0

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF Amendment(s): Is the applicant applying for an amendment to an existing Planned Development? Yes_____No_____ The following modifications to existing planned developments are considered amendments: 1) a change to the permitted uses in a planned development, except in situations where a use of a higher classification is proposed to be changed to a use of a lower classification; 2) a modification to conditions that phases the uses, and 3) a conversion of public streets. See Section 9.6.11E(1) of the UDC for further details. 4.10.3 Planned Development General Provisions The governing bodies may grant a special use permit for a planned development which modifies the applicable district regulations and other regulations of this development code upon written findings and recommendations to the Land Use Control Board and the Planning Director which shall be forwarded pursuant to provisions contained in section 4.10.3: Please address each sub-section below (Provide additional information on a separate sheet of paper if needed). • The proposed development will not unduly injure or damage the use, value and enjoyment of surrounding property nor unduly hinder or prevent the development of surrounding property in accordance with the current development policies and plans of the City and County. • An approved water supply, community waste water treatment and disposal, and storm water drainage facilities that are adequate to serve the proposed development have been or will be provided concurrent with the development. • The location and arrangement of the structures, parking areas, walks, lighting and other service facilities shall be compatible with the surrounding land uses… (see UDC sub-section 4.10.3C) • Any modification of the district standards that would otherwise be applicable to the site are warranted by the design of the outline plan and the amenities incorporated therein, and are not inconsistent with the public interest. • Homeowners’ associations or some other responsible party shall be required to maintain any and all common open space and/or common elements. • Lots of records are created with the recording of a planned development final plan. 2 X

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF REQUIREMENTS PRIOR TO APPLICATION SUBMISSION PRE-APPLICATION CONFERENCE - Not more than six (6) months nor less than five (5) working days prior to filing an application, the applicant shall arrange for a mandatory pre-application conference with OPD. Pre-Application Conference held on: February 25, 2020 with Josh Whitehead, Jeffrey Penzes, and Bradyn Carson NEIGHBORHOOD MEETING – At least ten (10) days, but not more than 120 days, prior to a hearing before the Land Use Control Board, the applicant shall provide an opportunity to discuss the proposal with representatives from neighborhoods adjacent to the development site (Section 9.3.2). Neighborhood Meeting Requirement Met: Yes or Not Yet (Circle one) (If yes, documentation must be included with application materials) SIGN POSTING – A sign or signs shall be erected on-site no more than 30 days or less than 10 days prior to the date of the Land Use Control Board hearing. See Sub-Section 9.3.4C of the UDC for further details on sign posting. I (we) hereby make application for the Planned Development described above and on the accompanying materials. I (we) accept responsibility for any errors or omissions which may result in the postponement of the application being reviewed by the Memphis & Shelby County Land Use Control Board at the next available hearing date. I (We), owner(s) of the above described property hereby authorize the filing of this application and the above named persons to act on my behalf. 4/6/2020 ___________________________________________ ____________________________________________ Property Owner of Record Date Applicant GUIDE FOR SUBMITTING PLANNED DEVELOPMENT APPLICATION (OUTLINE PLAN APPROVAL/OUTLINE PLAN AMENDMENT) A THE APPLICATION - Two (2) collated sets of this application in accordance with the requirements of the Unified Development Code and as outlined below shall be submitted to OPD. The following information is required to be submitted for consideration as a complete application, and except for copies of the Outline and/or Site/Concept Plan, shall be provided on sheets of 8.5"x11" in size. The application with original signatures shall be completed either with legible print or typewritten. Each application set shall be compiled in the following order: 1) This application, 8.5"x11" Outline and/or Site/Concept Plan, Legal Description, Vicinity Map, 2-3 sets of gummed-backed Mailing Labels, 2 sets of paper copied Mailing Labels, Letter of Intent, 20"x24" Outline and/or Site/Concept Plan (folded), copy of Deed(s). B. 2) A compact disc with all submittal documents in “PDF” and any proposed conditions in “WORD”. LETTER OF INTENT - The letter shall include the following: a) A brief narrative statement generally describing the nature, location and extent of the development and the market it is intended to serve. b) A list of any professional consultants associated with the proposed development. c) A written statement generally describing the relationship of the proposed development to the current policies and plans of the City and County. The statement shall include how the proposed 3 Date

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF development is to be designed, arranged and operated in order to limit impact to neighboring properties. d) A description of the applicant's planning objectives, the approaches to be followed in achieving those objectives. C. OUTLINE PLAN 1) Two (2) copies of an Outline Plan shall be submitted and drawn at a scale of not less 1"=100' for developments of less than 150 acres, 1"=200' for developments between 150 and 1,000 acres, and 1"=300' feet for developments in excess of 1,000 acres. If property is encumbered by easements, show type and location on plot plan. 2) Two (2) copies of legal description shall be attached to plot plan if not shown or described on the plan D. SITE/CONCEPT PLAN – Two (2) copies of the site/concept plan shall be submitted and depict the following: (a) property boundary lines and dimensions, existing utilities and easements, roadways, rail lines and public rights-of-way, crossing adjacent to the subject property; (b) the proposed height, dimensions and arrangements of buildings on the property; (c) the type and location of proposed landscaping; (d) the location of points of ingress/egress (driveways), parking lots and loading areas on the site; and (e) any proposed substantial re-grading of the site and any significant topographical or physical features of the site including water courses or ponds. Site/Concept plans shall be drawn at a scale of not less 1"=100' for developments of less than 150 acres, 1"=200' for developments between 150 and 1,000 acres, and 1"=300' feet for developments in excess of 1,000 acres. E. ELEVATIONS – Two (2) copies of building elevations may be required upon request by the Office of Planning and Development. Factors that will be taken into consideration by the Office of Planning and Development in its determination that building elevations are required are surrounding land uses, frontage requirements and proximity of the requested building(s) to the public right-of-way. F. VICINITY MAP Two (2) copies showing the subject property (boldly outlined) and all parcels within a 500’radius. If the 500’radius includes less than 25 property owners, the radius shall be extended at 100’ intervals to reach a minimum of 25 property owners provided, however, that the maximum total radius is 1,500’. Show for each parcel its dimensions, owner's name (on the vicinity map unless prior approval is given to do otherwise) and the public streets, alleys or private drives that it abuts. In situations where the parcels on the map are so small that the property owner's names are unable to fit and numbered legend is used, every effort should be made to place the legend on the map itself and not a separate sheet. G. LIST OF NAMES AND ADDRESSES 1) Two (2) complete lists of names and mailing addresses, including zip codes, of all owners shown on the vicinity map, typewritten on 1"x 25/8" self-adhesive mailing labels and 2 paper sets. Three (3) sets of gummed back mailing labels and paper copies are needed for subject properties located in Shelby County but within five (5) miles of the Memphis City limits. 2) Two (2) self-adhesive mailing labels (1"x 25/8") each for the owner of record, applicant, representative and/or engineer/surveyor. H. FILING FEES (All Fees Are Subject To Change without Prior Notice) 1) Planned Development: 5.0 Acres or less=$1,500. Each additional acre or fraction thereof =$100, Maximum =$10,000. Make check payable to "M/SC Office of Planning and Development" *ALL APPLICATIONS MUST BE SUBMITTED IN PERSON AND THE SUBMITTER MUST RECEIVE A RECEIPT OF ACCEPTANCE FROM STAFF 4

