thei maximum oft the assigned salary range. salary does not: falll below the minimum salary rate ofthat range.  thei maximum ofthea assigned salary range.  Section 7 during the year. Section 8  Effective Date of Salary Adjustments  In accordance with. Article II, Section 5 (Performance Evaluation), salary adjustments may be made at any time  Pay for Interim Assignments  An employee who is formally designated. for aj period of at least one month, by the Village Manager (or the Village Council should duties be absorbed by the Village Manager) to perform the duties of another position shall receive a salary increase for the duration oft the interim assignment. The employee shall receive as salary adjustment to the minimum level of the jobi in which the employee is acting or an increase of 5%. whichever is greater. Criteria involved in determining the  amount oft the compensation will include:  a)7 The difference between the existing job and that being filled on at temporary basis. and b)7 The degree to which the employee is expected to fulfill all the duties oft the temporary assignment. and  C)The amount ofavailable funds in the budget.  Thes salary increase shall be temporary and upon completion of the assignment. the employee shall go back tot the salary he or she would have had ifr not assigned in the interim role, taking into account any increase the employee would have received if  not placed int the interim role.  ARTICLEIV LEAVEPROGRAM  Section 1  Paid Holidays Observed  The Village Council may adopt al holiday schedule in] December of each year. Unless modified by Village Council, the Village will: follow the holiday schedule as published by the State of] North Carolina for state employees. All full-time employees appointed or hired to aj position, and all temporary or part-time employees who are normally scheduled to work on the day on which the holiday falls, shall receive these holidays with pay: fort the hours they are Regular holidays that occur during vacation, sick, or other paid leave period shall not be charged as vacation, sick, Employees required by the Village Manager or theirs supervisor to perform work on regularly scheduled holidays willl bej paid at the rate of one (1) hour for each hour worked on al holiday in addition tol being paid for the holiday.  scheduled to work.  or other paid leave. Employees will still be paid for the holiday while on these types of leaves.  00147418.1  18/Page    Section 2  Vacation Leave  For thej purpose of earning and accruing vacation leave, the period oft twelve (12) calendar months between Each employee occupying ai full-time position shall earn vacation leave on as semi-monthly (15th and 30th of each  January 1 and) December 31 is established as thel leave year. month) basis in accordance with the following schedule oft total service:  Years of Service Less than 5 years 5-9 years 10 or more years  Days per Year 10 15 20  Accrual Rate 3.33 5 6.6  For example: an employee who works forty (40) hours per week, eight (8) hours a day will earn eighty (80) hours of Part-Time Employees working over 25 hours a week will accrue vacation at 75% of the accrual rate as fullt time employees as  vacation leave per. year divided by twenty-four (24)pay periods, equals 3.33 hours per pay period.  follows which equates to 2.5 per pay period.  Years of Service Less than 5 years 5-9 years 10 or more years  Days per Year 7.5 11.25 15  Accrual Rate 2.5 3.75 5  Vacation leave can only be taken with the prior pre-approval of the employee's supervisor or the Village Manager. Your request will be considered in light of the Village's business volume and workloads. Any employee wishing to take vacation leave in excess of one day must make a request at least two weeks in advance oft the proposed vacation leave. Any time taken without prior notice willl be deducted from compensatory time, ifany is available, or will be noted as unpaid leave. Any unused, accrued vacation exceeding 2001 hours at the end of the calendar year will not be carried over to the next calendar year and will not be paid to the employee. Employees may have the excess vacation leave (over the maximum) An employee, who resigns or ist terminated, willl be paid for unused, accrued vacation, nott to exceed 200 hours. The estate of an employee who dies while employed by the Village shall be entitled to payment for all oft the unused, accrued  converted tos sick leave provided that theyl have taken five (5) days of vacation in the calendar year.  vacation leave available to the employee, not to exceed 2001 hours.  