EXHIBIT 10.7

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EXHIBIT B

Premises: | 137 Ebert Lane, Suite 9, Mooresville, NC 28117
Size: | 3,085 sq.ft. +/-
Tenant: | Airship AI Holdings, Inc.
Use: | Tenant shall have right to use and occupy the Leased Premises:
| Office/Warehouse.
Initial Term: | Thirty-Six (36) Months.
Lease Commencement: | February 1st, 2025
Rent Commencement: | February 1st, 2025
Rental Schedule: | $19.00 PSF x 3,085 sq.ft. = $4,884.58/ month NNN
Additional Rent | TICAMS: $3.26 PSF X 3,085 sq.ft.= $838.09 per month
| Note: TICAMS are reassessed annually and may increase
| Rent 1st Year: $5,722.68/month.
| Note: Tenant shall reimburse Landlord for Tenant’s Pro Rata share of all real estate taxes, assessments, hazard and liability insurance and common area maintenance costs for Suite 9 at Park 35. The estimated 2024 NNN charges are $3.26/SF.
Annual Escalations: | 3.00% Annual Escalation based on CPI Index
Utilities: | Tenant Responsibility
| The tenant is responsible for Electric, HVAC, Gas, Water/Sewer, and Internet (All Utilities). Water/Sewer bills will be sent quarterly from Landlord at this time.
| Note: All maintenance of the Leased Premises shall be the responsibility of the Tenant including, but not limited to, the mechanical, electrical, and plumbing systems. The COA shall be responsible for maintenance of the roof, exterior walls, and structural integrity of the building.
Security Deposit: | $5,722.68
Pre-Paid Rent: | 1st month Gross Rent paid at Lease Execution ($5,722.68)
Due at Lease Signing: | Security Deposit, 1st month Gross Rent, Certificate of Insurance
Landlord’s Work: | None.
Tenant’s Work: | None.

Tenant Initials: _____ Landlord Initials: ______

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Signage: Must conform to the attached sign standards per Park 35 and completed/installed by Artisan Signs. (See attached below).

Any temporary signage must be approved by Landlord.

Use of Name: Tenant will have the right to use the name or mark of Park 35 in association with the office while as a tenant at Park 35. Parking is not reserved, and the Parking ratio is 4 spaces per unit.

Trash: Tenant is responsible for removing off site bulk trash or large debris, including but not limited to pallets, wood, metal, construction debris etc.

Estimated Rent Schedule:

Annual Escalations: Commencing on the 1st anniversary of the Lease Commencement Base rental shall increase by (3.0%) based on CPI Index on an annual basis throughout term.

Tenant Initials: _____ Landlord Initials: ______

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Tenant acknowledges receipt of un-signed and un-recorded copies of the Declaration of Park 35 Condominium and the Park 35 Condominium Plat to be filed in the Register of Deeds for Iredell County, North Carolina, in substantially the same forms as received by Tenant, the Bylaws of Park 35 Condominium Owners Association, Inc., and the Rules and Regulations and Sign Standards applicable to the Premises (collectively, the “Condominium Documents”), and Tenant acknowledges that the Premises is subject in all respects to the provisions of the Condominium Documents and Tenant agrees to comply with the terms thereof.

RULES

OF

Park 35 Condominium Owners Association

TABLE OF CONTENTS

ARTICLE I - Use of Units Affecting the Common Elements

Section 1.1 | Occupancy Restrictions
Section 1.2 | No Residential Use
Section 1.3 | Trash
Section 1.4 | Displays Outside of Units
Section 1.5 | Painting Exteriors
Section 1.6 | Cleanliness
Section 1.7 | Dangerous Materials
Section 1.8 | Guests

ARTICLE II - Use of Common Elements

Section 2.1 | Obstructions
Section 2.2 | Proper Use
Section 2.3 | Trucks and Commercial Vehicles
Section 2.4 | Alterations, Additions, or Improvements to Common Elements

ARTICLE III - Actions of Owners and Occupants

Section 3.1 | Annoyance or Nuisance
Section 3.2 | Compliance with Law
Section 3.3 | Pets
Section 3.4 | Indemnification for Actions of Others
Section 3.5 | Leases
Section 3.6 | Signs