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF WHITEHAVEN WORKS AT GRAVES ELEMENTARY - PLANNED DEVELOPMENT ADDENDUM ANSWERS TO 4.10.3 PLANNED DEVELOPMENT GENERAL PROVISIONS/QUESTIONS: 1. The proposed development will not unduly injure or damage the use, value and enjoyment of surrounding property nor unduly hinder or prevent the development of surrounding property in accordance with the current development policies and plans of the City and County. a. The proposed development will not unduly injure or damage the use, value and enjoyment of surrounding property nor unduly hinder or prevent the development of surrounding property in accordance with the current development policies and plans of the City and County. The proposed development will be a one-story building that will have the same similar designed aesthetic of the existing school structure. Further, because the development will have a vocational technical training facility component, the façade of the current building will remain, if economically feasible, or if the entire current structure is demolished and a new building constructed, the front of the building will look very similar to what the building currently looks like. The Applicant intends to maintain the look of a school for this building because students will be using the facility to train and develop skills in 3D printing and other skills necessary to produce or assemble the products being created or assembled at the facility. b. The history of this property provides additional context to the proposed development and the positive impact it will have on the surrounding community. Graves Elementary has been closed since 2014 and has since been boarded up. The empty school requires resources to maintain, including security, utilities, and lawn maintenance. Shelby County Schools is marketing the Property for sale, and consistent with other closed school facilities, the buildings are intended to be repurposed. These vacant buildings cause surrounding areas, and it and/or contribute is the intent of the Applicant to blight in to contribute to the redevelopment and reinvigoration of the Whitehaven community by bringing a vocational/technical training facility, jobs, and additional economic activity to the Whitehaven community. c. The Memphis 3.0 plan designates this tract to be used for public or “quasi-public” uses. Notwithstanding the foregoing, Shelby County Schools has agreed to sell this property to the Applicant and was aware of the Applicant’s intended use of the Property. The Shelby County School Board approved the sale at its public meeting on December 3, 2019. The vocational/training aspect of this development will require a continued affiliation with Shelby County Schools as students from area high schools will be the trainees at the site, thus, although this development will meet with a progressive mindset which support creative re-purposing for the betterment of the communities comprising Memphis, Tennessee. Page 1 of 3 the quasi-public facility requirement when considered

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF d. With respect to the Whitehaven community, Memphis 3.0 prioritizes, among other things, addressing blight and vacancy along major corridors and repurposing vacant lots. The proposed development accomplishes both of these objectives, as the boarded-up school facility will bring life back to the Property which sits on Winchester Boulevard, a major corridor that must be active for the Whitehaven community to continue its progress and revitalization. e. The Applicant intends to keep the current footprint of the school building and maintain the significant amount of green space that has historically defined this tract. The Applicant will maintain the Property in a first-class manner and the green space will serve both the student-trainees and workers at the site. f. With respect to the light manufacturing, the Applicant intends to produce jewelry and other customizable collector’s products through the use of 3D printers. The vocational/technical component will be geared towards teaching the students graphic design and the use of 3D printing and related technology which will continue to be used as the technology continues to advance. 2. An approved water supply, community wastewater treatment and disposal, and storm water drainage facilities that are adequate to serve the proposed development have been or will be provided concurrent with the development. a. The Applicant will ensure that there is adequate water supply, that all necessary storm water drainage facilities are provided, and that all water related issues are adequately addressed. 3. The location and arrangement of the structures, parking areas, walks, lighting and other service facilities shall be compatible with the surrounding land uses… (see UDC sub-section 4.10.3C) a. The Applicant intends to keep the current aesthetic intact as much as possible since the vocational/technical training facility will be used by students of Shelby County schools and other residents who desire to learn the skills necessary to use 3D printing and related technologies effectively and efficiently. The Applicant intends to honor the legacy of this property and Graves Elementary School by repurposing the Property and preserving the history of the site through keeping the large amount of green space on the Property. The training provided at this facility will provide skills that are transferrable to other jobs, but the Applicant’s intent is to hire those trainees as full-time employees at living wage of at least $15/hour and full benefits. The training provided at this facility will give students and other residents in the Whitehaven area the opportunity to learn new skills that will be important in the future. The parking area along Graves Road and the circular drive will remain generally as it currently is to provide for the educational atmosphere. All deliveries will be made to the facility from an entrance off Winchester to minimize new traffic on Graves Road. The Property will be well-lit and there will be significant amounts of green space and buffers to minimize the impact that the facility may have on the surrounding area. This development Page 2 of 3 4851-8002-6224, v. 3

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF should raise property values in this area of Whitehaven where there is already a variety of land uses. 4. Any modification of the district standards that would otherwise be applicable to the site are warranted by the design of the outline plan and the amenities incorporated therein and are not inconsistent with the public interest. a. The public interest will be well-served by this PUD because the area residents and young people will be provided with new opportunities to learn and become competent with technology that will be widely used in the future. This development will re-purpose a blighted, closed school property and turn it into an operational vocational/technical and production facility where 3D printers are used to create memorabilia and other products. The products created will not produce noxious fumes or smells that would negatively impact the surrounding areas, and such operations will not create a lot of unwanted noise. All deliveries will be made from Winchester so that the residential areas nearby will not be affected by traffic related to deliveries and the commercial activity at the Property. The increased use of the Property will raise property values and will also add to the community in a variety of ways. Most importantly it will provide many jobs to area residents and will train residents and students in important skills of the future, in a safe, neighborhood environment. 5. Homeowners’ associations or some other responsible party shall be required to maintain any and all common open space and/or common elements. a. The one lot in this PUD will be maintained by the owner/Applicant. This property will be maintained in a first-class manner that will help improve this community by increasing property values and providing job skills training. 6. Lots of records are created with the recording of a planned development final plan. a. There will only be one lot in this PUD. Page 3 of 3 4851-8002-6224, v. 3

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF » i garden of grace CHURCH MINISTRIES PROVIDE PLATE S-10 OR S 11 ALONG ALL PUBLIC ROADS U JOHNSON ) ■ GREEN FARMER i ■ ■ ZD C 62’ DYSON ■ Cp i i MITCHELL 'S ■ o ALLEN C o QZ ^ O O r-* CO a: < CO q: JALL0L O UJ CM s 00 CM r> z ^3 LP JOHNSON pp i enhanced LANDSCAPING IN THIS AREA o < e__ o S 3 K-H CD o <?■ CM EZZ2 9“ ■ & SHANNON / -© i NICHOLS © MOBLEY i o 00 CLAYBORNE 46^ MCM GILUAM i Et I. S c4 I s a s cfe. I a 5: 8c? * 2 c g& £ R Si 5* 8 I t£ I> 3 8 ». 2 No 1 GRAVES ROAD CHURCH OF CHRIST RICHEY i i ANDERSON pp I U t PP MNCHESTER road (R-O.w. varies) K MPP ■ ■ ■ M __363.06* N82*59’12^V PROVIDE PLATE S-10 OR S-11 ALONG ALL PUBLIC ROADS 40' ■ ■ ■GW PP/UGE » pi pi ® o ■ 75’ BUILDING SETBACK ZD cr o in CM o 0Q cz 1 140’ 131 <r O' <r Y7777 120' 80’ 80' 1 O 79' 10' © 36’ H----o c LlJ CO o o r> s rd CD "o CM 1 PROPOSED 2-STORY BUILDING 146,000 S.F. □ 62’ 6’ sCM cz m m mt mm m m ■ ■ Cvj fO UNITY CENTER OF MEMPHIS S8527’28“E 585.82’ ■ ■ m 25' BUILDING SETBACK Curve Data RAD 30.00’ 30.00’ 2 5675.58’ 3 48.01' 146.58’ 44.83’ ARC 30.90’ 73.29’ 27.79’ TAN CHORD 43.05* S49*41'09"W N83*43‘36"W 146.57 N40*10'26"W 40.78' DELTA 91•4^43,, 85*37’33"

s fc 5 Brakeblll Ave Biakebill five Unity Christian Church S? i i « 33 i MEMPHIS FAMILY PRACTICE SPECIALITY a m m m m mmmm SITE FIRSTRATE i INVESTMENTS pp PP 00 °q 8 Tfco i BROWN r r Vir.INlTY MAP NTS N Winchester Rd Graves & Winchester Church « Winchester ftd V Q $ 2§ s Winchester Rd s ?> ! g % I ' e 1 £ 3 01 y s i£ 9 i 5 CARRUTHERS i i r LACY i I Q o< CE 3E UJ oi ai cc oo O CO O O r I I WEBB WELLS in oo o R 1 CM O CM i I •n ^ .(/> i i FAULKNER i North I i SEGREST i i i 60 0 60 graphic scale in feet SCALE: t”=60’ DAVIS © i “ RELEASED “Sr * i The kuykindall Reaves Firm INCORPORATH) Engineering I Landscape Architecture www.ReavesRim.com CONCEPT PLAN OWNER: 9.814 ACRES MEMPHIS, TENNESSEE APRIL, 2020 PARCEL 77-04-10 PD 20-___ ^EMENTARY-----SHELBY COUNTY BOARD OF EDUCATION SHEET 1 OF 1 copyright 2020 - The Reaves Firm, Incorporated

