042-22 (CUPHollowRoadSolar) ORDINANCE
Action:
PLANNING COMMISSION: December 1, 2021 Recommended Approval
BOARD OF SUPERVISORS: December 8, 2021 Postponed
BOARD OF SUPERVISORS: January 12, 2022 Approved
ORDINANCE
CONDITIONAL USE PERMIT#12-21
HOLLOW ROAD SOLAR
TO CONSTRUCT A UTILITY-SCALE SOLAR POWER GENERATING FACILITY
WHEREAS, Conditional Use Permit#12-21 for Hollow Road Solar,LLC.,was submitted to
construct a utility-scale solar power generating facility. The subject properties totaling 326-
acres +/- are generally located generally south of Parishville Road (Route 610) and south of the
terminus (cul-du-sac) of Anchorage Lane (Route 1416) in Gore and are identified with Property
Identification Numbers (PINs) 27-A-8, 27-A-11, and 27-A-12 in the Gainesboro Magisterial
District; and
WHEREAS, Pursuant to Code of Virginia Section 15.2-2316.6 et seq., a solar facility siting
agreement, between Hollow Road Solar, LLC and the Frederick County Board of Supervisors
was also considered.
WHEREAS, the Frederick County Planning Commission held a public hearing on this
Conditional Use Permit on December 1, 2021 and recommended approval with conditions; and,
WHEREAS, the Frederick County Board of Supervisors held a public hearing on this
Conditional Use Permit and solar facility siting agreement during their regular meeting on
January 12, 2022; and,
WHEREAS, the Frederick County Board of Supervisors finds the approval of this Conditional
Use Permit to be in the best interest of the public health, safety, welfare, and in accordance with
the Comprehensive Plan; and
WHEREAS, the Frederick County Board of Supervisors, pursuant to Code of Virginia Section
15.2-2316.6 et seq, agrees to the solar facility siting agreement with Hollow Road Solar, LLC
dated January 12, 2022; and
NOW, THEREFORE,BE IT ORDAINED by the Frederick County Board of Supervisors that
Res.No. 042-22 1
Chapter 165 of the Frederick County Code, Zoning, is amended to revise the zoning map to
reflect that Conditional Use Permit Application#12-21 for the Hollow Road Solar, LLC utility-
scale solar power generating facility is permitted on the parcels identified by Property
Identification Numbers 27-A-8, 27-A-11 and 27-A-12.
1. All review agency comments provided during the review of this application shall
be complied with at all times.
2. An engineered site plan, in accordance with the requirements of Article VIII of
the Fredrick County Zoning Ordinance, shall be submitted to and subject to
approval by Frederick County prior to the establishment of the use. The site plan
shall address additional regulations for specific uses outlined in §165-204.26 of
the Frederick County Zoning Ordinance and be in general conformance with the
Concept Plan, included with the CUP application, prepared by Timmons Group,
dated November 5, 2021.
3. Pursuant to Code of Virginia §15.2-2241.2(B),the owner shall comply with the
Decommissioning Plan, included with the CUP application,prepared by Hollow
Road Land Holdings, LLC, dated November 5, 2021, and shall update the
Decommissioning Plan every five (5)years.
4. At the time the project achieves commercial operation, the owner will execute an
extinguishment of transferrable development rights for Tax Parcels 27-A-11 and
27-A-12, and, further, the owner will grant a conservation easement for the
portion of the property encompassed by Tax Parcels 27-A-11 and 27-A-12 that is
not developed with solar panels or other solar energy infrastructure, with the
balance of the property to be placed in conservation easement at the time of
decommissioning. These conditions shall be memorialized in a solar siting
agreement with Frederick County, attached as Exhibit A of these Conditions,
pursuant to Code of Virginia Section 15.2-2316.6 et seq.
5. Batteries, for the purposes of mass storage of electricity that will eventually be
transferred to the grid, shall not be used on the properties subject to this CUP.
6. Access to the site shall be limited to two (2) entrances, one (1) entrance from
Parishville Road (Route 610) and one entrance from Anchorage Lane (Route
1416) in confonnance with the Concept Plan, included with the CUP application,
prepared by Timmons Group, dated November 5, 2021. Delivery of solar array
panel construction materials and equipment shall occur only at the site access
entrance off Parishville Road (Route 610) identified as "Primary Access Road" on
Sheet 3 the Concept Plan. Use of the "50' R/W Ingress & Egress/Secondary
Access Road" from Anchorage Lane shall only be used for passenger vehicle
access during construction and post-construction maintenance.
7. Pile-driving of poles for solar arrays shall be limited to 8:00 a.m. to 5:00 p.m.
Monday through Friday. All other construction activities are permitted 7:00 a.m.
to 7:00 p.m. Monday through Friday and 7:00 a.m. to 5:00 p.m. on Saturday. No
Res. No. 042-22 2
construction activities are permitted on Sundays or federal holidays.
8. A Phase 1 Archaeological and Architectural Survey will be completed as part of
the permitting of this project and completed prior to site plan approval. This
survey shall document the historic dwelling, barn and areas surrounding the farm
complex barn (located on PIN # 27-A-11). This survey shall be submitted to the
Frederick County Department of Plamiing and Development and the Department
of Historic Resources (DHR). Phase II surveys shall be conducted if DHR
determines the areas and resources under consideration are potentially significant.
In the event the above resources are eligible for inclusion on the NRHP as a result
of the Phase 11 study the structures and resources on the site shall be retained,
stabilized and preserved and no disturbance shall occur within 100-feet(FT).
9. Any expansion or modification of this land use will require the approval of a new
CUP.
Passed this 12th day of January 2022 by the following recorded vote:
Charles S. DeHaven, Jr., Chairman Aye Shawn L. Graber Aye
J. Douglas McCarthy Aye Robert W. Wells Aye
Josh E. Ludwig Aye Judith McCann-Slaughter Aye
Blaine P. Dunn Aye
A COPY ATTEST
Michael L. Bollhoefer
Frederick County Administrator
Res. No. 042-22 3
C_
CONDITIONAL USE PERMIT #12-21
x k Hollow Road Solar,LLC
w o Staff Report for the Board of Supervisors
Prepared: January 3,2022
Staff Contact: M. Tyler Klein, AICP, Senior Planner
This report is prepared by the Frederick County Planning Staff to provide information to the Planning
Commission and the Board of Supervisors to assist them in making a decision on this request. It may
also be useful to others interested in this zoning matter.
Reviewed Action
Planning Commission: 12/01/21 Approved
Board of Supervisors: 12/08/21 Postponed
01/12/22 Pending
EXECUTIVE SUMMARY:
This is a request for a Conditional Use Permit (CUP)to enable construction of a utility-scale solar power
generating facility located on three (3)properties totaling approximately 326-acres
Should the Board of Supervisors find this use for a utility-scale solar power generating facility to be
appropriate,the Planning Commission recommended the following Conditions of Approval:
I. All review agency comments provided during the review of this application shall be complied
with at all times.
2. An engineered site plan,in accordance with the requirements of Article VIII of the Fredrick County
Zoning Ordinance, shall be submitted to and subject to approval by Frederick County prior to the
establishment of the use.The site plan shall address additional regulations for specific uses outlined
in §165-204.26 of the Frederick County Zoning Ordinance and be in general conformance with the
Concept Plan,included with the CUP application,prepared by Timmons Group, dated November
5,2021.
3. Pursuant to Code of Virginia §15.2-2241.2(B),the owner shall comply with the Decommissioning
Plan,included with the CUP application,prepared by Hollow Road Land Holdings,LLC,dated
November 5,2021,and shall update the Decommissioning Plan every five (5)years.
4. At the time the project achieves commercial operation,the owner will execute an extinguishment
of transferrable development rights for Tax Parcels 27-A-11 and 27-A-12, and, further,the owner
will grant a conservation easement for the portion of the property encompassed by Tax Parcels
27-A-I 1 and 27-A-12 that is not developed with solar panels or other solar energy infrastructure,
with the balance of the property to be placed in conservation easement at the time of
decommissioning. These conditions shall be memorialized in a solar siting agreement with
Frederick County, attached as Exhibit A of these Conditions,pursuant to Code of Virginia
Section 15.2-2316.6 et seq.
5. Batteries,for the purposes of mass storage of electricity that will eventually be transferred to the
grid, shall not be used on the properties subject to this CUP.
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CUP 912-21 —Hollow Road Solar, LLC
January 3, 2022
6. Access to the site shall be limited to two (2) entrances, one (1) entrance from Parishville Road
(Route 610)and one entrance from Anchorage Lane(Route 1416)in conformance with the Concept
Plan,included with the CUP application,prepared by Timmons Group, dated November 5,2021.
Delivery of solar array panel construction materials and equipment shall occur only at the site
access entrance off Parishville Road (Route 610) identified as "Primary Access Road" on Sheet 3
the Concept Plan. Use of the "50' R/W Ingress & Egress/Secondary Access Road" from
Anchorage Lane shall only be used for passenger vehicle access during construction and post-
construction maintenance.
7. Pile-driving of poles for solar arrays shall be limited to 7:00 a.m. to 5:00 p.m. Monday through
Friday. All other construction activities are permitted 7:00 a.m. to 7:00 p.m. Monday through
Friday and 7:00 a.m.to 5:00 p.m.on Saturday.No construction activities are permitted on Sundays.
8. A Phase 1 Archaeological and Architectural Survey will be completed as part of the permitting of
this project and completed prior to site plan approval. This survey shall document the historic
dwelling, barn and areas surrounding the farm complex barn (located on PIN # 27-A-11). This
survey shall be submitted to the Frederick County Department of Planning and Development and
the Department of Historic Resources (DHR). Phase II surveys shall be conducted if DHR
determines the areas and resources under consideration are potentially significant. In the event the
above resources are eligible for inclusion on the NRHP as a result of the Phase II study the
structures and resources on the site shall be retained, stabilized and preserved and no disturbance
shall occur within 100-feet(FT).
9. Any expansion or modification of this land use will require the approval of a new CUP.
Following this public hearing, a decision by the Board of Supervisors on this proposed conditional use
permit would be appropriate.
Any recommendation for approval would also affirm that the proposed solar facility is in accordance
with the Comprehensive Plan.
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CUP 912-21 —Hollow Road Solar, LLC
January 3, 2022
LOCATION: The properties are generally located south of Parishville Road(Route 610),generally
south of the terminus(cul-du-sac)of Anchorage Lane (Route 1416),and generally north and west of
Hollow Road(Route 707)in Gore.
MAGISTERIAL DISTRICT: Gainesboro
PROPERTY ID NUMBERS: 27-A-8,27-A-11 and 27-A-12
Note: The property identified with PIN #27-A-8 (Holmes property) will only be used for a subsurface
interconnection easement and ingress/egress; no solar arrays (panels) or supporting equipment will be
sited on PIN#27 A-8.
PROPERTY ZONING&PRESENT USE:
Zoned: RA (Rural Areas)
Land Use: Agricultural,Forestal and Vacant.