Tenant Initials: _____ Landlord Initials: ______

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ARTICLE V - Rubbish Removal

Section 5.1 | Refuse Removal
Section 5.2 | Hazardous Waste

ARTICLE VI - Motor Vehicles

Section 6.1 | Compliance with Law
Section 6.2 | Limitations on Use
Section 6.3 | Unlicensed or Immobile Vehicles
Section 6.4 | No Parking Areas
Section. 6.5 | Limited Use of Trucks, Vans, Trailers and Commercial Vehicles
Section 6.6 | No Long Term Parking
Section 6.7 | Where to Park
Section 6.8 | Speed Limit
Section 6.9 | Unregistered Vehicles
Section 6.10 | Vehicle Operators
Section 6.11 | Repairs

ARTICLE VII - Rights of Declarant

ARTICLE VIII - General Administrative Rules

Section 8.1 | Consent in Writing
Section 8.2 | Complaint

ARTICLE IX - Alternate Dispute Resolution

Section 9.1 | Alternate Dispute Resolution

Tenant Initials: _____ Landlord Initials: ______

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RULES AND REGULATIONS AND SIGN STANDARDS

OF PARK 35

The following Rules apply to all owners and occupants of the Units.

ARTICLE I

Use of Units Affecting the Common Elements

Section 1.1 - Occupancy Restrictions. Units may be used for any commercial uses allowed pursuant to the Zoning Regulations of the Town of Mooresville provided uses for specific Unit(s) may be further restricted by the terms of the Declaration.

Section 1.2 - No Residential Use. No residential use of any kind shall be allowed in any Unit.

Section 1.3 - Trash. All trash, garbage, debris and other disposables shall be stored by Unit Owners inside the Units. No trash, garbage, debris or disposables may be placed outside the Units except for placement in the trash compactor or dumpster. Unit Owners at their own expense must arrange for their own regular pick up of trash, garbage, debris and disposables, from within their units.

Section 1.4-Displays Outside of Units. Owners shall not cause or permit anything to be hung, displayed or exposed at or on the inside or outside of windows without the prior consent of the Executive Board.

Section 1.5-Painting Exteriors. Owners shall not paint, stain, or otherwise change the color of any exterior portion of any building.

Section 1.6- Cleanliness. Each Unit Owner shall keep his or her Unit in a good state of preservation and cleanliness and under no circumstances shall allow any garbage, debris, or stored material items of any type to accumulate outside the Unit.

Section 1.7-Dangerous Materials. No Unit Owner shall use or permit to be brought into the Common Elements or any Unit any flammable, combustible or explosive material, chemical or substance or articles deemed extra hazardous to life or property, except such products and materials as are required for the normal allowed use employed at the Unit, without in each case obtaining written consent of the Manager or the Executive Board.

Section 1.8-Guests. Unit Owners shall be held responsible for all actions of their tenants, invitees, employees, agents, clients or guests.

Tenant Initials: _____ Landlord Initials: ______

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ARTICLE II

Use of Common Elements

Section 2.1-Obstructions. There shall be no obstruction of the Common Elements, nor shall anything be stored outside of the Units.

Section 2.2-Proper Use. Common Elements shall be used only for the purposes for which they were designed. No person shall commit waste on the Common Elements or interfere with their proper use by others, or commit any nuisances, vandalism, boisterous or improper behavior on the Common Elements which interferes with or limits the enjoyment of the Common Elements by others.

Section 2.3-Trucks and Commercial Vehicles. Trucks and commercial vehicles not associated with the uses employed by the Units are prohibited in the parking areas and driveways, except for temporary loading and unloading, or as may be designated by the Executive Board.

Section 2.4-Alterations, Additions or Improvements to Common Elements. No Alterations, additions or Improvements may be made to the Units or the Common Elements including, but not limited to, any painting or staining of the exterior of any structure without the prior consent of the Executive Board or such committee established by the Executive Board having jurisdiction over such matters, if any.