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF I i GARDEN OF GRACE CHURCH MINISTRIES I [? PROVIDE PLATE S-10 OR S-11 ALONG ALL PUBLIC ROADS ■ m m m ■ JOHNSON I I 25’ BUILDING lETBACK GREEN I ■ ----585*57*28*^ sssii'-” ■ ■ ■ m UNITY CENTER OF MEMPHIS FARMER ■ CLOSE CURB I CURB, GUTTER AND DYSON ■ i MITCHELL ALLEN o <c o Or 3: o o r>. £ JALLOL JOHNSON PP r o < <c co oz o CM oo p z CM JQ LP £2 UJ CO o s Q rd ZD 03 o CN CMP-2 and LIMITED EMP USES 9.814 ACRES o < £5 UJ CO O Z Q rd ZD CD o CM CO or CO SHANNON ■ i NICHOLS MOBLEY i CLAYBORNE ■ GILLIAM P.O.B. i El E 8m CN I 8 8 CnT o t5S' Qs 3 cnM * E 5C os -S i S Si o > 8 I£ £•« s CN -X No 1 Curve Data RAD CHURCH OF CHRIST GRAVES ROAD 4PP PP RICHEY I ANDERSON WINCHESTER (R.o.w. & . PP ■ j. . . __ 363.06’ N82’59;12>! GW ■ . £P/UGE ■ pi TORNADO SIREN 75-BWLDINGjniMtt J PROVIDE PLATE S-10 OR S-11 ALONG ALL PUBLIC ROADS ® o PI road VARIES) 30.00’ 44.83* ARC TAN CHORD 30.00’ 48.01* 2 5675.58’ 146.58* 3 30.90* 73.29* 27.79* S49*41*09"W 43.05* NSSMS'SS-W 146.57* N40*10*26,,W 40.78* 91 #41 ’43’’ 1# 28 ’ 47 ’’ DELTA 85# 37’ 33**

Brakeblll Ave Srokebill Ave <? II I r X MEMPHIS FAMILY PRACTICE SPECIALITY I m ■ ■ ■ I =' Sfi I ^5 B 9 £ ai B S FIRSTRATE i I pp oo I * RB CUT WITH D SIDEWALK =e of g co cnI ^ i BROWN VICINITY MAP NTS PROPERTY DESCRIPTION CARRUTHERS ( r LACY o <c o 3: WEBB EU o i SC ce cc oo O CO oo 3 sf® SNIo CM P m to co VEILS i i I I i i » FAULKNER i BEGINNING AT A POINT ON THE EAST RIGHT-OF-WAY LINE OF GRAVES ROAD (68.00 FOOT WIDE PUBLIC RIGHT-OF-WAY) (N 287643.30 - E 759404.76), SAID POINT BEING N02,38’21’E A DISTANCE OF 27.79 FEET FROM THE INTERSECTION OF THE EAST RIGHT-OF-WAY LINE OF SAID GRAVES ROAD (41.00 FEET EAST OF THE CENTERLINE AS SHOWN ON THE STREET PLANS FOR GRAVES ROAD) WITH THE NORTH RIGHT-OF-WAY LINE OF WINCHESTER ROAD (PUBLIC RIGHT-OF-WAY VARIES) (54.00 FEET NORTH OF THE CENTERLINE OF THE CENTERLINE OF WINCHESTER ROAD); THENCE N02,38,21t ALONG THE EAST RIGHT-OF-WAY LINE OF GRAVES ROAD (AS EVIDENCED BY THE BACK OF SIDEWALK) A DISTANCE OF 701.47 FEET TO A POINT ON THE SOUTH LINE OF THE UNITY CENTER OF MEMPHIS PROPERTY AS RECORDED IN INSTRUMENT S7-2204; THENCE S85,57’28,E ALONG THE SOUTH LINE OF THE SAID UNITY CENTER OF MEMPHIS PROPERTY A DISTANCE OF 585.82 FEET TO A POINT ON THE WEST RIGHT-OF-WAY LINE OF MCCORKLE ROAD (PUBLIC RIGHT-OF-WAY VARIES), SAID POINT BEING 29.92 FEET WEST OF THE CENTERLINE OF SAID MCCORKLE ROAD; THENCE S04,40,46“W ALONG THE WEST RIGHT-OF-WAY LINE OF SAID MCCORKLE ROAD A DISTANCE OF 202.88 FEET TO AN ANGLE POINT IN THE WEST RIGHT-OF-WAY LINE OF SAID MCCORKLE ROAD, SAID POINT BEING 33.00 FEET EAST OF THE CENTERLINE OF SAID MCCORKLE ROAD (NOW A 63.50 FOOT WIDE RIGHT-OF-WAY); THENCE S03*50’18,W ALONG THE WEST RIGHT-OF-WAY LINE OF SAID MCCORKLE ROAD A DISTANCE OF 522.05 FEET TO A POINT OF CURVATURE; THENCE ALONG A CURVE TO THE RIGHT HAVING A RADIUS OF 30.00 FEET, AN ARC LENGTH OF 48.01 FEET (CHORD S49‘41’09,W - 43.05 FEET) TO A POINT OF COMPOUND CURVATURE; THENCE ALONG THE NORTH RIGHT-OF-WAY LINE OF SAID WINCHESTER ROAD (AS EVIDENCED BY THE BACK OF SIDEWALK) FOLLOWING A CURVE TO THE RIGHT HAVING A RADIUS OF 5675.58 FEET, AN ARC LENGTH OF 146.58 FEET (CHORD N83*43,36’W -146.57 FEET) TO THE POINT OF TANGENCY; THENCE N82‘59,12"W AND CONTINUING ALONG THE NORTH RIGHT-OF-WAY LINE OF SAID WINCHESTER ROAD A DISTANCE OF 363.06 FEET TO A POINT OF CURVATURE; THENCE ALONG A CURVE TO THE RIGHT HAVING A RADIUS OF 30.00 FEET, AN ARC LENGTH OF 44.83 FEET (CHORD N40‘10’26”W - 40.78 FEET) TO THE POINT OF BEGINNING AND CONTAINING 427,487 SQUARE FEET OR 9.814 ACRES. i i North SEGREST i f i BEING A SURVEY OF THE SHELBY COUNTY BOARD OF EDUCATION PROPERTY AS RECORDED IN INSTRUMENT 19121203 (EXHIBIT 75, TRACT 1) AT THE SHELBY COUNTY REGISTER’S OFFICE, LOCATED IN MEMPHIS, SHELBY COUNTY, TENNESSEE AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: pp Winchester Rd ^ Winchester ftd Winchester Rd Graves & Winchester Church £ $ s n £ X INVESTMENTS Unity Christian Church x1 9 o 5 N DAVIS 60 i NOTE: ALL EXISTING UTIUTY EASEMENTS SHALL BE RELEASED AND RELOCATED AS NEEDED 0 60 GRAPHIC SCALE IN FEET SCALE: 1 ”=60’ l & The Reaves KUYKINDALL t Firm INCORPORATE) Engineering Planning Landscape Architecture Land Surveying 6800 Poplar Avenue, Suite 101 Memphis, TN 38138 901.761.2016 Fax: 901.763.2847 www.ReavesFtnn.coni OUTLINE PLAN WHITEHAVEN WORKS at GRAVES ELEMENTARY PARCEL 77-04-10 PD 20-___ OWNER: SHELBY COUNTY BOARD OF EDUCATION 9.814 ACRES MEMPHIS, TENNESSEE APRIL, 2020 copyright 2020 - The Reaves Firm, Incorporated SHEET 1 OF 1