ADJOINING PROPERTY ZONING& PRESENT USE:
North: RA (Rural Areas) Use: Agricultural/Forestal/Residential
South: RA (Rural Areas) Use: Agricultural/Forestal
East: RA (Rural Areas) Use: Agricultural/Forestal/Residential
West: RA (Rural Areas) Use: Agricultural/Forestal/Residential
PROPOSED USE: This is a request for a Conditional Use Permit(CUP)to enable construction of an 135-
acre (disturbed area) 20-megawatt (MW) utility-scale solar power generating facility located on three (3)
properties totaling approximately 326-acres
REVIEW EVALUATIONS:
Virginia Department of Transportation:
The application for a Conditional Use Permit for this property appears to have little measurable impact on
Route 610, Parishville Road, the VDOT facility providing access to the property. The proposed primary
entrance lacks the proper amount of required sight distance for a "Low Volume" Commercial Entrance.
This entrance could be used during construction,provided a VDOT approved"Traffic Flagging" scenario,
as described in the "Work Zone Safety Manual" was approved. The proposed secondary access point, of
Anchorage Court, could be utilized as a "Low Volume" Commercial Entrance for maintenance and non-
commercial traffic after the "Solar Project" construction was completed. An approved VDOT Land Use
Permit would be required for work at both locations.
VDOT would support the Solar Project if the entrance situations were resolved. Should the use expand in
the future,the entrance will need to be reviewed,to determine if additional improvements may be required.
See comment letter dated January 22, 2021.
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CUP 912-21 —Hollow Road Solar, LLC
January 3, 2022
Winchester-Frederick County Health Department:
The proposed project will not require an approved water supply or sewage disposal.
See comment letter dated December 18, 2020.
Frederick County Fire Marshal:
Plans approved by Fire Marshal,Frederick County.
See comment letter dated December 15, 2020.
Frederick County Inspections:
Conditional Use Permit for installation of solar arrays shall be designed per the 2015 Virginia
Building Code,U-Utility Use Group.
Solar panel installation not associated with publicly regulated utilities require permits. Plans submitted for
permits may require the design to be sealed by a Registered Design Professional licensed in the State of
Virginia.Arrays shall be designed for the applicable loads as required in Chapter 16 VBC.
Please note the requirements in Chapter 17 of VBC for special inspection requirements on the type of
structure (soil,concrete etc.).
See comment letter dated December 14, 2020.
Frederick County Public Works:
A detailed site plan including erosion and sediment plans and stormwater plans will need to be submitted
prior to construction. The plans shall comply with Chapter 143 of Frederick County Code.
See comment letter dated December 21, 2020.
Historic Resources Advisory Board (HRAB):
The Frederick County Historic Resources Advisory Board (HRAB) considered this Conditional Use Permit
application during their meeting on October 20, 2020. The project is adjacent to Sunrise (DHR#034-0486)
which is listed on both the State and National Register of Historic Places. The site also has extensive frontage
on Hollow Road which is listed as eligible for the State and Natural Register. The HRAB noted that there is
a historic farm complex located on the site that had not been identified by the applicant; the site consists of a
vacant dwelling and barn which were pictured in the Environmental Report. The HRAB stated that most likely
this is a significant historic structure given the location and photographs included in the Environmental Report,
and this structure has much architectural integrity (pattern of the house, central chimney, collection of
structures, 18t1i century house) and most likely important to the early history of this area. The HRAB noted
that this structure needs to be surveyed and preserved, and, not demolished as proposed. The HRAB
recommended the following conditions:
• A Phase II Survey needs to be conducted for the house/barn and surrounding site area. The survey
needs to document the collection of historic structures on and around this development.
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CUP 912-21 —Hollow Road Solar, LLC
January 3, 2022
• All proposed disturbance areas need to be moved away from the house and barn.
• The structures on the site need to be retained, stabilized and preserved(mothballed).
See comment letter dated November 19, 2020.
Plannine and Zonine:
The Planning Commission and Board of Supervisors previously considered this conditional use permit
application for a utility-scale solar power generating facility on the subject properties with CUP 901-21
(denied by the BOS on March 10, 2021). The revised application for consideration, CUP #12-21, now
includes a Solar Siting Agreement pursuant to the Code of Virginia§15.2-2316.7. The applicant, Hollow
Road Land Holdings, LLC, is also now the landowner of the properties identified with PIN's 1127-A-11 &
#27-A-12.
Proposal& Site Configuration
The application proposes use of three (3) properties totaling approximately 326-acres +/- of RA (Rural
Areas) Zoning District property, primarily used for agriculture, to generate up to 20 megawatts (MW) or
photovoltaic (solar)electricity. Approximately 135-acres of the subject parcels will be utilized(disturbed)
for the installation of rows of ground-mounted photovoltaic modules, commonly known as solar panels,
other necessary equipment for facility operations, a transmission substation, access paths, fencing and
landscaping. The solar panels will be interconnected,and the power generated by each solar panel will be
combined, converted, and the voltage increased to allow delivery of the power to the adjacent Gore
substation. The proximity of the project to the Gore substation and existing transmission line was a
significant factor in the selection of these properties for the development of the facility. The undisturbed
portion of the property will remain open space and forestal. The property identified with PIN #27-A-8
(89+/- acres Holmes property) will only be used for a subsurface interconnection easement and
ingress/egress;no solar arrays(panels)or supporting equipment will be sited on PIN#27-A-8.
In protecting the viewshed and mitigate the visual impact to neighboring properties in the vicinity of the
property the Applicant has proposed buffering and screening around the perimeter of the property, in
addition to maintaining existing mature woodlands (where feasible), to shield view of the facility from
adjacent roadways,residences,and other agriculture uses.The proposed landscaping is a 10-foot(FT)wide
planting strip or at least 50-FT of mature woodlands.The Zoning Ordinance (§165-203)requires buffers to
include a mix of 1/3 deciduous trees (minimum 1.25-inch caliper at time of planting), 1/3 evergreen trees
(minimum 4-FT tall) and 1/3 shrubs (minimum 18-inch tall).
Additionally, the project as proposed does not include any batteries for the purposes of mass storage of
electricity that will eventually be transferred into the grid. Small batteries will only be utilized as backup
for solar tracker motors,substation, and associated equipment.
Site Access&Transportation:
Access to the site shall be limited to two(2)entrances,one(1)entrance from Parishville Road(Route 610)
and one (1) entrance from Anchorage Lane (Route 1416). The Applicant has agreed to limit delivery of
solar array panel construction materials and equipment to enter/depart the property only from Parishville
Road(identified as"Primary Access Road"on Sheet 3 the Concept Plan prepared by Timmons Group dated
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CUP 912-21 —Hollow Road Solar, LLC
January 3, 2022
November 5, 2021). Use of the "50' R/W Ingress & Egress/Secondary Access Road" from Anchorage
Lane(as noted on Sheet 3)will be used only for passenger vehicle access and post-construction maintenance
to mitigate impact to residential properties sharing Anchorage Lane.
Notes: The".50 R/WIngress/Egress"easement(0.3460-acres +/-), was made part of PIN#27-A-11 through
a boundary line adjustment recorded in 2004(Instrument#040006636, attached to staff report),providing
the owner of said PIN direct access to Anchorage Lane from the subject property.
Comprehensive Plan Conformance:
The Comprehensive Plan envisions this area of the County to remain primarily rural in nature and for rural
areas to be preserved to ensure the economic viability of agricultural and forestal operations and that those
lands are present for the use and enjoyment of future generations (Chapter II — Rural Areas). Further the
plan specifically states as it relates to solar that utility scale solar facilities are typically passive uses with
limited impacts to the environment and the rural character. Additionally, implementation of this use can
facilitate the preservation of agricultural and rural land for future use once these sites are decommissioned,
although the extent to which the use removes agricultural and rural land from current use should also be
considered. Utility-scale solar facilities, when located inappropriate areas, can provide opportunities for
landowners to recoup value from their property without subdividing. The Code of Virginia also enables
localities implementing solar facilities to tax this utility infrastructure through the machinery and tools tax
or revenue-share agreements with utility operators, generating additional tax revenue beyond the land use
assessment. This additional revenue can help the County offset impacts from residential development
(Chapter IV—Business Development).
The project,as proposed,is in accordance with Comprehensive Plan policies.The project will not adversely
impact the rural character of the area or the adjoining agricultural and residential uses. The preservation of
the underlying land through the solar facility siting agreement (discussed below) maintains the ability to
use the property for agriculture in the future if and when the facility is decommissioned. Maintaining the
existing topography of the site,utilizing existing vegetation and planting new buffers to screen the facility
will preserve the rural viewshed from adjoining properties. Further, the included Decommissioning Plan
ensures a monetary guarantee to cover associated cost with the restoration of the land to it pre-development
state and ability of the land to be use for agriculture again(if so desired)in the future.
Zoning Ordinance Conformance:
Utility-scale solar power generating facilities are a permitted use in the RA (Rural Areas)Zoning District
with an approved Conditional Use Permit(CUP).The Board of Supervisors added"utility-scale solar power
generating facilities" to the Zoning Ordinance on January 8, 2020, including additional regulations for
specific uses. These additional regulations further specify for utility-scale solar power generating facilities
to prepare an engineered site plan and enter into a written agreement with Frederick County for facility
decommissioning.
The Zoning Ordinance requirements for "Public Utilities" including "utility-scale solar power generating
facilities" (§165-204.26) specifies the Zoning Administrator has the authority to determine appropriate
setbacks for lots. The Applicant has proposed setbacks for the solar arrays (panels) for this project as
follows: 60-FT from road rights of way, minimum 100-FT side/rear setbacks (from adjoining properties
regardless of acreage), and minimum 200-FT setbacks from Agricultural and Forestal Districts. The
provided setbacks are noted and shown on Sheet 2 of the Concept Plan.
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CUP 912-21 —Hollow Road Solar, LLC
January 3, 2022
Decommissioning Plan:
A draft Decommissioning Plan included with the application materials,satisfies requirements contained in
§165-204.26 of the Zoning Ordinance, ensuring that in the event the facility is no longer in operation,the
land will be returned to the pre-development condition with all solar infrastructure and related facilities
removed,ensuring future viability of the land to resume agricultural operations.Further,proposed condition
of approval 93 ensures that Frederick County would maintain a bond that is updated every five (5) years
keeping it up to date.
Solar Sitin2Agreement:
The applicant will also propose consideration before the Board of Supervisors a"solar siting agreement."
Solar siting agreements are outlined in the Code of Virginia § 15.2-2316.7; the code states any applicant
for a solar project, or an energy storage project shall give to the host locality written notice of the
applicant's intent to locate in such locality and request a meeting. Such applicant shall meet, discuss, and
negotiate a siting agreement with such locality. The siting agreement may include terms and conditions,
including (i) mitigation of any impacts of such solar project or energy storage project; (ii)financial
compensation to the host locality to address capital needs set out in the (a) capital improvement plan
adopted by the host locality, (b) current fiscal budget of the host locality, or(c)fiscal fund balance policy
adopted by the host locality; or(iii)assistance by the applicant in the deployment of broadband, as defined
in§56-585.1:9, in such locality. The solar siting agreement legislation took effect July 1,2021 and applies
only to projects submitted on or after January 1,2021.
At the time the project achieves commercial operation, the owner will execute an extinguishment of
transferrable development rights for Tax Parcels 27-A-11 and 27-A-12,and,further,the owner will grant a
conservation easement for the portion of the property encompassed by Tax Parcels 27-A-11 and 27-A-12
that is not developed with solar panels or other solar energy infrastructure,with the balance of the property
to be placed in conservation easement at the time of decommissioning. These conditions shall be
memorialized in a solar siting agreement with Frederick County,attached as Exhibit A of these Conditions,
pursuant to Code of Virginia Section 15.2-2316.6 et seq.Ultimately,approval of the siting agreement is an
action of the Frederick County Board of Supervisors.