ARTICLE III

Actions of Owners and Occupants

Section 3.1- Annoyance or Nuisance. No noxious, offensive, dangerous or unsafe activity shall be carried on or in any Unit, or the Common Elements, nor shall anything be done therein either willfully or negligently, which may be or become an annoyance or nuisance to the other Unit Owners or occupants. No Unit Owner or occupant shall make or permit any disturbing noises by himself or employees, agents, visitors and licensees, nor do or permit anything to be done by such persons that will interfere with the rights, comforts or convenience of other Unit Owners or occupants. No Unit Owner or occupant shall play, or suffer to be played, any musical instrument or operate or suffer to be operated a phonograph, television set, radio or other audio device at such high volume or in such other manner that it shall cause unreasonable disturbances to other Unit Owners or occupants.

Section 3.2-Compliance with Law. No immoral, improper, offensive or unlawful use may be made of the Property and Unit Owners shall comply with and conform to all applicable laws and regulations of the United States and of the State of North Carolina, and all ordinances, rules and regulations of the Town of Mooresville. The violating Unit Owner shall indemnify and hold the Association and other Unit Owners harmless from all fines, penalties, costs and prosecutions for the violation thereof or noncompliance therewith.

Section 3.3-Pets. No animals, birds or reptiles of any kind shall be raised, bred, or kept on the Property or brought on the Common Elements or kept in the Units.

Section 3.4 - Indemnification for Actions of Others. Unit Owners shall indemnify and hold the Association and other Unit Owners and occupants harmless for the actions of their tenants, guests, employees, agents, invitees or licensees.

Section 3.5-Leases. All leases shall be in writing and shall reference that the lease is subject to the terms and conditions contained within the Documents for the Common Interest Community.

Section 3.6-Signs. All signage must conform to the Park 35 Condominium Sign Standards attached hereto.

Tenant Initials: _____ Landlord Initials: ______

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ARTICLE IV

Insurance

Section 4.l-Increase in Rating. Nothing shall be done or kept by Unit Owners within Units, without the prior consent of the Executive Board. No Unit Owner shall permit anything to be done, or kept on the Property which will result in the cancellation of insurance coverage on any of the buildings, or contents thereof, or which would be in violation of any law

Section 4.2-Rules of Insurance. Unit Owners and occupants shall comply with the Rules and Regulations of the National Fire Rating Association and with the rules and regulations contained in any fire and liability insurance policy applicable to their Unit.

Section 4.3 - Reports of Damage. Damage by fire or accident affecting the Property, and persons injured by or responsible for any damage, fire or accident must be promptly reported COA. Owners must ensure that smoke detectors and fire extinguishers consistent with NFPA standards are installed and operable in their Units.

ARTICLE V

Refuse Removal

Section 5.1- Refuse Removal. Unit Owners shall dispose of refuse, trash and garbage in containers approved by the Executive Board and in locations designated by the Executive Board. No other disposal of refuse, trash or garbage shall be permitted except if the Unit Owner makes private arrangements with a hauler approved by the Executive Board for pick-up with all storage of refuse in the Unit or in dumpsters or trash compactors approved by the Executive Board together with a pick-up schedule calling for pick-up at least once per week.

Section 5.2 - Hazardous Waste. Chemicals, or any hazardous waste (e.g.: motor oil, antifreeze, paint, etc.), shall not be put in any refuse container for pickup, or poured down any drain on the Property but shall only be disposed of in accordance with applicable law.

ARTICLE VI

Motor Vehicles

Section 6.1- Compliance with Law. All persons shall comply with North Carolina State Laws, Department of Motor Vehicle regulations, and applicable local ordinances, in the drives and parking area at the Property.

Tenant Initials: _____ Landlord Initials: ______

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Section 6.2 - Limitations on Use. The use of any Limited Common Element parking space is limited to use by the Unit to which it is assigned. Parking areas shall be used for no other purpose than to park motor vehicles and loading or unloading.

Section 6.3-Unlicensed or Immobile Vehicles. Except for motor assisted bicycles and wheelchairs as permitted by state law, all motor vehicles used or parked on the Property will be licensed and properly equipped and in operating condition for safe travel on the public highways of the state.