PROPERTY DESCRIPTION 5 SHELBY COUNTY BOARD OF EDUCATION (INST# 19121203) (EXHIBIT 75 - TRACT 1) TOTAL LAND AREA BEING A SURVEY OF THE SHELBY COUNTY BOARD OF EDUCATION PROPERTY AS RECORDED IN INSTRUMENT 19121203 (EXHIBIT 75, TRACT 1) AT THE SHELBY COUNTY REGISTER'S OFFICE, LOCATED IN MEMPHIS, SHELBY COUNTY, TENNESSEE AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: P.O.B. BEGINNING AT A POINT ON THE EAST RIGHT-OF-WAY LINE OF GRAVES ROAD (68.00 FOOT WIDE PUBLIC RIGHT-OF-WAY) (N 287643.30 - E 759404.76), SAID POINT BEING N02°38'21”E A DISTANCE OF 27.79 FEET FROM THE INTERSECTION OF THE EAST RIGHT-OF-WAY LINE OF SAID GRAVES ROAD (41.00 FEET EAST OF THE CENTERLINE AS SHOWN ON THE STREET PLANS FOR GRAVES ROAD) WITH THE NORTH RIGHT-OF-WAY LINE OF WINCHESTER ROAD (PUBLIC RIGHT-OF-WAY VARIES) (54.00 FEET NORTH OF THE CENTERLINE OF THE CENTERLINE OF WINCHESTER ROAD); THENCE N02°38'21”E ALONG THE EAST RIGHT-OF-WAY LINE OF GRAVES ROAD (AS EVIDENCED BY THE BACK OF SIDEWALK) A DISTANCE OF 701.47 FEET TO A POINT ON THE SOUTH LINE OF THE UNITY CENTER OF MEMPHIS PROPERTY AS RECORDED IN INSTRUMENT S7-2204; THENCE S85°57'28”E ALONG THE SOUTH LINE OF THE SAID UNITY CENTER OF MEMPHIS PROPERTY A DISTANCE OF 585.82 FEET TO A POINT ON THE WEST RIGHT-OF-WAY LINE OF MCCORKLE ROAD (PUBLIC RIGHT-OF-WAY VARIES), SAID POINT BEING 29.92 FEET WEST OF THE CENTERLINE OF SAID MCCORKLE ROAD; THENCE S04°40'46”W ALONG THE WEST RIGHT-OF-WAY LINE OF SAID MCCORKLE ROAD A DISTANCE OF 202.88 FEET TO AN ANGLE POINT IN THE WEST RIGHT-OF-WAY LINE OF SAID MCCORKLE ROAD, SAID POINT BEING 33.00 FEET EAST OF THE CENTERLINE OF SAID MCCORKLE ROAD (NOW A 63.50 FOOT WIDE RIGHT-OF-WAY); THENCE S03°50'18”W ALONG THE WEST RIGHT-OF-WAY LINE OF SAID MCCORKLE ROAD A DISTANCE OF 522.05 FEET TO A POINT OF CURVATURE; THENCE ALONG A CURVE TO THE RIGHT HAVING A RADIUS OF 30.00 FEET, AN ARC LENGTH OF 48.01 FEET (CHORD S49°41'09”W - 43.05 FEET) TO A POINT OF COMPOUND CURVATURE; THENCE ALONG THE NORTH RIGHT-OF-WAY LINE OF SAID WINCHESTER ROAD (AS EVIDENCED BY THE BACK OF SIDEWALK) FOLLOWING A CURVE TO THE RIGHT HAVING A RADIUS OF 5675.58 FEET, AN ARC LENGTH OF 146.58 FEET (CHORD N83°43'36”W -146.57 FEET) TO THE POINT OF TANGENCY; THENCE N82°59'12”W AND CONTINUING ALONG THE NORTH RIGHT-OF-WAY LINE OF SAID WINCHESTER ROAD A DISTANCE OF 363.06 FEET TO A POINT OF CURVATURE; THENCE ALONG A CURVE TO THE RIGHT HAVING A RADIUS OF 30.00 FEET, AN ARC LENGTH OF 44.83 FEET (CHORD N40°10'26”W - 40.78 FEET) TO THE POINT OF BEGINNING AND CONTAINING 427,487 SQUARE FEET OR 9.814 ACRES. THIS INFORMATION WAS TAKEN FROM THE SHELBY COUNTY GOVERNMENT ONLINE ZONING MAP. NOT ZONING REPORT OR ZONING LETTER WAS PROVIDED TO THE SURVEYOR BY THE CLIENT DURING THE PREPARATION OF THIS SURVEY (ALTA TABLE “A” ITEM 6A) 12. THE SURVEYED PROPERTY IS CURRENTLY IMPROVED AS FOLLOWS: 2 - ONE STORY BRICK SCHOOL BUILDINGS AND 5-PORTABLE CLASSROOM BUILDINGS. 13. THE SURVEYED PROPERTY HAS THE FOLLOWING PARKING COUNTS: 61 TOTAL PARKING SPACES - 1 HANDICAP SPACE (ALTA TABLE “A” ITEM 9) 14. THERE ARE NO BUILDINGS ON THE SURVEYED PROPERTY THAT WOULD SHARE A COMMON WALL OR PARTY WALL WITH ANY OF THE ADJOINING LOTS OR PROPERTIES. (ALTA TABLE “A” ITEM 10A) 15. THERE WAS NO EVIDENCE OF ANY RECENT EARTH MOVING WORK, BUILDING CONSTRUCTION, OR BUILDING ADDITIONS OBSERVED IN THE PROCESS OF CONDUCTING THE FIELDWORK. (ALTA TABLE “A” ITEM 16) 16. THE SURVEYED PROPERTY IS ADJACENT TO, CONTIGUOUS WITH AND HAS DIRECT PHYSICAL ACCESS TO GRAVES ROAD AND MCCORKLE ROAD, BOTH ARE DEDICATED AND IMPROVED PUBLIC RIGHTS-OF-WAY, THE SURVEYED PROPERTY IS ALSO ADJACENT TO AND CONTIGUOUS WITH WINCHESTER ROAD A DEDICATED AND IMPROVED PUBLIC RIGHT-OF-WAY. THE SURVEYOR OBSERVED NO EVIDENCE OF ANY RECENT STREET OR SIDEWALK CONSTRUCTION OR REPAIRS AND HAS NO KNOWLEDGE OF ANY PROPOSED CHANGES IN STREET RIGHT-OF-WAY LINES (ALTA TABLE “A” ITEM 17) 17. THE SURVEYOR OBSERVED NO WETLAND DELINEATION MARKERS AND WAS NOT MADE AWARE OF ANY FIELD DELINEATION BY A QUALIFIED SPECIALIST HIRED BY THE CLIENT. (ALTA TABLE “A” ITEM 18) 18. THE PARCEL ID# NUMBERS FOR THE SURVEYED PROPERTY ARE: 3398 GRAVES ROAD: 077004 00010 ALTA/NSPS LAND TITLE SURVEY SURVEYOR'S CERTIFICATE TO:MADE IN MEMPHIS, LLC FIDELITY NATIONAL TITLE GROUP GLANKLER BROWN, PLLC THIS SURVEY WAS PREPARED BY: Curve Data The Reaves Firm Incorporated 6800 POPLAR AVENUE, SUITE 101 MEMPHIS, TN 38138 901-761-2016 UNDER THE DIRECT SUPERVISION OF: MICHAEL K. FRYE, TN RLS# 807 SEAL THIS IS TO CERTIFY THAT THIS MAP OR PLAT AND THE SURVEY ON WHICH IT IS BASED WERE MADE IN ACCORDANCE WITH THE 2016 MINIMUM STANDARD DETAIL REQUIREMENTS FOR ALTA/NSPS LAND TITLE SURVEYS” JOINTLY ESTABLISHED AND ADOPTED BY ALTA AND NSPS, AND INCLUDES ITEMS 1, 2, 3, 4, 5, 6(A), 6(B), 7(A), 7(B-1), 7(C), 8, 9, 13, 14, 16, AND 17 OF TABLE A THEREOF. THE FIELD WORK WAS COMPLETED ON FEBRUARY 27, 2020. THE ISSUE DATE OF THIS SURVEY IS MARCH 17, 2020. . PROJECT: MEMPHIS, SHELBY COUNTY, TENNESSEE GRAVES ELEMENTARY SCHOOL SURVEY OF THE 3398 GRAVES ROAD FOR: SHEET TITLE: LAND TITLE SURVEY ALTA/NSPS MADE IN MEMPHIS, LLC PREPARED BY: ISSUE DATE: FIELD DATE: SCALE: 02/27/2020 1"=50' 03/17/2020 GAM TRF JOB NO.: 20-0038 SHEET NO.: Sht 1 of 1 11