Section 3  Sick Leave  Each employee occupying ai full-time position shall earn sick leave at the rate of ten (10) days per year. Each employee occupying aj part-time position, who is scheduled to work 25 hours or more per week, shall earn sick leave at the rate of five (5) days per year. Accrual is at the end of each pay period (15th and 30th) and based on a pro rata basis. For example: an employee who works forty (40)! hours per week, eight (8) hours a day will earn eighty (80) hours of sick leave per year divided by twenty-four (24) pay periods, equals 3.33 hours per pay period. Sick leave willl be cumulative for an unlimited number of days. At the time of separation any sick leave used but not yet earned willl be deducted from the employee's final paycheck. Employees will not be paid for accumulated unused sick leave at the time of separation. Part-Time! Employees working over 25 hours a week will accrue sick at 75% of the accrual rate as full time employees as  follows which equates to 2.5 per pay period.  Years of Service Less than 5 years 5-9y years 10 or more years  Days per Year 7.5 11.25 15  Accrual Rate 2.5 3.75 5  Employees must notify their immediate supervisor or Village Manager of all requests fors sick leave before thel leave ist taken, or no later than two (2) hours after thel beginning ofas scheduled working day. Sick leave may be taken only with the approval of thei immediate supervisor or Village Manager. A doctor's excuse willl be required for employees missing  00147418.1  19Page    sick leave period, the employee'ss supervisor or the Village Manager may require a doctor's certification, at the Village's expense and by aj physician ofi its choice, to determine ifthe employee is able to resume. his or her normal duties. Sick leave willl be cumulative for an indefinite period of time and may be converted upon retirement for service credit consistent with the provisions of the North Carolina Local Government Employees' Retirement System. The Village may accept sick leave balances on a case-by-casel basis when documented by a previous employer when the employee worked for a previous employer covered by thel North Carolina State or Local Government Retirement Systems and the employee did not withdraw accumulated. retirement contributions from that employer when leaving employment. The sick leave willl bet treated as though it were earned with the Village of Marvin and may be used as any other accrued sick leave by the employee. The: sick leave amount must be certified by the previous employer andi iti is the employee's responsibility toj provide documentation from his or her previous employer within three (3) months of employment. Transferred sick leave willl be credited to the employee upon successful completion of thes six months of employment.  Section 4  Medical Leave of Absence without Pay  The Village of Marvin will comply with thel Family and Medical Leave Act of 1993 (FMLA)(29 USC $2601 et  seq.; 29 CFR) Part 825). Section 5  Military Leave  Regular employees who are members ofai military reserve unit or thel National Guard shall be granted two calendar weeks per twelve-month period: fori military leave. Employees may elect to use any combination ofa accrued vacation or holiday leave, accumulated compensatory time or leave without pay during their absence for military service. While taking military leave, the employee's leave credits and other benefits shall continue to accrue as ifthe employee physically remained  with the Village during this period.  Section 6  Bereavement Leave  The Village may grant full-time and part-time employees normally scheduled to work up to three (3) days off with pay to attend ai funeral, to arrange funeral services, or attend to: family business as relates to the loss ofai member of an employee's immediate family. Bereavement leave willl be based upon scheduled work days and! hours. Immediate familyi is defined as the employee's spouse, child, step-child, parent, step-parent, parent-in-law, sibling, step-sibling, grandparent, or grandchild. Additional time may be granted without pay by an employee's supervisor upon request of the employee.  Section 7  Jury Duty  The Village recognizes the responsibility placed on citizens to serve in thej judicial system. Ifan employee is summoned for jury duty, the employee ifnormally scheduled to work during this time willl be granted leave to attend. Upon receipt ofjury notification, the employee is required to advise their supervisor, in writing, with a copy oft the summons. Ifreleased from Jury Duty before the end of the normal work day, the employee is expected to callt their supervisor immediately. Ifthe employeei is needed, they are expected to return to work. The Village will pay employees duringjury  duty leave, upt to a maximum oft ten (10) days in a calendar year.  Section 8  Parental Leave  Under North Carolina law, an employee who is aj parent, guardian, or person standing in loco parentis ofa school- aged child will be granted a minimum of four (4) hours of unpaid leave per year to attend or otherwise be involved in that the Village may require a written request for thel leave at least forty-eight (48) hours prior to the leave the Village may require written verification from the school that the employee attended or was otherwise  child's school. Leave is subject to the following conditions:  the Village and the employee must mutually agree upon the time for the leave  involved at that school during thet time oft thel leave.  