Section 6.4 - No Parking Areas. Vehicles may not be parked in such manner as to block access to fire hydrants, sidewalks running perpendicular to drives, pedestrian crossing areas, designated fire lanes, designated loading areas, clear two lane passage by vehicles on roads and drives, or parking in another Unit's Limited Common Element parking spot. Vehicles in violation will be towed. In addition, a $50 per day fine may be levied against the Person, Unit Owner or occupant to whom the vehicle is registered, following Notice and Hearing, for the period that the vehicle violates these rules, unless at such hearing good and valid reasons are given for such violation.

Section 6.5-Limited Use of Trucks, Vans, Trailers and Commercial Vehicles. Unless associated with the use employed within the Units, the following types of vehicles are prohibited in the parking areas or drives except for temporary loading or unloading, following which the vehicle must be removed from the Property for at least 16 hours: commercial vehicles carrying a sign advertising a business; trucks, vans and vehicles having capacity of more than one ton; trailers of any kind; and vehicles with more than four single-tired wheels. Construction equipment used in the actual repair, construction or maintenance of the Property will not be so restricted during such use.

Section 6.6 - No Long-Term Parking. Unless associated with the use employed within the Units, there shall be no long-term parking permitted at the Property. Long term shall be defined as parking for a period of ninety-six (96) consecutive hours.

Section 6.7-Where to Park. Parking of vehicles by Unit Owners, tenants, guests’ customers, clients, patients or visitors shall be only in the spaces designated for parking by Unit Owners or Visitors, as the case may be. No unattended vehicles shall at any time, be left in such a manner as to impede the passage of traffic or to impair access to parking areas, aisles or spaces. No storage of any objects shall be permitted in the parking areas and the same shall always be kept free of debris or rubbish of any kind.

Section 6.8 - Speed Limit. The speed limit on the Property is 15 miles per hour. Speed limit and stop signs must be obeyed.

Section 6.9 - Unregistered Vehicles. Unregistered vehicles parked on the Common Elements, Limited Common Elements or within the borders of any Unit with "Type A" boundaries for more than 24 hours must be removed from the Property until legally registered. Operating unregistered vehicles, including mopeds, off road vehicles and motor bikes, on the roads or parking areas at the Property is prohibited. Unregistered vehicles will be tagged by the police department and towed at the owner's expense.

Section 6.10 - Vehicle Operators. All vehicles on the roadways within the Property must be operated by licensed drivers. Learning permits are not considered licenses.

Section 6.11 - Repairs. No vehicle repairs are permitted on the Property unless the approved use employed at the Unit includes a vehicle repair license.

Tenant Initials: _____ Landlord Initials: ______

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ARTICLE VII

Rights of Declarant

The Declarant may make such use of the unsold Units and Common Elements as may facilitate completion and sale of the Common Interest Community including, but not limited to, maintenance of a sales office, the showing of the Common Elements and unsold Units, the display of signs the use of vehicles, and the storage of materials. Interference with workmen or with buildings under construction is prohibited. Entrance into construction or Declarant's restricted areas will be only with representatives of the Declarant.

ARTICLE VIII

General Administrative Rules

Section 8.1 - Consent in Writing. Any consent or approval required by these Rules must be obtained in writing prior to undertaking the action to which it refers.

Section 8.2 - Complaint. Any formal complaint regarding the management of the Property or regarding actions of other Unit Owners shall be made in writing to the Executive Board.

ARTICLE IX

Alternate Dispute Resolution

Section 9.1 - Alternate Dispute Resolution. Pursuant to Section 47-244(a)(l8) of the Common Interest Ownership Act, the Executive Board requires that disputes between the Executive Board and any Unit Owner, OTHER THAN DISPUTES WITH RESPECT TO NON- PAYMENT OF COMMON EXPENSE ASSESSMENTS INCLUDING FINES, or between any two or more Unit Owners or any combination thereof, regarding any aspect of the Common Interest Community, must be submitted to non-binding alternative dispute resolution in accordance with this regulation as a prerequisite to commencement of a judicial proceeding.