Notes: A conservation easement is a legal agreement between a landowner and a government agency or
non-profit conservation organization that places permanent limits on the future development of the property
in order to protect the land, assuring that properties within conservation easements will remain rural and
undeveloped, and restricting it from conversion to large-scale subdivisions or industrial/commercial uses.
Landpreserved with a conservation easement may still be usedfor farming, agribusiness/agritourism and
forestry operations.
Other Permitting:
In addition to requirements contained in the Zoning Ordinance, the Applicant will pursue a "Permit-by-
Rule" (PBR) application through the Virginia Department of Environmental Quality(DEQ). The PBR is a
state-level administrative review and approval process for the siting of solar energy facilities in the
Commonwealth, including environmental and cultural review and study. One component of the state
required PBR review is local jurisdiction "approval" of solar project siting; this CUP application, if
approved by the Frederick County Board of Supervisors, would satisfy that requirement enabling
completion of a PBR process for this project.
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CUP 912-21 —Hollow Road Solar, LLC
January 3, 2022
PLANNING COMMISSION SUMMARY AND ACTION FROM THE 12/1/21 MEETING:
The Planning Commission held a public hearing on the proposed conditional use permit (CUP) at their
December 1, 2021, meeting. Following the staff presentation, the Applicant remarks noted receipt of the
citizen comments from neighbors in the Whitham Orchard subdivision, provided a summary of estimated
monetary contribution of the project to the County through tax revenue from the machine and tool tax on
the infrastructure in addition to the land use assessment, and summarized the conservation easement and
extinguishment of transfer of development rights (TDR) commitment (at time of commercial operation)
contained in the solar facility siting agreement. The Applicant also highlighted the natural topography of
the site and existing mature vegetation would maintain an effective screen from neighboring properties and
residences. One of the property owners (Ms. Diane Holmes) who is part of the application also spoke in
support of the conservation of the land to remain "rural' as opposed to seeing the property develop as
houses.
Four(4) members of the public spoke on the proposed CUP and expressed concerns with impacts to the
viewshed,wildlife,and perceived impact to property values.The Planning Commission discussion focused
primarily on the construction process (pile driving of poles for solar arrays and hours of operation), and
discussion of if the property does not develop as a solar farm, it may ultimately develop as residential (or
other use) with a net negative impact to the County. Commissioners specifically noted the solar facility
siting agreement and conveyance of the conservation easement and extinguishment of TDR would ensure
no residential would be developed in the future.
The Planning Commission voted 10-1 (Commissioner Thomas—No)to forward the application to the
Board of Supervisors for approval.
STAFF CONCLUSIONS FOR THE 01/12/2022 BOARD OF SUPERVISORS MEETING:
This is a request for a Conditional Use Permit (CUP)to enable construction of a utility-scale solar power
generating facility located on properties totaling approximately 326-acres+/
Should the Board of Supervisors find this use for a utility-scale solar power generating facility to be
appropriate,the Planning Commission recommended the following Conditions of Approval:
1. All review agency comments provided during the review of this application shall be
complied with at all times.
2. An engineered site plan,in accordance with the requirements of Article VIII of the Fredrick
County Zoning Ordinance, shall be submitted to and subject to approval by Frederick
County prior to the establishment of the use. The site plan shall address additional
regulations for specific uses outlined in §165-204.26 of the Frederick County Zoning
Ordinance and be in general conformance with the Concept Plan, included with the CUP
application,prepared by Timmons Group,dated November 5,2021.
3. Pursuant to Code of Virginia §152-22412(B),the owner shall comply with the
Decommissioning Plan,included with the CUP application,prepared by Hollow Road
Land Holdings,LLC,dated November 5,2021,and shall update the Decommissioning
Plan every five (5)years.
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CUP 912-21 —Hollow Road Solar, LLC
January 3, 2022
4. At the time the project achieves commercial operation,the owner will execute an
extinguishment of transferrable development rights for Tax Parcels 27-A-1 I and 27-A-
12, and, further,the owner will grant a conservation easement for the portion of the
property encompassed by Tax Parcels 27-A-1 I and 27-A-12 that is not developed with
solar panels or other solar energy infrastructure,with the balance of the property to be
placed in conservation easement at the time of decommissioning. These conditions shall
be memorialized in a solar siting agreement with Frederick County, attached as Exhibit A
of these Conditions,pursuant to Code of Virginia Section 15.2-2316.6 et seq.
5. Batteries, for the purposes of mass storage of electricity that will eventually be
transferred to the grid,shall not be used on the properties subject to this CUP.
6. Access to the site shall be limited to two (2) entrances, one (1) entrance from Parishville
Road (Route 610) and one entrance from Anchorage Lane (Route 1416) in conformance
with the Concept Plan, included with the CUP application,prepared by Timmons Group,
dated November 5, 2021. Delivery of solar array panel construction materials and
equipment shall occur only at the site access entrance off Parishville Road (Route 610)
identified as "Primary Access Road" on Sheet 3 the Concept Plan. Use of the "50' R/W
Ingress & Egress/Secondary Access Road" from Anchorage Lane shall only be used for
passenger vehicle access during construction and post-construction maintenance.
7. Pile-driving of poles for solar arrays shall be limited to 7:00 a.m. to 5:00 p.m. Monday
through Friday. All other construction activities are permitted 7:00 a.m. to 7:00 p.m.
Monday through Friday and 7:00 a.m.to 5:00 p.m.on Saturday.No construction activities
are permitted on Sundays.
8. A Phase I Archaeological and Architectural Survey will be completed as part of the
permitting of this project and completed prior to site plan approval. This survey shall
document the historic dwelling,barn and areas surrounding the farm complex barn(located
on PIN 9 27-A-11). This survey shall be submitted to the Frederick County Department
of Planning and Development and the Department of Historic Resources(DHR). Phase II
surveys shall be conducted if DHR determines the areas and resources under consideration
are potentially significant. In the event the above resources are eligible for inclusion on
the NRHP as a result of the Phase II study the structures and resources on the site shall be
retained, stabilized and preserved and no disturbance shall occur within 100-feet(FT).
9. Any expansion or modification of this land use will require the approval of a new CUP.
Following this public hearing, a decision by the Board of Supervisors on this proposed conditional use
permit would be appropriate.
Any recommendation for approval would also affirm that the proposed solar facility is in accordance
with the Comprehensive Plan.
WHIiACRE RD
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Submittal Deadline 11 20z,
P/C Meeting 12 i Wiz)
BOS Meeting 17-1,21 z z
APPLICATION FOR CONDITIONAL USE PERIMIT
FREDERICK COUNTY,VIRGINIA
1. Applicant(check one): Property Owner Other
NAME: Hollow Road Solar, LLC
ADDRESS: 112 South Street SE Suite A, Leesburg, VA 20175
TELEPHONE AND EMAIL ADDRESS:
(703) 268-2562, inquiries@breh.com
2. Please list all owners, occupants, or parties in interest of the property:
Hollow Road Land Holdings, LLC
Diane M. Holmes, Trustee for Cheyenne Faith Fender
3. The property is located at: (please give exact directions and include the route number of
your road or street)
806 Hollow Road, Gore, Virginia 22637
Access through end of Anchorage Lane over right-of-way to property or via gravel
road over parcel located at 339 Parishville Road (27-A-8)
4. The property has a road frontage of -- feet and a depth of feet and
consists of acres. (Please be exact)
5. The property is owned by Hollow Road Land Holdings, LLC and Diane as
evidenced by deed from (previous owner) recorded in
deed book no. on page_, as recorded in the records of the Clerk of the
Circuit Court, County of Frederick.
6. Property Identification Number(P.I.N.) 27-A-8, 27-A-11 and 27-A-12
Magisterial District Gainesboro
Current Zoning RA
5
7. Adjoining Property:
USE ZONING
North See Exhibit A
East
South
West
8. The type of use proposed is (consult with the Planning Dept. before completing):
Utility-Scale Solar Power Generating Facility, as further described in the
Conditional Use Permit Impact Analysis Statement submitted as part
of this Conditional Use Permit application
9. Describe, if applicable, any new buildings to-be-constructed associated with this use:
See the Conditional Use Permit Impact Analysis Statement and associated
Preliminary Site Plan submitted as part of this Conditional Use Permit application
10. The following are all of the individuals, firms, or corporations owning property
adjacent to both sides and rear and in front of(across street from) the property
where the requested use will be conducted. (Continue on back if necessary.)
These people will be notified by mail,of this application:
Name and Property Identification Number Address
Name Gary Herbert Weissman and Susan IV 1025 Union Church Rd.
Property#27-A-10 McLean, VA 221 02-1 1 1 7
Nam, John H. and Kayla M. Evans 156 Anchorage Lane
Property#26-7-4-27 Gore, VA 22637-2256
Name Alan B. and Kenyette Mills 157 Anchorage Lane
Property#26-7-4-28 Gore, VA 22637-2256
Nam, Erin Lee Dehaven 3220 Siler Rd.
Property#27-A-53C Winchester, VA 22603-2019
Name Carolyn L. and Erin L. Pugh 634 Whitacre Rd.
Property#27-A-53D Gore, VA 22637-2152
Name Donald O. and Geraldine L. Wilkins 301 Cedarmeade Ave.
Property#27-A-50 Winchester, VA 22601-3447
Name Margaret Chapin 1034 Meadowbrook Ave.
Property#27-A-14 Los Angeles, CA 90019-6709
6
Name and Property Identification Number Address
Name Diane M. Holmes, Trustee for Cheyer 239 Lakeside Dr.
Property#27-A-8 Stephens City, VA 22655-2335
Name
Property 9
Name
Property
Narne
Property#
Name
Property#
Name
Property#
Name
Property#
Name
Property#
Name
Property#
Name
Property#
Name
Property#
Name
Property#
Name
Property
Name
Property#
11. Please attach a sketch of the property. Show proposed and/or existing structures on the
property, including measurements to all property lines, site access, public and private
roads, and any other pertinent information specific to the desired use (such as parking).
A recorded plat is the best thing to use for this if available.
12. Please attach a written description of the proposed use including (as appropriate): hours
of operation, number of employees, number of customers anticipated, outdoor storage,
and any other pertinent information to address additional regulation for specific uses
contained in §165-204 of the Frederick County Zoning Ordinance.
I (we), the undersigned, do hereby respectfully make application and petition the governing body
of Frederick County, Virginia to allow the use described in this application. I understand that the
sign issued to me when this application is submitted must be placed at the front property line at
least seven (7) days prior to the first public hearing and maintained so as to be visible until after
the Board of Supervisors' public hearing. Your application for a Conditional Use Permit
authorizes any member of the Frederick County Planning Commission, Board of Supervisors or
Planning and Development Department to inspect your property where the proposed use will be
conducted.
*All owners listed on the property record shall sign the application.
Signature of Applicant
Signature of Owner(s)
Owners' Mailing Address 112 South St. SE Suite A, Leesburg, VA 20175
Owners'Telephone No. (703) 268-2562
TO BE COMPLETED BY THE ZONING ADMINISTRATOR:
USE CODE:
RENEWAL DATE:
8
2. Additional comments, if any-
I (we),the undersigned,do hereby respectfully make application and petition the governing body
of Frederick County,Virginia to allow the use described in this application. I understand that the
sign issued to me when this application is submitted must be placed at the front property line at
least seven(7)days prior to the first public hearing and maintained so as to be visible until after
the Board of Supervisors'public hearing. Your application for a Conditional Use Permit
authorizes any member of the Frederick County Planning Commission, Board of Supervisors or
Planning and Development Department to inspect your property where the proposed use will be
conducted.