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF SURVEY NOTES: North 50 w s 4. THIS MAP OR PLAT IS BASED UPON THE FIELD NOTES OF THE SURVEY. THIS SURVEY ACCURATELY SHOWS THE LOCATION OF ALL VISIBLE, ABOVE GROUND BUILDINGS, STRUCTURES AND OTHER IMPROVEMENTS. THE DESCRIPTION SHOWN HEREON IS BASED UPON THE FIELD SURVEY AND IS CORRECT, COMPLETE AND ACCURATE TO THE BEST OF MY KNOWLEDGE AND BELIEF. 5. APPLICABLE BUILDING SETBACK LINES ARE AS REQUIRED BY BUILDING CODE, ZONING ORDINANCE OR ANY RECORDED PLAT OR INSTRUMENT OF RECORD. 6. OBSERVED EVIDENCE OF UTILITIES HAS BEEN SHOWN PURSUANT TO SECTION 5 PARAGRAPH E (IV) OF THE ALTA/NSPS MINIMUM STANDARD DETAIL REQUIREMENTS. THE SURVEYOR MAKES NO GUARANTEE THAT THE UNDERGROUND UTILITIES SHOWN COMPRISE ALL SUCH UTILITIES IN THE AREA, EITHER IN SERVICE OR ABANDONED. THE SURVEYOR FURTHER DOES NOT WARRANT THAT THE UNDERGROUND UTILITIES SHOWN ARE IN THE EXACT LOCATION INDICATED ALTHOUGH HE DOES CERTIFY THAT THEY ARE LOCATED AS ACCURATELY AS POSSIBLE FROM INFORMATION AVAILABLE. THE SURVEYOR HAS NOT PHYSICALLY LOCATED THE UNDERGROUND UTILITIES. (ALTA TABLE “A” ITEM 11) WHERE ADDITIONAL OR MORE DETAILED INFORMATION IS REQUIRED AS TO THE LOCATION OF UNDERGROUND UTILITIES, THE CLIENT IS ADVISED THAT EXCAVATION AND/OR A PRIVATE UTILITY LOCATE REQUEST MY BE NECESSARY. 7. NO STATEMENT OR CERTIFICATION IS MADE AS TO THE COMPLIANCE OF THIS SITE WITH THE CURRENT ADA ACCESSIBILITY STANDARDS. Site 8. ALL BEARINGS ARE BASED ON THE TENNESSEE STATE PLANE COORDINATE SYSTEM (NAD 83) AS DETERMINED BY GPS SURVEY USING THE EARL DUDLEY, INC. INET REFERENCE NETWORK. 2 DATE OF FIELD SURVEY: FEBRUARY 27, 2019 TYPE OF SURVEY: REAL TIME KINEMATIC POSITIONAL ACCURACY: 0.05 FEET DATUM/EPOCH: NAD83(2011) NO TRANS PUBLISHED/FIXED CONTROL USED: EARL DUDLEY INET NETWORK - EDM1 GEOID MODEL: GEOID 12A COMBINED GRID FACTOR: 1.00002656 1 3398 Graves Road 9. THE SURVEYED PROPERTY HAS THE FOLLOWING STREET ADDRESS: 3398 GRAVES ROAD AS VERIFIED ON THE SHELBY COUNTY REGISTER'S OFFICE WEBSITE. (ALTA TABLE “A” ITEM 2): 10. ACCORDING TO FEDERAL EMERGENCY MANAGEMENT AGENCY FLOOD INSURANCE RATE MAP NUMBER 47157C-0420F, DATED SEPTEMBER 28, 2007 NO PORTION OF THE SURVEYED PROPERTY LIES WITHIN A FLOOD HAZARD AREA. CLASSIFICATION: AREA OF MINIMAL FLOOD HAZARD - ZONE X. 11. THE SURVEYED PROPERTY IS CURRENTLY ZONED AS FOLLOWS: R-10 (RESIDENTIAL - 10 DISTRICT) 3398 GRAVES ROAD PROPERTY DESCRIPTION THIS INFORMATION WAS TAKEN FROM THE SHELBY COUNTY GOVERNMENT e GRAPHIC SCALE IN FEET SCALE: 1"=50' 0 50 2. ANY DEED BOOK, PLAT BOOK, OR INSTRUMENT NUMBER REFERENCES SHOWN HEREON ARE RECORDED IN THE REGISTER'S OFFICE OF SHELBY COUNTY, TENNESSEE UNLESS NOTED OTHERWISE. 3. DISTANCES SHOWN ON THIS PLAT ARE IN FEET. 1. THIS IS A CATEGORY “I” SURVEY IN ACCORDANCE WITH THE STATE OF TENNESSEE LAND SURVEYOR'S STANDARDS THE ERROR OF CLOSURE FOR THE UNADJUSTED TRAVERSE IS GREATER THAN 1:15,000. 2 17 1 5 3 14 Vicinity Map

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF LEGAL DESCRIPTION (COMMONLY KNOWN AS 3398 GRAVES ROAD, MEMPHIS, TN) Real estate situated and being in the 2nd Civil District, County of Shelby, State of Tennessee, to wit: The Southeast 11 Acres of the Hagerty Tract in Section 1, Range 8, Shelby County, Tennessee, being more particularly described as follows: Beginning at the intersection of the north line of Winchester Road, 60 feet wide, with the east line of Graves Street, 50 feet wide, and running thence northwardly along the east line of Graves Street, passing an iron pin at 20 feet and continuing a further distance of 780.38 feet, in all a total distance of 800.38 feet to an iron pin; thence eastwardly parallel to Winchester Road 607.18 feet to an iron pin in the west line of McCorkle Street, dedicated 50 feet wide but not opened; thence southwardly along the said west line of McCorkle Street, passing an iron pin at 780.14 feet and continuing a further distance of 20 feet, in all a total of 800.14 feet to its intersection with the north line of Winchester Road; thence westwardly along the north line of Winchester Road a distance of 590.5 feet to a point of beginning, containing 11.00 acres.

