mentors PROJECT MEMORANDUM or UNDERSTANDING 
Ma!

THIS MITIGATION PROJECT MEMORANDUM OF UNDERSTANDING
("Memorandum") is made and entered into this_ day of January, 2018, by and between the

STATE OF NORTH CAROLINA BY AND THROUGH THE OFFICE OF THE GOVERNORW WI

and ATLANTIC COAST PIPELINE, LLC, a Delaware limited liability company of 
120Tredegar Street, Richmond, Virginia 23219 ("Atlantic").

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WHEREAS, Atlantic is proposing to construct the Atlantic Coast Pipeline 
an underground natural gas transmission pipeline of approximately 600 miles from West
Virginia, through Virginia, and ending in North Carol'

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WHEREAS, the ACP will deliver up .5 on cubic feet per day of natural gas
to meet the demand for electricity, natural gas distribution, and end use markets in North

Carolina and Virginia; and

WHEREAS, the ACP will serve as a catalyst for economic development and job
creation in North Carolina; and

WHEREAS, the ACP will promote and facilitate the recruitment of new industries to
North Carolina; and

WHEREAS, the pipeline will generate approximately $60,000,000 in local pmperty
tax revenue between 2018 and 2025; and

WHEREAS, the Federal Energy Regulatory Commission approved the
ACP route on October 13, 2017, traversing eight counties in the State of North Carolina,
and including a natural gas compressor station in Northampton County and other related

facilities; and

WHEREAS, the ACP, access roads, and all associated aboveground facilities and
contractor yards will result in total direct impacts of over 3,000 acres during construction and

significantly reduced impacts during operation; and

WHEREAS, while the ACP has been routed to minimize disruptions to migratory
birds and federally listed species by avoiding preferred habitats, including wetland areas,
waterbodies and associated riparian vegetation to the fullest extent practicable, there remain
unavoidable impacts to over 300 acres of interior forest habitats; and

WHEREAS, the ACP and access roads would cross approximately 320 waterbodies in
North Carolina; and

WHEREAS, Atlantic has conducted open houses, participated in public meetings

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held by FERC and the North Carolina Department of Environmental Quality, and held
individual Information sessions with local governments, state-recognised Indian tribes, and other
stakeholders along the route; and

WHEREAS, Atlantic recognizes that construction of the ACP and maintenance of the
permanent right?of-way for the ACP may result in temporary and/or permanent imacts to the
habitats upon which interior forest wildlife species depend; and

   

WHEREAS, Atlantic acknowledges that local communities, populations, and
state-recognized Indian tribes have a signi?cant interest in preserving their traditions, lifestyles,
and quality of life; and

WHEREAS, Atlantic represents that it has taken and will take all reasonable
measures to comply with North Carolina natural resources laws and to provide for the
restoration and preservation of North Carolina ?lterior forest wildlife habitats where the ACP
will be constructed, operated, and maintained, and

WHEREAS, the Governor, through his agents and assigns, including, but not
limited to the Department of Environmental Quality, Department of Commerce, Wildlife
Resources Commission, and their respective leaders, has the authority to direct the disbursement
of funds contemplated in this Memorandum of Understanding;

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Now, THEREFORE, the state of North Carolina and Atlantic (together, the ,x'i 
"Parties" Ltpdeavor to do the following:

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1w"wtt'l'j'bltlantic .1 1-. to providing funding in the amount of $57,800,001 th. State of
set forth below. The ?rnds will be deposited in an escrow account
designa-u a third party selected by the Governor of the State of North Carolina
("the Escrow Account"). The funds are being provided as mitigation for the
unavoidable effects of the ACP on the interior forest habitat open-space lands,
waterbodies, and natural resources of the communities along the ACP's route (ii)
support and funding for economic development 1n the counties that would be impacted
by the and (il'l) extension of renewable energy projects into certain local
communities which may stand to be affected by the 5 operation. Fifty per cent of
the $57,800,000 will be deposited in the Escrow Account and made available for
disbursement for environmental mitigation immediately following the issuance by the
Federal Energy Regulatory Commission of a Final Notice to Proceed for the ACP. The
remaining balance of funds shall be deposited in the Escrow Account no later than upon
the date the ACP is placed into service. In the event that Atlantic terminates the project
before it is placed into service, whether in the unanticipated event that the project fails
to obtain and maintain the state approvals or any other necessary perm its, certi?cations.
consents, authorizations, and -- trovals or for any other reason in Atlantic's sole
discretion, - shall deliver the proportionate share of the
1gatron funds as preserved in accordance with this paragraph to Atlantic within
thirty (30) days of receipt of written notice of termination from Atlantic. Such
proportionate share to be returned to Atlantic shall be calculated based upon the number
of miles of the pipeline route in North Carolina for which tree clearing and grubbing

 
    

 

  
 
  
 

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activity remains to be performed compared to the total number of miles of the pipeline
route requiring such activities in North Carolina as part of the project.


The ?tate of North Carola; acknowledges that the funds are being provided for the
purpose 0 a ressmg the effects on the landscape, natural resources, interior forest

habitat, agricultural lands and lifestyles of the communities caused by ACP, access
roads and all associated aboveground facilities and contractor yards as described in the
FERC Environmental Impact Statement; and (i i) expanding economic development
opportunities and developing renewable energy projects in and around the 
route. The funds shall be allocated pursuant to the guidelines and directives set ford!
in a subsequent Executive Order that would be issued prior to the completion of state
permitting for the ACP. Nothin in this Memorandum shall be construed as precluding

 
 


Nothing in this Memorandum shall be construed as affecting the authorities of any party
or as binding them beyond their respective authorities or responsibilities.

The Memorandum does not create any right of action for a third party and may not be
the basis of any third-party challenges or appeals. Nothing in this Memorandum shall be
construed as precluding or otherwise barring independent, third-party claims regarding the
ACP.

5) Nothing in this Memorandum is deemed to constitute a "settlement" as that term is defmed

by NC. Gen. Stat. 1 l4-2.4A, nor does it require the payment of penalties or forfeitures
and ?nes under N.C. Const. Art. TX 7. Likewise, nothing in this Memorandum
should be construed to be an admission of liability or wrongdoing by either Atlantic or
the State of North Carolina its agents or assigns.

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Signed: Signed:
William C.McKinney Le .
sheHanz
General Counsel, Of?ce Of the Vice President-Engineering 
North Carolina Governor Construction - Strategic Projects
Dominion Energy Transmission, Inc.
Date: Date: l7