Signature of Applicant
Signature of Owner
Owners'Mailing Address 239 Lakesidd Dr. Stephens City, VA 22655-2335
Owners'Telephone No.
TO BE COMPLETED BY THE ZONING ADL41NISTRATOR:
USE CODE:
RENEWAL DATE:
9
Conditional Use Permit
Impact Analysis Statement
Hollow Road Solar
A. Suitability Ofthe Site
—
General Overview
Hollow Road Solar, LL[("Hollow Rood Solar") is a wholly owned, indirect subsidiary ofBlue Ridge Energy
Holdings LLC. Hollow Road Solar has the right to acquire approximately 236 acres(parcels 27-A-11 and 27-
A-12) located at 806 Hollow Road in Gore ("Project Site"). The Project Site is just slightly over 1,000 feet
from Shenandoah Valley Electric Cooperative's ("SVEC")Gore substation.The Project Site was previously
operated as an apple orchard by National Fruit Orchards Inc. ("National Fruit"). National Fruit decided to
discontinue operations at the Project Site and put the property up for sale. Recognizing the advantages of
the proximity of the Project Site to the Gore substation and the benefits to the local community of being
able to repurpose the land in a productive manner that preserves the rural nature of this area of Frederick
County without corresponding strains on local infrastructure and resources, Hollow Road Solar decided to
pursue the development of an approximately 20 megawatt("MW") photovoltaic solar generation facility
at the Project Site ("Project"). As part of the development of the Project, Hollow Road So|ar'a affiliate,
Hollow Road Land Holdings, LLC, acquired the Project Site from National Fruit.
The Project Site currently iszoned RA. Section 16S'4O1ofthe Frederick County Zoning Ordinance("FCZO")
permits o multitude ofuses for land zoned RA, including single-family homes (one per every five acres);
group homes; radio and television towers;oil and gas exploration;and public utilities,such as coal-orgas-
fired generation facilities. However, pursuant toanamendment to§ 16S'401.O2Oofthe F[ZOinJanuary
of 2020, utility-scale solar facilities were specifically excluded from the public utilities which were
permitted by-right use and, axsuch,aconditional use permit is required. Hollow Road Solar issubmitting
this Impact Analysis Statement in support of its application for a conditional use permit for the Project,as
now required by§ 165'4O1.03CCofthe FCZO.
_
Site Composition and Prolect Layout
The Project isgraphically depicted on the Preliminary Site Plan prepared byThe Timmons Group and
attached hereto as Exhibit A. The solar panels will be on ground-mounted trackers that will be attached
to metal racking,which, in turn, is attached to metal posts driven approximately six feet into the ground.
The solar panels will stand approximately 7feet above ground level when flat and uptoa maximum of
approximately 13feet when tracking. After accounting for various characteristics inherent inphotovoltaic
solar generating facilities, the Project is expected to deliver approximately 20 MVV ofelectric energy to
the Gone substation via a de line running approximately 1,000 feet from the Project Site to the Gore
substation through asubsurface easement onparcel 27-A'8.
The Project Site has two access points. The first is via a riBht'of-wayover parcel 27-A-8 from Parishvi||e
Road tothe Project Site. A right-of-way over this parcel was National Fruit's primary method of accessing
the Project Site and will also be Hollow Road So|ar's primary method ofaccess.The second access point
is over Anchorage Lane and then over a right-of-way extending from the end of Anchorage Lane to the
Project Site. The ri8hto-of-wayfor access and the easement to connect to 3VEC's Gore substation are
discussed in further detail be/ow in Section D.
Currently, it is not expected that the Project will incorporate mass storage batteries, but Hollow Road
Solar remains open to discussion about incorporating storage should potential oftakers demonstrate a
needforstoroQe. In the event an offtaker requests the incorporation of storage,Hollow Road Solar would
1
submit anamended conditional use permit application incorporating such storage into the design nfthe
Project.
As can be seen in the Preliminary Site Plan, much of the border of the Project Site to the west and south
along Hollow Road contains approximately 50 feet in depth of mature hardwoods,which provide a natural
setback and buffer between the Project Site and the contiguous parcels. The proposed layout will leave
much ofthis intact. Hollow Road Solar will retain existing apple trees tothe north and northwest and/or
place such other landscaping screens in such areas as is usual and customary for such projects. There isno
100-year floodplain located within the Project Site. No known subsoil conditions have been identified that
would make the installation of solar panels problematic.A full geotechnical study will be conducted prior
toconstruction toidentify any adverse subsurface conditions.
The Project lies at approximately 1,164 feet above mean sea level (arnsl) and the topography of the area
ofthe property ishilly. The surface elevation varies from 8O3to1,17Ufeet amsiNatural surface water
drainage for the Project Site iogenerally south southeast.
The Applicant conducted an archival database review and found no jurisdictional wetlands present on the
property. The Applicant will conduct awet|and delineation study and obtain approval from the Army
Corps of Engineers. This approval is required to obtain authorization for the project under the Virginia
Department of Environmental Quality's Permit-by-Rule ("PBR")process.
Also, as part of the PBR process a Threatened and Endangered Species evaluation will be conducted.
Coordination with the Virginia Department of Wildlife Resources and Department of Conservation and
Recreation will proceed to assess for the presence of threatened and endangered species on the project
area and to determine appropriate mitigation, if required.
Given current delays inthe interconnection process with PJK4 Interconnection,LLC("P1W1")that are impact
all projects in the region, Hollow Road Solar expects to commence construction around the fourth quarter
of 2022 and reach commercial operations around the second quarter of 2023. During the approximately
four-month construction period, construction crews will be present and will be accessing the Project Site.
Once completed,the Projectwill be monitored remotely,with a limited number of personnel accessing the
Project Site while in operation to inspect maintain and repair the site and Project equipment, as
necessary.
At the time the Proiect achieves commercial operation,the Applicant will grant a conservation easement
to the Frederick County Conservation Easement Authority over such parts of the Proiect Site as are not
useful and necessary to the construction, operation and maintenance of the Project. At the time the
Pro*ect Permanently ceases commercial operation and the Proiect and Proiect Site are decommissioned
in full conformance with the decommissioning plan, Applicant will grant the Frederick County
Conservation Easement Authority a conservation easement over the balance of the Proiect Site. The
Applicant agrees to accept the above referenced easement conveyances as express conditions to its
conditional use permit.
l Decommissioning
As required by law, Hollow Road Solar will commit to a decommissioning plan for removal of the
equipment both above and below ground and return of the land to substantially its original condition
upon retirement of the Project.The decommissioning plan will provide for security that runs to the benefit
ofthe County asrequired bystate statute.
B. (-ODlDrehe0s'Ve Plan Conformity
As set forth inthe 2O]SComprehensive Plan, Frederick County, Virginia, adopted January Z5, 2017
("Comprehensive Plan"), the County is striving to maintain a balance between rural and urban areas.
2
"Preserving and protecting rural areas ofFrederick County is important not only to ensure the economic
viability of agricultural and forestall operations but to also guarantee that those lands are present forthe
use and enjoyment of future generations." As noted above the Project She is zoned KA. Utilizing the
Project Site for solar generation is one of the lowest impact uses permitted under the FCZO.Compared to
other potential uses,the Project will not include high-rise structures,such as radio or television towers or
a gas-fired power plant; increased housing density, which would produce higher traffic volumes on
Parishville Road and surrounding areas;the drilling of exploration wells that would be occur with natural
gas development; or many of the other adverse impacts that come with utilization of the property for
other permitted RA uses. Once constructed,the Project will be quiet, have a low visual impact compared
to many other RAuses and will not produce a strain on local resources. Furthermore,the County and its
residents will know that the land will not be placed in any such use for several decades.At the end of the
Project's life,the plant and equipment can easily be removed with little impact on the land and return the
land essentially tothe condition it is in today. Unlike any other project proposed in the county, the
Applicant has committed ultimately to place all of the land in conservation easement, ensuring the land
will never bedeveloped for another purpose.
C. Agricultural and Forestal Considerations
The she contains forested areas along the border with Hollow Road, which the Applicant intends to
maintain,and incertain other limited areas. However, no area is in a zoned forestal district.
D. Surrounding Properties
As set forth in Sections 7 and 10 of the Application, the Project Site is bordered by eight properties. Of
those eight properties,three will be directly impacted during the construction of the facility. The Project
Site is benefitted by an existing right-of-way that extends from the end of Anchorage Lane along the
borders ofparcels 26'7-4'27and 26'7-4'28toparcel Z7-A-11. The landowners ofparcels 26'7-4-27have
been made aware of, and not objected to, the use of the existing right-of-way for access to the Project
Site for construction of the Project, as evidenced by the signed letters provided to the County. Although
Hollow Road Solar previously had a similar letter from the owners of parcel 26-7-4-28,that property was
subsequently sold.Applicant is in the process of contacting the new owners. Additionally,Applicant also
has reached out tothe remaining four landowners on Anchorage Lane, two who have responded and
stated they have no objection to Anchorage Lane being used to access the Project Site during construction.
VVecontinue tofollow upwith the remaining two Anchorage Lane landowners.
The other property that will be directly impacted during construction is parcel 27-A-8, which is referred
toinvarious Project Documentation asthe "Anderson Parcel". Historically, National Fruit Orchards Inc.
accessed parcel 27-A-8 via a right-of-way extending from Parishville Road over the Anderson Parcel to the
northern edge of parcel I7-A'8. Hollow Road Solar has secured rights-of-way and easements over the
Anderson Parcel to provide for access to the Project Site during construction and operation, as well as
interconnection access from parcel 27-A-8 under the Anderson Parcel to parcel 27'A-8A, which is the
Shenandoah Valley Electric Cooperative's Gore substation.
We have reached out to all of the remaining landowners identified in Section 10 of the Application. We
have received favorable responses from the owners ofparcels 27-A-50 and 27+4'53[ and 27-A-10. We
have not heard back from the owner of parcel 27-A-14 and will continue to follow up with them.
3
E. Traffic
Hollow Road Solar expects construction to be completed within four months. Once construction of the
Project is completed, the impact of the Project on traffic essentially will be unnoticeable other than for
limited periods of maintenance. Traffic management during construction will be addressed by the
Project's construction plan,which will be developed in close coordination with the County,
F. Sewage and Conveyance Treatment
The Project will not produce any sewage.
G. Water SUDO|V
The Project will not use water.
A. Drainage
An exhibit depicting the drainage flows is included with the Preliminary Site Plan. Aupart ofthe formal
site plan review process,detailed preliminary erosion and sediment control and stormwater management
plans will be prepared that identify best management practices required to minimize the discharge nf
sediment into surface water bodies and sensitive areas of the Project Site, meeting all required rules and
regulations set forth by the Virginia Department of Environmental Quality.
|. Solid Waste Disposal Facilities
There is virtually no solid waste produced from operation of a solar facility. Any waste generated during
construction or decommissioning will be disposed of in accordance with federal and state law and
Frederick County ordinances. During decommissioning (or arising from maintenance or replacement
during the operational life of the Project),any materials that can be recycled in a commercially reasonable
manner will berecycled rather than disposed ofassolid waste.