The Procedures to be used are as follows:

First, any person who intends to or is required to use the procedures of this regulation (the “Applicant”) must notify the Association and any other person involved in the dispute in writing, that the Applicant is using the dispute resolution procedures of the Park 35 Condominium Owners Association, Inc.’s Rules.

The notice should also contain a concise statement of the subject of the dispute.

Tenant Initials: _____ Landlord Initials: ______

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Second, the President of the Executive Board, or the President's designate, (in either case, the “Association's Representative”) must promptly meet with the Applicant. If the Applicant's dispute is with the Association, or the President, the Association’s Representative should be, if practical, a Director, property manager, or other Unit Owner who is not directly involved in the subject matter of the dispute. If the dispute is not with the Association, the Association’s Representative should also ask to meet with the other parties to the dispute, either with the Applicant, or separately.

Third, at the first meeting, and at any subsequent meetings which all the parties feel may be helpful, the Applicant, the Association’s Representative and any other parties to the dispute may first seek to satisfactorily (if not amicably) resolve the matter, without any further proceedings.

Fourth, if a satisfactory resolution under the third step is not feasible, the Association's Representative should seek to identify an additional procedure for resolution of the dispute. The procedure should be, if possible, one that is mutually satisfactory to all parties to the dispute.

However, at a minimum, the Association's Representative may require, in the sole discretion of the Association's Representative that the Applicant and the other parties to the dispute participate in either, but not both, of the following procedures, before any lawsuit may be filed:

Individual mediation: The Association’s Representative may retain, at the Association’s expense (if any expenses are incurred), an individual or organization who either on a volunteer or compensated basis, is willing and able to serve as a neutral third party to attempt to mediate the dispute. Unless the parties to the dispute agree on the identity of the mediator, the mediator should be a person who is either a non-interested Unit Owner, or the property manager at the Property, if any.

(ii) Panel mediation: Alternatively, the Association’s Representative may choose panel mediation. In that case, the Applicant should pick a mediator of his choosing, and the Association’s Representative (if the Association is the party to the dispute) or, otherwise, the other party, or parties, to the dispute, shall themselves each select their own mediator, and those mediators shall attempt to select an additional mediator. The costs of panel mediation shall be paid in equal shares by the parties to the mediation, so long as the cost of the first meeting to any one party does not exceed $200.00.

Fifth, regardless of the form of mediation selected, the first mediation meeting under the fourth step should occur no later than fifteen (15) calendar days after the meeting which occurs as a result of the third step. Neither the Applicant nor any other party shall be required to attend more than one meeting with the mediator(s). The mediators selected should try and use all reasonable efforts to resolve the dispute by voluntary means, including any additional meetings which are acceptable to the parties.

Finally, if the dispute cannot be resolved under the foregoing procedures, the Applicant shall be free to pursue any legal recourse available.

Tenant Initials: _____ Landlord Initials: ______

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Tenant Initials: _____ Landlord Initials: ______

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Landlord will provide Biannual HVAC Maintenance Service (See below on what that entails)

-Will be scheduled thru the COA

-Will require entry into tenant’s unit and access to the air handler

-Will Change the air filter @ this time

*TENANT IS STILL RESPONSIBLE FOR REPAIRS/REPLACEMENT OF HVAC UNIT(S) if not covered under 5 Year Manufacturer’s warranty

The Basics of Biannual HVAC Maintenance Service

Just like your car, your HVAC system needs regular servicing to maintain its performance level. Each year, scheduling biannual HVAC maintenance allows you and your HVAC service to keep tabs on your heating and cooling system in terms of age and performance.

A biannual HVAC service appointment will include an evaluation of your system’s controls. Your thermostat and its electrical connections to your HVAC system play an important part in the overall function of your furnace and air conditioner—problems with these components can quickly translate into an added strain on the appliances and higher heating and cooling bills. Your HVAC technician will ensure your thermostat is calibrated and prompting your HVAC system accurately to activate and turn off efficiently to achieve the temperature changes you want quickly and without wasting energy.

