1. Providence Downs South
Home Owners’ Association
1203 Venetian Way Drive
Waxhaw, NC 28173
August 26, 2011
Revolution Investments LLC
Janet L. Covey
Managing Member
Via Hand Delivery
Re: Revolution Letter June 12, 2011
Dear Ms. Covey,
Thank you for the proposal in your letter of June 21, 2011. We agree that it would be
beneficial to both parties to work together toward a mutual goal. We have carefully considered
your offer and would respectfully propose the following:
1. Revolution would pay the PDS HOA (“PDS”) the sum of $149,874.56, and would also
loan to PDS, on an interest-free basis, the sum of $107,722.34 (“Loan”), with the
combined sums to be used by PDS for the purpose of promptly constructing an entrance
monument gate and landscaping of the entrance and common areas of Ezzell Hill.
2. Revolution would complete the infrastructure of Ezzell Hill. “Infrastructure” would include
those items listed in the attached exhibit. The completed infrastructure would be subject
to PDS approval prior to acceptance by PDS as referenced below.
3. Upon the approval referenced above, PDS would accept the 32 Revolution lots in Ezzell
Hill as part of Providence Downs South, subject to the restrictive covenants for Ezzell
Hill.
4. Dues would be paid on the 32 lots (“Dues”) beginning from the date of the foreclosure of
May 28, 2010 (but no late fees or interest), said amount to be paid within 30 days of the
execution of a formal agreement.
5. PDS would repay the Loan to Revolution as follows:
a. Quarterly payments in an amount equal to all Dues received by PDS for the
Revolutions lots for 2010 and 2011, and thereafter the amount of Dues received
by PDS for the Revolution lots that exceeds the amount necessary to maintain
Ezzell Hill.
b. In any event, the balance (if any) that remained on December 31, 2013 would be
paid in full by a balloon payment at that time.
c. PDS would provide an accounting of Dues received with each quarterly payment
made and beginning in 2012 would also provide an accounting of the amount
necessary to maintain Ezzell Hill.
6. Upon completion of the gates and landscaping by PDS, and the PDS-approved
Infrastructure by Revolution, the common areas and the streets would be conveyed to
PDS by general warranty deed, free from encumbrances, at which time PDS would
undertake the maintenance of those areas.

2. 7. The 14 McGee lots and the 6 acre tract that are in McGee Valley would also be annexed
into Providence Downs South subject to the recorded restrictive covenants but no dues
on the lots would be owed until the Revolution foreclosure, or January 1, 2012,
whichever is earlier. The easement over the PDS common area would be released back
to PDS within 30 days of the agreement. The six acre tract would be required to be
developed in accordance with the Preliminary Plat Plan and in conformity with the
surrounding homes in PDS.
8. With respect to Ezzell Hill and McGee Valley, other than the Dues referenced above,
PDS would waive any rights or claims against Revolution in connection with the CCR’s,
(including but not limited to claims of CCR violations) through the date of the agreement,
and Revolution would waive any rights or claims against PDS in connection with the
CCR’s (including but not limited to rights of notices, quorum and voting rights, etc.)
through the date of the agreement.
9. Only individual owner residents would be eligible to run for the PDS HOA board.
Revolution would grant its proxies for all voting rights to the PDS HOA. The proxy for
each lot would remain in effect until that lot is sold by Revolution.
10. Revolution would waive any claims to any Declarant Rights and agrees that those rights,
to the extent any still exist, would be released to PDS by Revolution and/or the Trustee.
We look forward to working with you and we appreciate the opportunity to partner with you
in this endeavor as we continue to enhance our community.
Kind regards,
___________________
Tom Scott
President, PDS