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DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF 077003 00033 - RICHARDS DOUGLAS & ELSA 077003 00011 - ROBERSON EVA 077001 00035 - GILDER JOHN I 077001 00036 - MOSBY-BATES VALDA 077004 00001 - HAMILTON JACOB JR & DOROTHY B 077004 00002 - CRAWFORD CHARLES E & MABLE 077004 00008 - WRIGHT KIM D & RUSSELL A 077004 00010 - BRD OF EDUCATION MPHS CTY SCH 077001 A00011 - FARMER ANTHONY 077001 A00008 - MITCHELL RAPHAEL 077001 00048 - HODGES LINCOLN A (1/3) AND GARY 077001 A00006 - JALLOH EL HADJI M ALIOU 077001 A00001 - GILLIAM TAMIKA L 077015 00001C - RICHEY JANA E 077015 00002 - ANDERSON CARLEYTHIA & JULIOUS 077014 00002 - WEBB ANNETTE M 077015 00028 - EXUM CHERYL D 077014 00003 - BRADLEY JOHN A AND ERMA J 077015 00026C - HENNON GILL LIVING TRUST 077015 00005C - SHINAULT WILLIE R & ADDOE [ 077005 00018 - SPECIALIZED IRA SERVICES FBO HEALTHY 077005 00019 - BREWER L C JR 077005 00020 - VASQUEZ DELMAR 077005 00033 - WELLS STEVEN L & CHARMAINE L 077005 00032 - FAULKNER WANDA R

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF 077005 00060 - HILL JAMETA A 077017 00008 - MCKINNEY MARION JR & MARY L 077001 00049C - NABER GEORGE N & NORMA T I KAKISH 077003 00032 - RICHARDS DOUGLAS 077003 00031 - KILLEBREW ADRIAN M 077002 00018 - ENGLISH WM A & ELIZABETH L 077003 00010 - GROVE RICKEY W & LINDA J 077003 00012 - BURNS PROPHET 077001 00032 - SIMS HAZEL W 077001 00033 - SHACKELFORD TIFFANY AND BRIAN 077001 00034 - HARP ANNETTE 077004 00003 - ECHOLS FREDERICK R 077004 00004 - COY ALYNE H 077004 00005 - WRIGHT SHIRLEY A 077004 00006 - TAYLOR SHELIA S AND SHEENA S J ROBINSON 077004 00007 - JONES FREDDIE L & JESSIE M 077001 00037 - GARDEN OF GRACE CHURCH MINISTRIES INC 077004 00009 - UNITY CENTER OF MEMPHIS 077001 A00013 - JOHNSON THOMAS L III 077001 A00012 - GREEN BOBBIE J AND CHERYL GREEN 077001 A00010 - JACKSON KENNETH L 077001 A00009 - DYSON TYRONE F 077001 A00007 - ALLEN RICKY L & SHERYL A 077001 A00005 - SHANNON DEBORAH 077001 A00004 - NICHOLS ALA M

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF 077001 A00003 - MOBLEY LINDA SUE 077001 A00002 - CLAYBORNE RONALD 077014 00001C - KUYKINDALL KENNETH C 077014 00032 - MCGHEE SHELTON JR & SANDRA T 077014 00031 - SYKES COZY JR & ANGELA D 077005 00021 - SCOTT CAROLYN 077005 00022 - SCOTT CAROLYN 077005 00052 - MALONE MORRIS E SR & HAZEL J 077005 00024 - PRICE WARREN 077005 00054 - STEELE VANESSA D 077005 00042 - MOY JAMES JR 077005 00041 - BEASLEY BEATRICE T 077005 00040 - MCGOWAN ELCOSIE & DOROTHY J 077005 00039 - COX GLADYS 077005 00038 - BROWN CHARLES H & NEELY H 077005 00037 - MEMPHIS FAMILY PRACTICE SPECIALTY 077005 00036 - FIRSTRATE INVESTMENTS 077005 00053 - BROWN CHARLES H & NEELY H 077005 00035 - CARRUTHERS MARILYN L 077005 00055 - LACY CHRISTOPHER M SR & DORIS J 077005 00034 - WEBB MARCUS AND STEVE WEBB (RS) 077005 00058 - BERRY WILBERT & LILY M 077005 00031 - SEGREST LINDA 077005 00030 - DAVIS ROBERT L 077015 00003C - BOWEN TOMMIE SR & VIRGINIA S

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF 077005 00026C - KIRKWOOD LUTHER J & ROBYN G S 077001 00047 - AVALON HOLDINGS LLC 077017 00007 - MCKINNEY MARION JR & MARY L 077017 00072C - JOHNSON CHEYENNE 077017 00004 - GRAVES ROAD CHURCH OF CHRIST INC

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF RICHARDS DOUGLAS & ELSA 1820 N 57TH ST TAMPA FL 33619 ROBERSON EVA 744 BRAKEBILLAVE MEMPHIS TN 38116 GILDER JOHN I 679 BRAKEBILLAVE MEMPHIS TN 38116 MOSBY-BATES VALDA 687 BRAKEBILLAVE MEMPHIS TN 38116 HAMILTON JACOB JR & DOROTHY B 703 BRAKEBILLAVE MEMPHIS TN 38116 CRAWFORD CHARLES E & MABLE 711 BRAKEBILLAVE MEMPHIS TN 38116 WRIGHT KIM D & RUSSELL A 3313 MCCORKLERD MEMPHIS TN 38116 BRD OF EDUCATION MPHS CTY SCH 2597 AVERY AVE MEMPHIS TN 38112 FARMER ANTHONY 3375 GRAVES RD MEMPHIS TN 38116 MITCHELL RAPHAEL PO BOX 957 HODGES LINCOLN A (1/3) AND GARY PO BOX 171337 MEMPHIS TN 38187 JALLOH EL HADJI M ALIOU 3409 GRAVES RD MEMPHIS TN 38116 GILLIAM TAMIKA L 3439 GRAVES RD MEMPHIS TN 38116 RICHEY JANA E 1838 SPARKWAY E MEMPHIS TN 38114 ANDERSON CARLEYTHIA & JULIOUS 3459 MCCORKLERD MEMPHIS TN 38116 WEBB ANNETTE M 942 WINCHESTER RD MEMPHIS TN 38116 EXUM CHERYL D 3472 GRAVES RD MEMPHIS TN 38116 BRADLEY JOHN A AND ERMA J 3475 LAKEVIEW RD MEMPHIS TN 38116 HENNON GILL LIVING TRUST 3488 GRAVES RD MEMPHIS TN 38116 COLLIERVILLE TN 38027 SHINAULT WILLIE R & ADDOE [ 3495 MCCORKLERD MEMPHIS TN 38116 SPECIALIZED IRA SERVICES FBO HEALTHY 1128 20THAVE #130 HONOLULU HI 96816 BREWERLCJR 3331 LAKEVIEW RD MEMPHIS TN 38116 VASQUEZ DELMAR 3341 LAKEVIEW RD MEMPHIS TN 38116 WELLS STEVEN L & CHARMAINE L 3410 MCCORKLERD MEMPHIS TN 38116 FAULKNER WANDAR 3420 MCCORKLERD MEMPHIS TN 38116 HILL JAMETAA 820 WINCHESTER RD MEMPHIS TN 38116 MCKINNEY MARION JR & MARY L 3487 GRAVES RD MEMPHIS TN 38116 NABER GEORGE N & NORMA T I KAKISH 2654 KALAMERST SACRAMENTO CA 95835 RICHARDS DOUGLAS 1820 N 57TH ST TAMPA FL 33619 KILLEBREW ADRIAN M 3663 GRAVES RD MEMPHIS TN 38116