Heating and Cooling Components

The heart of your HVAC system is its cooling and heating components, which warm or cool the air according to your thermostat’s set point. Dirty cooling coils or furnace burners aren’t as effective at cooling and heating your air, while refrigerant leaks can cause your air conditioner to fail to produce cool air at all. The added stress of functioning while dirty can lead to extensive damage that requires repair or replacement of these systems before you can enjoy the comfortable environment you want once more. During your biannual HVAC service visit, your system’s heating and cooling components will be checked and cleaned to ensure they are functioning at their highest capacity.

Cleaning and Lubrication

Dirt and dust can easily accumulate inside your HVAC system, even with regular filter changes. Your HVAC service appointment will include a thorough cleaning of your heating and cooling appliances, both inside and out, to bring them back to like-new condition and improve airflow through the entire system. Any moving parts inside the appliances, such as gears and belts, will be checked and lubricated as necessary for quieter, smoother operation; proper lubrication will also reduce wear, tear on your HVAC system’s interior, and eliminate excess heat generation during cooling.

For Additional HVAC Needs or Service Please contact our preferred HVAC vendor. All the systems at Park 35 are new and the parts are under a Manufacturer’s warranty & limited workmanship warranty . It is important that you contact our preferred vendor, to keep from paying for costly repairs that might possibly be covered under warranty.

Tenant Initials: _____ Landlord Initials: ______

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Sherry Radford

North Gaston Service Company

northgastonservices@gmail.com

1129 Miles Rd

Dallas NC 28034

704-675-8383 Office

704-913-0338 Cell

Tenant Initials: _____ Landlord Initials: ______

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Tenants Responsibility

Racking systems plan review and permitting guidelines

The North Carolina Building Code requires that buildings and racking/shelving systems installed therein conform to seismic code requirements and other pertinent code requirements. Based on the height of materials stored on shelving and the classifications of such materials, the North Carolina Fire Code classified certain installation "High Pile Combustible Storage". To ensure code compliance and safety, the department reviews plans on such buildings and shelving systems prior to issuance of permits for construction. Building projects of this type will follow one of the following 3 listed paths for plan approval and permitting.

Racking/Shelving permit issued separately as a breakout from the upfit and require plans that include the following:

| 1. | Appendix B - Building Code Summary *As listed on N.C. Department of Insurance website. (may submit original field copy of approved upfit plans or submit Appendix B from the upfit permit drawings)

| ○ | 2018 Appendix B (pdf)
| ○ | 2018 Appendix B (Word)

| 2. | A detailed list of the commodities and how they are stored
| 3. | Complete Sprinkler Drawings
| 4. | Hydraulic Design Criteria with a note indicating height to the top of materials stored and distance from top of stored materials to sprinkler heads
| 5. | Reflected Ceiling Plan
| 6. | Egress/floor plan showing racking layout, exits and directional signage as needed to meet code compliance
| 7. | For seismic, either provide sealed drawings with anchor details or provide anchorage calculations and drawings (if not sealed by NC registered engineer)
| 8. | Site Plan Vicinity Map
| 9. | Special Inspections

Existing Building - NOT a Change of Use and NOT classified Hazardous - Racking/Shelving permit issued separately.

Tenant Initials: _____ Landlord Initials: ______

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Appendix B - Building Code Summary *As listed on N.C. Department of Insurance website.

| ○ | 2018 Appendix B (pdf)
| ○ | 2018 Appendix B (Word)

A detailed list of the commodities and how they are stored

Hydraulic Design Criteria with a note indicating height to the top of materials stored and distance from top of stored materials to sprinkler heads.

Sealed drawing showing anchors in detail or drawings and calculations if anchor details are not sealed in the plan submission for the project

Egress/floor plan showing racking layout, exits and directional signage as needed to meet code compliance

Special Inspections (Field Verification)

For Additional information please contact –

Kevin Aube - Assistant Fire Marshal (New Construction/Up-Fits)

Email: kaube@mooresvillenc.gov

Phone Number: 704-663-2786

Tenant Initials: _____ Landlord Initials: ______

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Tenant Initials: _____ Landlord Initials: ______

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