J. A'3t(}['C Sites and Structures
Hollow Road Solar commissioned a desktop review of the Department of Historic Resource's Virginia
Cultural Resources Information System toidendfyanyprevious|yreoovdedhirLoricundcuhura|vesouoex.
Noknown cultural resources exist within the Project Site. Hollow Road Solar will pursue authorization for
the project under the Department nfEnvironmental Quality's P8Rprocess. Axrequired,onarchaeological
and architectural investigation will be conducted by qualified historian, resulting in a Phase | Cultural
Resources survey which will be submitted to the Department of Historic Resources for review.
K. Impact on (-(]F0D1UD'tV Facilities
Education
The Project will have noadverse impact oneducation.
Police Protection
This ixtypically required, ifatall, during the construction phase.
Fire and KeSCUe Protection
Any impact on fire and rescue protection should be minimal and predominantly during the construction
phase, as with any other construction project.Solar facilities do not present an inherent risk of fire.
Parks and Recreation
The Project will have noimpact onthe County's park and recreational resources.
Solid Waste. Disposal
See above.
Other Government Activities
The Project will not adversely impact any other government activities.
|. Other Impacts
Hollow Road Solar believes that repurposing the Project Site for solar generation combined with the
conservation easements being offered by the Applicant has substantial long-term benefits fo/theCounty
and its residents. Utilizing the Project Site for solar combined with the conservation easements precludes the
site from being developed in a mannerthat while consistent with the FCZO,may present some tension with
the objective of preserving the rural nature of this part of Frederick County. Additionally, as older power
plants serving the region are retired, replacing that electric generating capacity with clean energy sources,
such as solar,will contribute to cleaner air,soil and water for residents of Frederick County,thus furthering
the County's objective of protecting the rural and agricultural nature of western Frederick County.
DECOMMISSIONING PLAN
(Frederick County)
1. Introduction
This plan for decommissioning(the"Plan") is provided on November 5,2021 in accordance with Va.
Code Ann. § 15.2-2241.2 and is for the Hollow Road Solar Project (the "Project") located in
Frederick, County,Virginia(the"County"), and shall be binding on each successor and assignee(the
"Facility Owner"). The purpose of the Plan is to ensure the Project is properly removed at the end of
the Project's useful life,or earlier if abandoned in whole or in part, and that the Project site is restored
to pre-existing conditions. Pursuant to this Plan,a Decommissioning Cost Estimate will be provided
for County review prior to the site plan approval and updated every five (5) years during the Project
Life.
11. Decommissioning
The expected life of the Project is the period during which the facility can produce electrical energy
generation (the"Project Life"). At the end of the Project Life,or earlier in the event of abandonment
of all or a portion of the Project, the Facility Owner shall decommission the Project or a portion
thereof, as set forth below. Decommissioning generally proceeds in reverse order of installation of
the Project. The decommissioning process for the Project is generally expected to occur as follows
("Decommissioning"):)
1. The facility is disconnected from the utility power grid.
2. Solar arrays are disconnected, collected, and either shipped to another project, salvaged, or
submitted to a collection and recycling program.
3. Electrical interconnection and distribution cables are removed and recycled off-site by an
approved recycler.
4. Array support H-beams and racking are removed and recycled off-site by an approved metals
recycler.
5. Electrical and electronic devices,including transformers and inverters are removed and recycled
off-site by and approved recycler.
6. Concrete pads (if used for the inverter blocks) are removed and recycled off-site by a concrete
recycler.
7. Fencing is removed and recycled off-site by an approved recycler.
8. Any interior Project roads, typically constructed of 4" aggregate base, can either remain onsite
should the landowner choose to retain them,or be removed and the gravel repurposed either on-
or off-site.
9. Dispose of any components in a landfill that cannot be salvaged/recycled,re-sold or reused.
10. Stabilize any exposed soil where equipment was removed, consistent with County and other
applicable erosion and sediment control standards.
It is expected, but not required, that most components of the Project will be salvageable,
recyclable, re-usable or re-salable.
11. Maintain and replant turf-grass throughout the site, as necessary, unless required otherwise by
the landowner.
12. The Project does not generate any hazardous materials. In the unlikely event, and to the extent
that, any hazardous materials, as defined by federal, state and/or local laws, are present due to
the Project, as part of Decommissioning the Facility Owner shall dispose of all such materials
in accordance with applicable federal, state and local laws and regulations governing such
materials and the disposal of the same.
13. Unless agreed otherwise by the landowner, the Project site is returned to its condition prior to
installation of the Project, in accordance with applicable land use regulations in effect at the
time of Decommissioning.
111. Decommissioning Cost Estimate
The Facility Owner shall provide an estimate of the cost to decommission the Project (tile
"Decommissioning Cost Estimate") prepared by a Virginia Licensed Engineer prior to site plan
approval for installation of the Project, which shall include the following:
(a) The gross estimated cost to perform Decommissioning as set forth in Section II above
("Gross Cost");
(b) An administrative and inflation factor of 10%of the Gross Cost(the"Admin Factor");
(c) The estimated resale and salvage values associated with the Project equipment
("Salvage Value"); and
(d) A reduction in the Salvage Value by 10% such that only 90% of the Salvage Value
can be used as a credit against the Gross Cost and Admin Factor. The Salvage Value
multiplied by 90%is the"Salvage Credit."
Thus,the Decommissioning Cost Estimate formula is:
Gross Cost+Admin Factor— Salvage Credit=the Decommissioning Cost Estimate.
The Facility Owner shall provide an updated Decommissioning Cost Estimate on every 5h year
anniversary of the date when the Project first began to continuously deliver electric energy to the
electric grid for commercial sales(the"Commercial Operation Date") during the Project Life, which
shall account for inflation, cost and value changes, and advances in decommissioning technologies
and approaches.
If the Project lies on property owned by more than one person, entity or group (multiple owners),the
Decommissioning Cost Estimate shall include a table allocating the Decommissioning Cost Estimate
across the Project site,based on the percentage of generating capacity in megawatts(MW)attributable
to each separately owned part of the property(the "Cost Allocation"),
IV. Timing for Decommissioning
2
Upon the earlier of: (i) Completion of the Project Life; or (ii) Abandonment of the Project or any
portion thereof, the Facility Owner shall promptly arrange for and be responsible for the full
Decommissioning of the Project.
If the Project or any portion thereof has ceased operations and is not maintained for a continuous
period of longer than one(1)year and decommissioning is required before the end of the Project Life,
the County may provide written notice of suspected abandonment to the Facility Owner. Upon
receipt,the Facility Owner shall have a sixty (60)day period in which to refute the claim,remedy any
problem, commence Decommissioning, or show why more than sixty (60) days is reasonably
necessary to remedy the problem. If at the end of the sixty (60) day period the parties are unable to
resolve amicably any dispute arising out of or in connection with this Decommissioning Plan, then
such dispute shall be resolved by an action filed in the Circuit Court of Frederick County, Virginia.
V. Partial Decommissioning
If Decommissioning is triggered for a portion,but not the entire Project,prior to the end of the Project
Life, the Facility Owner shall commence and complete Decommissioning, in accordance with the
Decommissioning Plan, for the applicable portion of the Project. If a portion of the Project is
Decommissioned, the remaining portion of the Project would continue to be subject to this
Decommissioning Plan.
V1. Completion of Decommissioning
Decommissioning will be complete when the County Construction Official or County Engineer, or
another party appointed by the County, determines that Decommissioning has been completed in
accordance with this Decommissioning Plan by issuance of a letter to the Facility Owner.
V11. Default by the Facility Owner
If the Facility Owner is in default of its obligation to commence or complete Decommissioning, and
such default remains uncured for more than sixty (60) days (as explained in Section V above), each
landowner shall have the right to commence Decommissioning activities within the area it owns.
Nothing herein shall limit other rights or remedies that may be available to the County to enforce the
obligations of the Facility Owner, including the County's zoning powers.
V111. Notice under this Decommissioning Plan
Hollow Road Solar, LLC Department of Planning& Development
112 South Street SE, Suite A County of Frederick, Virginia
Leesburg,VA 20175 107 North Kent Street
Attn: Legal Department Winchester, Virginia 22601
Attn: Planning Director
3
IX Financial Security
Financial security shall be in an amount equal to the Decommissioning Cost Estimate(as determined
by a Virginia licensed Engineer in Section III) (the "Decommissioning Security"). When the
Decommissioning Cost Estimate is redone during the Project Life,the Facility Owner shall adjust the
amount of the Decommissioning Security to match the updated Decommissioning Cost Estimate.
If the Facility Owner is not a public utility company or an independent power producer with an
investment grade credit rating with Moody's or Standard and Poor's (a"Qualified Company"), prior
to commencement of commercial operations the Facility Owner shall provide financial security for
the removal of the Facility. If the Facility is bought by an entity that is not a Qualified Company,that
purchaser shall provide such financial security and the existing Facility Owner shall remain liable
hereunder until such purchaser has complied in full with the financial security obligations set forth
herein. If such financial security is required to run to the benefit of the County, such security shall
also run to the benefit of the landowner. The Facility Owner will only be required to provide one
instrument or obligation equal to the Decommissioning Security to satisfy its obligations to both the
County and the landowner.
The Decommissioning Security may be provided in one of the following forms: (i) a surety bond,(ii)
a letter of credit from a financial institution.
, (iii) a parent guaranty, or (iv) such other financial
instrument as is commonly used in business to secure monetary obligations, so long as such
instrument is irrevocable unless replaced with cash or other form of security reasonably acceptable to
the parties that benefit from such security.
4
Executed as of the date first written above:
HOLLOW ROAD SOLAR,LLC
By: Patrick E. Groomes
Title: President
Signature Page to Decommissioning Plan
HOLLOW ROAD SOLAR ps
'
1. uj
UTILITY-SCALE SOLAR POWER GENERATING FACILITY 0�jv
v
FREDERICK COUNTY, VA
APPROVED BY FREDERICK COUNTY ZONING Sheet List Table
ADMINISTRATOR ON L.Sheel,
20 SITE PLAN VALID FOR FIVE(5)YEARSSheet Title
F APPROVAL DATE.
-
FROM C1.0 COVER SHEET -
C2.0
SITE PLAN
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FREDERICK COUNTY ZONING ADMINISTRATOR PI—T
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PROJEa AREA ACREAGE:236.69 ACRES
LATUEM:39.160579
LONGITUDE:-78.215252
VICINITY MAP
WATERSHED:CONXOCHEAG PEQUON SCALE:I"=2,000'
HYDROLOGI[E UNIT CODE:12070004
TIMMONS GROUP
OWNER DEVELOPER/APPLICANT ENGINEER
HOLLOW ROAD LAND HOLDINGS,LLC HOLLOW ROAD SOLAR,LLC TIMMONS GROUP
112 SOUTH STREET SE,SUITE A 112 SOUTH STREET SE,SUITE A 623 H ST NW,SECOND FLOOR
LEESBURG,VA 20175 LEESBURG,VA 20175 WASHINGTON,DC 20001
PHONE:(202)919-2246
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REQUEST FOR CONDITIONAL USE PERMIT COMMENTS
jk
Virginia Department of Transportation , ,
Mail to: Hand deliver to:
Virginia Department of Transportation Virginia Department of Transportation
Attn: Resident Engineer Attn: Resident Engineer
14031 Old Valley Pike 2275 Northwestern Pike
Edinburg, Virginia 22824 m Winchester, Virginia 22603
The local office of the Transportation Department is located at 2275 Northwestern Pike in
Winchester if you prefer to hand deliver this form.