00147418.1  20/Page    ARTICLEV EMPLOYEE BENEFITS  Section 1  Insurance Benefits  The Village provides group health, dental and vision insurance programs for employees and their families as specified under thet terms oft the group insurance contract decided on a year-by-year basis with the annual budget process The Village pays the entire cost ofhealthi insurance, life insurance, and short-term disability for full-time employees within the first full month of employment. All employees are eligible for dental and vision coverage at a specified rate. The Village will comply with the Affordable Care Act by providing health insurance for all employees expected to work 30 or more hours per week for three or more: months when required. Full-time employees may, ift they sO desire, purchase available group health, dental and/or vision coverage through the Village for qualified dependents within the stipulations of the insurance contract. Employees willj pay the amount stipulated by the Village for their qualified dependents. Employees may be enrolled in the  programs in accordance with the applicable plan documents.  Continuation of Benefits (COBRA)  The Consolidated Omnibus Budget Reconciliation. Act (COBRA) provides the opportunity for eligible employees and their beneficiaries to continue health insurance coverage under the Village health plan when a' "qualifying event" could result int the loss of eligibility. Qualifying events include resignation, termination ofe employment, death of an employee, reduction in hours, al leave of absence, divorce or legal separation, entitlement tol Medicare, or where a dependent child no  longer meets eligibility requirements. Please contact the Village Manager to ask about COBRA.  Section 2  Retirement Benefits  Each employee who is expected to work for the Village more than 1,000 hours annually shallj join the North Carolina Local Governmental Employees' Retirement System after 30 days of employment as a condition of employment. Employees contribute a designated percent of salary each payroll with an actuarial match byt the' Village as determined by the North Carolina Local Governmental Employee's) Retirement System. An employee who meets the conditions set forth under the provisions oft thel North Carolina Local Governmental Employee's Retirement System may elect to retire and receive all The Village may offer an employer matching contribution to eligible employees. The Village may, at any time and in its sole discretion, determine the matching contribution to be provided, ifany. For more information about the Village's  benefits earned under the retirement plan.  matching contribution, contact the Village Manager. Supplemental Retirement Benefits established by law and the 401-K provider.  All full-time employees may make voluntary contributions tot the 457b deferred compensation up to the limits  Section 3  Longevity Pay  The Village provides a lump sum payment to all full-time employees in recognition oft their service to the Village and to encourage further service. Longevity pay is discretionary andi is subject to the availability off funds, budgetary constraints and  the approval oft the Village Council.  Years of Service Longevity Amounts are as follows: 5to9 years 10 to 14 years 15t to 19 years 20 and over Tuition Assistance  2% 3% 4% 5%  Section 4  Full-time employees who have completed thei initial introductory period may apply for tuition reimbursement for courses taken on their own time, which willi improve their skills for their current job or prepare them for promotional opportunities within the Village service. Tuition, registration, fees, laboratory fees, and student fees are eligible expenses. Satisfactory completion oft the courses willl be required for reimbursement. Requests for tuition assistance shall be submitted to the Village Manger prior to course registration and are subject to the review and approval of Village Manager, subject to  00147418.1  21Page    tuition assistance program, 100% of allf funds paid during that year must bej paid in full or will be deducted from employee's  final paycheck.  ARTICLE VI GRIEVANCE PROCEDURE  Section 1  Purpose  The grievance procedure provides an adequate andi fair means for hearing matters of concern to employees.  Section 2  Coverage  This grievance procedure applies to all departments and all employees of the Village. A grievance is defined as any matter of concern or dissatisfaction arising from the working conditions of an employee, subject to the control of the Village.  