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF ENGLISH WM A & ELIZABETH L 3311 GRAVES RD MEMPHIS TN 38116 GROVE RICKEY W & LINDA J 3295 MCCORKLERD MEMPHIS TN 38116 BURNS PROPHET 736 BRAKEBILLAVE MEMPHIS TN 38116 SIMS HAZEL W 659 BRAKEBILLAVE MEMPHIS TN 38116 SHACKELFORD TIFFANY AND BRIAN 665 BRAKEBILLAVE MEMPHIS TN 38116 HARP ANNETTE 671 BRAKEBILL MEMPHIS TN 38116 ECHOLS FREDERICK R 719 BRAKEBILL MEMPHIS TN 38116 COY ALYNE H 725 BRAKEBILLAVE MEMPHIS TN 38116 WRIGHT SHIRLEY A 731 BRAKEBILLAVE MEMPHIS TN 38116 TAYLOR SHELIA S AND SHEENA S J ROBINSON 739 BRAKEBILLAVE MEMPHIS TN 38116 JONES FREDDIE L & JESSIE M 745 BRAKEBILLAVE MEMPHIS TN 38116 GARDEN OF GRACE CHURCH MINISTRIES INC 3690 MASONWOOD LN MEMPHIS TN 38116 UNITY CENTER OF MEMPHIS 3345 MCCORKLERD MEMPHIS TN 38116 JOHNSON THOMAS L III 3363 GRAVES RD MEMPHIS TN 38116 GREEN BOBBIE J AND CHERYL GREEN 3369 GRAVES RD MEMPHIS TN 38116 JACKSON KENNETH L 3381 GRAVES RD MEMPHIS TN 38116 DYSON TYRONE F 3385 GRAVES RD MEMPHIS TN 38116 ALLEN RICKY L & SHERYL A 3403 GRAVES RD MEMPHIS TN 38116 SHANNON DEBORAH 3413 GRAVES RD MEMPHIS TN 38116 NICHOLS ALAM 3419 GRAVES RD MEMPHIS TN 38116 MOBLEY LINDA SUE 3425 GRAVES RD MEMPHIS TN 38116 CLAYBORNE RONALD 3431 GRAVES RD MEMPHIS TN 38116 KUYKINDALL KENNETH C 3468 MCCORKLERD MEMPHIS TN 38116 MCGHEE SHELTON JR & SANDRA T 3476 MCCORKLERD MEMPHIS TN 38116 SYKES COZY JR & ANGELA D 3496 MCCORKLERD MEMPHIS TN 38116 SCOTT CAROLYN 3349 LAKEVIEW RD MEMPHIS TN 38116 SCOTT CAROLYN 3349 LAKEVIEW RD MEMPHIS TN 38116 MALONE MORRIS E SR & HAZEL J 3373 LAKEVIEW RD MEMPHIS TN 38116 PRICE WARREN 2836 LAMAR MEMPHIS TN 38114 STEELE VANESSA D 3389 LAKEVIEW RD MEMPHIS TN 38116

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF MOY JAMES JR 3300 MCCORKLERD MEMPHIS TN 38116 WEBB MARCUS AND STEVE WEBB (RS) 3400 MCCORKLERD MEMPHIS TN 38116 BEASLEY BEATRICE T 3310 MCCORKLERD MEMPHIS TN 38116 MCGOWAN ELCOSIE & DOROTHY J 3320 MCCORKLERD MEMPHIS TN 38116 COX GLADYS 3330 MCCORKLERD MEMPHIS TN 38116 BROWN CHARLES H & NEELY H 3340 MCCORKLERD MEMPHIS TN 38116 MEMPHIS FAMILY PRACTICE SPECIALTY 3340 MCCORKLERD MEMPHIS TN 38116 FIRSTRATE INVESTMENTS PO BOX 1987 BERRY WILBERT & LILY M 812 WINCHESTER RD MEMPHIS TN 38116 SEGREST LINDA 1391 E HOLMES RD MEMPHIS TN 38116 DAVIS ROBERT L 3440 MCCORKLERD MEMPHIS TN 38116 BOWEN TOMMIE SR & VIRGINIA S 3479 MCCORKLERD MEMPHIS TN 38116 KIRKWOOD LUTHER J & ROBYN G S 3409 LAKEVIEW RD MEMPHIS TN 38116 OLIVE BRANCH MS 38654 BROWN CHARLES H & NEELY H 3340 MCCORKLERD MEMPHIS TN 38116 CARRUTHERS MARILYN L 3380 MCCORKLERD MEMPHIS TN 38116 LACY CHRISTOPHER M SR & DORIS J 3390 MCCORKLERD MEMPHIS TN 38116 AVALON HOLDINGS LLC PO BOX 540164 LAKE WORTH FL 33454 MCKINNEY MARION JR & MARY L 3487 GRAVES RD MEMPHIS TN 38116 JOHNSON CHEYENNE 1024 BLUEBIRD RD MEMPHIS TN 38116 GRAVES ROAD CHURCH OF CHRIST INC 3451 GRAVES RD MEMPHIS TN 38116

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF ■ Tom Leatherwood, Shelby County Register of Deeds: Instr^<59367 i ? yr L* V Ks aae*? JL QUIT CLAIM DEED KNOW ALL MEN BY THESE PRESENTS, that the SHELBY COUNTY BOARD OF EDUCATION; W. FRANK POSEY, WILLIAM A. WILDER, MRS. D. 0. ANDREWS, JR W. S. HOWARD, BLAIR T» HUNT, MRS. RHEBA HOFFMANN and ROLAND WOODSON, TRUSTEES, of the County of Shelby and State of Tennessee, for and in consideration of the sum of TEN ($10.00) DOLLARS and other good and valuable consideration, to them in • t 4 hand paid by the BOARD OF EDUCATION OF THE MEMPHIS CITY SCHOOLS of the County of Shelby and State of Tennessee, do hereby bargain, sell, release, remise, quit claim and convey unto the said BOARD OF EDUCATION OF THE MEMPHIS CITY SCHOOLS all their right, title and interest in and to the following described real estate, situated and being in the 2nd Civil District, County of Shelby, State of Tennessee; to-wit: The Southeast 11 Acres of the Hagerty Tract in Section 1, Range 8, Shelby County, Tennessee, being more particularly described as follows: i ' |i f.; Beginning at the intersection of the north line of Winchester Road, 60 feet wide, with the cast line of Graves Street, 50 feet wide, and running thence northwardly along the east lino of Graves Street, passing an iron pin at 20 feet and continuing a further distance of 780»38 feet, in all a total distance of 800.38 feet to an iron pin; thence eastwardly parallel to Winchester Road 607.18 feet to an iron pin in the west line of McCorkle Street, dedicated 50 feet wide but not opened; thence southwardly along the said west line of McCorkle Street, passing an iron pin at 780.14 feet and continuing a further distance of 20 feet, in all a total distance of 800.14 feet to its intersection with the north line of Winchester Road; thence westwardly along the north line of Winchester Road a distance of 590.5 feet to the point of beginning, containing 11.00 acres. Being the same property conveyed to grantors by Warranty Deed of record in the Register's Office of Shelby County, Tennessee, in Rook 2920, P/iqo 204, said property being the campus and building known as Graves School. :■ % I i: m ¥ } \ r f* ▲ T T And they do hereby WARRANT the title heroin conveyed unto lhe said HOARD OF EDUCATION OF THE MF.WMUE CITY sniOOl.S against the lawful claims; of all persons whomsoever claiming same by, through or under the grantors; heroin. ■* j \