Applicant: It is your responsibility to complete this form as accurately as possible in order to assist the
agency with their review. Also, please attach two (2) copies of your application form, location map and
all other pertinent information.
Applicant's Name: Hollow Road Solar,LLC Telephone: (703)268-2562
Mailing Address: clo Blue Ridge Energy&Infrastructure Holdings LLC
112 South Street SE,Suite A
Leesburg,VA 20175
FNnaA Y,oi-ice-s*- 6rGk.cow,
Name of development and/or description of the request:
Request for conditional use permit for the development,construction and operation of a utility-scale solar Facility pursuant to
Sec. 165-401.03CC
Location of Property:
806 Hollow Road
Gore,VA 22637
Virginia Department of Transportation Comments:
See attached email from Lloyd Ingram,VDOT to Blue Ridge Energy dated January 22, 20201
VDOT Signature &Date: Transportation Engineer 01.22.2021
Notice to VDOT-Please Return Form to Applicant
10
From: Rhonda Funkhouser
To: notices(obreh.com; bhanzl(a)breh.com
Cc: bradley.riaaleman(c vdot.virginia.gov, Lloyd Ingram;Tyler Klein
Subject: "[External]"Hollow Road Solar,LLC-VDOT Comments to CUP
Date: Friday,January 22,20218:04:16 AM
Attachments: Hollow Road Solar.LLC-Comment Sheet.odf
XVDOT
The application for a Conditional Use Permit for this property appears to have little measurable
impact on Route 610, Parishville Road, the VDOT facility providing access to the property. The
proposed primary entrance lacks the proper amount of required sight distance for a "Low Volume"
Commercial Entrance. This entrance could be used during construction, provided a VDOT approved
"traffic flagging" scenario, as described in the "Work Zone Safety Manual" was approved. The
proposed secondary access point, off Anchorage Court, could be utilized as a "Low Volume"
Commercial Entrance for maintenance and non-commercial traffic after the "Solar Project"
construction was completed. An approved VDOT Land Use Permit would be required for work at
both locations.
VDOT would support the Solar Project if the entrance situations were resolved.
Should the use expand in the future, the entrance will need to be reviewed, to determine if
additional improvements may be required.
Lloyd A. Ingram I Land Development Engineer
Virginia Department of Transportation
14031 Old Valley Pike
Edinburg, VA 22824
voice: 540/534-3214
fax: 540/984-5607
e-mail: Lloyd.Ingram(a�i vdot.virginia.gov
uto 7_W0-_ 0 Y_S0 `U
REQUEST FOR CONDITIONAL USE PERMIT COMMENTS
Winchester-Frederick County Health Department
Mail to: Hand deliver to:
Frederick-Winchester Health Department Frederick-Winchester Health Department
Attn: Sanitation Engineer Attn: Sanitation Engineer
107 North Kent Street 107 North Kent Street, Suite 201
Winchester, Virginia 22601 Winchester, Virginia
(540) 722-3480
Applicant: It is your responsibility to complete this form as accurately as possible in order to assist the
agency with their review. Also, please attach two (2)copies of your application form, location map and
all other pertinent information.
Applicant's Name: Hollow Road Solar,LLC Telephone: (703)268-2562
Mailing Address: clo Blue Ridge Energy&Infrastructure Holdings LLC
112 South Street SE,Suite A
Leesburg,VA 20175
R l01 nof'i C.e$'Z(a re t,.G P
Name of development and/or description of the request:
Request for conditional use permit for the development,construction and operation of a utility-scale solar facility pursuant to
Sec. 165-401.03CC
Location of Property:
806 Hollow Road
Gore,VA 22637
Frederick-Winchester Health Department's Comments:
Health Dept. Signature & Date:
Notice to Health Department- Please Return This Form to the Applicant
13
REQUEST FOR CONDITIONAL USE PERMIT COMMENTS
Frederick County Fire Marshal
Mail to: Hand deliver to:
Frederick County Fire Marshal Frederick County Fire &Rescue Dept.
1800 Coverstone Drive Attn: Fire Marshal
Winchester, Virginia 22602 Public Safety Building
(540)665-6350 1800 Coverstone Drive
Winchester,Virginia
Applicant: It is your responsibility to complete this form as accurately as possible in order to assist the
agency with their review. Also, please attach two (2) copies of your application form, location map and
all other pertinent information.
Applicant's Name: Hollow Road solar,LLC T Telephone: (703)268-2562
Mailing Address: c/o Blue Ridge Energy&Infrastructure Holdings LLC
112 South Street SE,Suite A
Leesburg,VA 20175
✓qe4 ce-sZbream•covA
Name of development and/or description of the request:
Request for conditional use permit for the development,construction and operation of a utility-scale solar facility pursuant to
Sec. 165-401.03CC
Location of Property:
806 Hollow Road
Gore,VA 22637
Fire Marshal's Comments:
Fire Marshal's Signature&Date: —,J
Notice to Fire Marshal-Please Return This Form to the Applicant
11
Frederick County Fire and Rescue Department
Office of the Fire Marshal
1080 Coverstone Drive
Winchester,VA 22602
Phone: 540-665-6350 Fax:540-678-4739
fmo@fcva.us
Plan Review
Conditional Use
Status: Approved
Business Name
Hollow Road Solar, LLC
806 Hollow Rd
Gore,Virginia 22637
Phone:703-268-2562
Main Contact:
Printed Date: 12/15/2020
Blue Ridge Energy&Infrastructure Holdings, LLC
Teneral Information
Received Date: 12/11/2020 Occupancy Type:
Review Begin Date: 12/15/2020 Property Use:
Review End Date: 12/15/2020 Activity Number: 112BJ020
Hours: 1.0000 Review Cause: New Construction
Project Name Solar Facility
Adam Hounshell
Lieutenant/Assistant Fire Marshal
Page 1 of 1
REQUEST FOR CONDITIONAL USE PERMIT COMMENTS
Frederick County Inspections Department
Mail to: Hand deliver to:
Frederick County Inspections Department Frederick County Inspections Department
107 North Kent Street, 2nd Floor Attn: Building Official
Winchester,Virginia 22601 107 North Kent Street, 2nd Floor
(540) 665-5650 Winchester, Virginia
Applicant: It is your responsibility to complete this form as accurately as possible in order to assist the
agency with their review. Also, please attach two (2) copies of your application form, location map and
all other pertinent information.
Applicant's Name: Hollow Road Solar,LLC Telephone: (703)268-2562 cc yy
HEC
VED
Mailing Address: Go Blue Ridge Energy&Infrastructure Holdings LLC
112 South Street SE,Suite A DEC 1 1 2020
Leesburg,VA 20175
Frederick County
Ew..-A vtef icsSAbre-LN-Cow-, Public Works$ Inspections
Name of development and/or description of the request:
Request for conditional use permit for the development,construction and operation of a utility-scale solar facility pursuant to
Sec.165-401.03CC
Location of Property-
806 Hollow Road
Gore,VA 22637
Building Official's Comments:
rw
Building Official's Signature&Date:
iNotice to Inspections Department-Please Return This Form to the Applicant
12
Conditional Use Permit for installation of solar arrays shall be designed per the 2015 Virginia
Building Code,U-Utility Use Group.
Solar panel installation not associated with publicly regulated utilities require permits. Plans
submitted for permits may require the design to be sealed by a Registered
Design Professional licensed in the State of Virginia. Arrays shall be designed for the applicable
loads as required in Chap 16 VBC.
Please note the requirements in Chapter 17 of VBC for special inspection requirements on the
type of structure. (Soils, concrete etc..).
S:\Site Plan comments\2015\CUP Solar Arrays.doc
r
REQUEST FOR CONDITIONAL USE PERMIT COMMENTS
Frederick County Public Works Comment
Mail to: Hand deliver to: 1 ED
Frederick County Public Works Department Public Works Department
Attn: County Engineer 107 North Kent Street,2nd Floor DEC 1 1 2020
107 North Kent Street Winchester, Virginia 22601
Winchester,Virginia 22601 Phone: (540) 665-5643 FrederickCounty
Public Works
& inspections
Applicant: It is your responsibility to complete this form as accurately as possible in order to assist the agency with their
review. Please attach one(1)copies of the Site Plan with this sheet.
Applicant's Name: Hollow Road Solar,LLC Telephone: (703)268-2562
Email Address: notices@breh.com
Mailing Address: c/o Blue Ridge Energy&Infrastructure Holdings LLC
112 South Street SE,Suite A
Leesburg,VA 20175
Name of development and description of the request:
Request for conditional use permit for the development,construction and operation of a utility-scale solar facility pursuant to Sec.165-401.03CC
Location of Property:
806 Hollow Road
Gore,VA 22637
Public Works Department Comments:
rl 7o
S ✓ Gtr► ✓c- t
C �l h� G�
-FREDERICK COUNTY PUBLIC WORKS DEPARTMENT USE ONLY-
Date Received Review Number 1 2 3 4 5 (circle one)
Date Reviewed
Revision Required Date Approved
Signature&Date:_*= /Z" 1.4
**Please Return Form to Applicant**
19
F
r COUNTY of FREDERICK
Department of Planning and Development
540/665-5651
Fax: 540/ 665-6395
November 19, 2020
Hollow Road Solar, LLC
Blue Ridge Energy& Infrastructure Holdings LLC
112 South Street SE, Suite 2A
Leesburg, Virginia 20175
RE: Request for Historic Resources Advisory Board (HRAB) Comments
Conditional Use Permit—Hollow Road Solar—Utility Scale Solar Project
Zoning: RA (Rural Areas) District
Magisterial District: Gainesboro
Dear Applicant:
The Frederick County Historic Resources Advisory Board (HRAB) considered the above
referenced Conditional Use Permit application during their meeting on October 20, 2020. The
HRAB reviewed information from the Virginia Department of Historic Resources (VDHR) and
information provided by the Applicant. This application seeks to construct a utility scale solar
project located on two parcels of land that total 236 acres. The project will consist of rows of
ground-mounted photovoltaic modules,commonly known as solar panels. The site is located at
806 Hollow Road in Gore, in the Back Creek Magisterial District and identified by Property
Identification Numbers (PINs): 27-A-11 and 27-A-12.
Historic Resources Advisory Board Comments:
The HRAB discussed the site and the potential visual impact the project would have on surrounding
historic resources. The project is adjacent to Sunrise (DHR#034-0486) which is listed on both the
State and National Register of Historic Places. The site also has extensive frontage on Hollow Road
which is listed as eligible for the historic register. There are also a number of identified historic
sites within the vicinity which have not been evaluated and therefore their historic significance is
unknown.
The HRAB noted that there is a historic farm complex located on the site that had not been identified
by the applicant; the site consists of a vacant dwelling and barn which were pictured in the
Environmental Report. The HRAB stated that most likely this is a significant historic structure
given the location and photographs included in the Environmental Report. It was noted by the
Board that this structure has much architectural integrity (pattern of the house, central chimney,
collection of structures, 18th century house) and most likely important to the early history of this
area. The HRAB noted that this structure needs to be surveyed and preserved (mothballed), not
demolished as proposed. The historical significance of Hollow Road which is eligible for the State
and Natural Register (also included in a book by Willa Cather) was also discussed. The HRAB
expressed concern that a viewshed analysis had not been completed,and therefore the visual impact
is unknown.