Section 3  Policy  Every employee shall have the right toj present a grievance in accordance with these procedures, free from  interference, coercion, restraint, discrimination, penalty, or reprisal.  Section 4  Procedure  Step One. An employee must file a grievance in writing with thei immediate supervisor or Village Manager within thirty (30) days of the date oft the incident giving rise to the grievance. Ifthe employee's, grievance involves the Village Manager, the employee may file the complaint with the Village Council, as set forth in Article VI, Section 4. Ifthe grievance concerns an appeal ofat termination, it shall be filed directly with the Village Council at Step Two. The employee's immediate supervisor or Village Manager shall meet with the employee within five (5) days of receipt of the grievance and attempt toi resolve the grievance informally. Ifinformal resolution efforts fail, the Village Manager shall issue a written Step Two. Ifthe employee is dissatisfied with the response at Step One, the employee may forward the written grievance to the Village Council within five (5) days of receipt oft the Step One decision. The employee may request a decision from the Village Council directly. The Village Council will speak with the employee and the Village Manager separately tol hear and consider all facts pertinent to the issue. The Village Council will then render a decision within fifteen (15) days ofi receipt of the grievance. These discussions by the Village Council shall be conducted in closed session under  decision on the grievance no later than five (5) days following the meeting.  N.C.G.S. 143-318.11. Section 5  Time Limitations  Itisi important that grievances be initiated and processed as rapidly as possible. Every effort will be made by all parties to expedite the process. The time limitations specified above do not include holidays or days when the Village is Ifthere is no written mutual agreement to extend the time limits set forth herein andi ift the employee does utilize the next level of the procedure within the time limit specified, the matter shall be determined settled on the basis oft the last  closed. Time limits may be extended by written mutual agreement.  decision rendered. Section 6  General Provisions  All written grievances shall include the name andj position of the employee filing the grievance, a brief statement of the nature of the grievance, and the resolution sought by the employee. Inj pursuing the provisions of this procedure, every effort will be made to avoid interruption of work activity. Employees are not permitted tol have an attorney present during  any meetings held pursuant tot the grievance procedure.  00147418.1  22/Page    All documentation, records, and reports willl be retained, in accordance with thel North Carolina Department of Cultural Resources Records Retention and Disposition Schedule adopted by the Village, unless required differently by federal, state or local law, and shall be held by the Village Manager. These records will be subject to review by the grievant, the employee's supervisor or Village Manager, and the Village Council upon submission ofa written request.  Adopted this the 3rld day ofJanuary, 2008, pursuant tol Resolution No. RS-2008-01-01.  Amended by the Village Councill May 25, 2010. Amended by the Village Councill May 10, 2011. Amended by the Village Council September 13, 2011 Amended by the Village Councill November. 29, 2011 Amended by the Village CouncilJamary 10, 2012 Amended: September 10, 2013 Amended October 8, 2019 Amended:. February 9, 2021 Amended: March 9,2021 Amended: May 11.2021  00147418.1  23Page    A ATTACHMENT A  VILLAGE CODE OF ETHICS, As AMENDED  (The most recently adopted andi revised version oft the document indicated above, supersedes any document displayed herein for reference purposes)  "INSERT CODE OF ETHICS HERE"  00147418.1  24Page    -ATTACHMENT B  EMPLOYEE STATEMENT OF) INTEREST! FORM, AS AMENDED  (The most recently adopled andi revised version oft the document indicatedo above, supersedes any document displayed herein for reference purposes)  "INSERT ESIF FORM HERE  00147418.1  25Page    en H.6.  Village of Marvin CPA Services  Cost Proposal Additional Services  Thet following is a: summary of our cost proposal for the CPAS services oft the Village from May 12 to. June 30, 2021. This cost proposal is on a' "estimated" basis.  Personnel Costs Monthly: services Total estimated hours Total Hours Rates  Senior Staff Total 36 40 36 40 36 40 100 3,600 $ 4,300 $ $ $ $ 4,300 10% $ (430) $ 3,870  Partner Manager 2 2 2  2 2 2  $ 200 $ 150 $ $ 400 $ 300 $  Travel  Cost of supplies and materials Other costs TOTAL COSTS Government discount  This is an estimate. Ifthe costs are less than the quoted amount, the Village will be charged the lesser amount. Ifthe costs are more, we will discuss before  incurring additional hours.