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF •if . ‘Vfy Tom Leatherwood, Shelby County Register of Deeds: Instr. # K59367 si pffry. f ?. :?t s' K5 2 - I their hands and seals, this a^^day of IN TESTIMONY WHEREOF, the said grantors have hereunto set '’tnAX&tJ . 1975. SHELBY COUNTY BOARD By: w. Fremlf'poSetft lUCATION Chairman yiijz//zs^ 7&)L‘/j'/;'.______ William A. Wilder, Vice Chairman 4 Mrs. D. O. Andrews, Jr. . 10-A. (l W. Sy^Howard Blair T. Hunt - - - - Mrfe/' Rheba Hoffm&rfn I, \Artt2T7U43l Roland Woodson i • STATE OF TENNESSEE COUNTY OF SHELBY On this X X Public in and for said State ahd County, duly commissioned and quali-y day of n « ?«SS2^211^appeared W- FRANK POSEY, WILLIAM A. WILDER, MRS. D. O. ANDREEVS, JR., W. S. HOWARD, BLAIR T. HUNT, MRS. RHEBA HOFFMANN tv the same as their free act and deed. above written 5.5SS.J? y{2. My" . &**/■/ ’ % & (!.:• 5-* &F ■ ’ ) \ expires: V-' '• •'; $4.00 -• 'ifiiis ^stAlaent prepared by: Board-of.EdticatlPn of the Memphis City Schools 2597 Avery Avenue Memphis, Tennessee 38112 Mail tax bills to: NONE Governmental Authority Transfer Tax: NONE Governmental Authority (Graves Property) Notary Public - executed h3nd and Notarial Seal at office, the day and year * Return to: John J. Delius, Attorney ii!nsSut,i T1*tl0 Con’pany» Kn«5 9 3 6 7 J181 Poplar Avenue Memphis, Tennessee 38111 STATE TAX__________ REB.FEE_-_________ REi:.rEE._^4^„. 31‘I II) 27’m ft) TATE Or TENNC C .»»: T A T

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF WHITEHAVEN WORKS at GRAVES ELEMENTARY P.D. OUTLINE PLAN CONDITIONS I. Uses Permitted A. All uses permitted in the Campus Master Plan 2 (CMP-2) use district shall be allowed, either by right or upon issuance of a Special Use Permit as indicated in the Permitted Use Table of the Memphis and Shelby County Unified Development Code (UDC). B. All uses in the Employment (EMP) use district shall be allowed, except the following: 1. Funeral Services of any sort. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. 21. 22. 23. 24. 25. Adult-oriented entertainment establishment. Bar, tavern, cocktail lounge, nightclub. Indoor shooting range. Horse stables, riding academy, equestrian center Outdoor shooting range. Stadium or arena, commercial amphitheater. Permanent off-premise advertising sign. Commercial parking lot. Restaurants. Convenience store with gas pumps, gas station, or commercial electric vehicle charge station. Convenience store without gas pumps. Payday loans and title loan establishment. Pawnshop. Tattoo, palmist, psychic or medium. Mini-storage or indoor storage. Vehicles sales, services & repair. Detention Center, jail, prison. Contractor’s storage. Lumberyard. Sheet metal shop. Soft-drink bottling Welding, machine and tool repair. Chemical, cosmetics, drug, soap, paints, fertilizers and abrasive products. Open/Agriculture/Resource Extraction.

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF II. Bulk Regulations The bulk regulations of the CMP-2 District shall apply with the following exceptions: A. B. C. D. III. Maximum building height shall be 2-story, not exceeding 60 feet. All buildings shall be setback a minimum of 120 feet from Graves Road. All buildings shall be setback a minimum of 75 feet from Winchester Road. All buildings shall be setback a minimum of 120 feet from McCorkle Road. Access, Circulation and Parking: A. B. C. D. E. F. G. IV. The existing curb cut on McCorkle Road shall be closed with curb, gutter and sidewalk. One curb cut on Winchester Road shall be permitted. Two curb cuts shall be permitted on Graves Road and shall be connected by a circular drive. All tractor-trailers shall access the property from Winchester Road only. The exact number, location and design of permitted curb cuts shall be subject to the approval of the City Engineer. All private drives shall be constructed to meet City Standards and provide a minimum pavement width of 22 feet, exclusive of curb and gutter. Provide up to 143 parking spaces. Landscaping and Screening A. B. C. D. E. F. G. All streetscapes shall be landscaped in accordance with either Plate S-10 or Plate S-11 found in the Memphis and Shelby County Unified Development Code (UDC). Parking lots and driveways shall be setback a minimum of 20 feet from the public streets. Provide a 25-foot wide buffer along the north line. The existing vegetation shall remain and shall be supplemented by 4 Type E trees per 100 lineal feet. Internal parking lot landscaping shall be provided in accordance with the UDC. All loading facilities shall be screened from view from Graves Road and McCorkle Road Refuse containers shall be completely screened from view from the public roads. All heating and air conditioning equipment located on the roof shall be screened using architectural features, including a parapet, mansard roof, or site-proof screening. Any groundmounted equipment shall be screened from view with site-proof screening or landscape materials. H. All required landscaping and screening shall be provided exclusive of any areas encumbered by easements and shall not conflict with any easements, including overhead wires.

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF I. J. K. V. Signs A. B. C. D. E. F. VI. Equivalent landscaping may be substituted for that required above, subject to administrative approval. No noxious noise or odors shall result from any activity at this property. Lighting shall be directed so as not to glare onto any residential property. Two monument style signs shall be permitted, one at the corner of Winchester Road and Graves Road and the other at the corner of Winchester Road and McCorkle Road. Each sign shall have a maximum area of 50 square feet and a maximum height of 12 feet. One sign shall be permitted on Graves Road between the two curb cuts. The maximum area shall be 32 feet and the maximum height shall be 8 feet. The minimum sign setback shall be 10 feet. No detached sign shall be allowed on McCorkle Road, other than that stated above. Attached signs shall be in accordance with the CMP-2 District. No temporary or portable signs shall be permitted. Drainage A. B. All drainage plans shall be submitted to the City Engineer for review. Drainage improvements, including possible on-site detention shall be provided under contract in accordance with the City of Memphis/Shelby County Storm Water Management Manual. VII. The Land Use Control Board may modify the bulk, access, parking, landscaping, loading screen, signage and other site requirements if equivalent alternatives are presented; however, any adjacent property owner who is dissatisfied with the modifications of the Land Use Control Board hereunder may within ten days of such action, file a written appeal to the Director of Office of Planning and Development to have such action reviewed by the Appropriate Governing Bodies. VIII. A final plan shall be filed within five years of the approval of the Outline Plan. The Land Use Control Board may grant extensions at the request of the applicant. IX. Any final plan shall include the following: A. The Outline Plan Conditions. B. A Standard Contract as defined by the Subdivision Regulations for any needed public improvements.

DocuSign Envelope ID: E0DCF1BB-5E00-44A7-B64D-A0C169C19FCF C. D. E. F. G. The exact location and dimensions, including height, of all buildings or buildable areas, parking areas, drives, and identification of plan materials in required landscaping. The number of parking spaces. The location and ownership, whether public or private, of any easement. The one-hundred (100) year flood elevation. The following note shall be placed on the final plat of any development requiring on-site storm water detention facilities: The areas denoted by “Reserved for Storm Water Detention” shall not be used as a building site or filled without first obtaining written permission from the City or County Engineer, as applicable. The storm water detention systems located in these areas, except for those parts located in a public drainage easement, shall be owned and maintained by the property owner and/or property owners’ association. Such maintenance shall be performed so as to ensure that the system operates in accordance with the approved plan on file in the City/County Engineer’s Office. Such maintenance shall include, but not be limited to, the removal of sedimentation, fallen objects, debris and trash, mowing, outlet cleaning, and repair of drainage structures.

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