107 North Kent Street, Suite 202 • Winchester, Virginia 22601-5000
Historic Resources Advisory Board
CUP Comments—Hollow Road Solar
November 19, 2020
Page 2
After reviewing the information provided, the Historic Resources Advisory Board (HRAB)
recommended approval of the CUP with the following conditions:
• While a Phase I Archeological Survey will be completed as part of the permitting of this
project,the investigation into the structures on the subject property need to go further. The
survey needs to document the collection of historic structures on and around this
development.
• A Phase II Survey needs to be conducted for the house/barn and surrounding site area.
• All proposed disturbance areas need to be moved away from the house and barn.
• The structures on the site need to be retained, stabilized and preserved(mothballed).
Thank you for the chance to comment on this application. Please call if you have any questions or
concerns.
Sincerely,
rA=6,"—
Candice E. Perkins, AICP, CZA,
Assistant Director
CEP/pd
cc: Chris Oldman, HRAB Chairman
Tyler Klein
Brenda Hanzl bhanzl&breh.com
Special Limited Power of Attorney
County of Frederick, Virginia
Frederick Planning Website: www.fcva.us
l
Department of Planning&Development, County of Frederick,Virginia
107 North Kent Street,Winchester,Virginia 22601
Phone (540) 665-5651 Facsimile (544)665-6395
Know All Men By These Presents: That I(We)
(Name) Hollow Road Land Holdings, LLC (Phone) (703)268-2562
(Address) 112 South St.SE,Suite A, Leesburg,VA 20175
the owner(s) of all those tracts or parcels of land ("Property") conveyed to me (us), by deed recorded in the
Clerk's Office of the Circuit Court of the County of Frederick, Virginia,by
Instrument No. 210009492 on Page N/A , and is described as
Parcel: 1 &2 Lot: N/A Block: N/A Section: N/A Subdivision: NIA
do hereby make, constitute and appoint:
(Name) Patrick E.Groomes (Phone) (703)268-2562
(Address) 112 South St.SE,Suite A, Leesburg,VA 20175
To act as my true and lawful attorney-in-fact for and in my (our) name, place and stead with full power and
authority I (we) would have if acting personally to file planning applications for my (our) above described
Property,including:
Rezoning(including proffers)
Conditional Use Permit
0 Master Development Plan(Preliminary and Final)
Subdivision
Site Plan
Variance or Appeal
My attorney-in-fact shall have the authority to offer proffered conditions and to make amendments to previously
approved proffered conditions except as follows:
This authorization shall expire one year from the day it is signed, or until it is otherwise rescinded or modified.
In witness thereof,I(we)have hereto set my(our)hand and seal this day of/tNbse.;,c�e , 2024 ,
Signature(s) j �.,
State of Virginia, City/County of To-wit:
I UtI `s
a Notary Public in and for the jurisdiction aforesaid,
certify that theerson(s) who signed to the. foregoing instnunent personally ppeared before me and has
acknowledg the same befor e int risdction aforesaid this � day of �. 20L.
Forfe§t F;,Whig
NOTARY py 1 Commis ion Expires:
Notary Pub1c GOMMONW TH QF VIROINIA
MY COMMISSION EaSPIRE3 July 31,
Special Limited Power of Attorney
County of Frederick,Virginia
a Frederick Planning Website: w wwAva.us
Department of Planning&Development,County of Frederick,Virginia
107 North Kent Street,WI-inf lester�1--iniu 22601
Phone (540)665-5651 Facsimile (540)665-6395
Know All Men By These Presents That:
Diane M.Holmes,Trustee for Cheyenne Faith Fender
Name of property Owner/Applicant
Please note. If the property owner/applicant is an entity,the name of the entity should appear above.
If multiple persons own the property or are applicants,an executed power of attorney-from each owner will be needed.
239 Lakeside Dr.Stephens City.VA 22655-2335
Mailing Address of property Owner/Applicant Telephone Number
as owner of,or applicant with respect to,the tract(s)or pareel(s)of land in Frederick County,
Virginia,identified by following property identification numbers:
27-A-8
do hereby make,constitute,and appoint:
Patrick E.Groomes
Name of Attorney-In-Fact
112 South Street SE,Suite A,Leesburg,VA 20175 (703)268-2562
Mailing Address of Attorney-In-Fact Telephone Number
to act as my true and lawful attorney-in-fact for and in my name,place,and stead,with the same
full power and authority I would have if acting personally,to file and act on my behalf with respect
to applion with Frederick County,Virginia for the followin ,for the above identified property:
Rezoning Subdivision
✓ Conditional Use Permit Site Plan
Master Development Plan(prelim.or final) Variance or Zoning Appeal
and,further,my attorney-in-fact shall have the authority to offer proffered conditions and to make
amendments to previously approved proffered conditions except as follows:
This appointment shall expire one year from the day that it is signed,or at such sooner time as 1
otherwise rescind or modify it.
X Signature
-
Title(if signing on behalf of iin entity) `Try!ML& :F—r '--k'$!l e»ruL fa t''h F'Y% e►� _
State of V 1 trgi rtA m , oup/Cityof To wit:
I, !�nw V a 1- ,a Notary Public in and for the jurisdiction aforesaid,certify that
the person who signed the foregoing instrument personally appeared before me and has acknowledged the
same before me in the jurisdiction aforesaid this day of Ta a _«j_,20'Z(.
.•ro
My Commission Expires: `?
Notary DREW BA►i TAiLE Registration Number: . =, -7 J �11
NOTARY PUBLIC
Commomwafth of Wgirtia
Reg.#7735797
Draft: 11/29/21
SOLAR FACILITY SITING AGREEMENT
This Solar Facility Siting Agreement(together with all exhibits hereto,"Agreement"), dated
as of January ,2022 ("Effective Date"),is by and between Frederick County,Virginia, a political
subdivision of the Commonwealth of Virginia ("Coun ") and Hollow Road Solar, LLC, a
Delaware limited liability company ("Applicant"). The County and Applicant are herein each a
"Pte" and collectively, the "Parties".
WHEREAS,the Applicant intends to develop,install,build, and operate a ground-mounted
solarphotovoltaic electric generating facility ("Project") on certain parcel(s) of land identified on
Frederick County Tax Map as Parcels 27-A-11 and 27-A-12 (collectively,"Pro e ");
WHEREAS, pursuant to Virginia Code § 15.2-2316.7, the Parties have entered into
negotiations regarding the Project;
WHEREAS,this Agreement represents the final agreed upon terms between the Parties with
regard to the aforementioned negotiations;
WHEREAS, in recognition of the objectives of set forth in the County's Comprehensive
Plan and the desire of the County to preserve its rural nature, Applicant has offered to place the
Property in conservation easement, in accordance with the terms set forth in Exhibit B;
WHEREAS, to assist the County directly with its own conservation easement plan,
Applicant has agreed to grant a conservation easement to the County through the Frederick County
Conservation Easement Authority;
WHEREAS, in addition to granting a conservation easement on the Property,Applicant has
offered to further contribute to the County's preservation objectives by extinguishing any transfer
of development rights, in conjunction with the grant of the conservation easement on the Property;
WHEREAS, pursuant to Virginia Code § 58.1-2636 the County has not adopted an
ordinance assessing a revenue share of up to $1,400.00 per megawatt, as measured in alternating
current(ac)generation capacity of the nameplate capacity of any solar photovoltaic(electric energy)
project("Revenue Share Ordinance"), but may choose to do so at a later date;
WHEREAS, pursuant to Virginia Code § 58.1-3660, if the County adopts the Revenue
Share Ordinance,the solar photovoltaic(electric energy)systems associated with the Project,which
are considered "certified pollution control equipment;" will be exempt from all state and local
taxation pursuant to Article X, Section 6(d) of the Constitution of Virginia("Tax Exemption");
WHEREAS,until such time as the County adopts a Revenue Share Ordinance,such certified
pollution control equipment will be subject to local machinery and tools taxation and exemptions
as provided by state law and local ordinances, including Virginia Code § 58.1-3660(C) and(D);
WHEREAS, pursuant to the requirement in Virginia Code § 15.2-2316.8 (B), the County
has held a public hearing in accordance with subdivision A of Virginia Code § 15.2-2204 for the
purpose of considering this Agreement, after which a majority of a quorum of the members of the
Frederick County Board of Supervisors ("Board") approved this Agreement;
NOW, THEREFORE, pursuant to Chapter 22, Title 15.2, Article 7.3 of the Code of
Virginia, intending to be legally bound hereby and in consideration of the mutual covenants
1
Draft: 11/29/21
contained herein, the receipt and sufficiency of which are hereby acknowledged, the County and
Applicant do hereby agree as follows:
1. CUP Conditions. The Applicant acknowledges and agrees that it is subject to all the
terms and conditions contained in the conditional use permit ("CUP") approved by the Board for the
Project on January 12, 2022, attached heretoas Exhibit A and incorporated herein. Violation by the
Applicant or by any of Applicant's agents, assigns or successors in interest of any terms and conditions
of the CUP or of any other applicable zoning requirements shall constitute a violation of this Agreement.
2. Grant of Conservation Easement. Applicant has offered, and County has accepted
Applicant's offer, to grant the Frederick County Conservation Easement Authority a conservation
easement("Conservation Easement")on the Property in accordance with the terms of the Conservation
Easement Deed attached hereto as Exhibit B. Applicant also has offered, and County has accepted
Applicant's offer, to extinguish any right to transfer development rights pursuant to Article III of the
of the Frederick County Zoning Ordinance ("Zoning Ordinance"). The Conservation Easement and
the extinguishment of any transfer of development rights are subject to (a) the County's issuance of a
CUP acceptable to Applicant, (b)the Project achieving commercial operations and(c)such other terms
set forth herein, including without limitation, Exhibit B.
3. Separation of Property and Equipment. For purposes of any taxation by the County,the
Project shall be treated as separate class of property from the associated real property or any other
personal property, as set forth in Virginia Code § 58.1-3660(A).
4. Annual Valuation and Taxation of Real Property. In recognition of Applicant granting
the Conservation Easement to the County and extinguishing any right to transfer development rights,
County acknowledges that, for purposes of determining assessed value, the portion of the Property
where the land is not improved with solar infrastructure, and which is placed in Conservation Easement
as contemplated herein, will be eligible for agricultural land use taxation treatment in accordance with
County policy, notwithstanding the existence of the Project on other portions of the Property. The
County further acknowledges that the extinguishment of rights to transfer development rights on the
entire Property, as a matter of County policy, is taken into consideration when calculating the assessed
value of the Property. The applicable tax rate for the Property shall be the County real estate tax rate.
5. Annual Valuation and Taxation of Equipment.
(a) Prior to the Commercial Operation Date, Applicant agrees to provide County
with a detailed list of capital equipment, including but not limited to solar photovoltaic equipment
proposed to be installed, regardless of whetherit has yet been certified as pollution control equipment
by the State Corporation Commission or Virginia Department of Environmental Quality, and lists of
all other taxable tangible property. Thereafter, on an annual basis,Applicant shall provide County with
any updates to this information,including but not limited to all new or replacement solar panels and all
other equipment. Applicant agrees to provide the County all information it may in the future provide
tothe Virginia State Corporation Commission for the Commission's use in valuing such property for
taxation purposes. In addition, prior to the Commercial Operation Date, Applicant shall provide proof
of payment for all components of the Project installed prior to the Commercial Operation Date.
Applicant shall further submit proof of payment for any additional or replacement component installed
during the life of the Project, proof of which shall be updated annually on or before the anniversary of
2
Draft: 11/29/21
the Commercial Operation Date, and if no such component is installed in any given year,notice of such
shall also be filed with the County on or before the anniversary of the Commercial Operation Date. The
sum value of the capital equipment of the Project determined in accordance with this Section 5(a) shall
be referred to as the "Assessed Value". As used herein, "Commercial Operation' shall mean the date
the Applicant commences the sale of electricity generated from the Project.
(b) In calculating the M&T Tax payable by the Applicant, the County shall reduce
the Assessed Value of the Project by the percentage set forth in Virginia Code § 58.1-3660(G)(ii)
("Pollution Control Tax Abatement").
(c) The annual tax payable by the Project shall be calculated by multiplying (i) the
Assessed Value by (ii) Pollution Control Tax Abatement and then multiplying the product thereof by
(iii) the Depreciation Percentage and then multiplying the product thereof by (iv)the M&T Tax rate.
(d) As of the date of this Agreement, the County has not adopted a Revenue Share
Ordinance as provided under Virginia Code § 58.1-3660 (D), and the payments under this agreement
are not conditioned upon the County adopting such ordinance. Should the County later adopt a Revenue
Share Ordinance, the County acknowledges that Applicant shall have the option, in its sole discretion,
to elect to be taxed in accordance with any such Revenue Share Ordinance. County shall notify
Applicant in writing within 30 days of adopting any Revenue Share Ordinance, after which Applicant
shall have 30 days to elect to pay taxes in accordance with such Revenue Share Ordinance.
6. Statutory Structure of Payments; Statement of Benefit. The Parties agree that
by entering into this Agreement, pursuant to Virginia Code § 15.2-2316.6 et seq., the payments set
forth in Sections 4 and 5 above are authorized by statute. County acknowledges that it is bound by law
to assess taxes only as set forth in Sections 4 and 5 above. Applicant acknowledges that it is bound to
pay taxes assessed by the County in accordance with Sections 4 and 5 above. County shall assess no
other taxes on the Project,or Applicant in relation to the Project, other than as expressly set forth herein.
The Parties acknowledge that this Agreement is fair and mutually beneficial to them both. The County
further acknowledges that the use of the Property for the Project, the Applicant's grant of the
Conservation Easement over the Property and the extinguishment of the right to transfer development
rights provide substantial benefit to the County in preserving the rural nature of the County and
furthering the efforts of the Frederick County Conservation Easement Authority. Applicant
acknowledges that this Agreement is beneficial to Applicant in allowing it to proceed with the
development of the Project.
7. Conformance with Comprehensive Plan. Upon approval of this Agreement by
the Board, the Project shall be deemed to be "substantially in accord" with the Frederick County
Comprehensive Plan in all respects. No further finding shall be required by the County Planning
Commission pursuant to Virginia Code § 15.2-2232(A).
8. Effect of Agreement
a. In accordance with Virginia Code § 15.2-2316.9(B), and as acknowledged and
agreed to by the Parties, the terms of this Agreement shall control over any County ordinance(s)
and/or regulation(s) that may be inconsistent with the terms of this Agreement. However, nothing
shall be construed to exempt the Applicant from any applicable requirement to obtain approvals and
permits under federal, state, or local ordinances and regulations.
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b. In accordance with Virginia Code § 15.2-2316.8(A)(3), and acknowledged and
agreed to by the Parties,this Agreement shall be binding upon the County,the Board, and enforceable
against the Board and future governing bodies of the County in any court of competent jurisdiction.
c. This Agreement is expressly conditioned upon the Board's approval of a CUP
authorizing the use of the Property as a utility-scale solar facility on terms acceptable to the Applicant.
9. Term; Termination. This Agreement shall commence on the Effective Date and
shall continue until the Termination Date. The "Termination Date" shall be the earlier of(a) the
date the Project is "Decommissioned" in accordance with Va. Code Ann. § 15.2-2241.2 and (b) the
date Applicant provides written notice to County that it is abandoning the development of the Project.
The termination of this Agreement shall not limit the Applicant's legal obligation to pay local taxes in
accordance with applicable law at such time and for such period as the Project remains in operation.
10. Mutual Covenants. The Applicant covenants to the County that it will not
seek to invalidate this Agreement, or otherwise take a position adverse to thepurpose or validity
of this Agreement. So long as Applicant is not in breach of this Agreement during its term, the County
covenants to the Applicant that it will not seek to invalidate this Agreement or otherwise take a position
adverse to the purpose or validity of this Agreement.
11. No Obligation to Develop. The Applicant has no obligation to develop the
Project and this Agreement does not require any payments until after the Commercial Operation Date.
Any test energy or other energy produced prior to the Commercial Operation Date shall not trigger
payment under this Agreement. It is understood that development of the Project by Applicant is
contingent upon a number of factors including,but not limited to,regulatory approvals, availability and
cost of equipment and financing, and demand for renewable energy and renewable energy credits. No
election by the Applicant to terminate, defer, suspend or modify plans to develop the Project shall be
deemed a default of Applicant under this Agreement.
12. Successors and Assigns. This Agreement will be binding upon the successors
and assigns of the Applicant, and the obligations created hereunder shall be covenants running with the
Property upon which the Project is developed. If Applicant sells, transfers, leases or assigns all or
substantially all of its interest in the Project, this Agreement will automatically be assumed by and be
binding on the purchaser, transferee or assignee. Any such assumption, sale, transfer, lease or
assignment shall relieve the Applicant of all obligations and liabilities underthis Agreement accruing
from and after the date of sale or transfer, and the purchaser ortransferee shall automatically become
responsible under this Agreement. The Applicant shall execute such documentation as reasonably
requested by the County to memorialize the assignment and assumption by the purchaser or transferee.
13. Memorandum of Agreement. This Agreement or memorandum of this
Agreement, in a form acceptable to the County Attorney, shall be recorded in the land records of the
Clerk's Office of the Circuit Court of Frederick County, Virginia. Such recordation shall be at the
Applicant's sole cost and expense and shall occur as soon as reasonably practicable after the full
execution ofthis Agreement. If the Applicant chooses to not develop the Project, in its sole discretion,
the County shall execute a release of the memorandum filed in the aforementioned Clerk's Office.
14. Notices. Except as otherwise provided herein, all notices required to be given
or authorized to be given pursuant to this Agreement shall be in writing and shall be delivered or sent
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by registered or certified mail, postage prepaid, by recognized overnight courier, or by commercial
messenger to:
If to County: If to Applicant:
Planning Department Hollow Road Solar, LLC
County of Frederick 112 South Street SE, Suite A
107 North Kent Street Leesburg, VA 20175
Winchester, Virginia 22601 Email: notices@breh.com
Email: wpearson@,fcva.us
With a copy to: With a copy to:
Roderick B. Williams Michelle Rosati
County Attorney Holland& Knight LLP
County of Frederick 1650 Tysons Boulevard, Suite 1700
107 North Kent Street Tysons,Virginia 22102
Winchester, Virginia 22601 Email: michelle.rosati@hklaw.com
Email: rwilliagfcva.us
The County and Applicant, by notice given hereunder, may designate any further or different
persons or addresses to which subsequent notices shall be sent.
15. Governing Law; Jurisdiction; Venue. This agreement shall be governed by and
construed in accordance with the laws of the Commonwealth of Virginia, without regard to any of its
principles or conflicts of laws or other laws which would result in the application of the laws of another
jurisdiction. The parties hereto (A) agree that any suit, action or other legal proceeding, as between
the parties hereto, arising out of or relating to this agreement shall be brought and tried only in the
Circuit Court of Frederick County, Virginia, (B) consent to the jurisdiction of such court in any such
suit, action or proceeding and (C) waive any objection which any of them may have to the laying of
venue on any such suit, action or proceeding in such court and any claim that any such suit, action or
proceeding has been brought in an inconvenient forum. The parties hereto agree that a final judgment
in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions
by suit on the judgment or in any other manner provided by law.
16. Severability, Invalidity Clause. Any provision of this Agreement that conflicts with
applicable law or is held to be void or unenforceable shall be ineffective to the extent ofsuch
conflict, voidness or unenforceability without invalidating the remaining provisions hereof, which
remaining provisions shall be enforceable to the fullest extent permitted under applicable law. If, for
any reason, including a change in applicable law, it is ever determined by any court or governmental
authority of competent jurisdiction that this Agreement is invalid then theParties shall, subject to any
necessary County meeting vote or procedures,undertake reasonable efforts to amend and or reauthorize
this Agreement to render the invalid provisions herein lawful, valid and enforceable. If the Parties are
unable to do so, this Agreement shall terminate asof the date of such determination of invalidity, and
the Property and the Project will thereafter be assessed and taxed as though this Agreement did not
exist.The Parties will cooperate with each other and use reasonable efforts to defend against and contest
any challenge to this Agreement by any third party.
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17. Entire Agreement. This Agreement and any schedules or exhibits constitute the entire
agreement and supersedes all other prior agreements and understandings, both written and oral,
between the Parties hereto with respect to the subject matter hereof. No provision of this Agreement
can be modified, altered or amended except in a writing executed by all Parties hereto.
18. Construction. This Agreement was drafted with input by the County and the Applicant,
and no presumption shall exist against any Party.
19. Force Majeure. Neither Party will be liable for any failure or delay in performingan
obligation under this Agreement that is due to any of the following causes, to the extent beyond its
reasonable control: acts of God, accident, riots,war, terrorist act, epidemic, pandemic,quarantine, civil
commotion, breakdown of communication facilities, breakdown of web host, breakdown of internet
service provider, natural catastrophes, governmental acts or omissions, changes in laws or regulations,
national strikes, fire, explosion, generalized lack of availability ofraw materials or energy. For the
avoidance of doubt,Force Majeure shall not include(a)financi aldi stress nor the inability of either party
to make a profit or avoid a financial loss, (b) changes in market prices or conditions, or (c) a Parry's
financial inability to perform its obligations hereunder.
20. Third Party Beneficiaries. This Agreement is solely for the benefit of the Parties hereto
and their respective successors and permitted assigns, and no other person shall have any right,benefit,
priority or interest in,under or because of the existence of, this Agreement.
21. Counterparts; Electronic Signatures. This Agreement may be executed simultaneously
in any number of counterparts, each of which shall be deemed to be an original, and all of which shall
constitute but one and the same instrument. A signed copy of this Agreement delivered by facsimile,
e-mail/PDF or other means of electronic transmission shall bedeemed to have the same legal effect as
delivery of an original signed copy of this Agreement.
[signature page follows]
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IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be
executed by the officers whose names appear below as of the Effective Date.
HOLLOW ROAD SOLAR,LLC
By:
Name: Patrick E. Groomes
Title: President
FREDERICK COUNTY,VIRGINIA
By:
Name: Charles S. DeHaven, Jr.
Title: Chairman at Large,Board of Supervisors
Approved as to form:
By:
Name: Roderick B. Williams
Title: County Attorney