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008-22 (RezoningOneLogisticsParkLP) c© ORDINANCE GfAj 193 Action: PLANNING COMMISSION: June ]5,2022 Public Hearing Held, Recommended Approval BOARD OF SUPERVISORS: July 13, 2022 Adopted ORDINANCE AMENDING THE ZONING DISTRICT MAP REZONING#03-22 ONE LOGISTIC PARK, L.P. WHEREAS,REZONING#03-22 ONE LOGISTICS PARI{,L.P.submitted to rezone 3.16+/-acres from the R4(Residential Planned Community)District to the M1 (Light Industrial)Districts with proffers.The property is located approximately one mile east of I-81 on the south side of Millwood Pike (Route 50), east of Prince Frederick Drive(Route 78 1)and Coverstone Drive(Route 1538),and west of Arbor Court and Pendleton Drive in the Shawnee Magisterial District and is identified by Property identification Number 64-A-83B; and WHEREAS, the Frederick County Planning Commission held a public hearing on this Rezoning on June 15, 2022 and recommended approval; and WHEREAS, the Frederick County Board of Supervisors held a public hearing on this Rezoning during their regular meeting on July 13, 2022; and WHEREAS, the Frederick County Board of,Supervisors finds the approval of this Rezoning to be in the best interest of the public health, safety, and welfare, and in conforinance with the Comprehensive Plan, NOW,THEREFORE,BE IT ORDAINED by the Frederick County Board of Supervisors,that Chapter 165 of the Frederick County Code,Zoning,is amended to revise the Zoning District Map to rezone 3.16+/-acres from the R4 (Residential Planned Community)District to the M 1 (Light Industrial)Districts with proffers statement bearing the signature date June 10, 2022. The conditions voluntarily proffered in writing by the Applicant and the Property Owner are attached. This ordinance shall be in effect on the date of adoption. Passed this 13"' day of July 2022 by the following recorded vote: Charles S. DeHaven, Jr., Chairman Aye Shawn L. Graber Aye J. Douglas McCarthy Absent Robert W. Wells Aye Josh E. Ludwig Aye Judith McCann-Slaughter Aye Blaine P. Dunn Aye A COPY ATTEST Michael L. Bolll er Frederick Co ty Administrator Res. 008-22 REZONING 1 ONE • L.P. COG REZONING APPLICATION#03-22 ONE LOGISTICS PARK L.P. Staff Report for the Board of Supervisors ' Prepared: July 1,2022 Staff Contacts: John A. Bishop,AICP,Assistant Director 1738 Reviewed Action Planning Commission: 06/15/22 Recommended Approval Board of Supervisors: 07/13/22 Pending PROPOSAL: To rezone 3.16+/- acres from the R4 (Residential Planned Community) District with proffers to the Ml (Light Industrial) District with proffers. LOCATION: The property is located approximately one mile east of I-81 on the south side of Millwood Pike(Route 50), east of Prince Frederick Drive (Route 78 1)and Coverstone Drive(Route 1538) and west of Arbor Court and Pendleton Drive. EXECUTIVE SUMMARY& STAFF CONCLUSIONS FOR THE 07/15/22 BOARD OF SUPERVISORS MEETING: The subject property is part of the original Carpers Valley/Governors Hill Rezoning which was approved in 2005 (revised in 2009, 2013 and 2014). Rezoning#01-21 which rezoned the surrounding 277.16 acres to a mix of Ml (Light Industrial) and B2 (General Business)zoning with a total of 264.7 acres of M1 (Light Industrial) and 12.5 acres of B2 (General Business) . This action left the subject parcel surrounded entirely by M1 zoned property. The applicant has since purchased the subject property and is requesting that it be rezoned to MI to match the surrounding property. The site is located within the limits of the Senseny/Eastern Frederick Urban Area Plan of the Comprehensive Plan. The Plan identifies this property with a commercial/transition and residential land use designation; these designations are consistent with the current zoning. Therefore, the requested M1 District is generally inconsistent with the Comprehensive Plan. It should be noted that the entire site was previously designated for commercial land uses by the Comprehensive Plan in effect at the time of the original rezoning approval;the plan was later updated to show the residential zoning approved in 2005. The subject parcels are also located within the boundaries of the Airport Support Area that surrounds the Winchester Regional Airport; the support area discourages new residential construction. The proposed elimination of residential use of the subject parcel would further support the goals of the Airport Support Area. The planned road network included in the Senseny/Eastern Frederick Urban Area Plan identifies a major collector road system which provides for an east-west linkage (Coverstone Drive) which connects to Millwood Pike at Inverlee Drive. A portion of Coverstone Drive currently exits from Prince Frederick Drive to the property boundary of the Frederick County Public Safety Center. The planned phased connection from the existing terminus of Coverstone Drive to Millwood Pike at Inverlee Drive provides for an important linkage that serves both this development and surrounding land uses. REZONING 1 ONE • L.P. Rezoning #01-21 has previously proffered to complete Coverstone Drive to Millwood Pike among a number of other transportation proffers. This application seeks to apply the proffers from Rezoning #01-21 verbatim and in their entirety to this parcel. This results in no additional developmental square footage or trip generation beyond what was previously approved in Rezoning #01-21. Following the required gublic hearing, a decision regarding this rezoning application by the Board o Supervisors would be a1212roTriate. The A1212licant should be prepared to adequately address all concerns raised by the Board ofSugervisors. REZONING 1 ONE • L.P. 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 application. It may also be useful to others interested in this zoning matter. Unresolved issues concerning this application are noted by staff where relevant throughout this staff report. Reviewed Action Planning Commission: 06/15/22 Recommended Approval Board of Supervisors: 07/13/22 Pending PROPOSAL: To rezone 3.16+/- acres from the R4 (Residential Planned Community) District with proffers to the Ml (Light Industrial) District with proffers. LOCATION: The property is located approximately one mile east of I-81 on the south side of Millwood Pike(Route 50),east of Prince Frederick Drive (Route 78 1)and Coverstone Drive(Route 1538) and west of Arbor Court and Pendleton Drive. MAGISTERIAL DISTRICT: Shawnee PROPERTY ID NUMBERS: 64-A-83B PROPERTY ZONING: R4 (Residential Planned Community) District PRESENT USE: Vacant ADJOINING PROPERTY ZONING& PRESENT USE: North: M1 (Light Industrial) Use Vacant South: M1 (Light Industrial) Use Vacant East: M1 (Light Industrial) Use Vacant West: M1 (Light Industrial) Use Vacant REZONING 1 ONE • L.P. REVIEW EVALUATIONS: Due to the fact that the allplicant is almlying the proffers of Rezoning#01-21 in their entirety to the subject parcel, resulting in no changes to transportation or other infrastructure or additional enabled square footage. staff has not required the allplicant to seek additional agency comments. Planning & Zoning: 1) Site History The original Frederick County zoning map (U.S.G.S. Winchester Quadrangle) identifies the subject parcels as being zoned R1 (Residential Limited)District. The parcels were re-mapped from R1 to A2 (Agricultural General) District pursuant to the County's comprehensive downzoning initiative(Zoning Amendment Petition#011-80),which was adopted on October 8, 1980. The County's agricultural zoning districts were subsequently combined to form the RA (Rural Areas) District upon adoption of an amendment to the Frederick County Zoning Ordinance on May 10, 1989. The corresponding revision of the zoning map resulted in the re- mapping of the subject property and all other Al and A2 zoned land to the RA District. The subject properties were rezoned to the R4 (Residential Planned Community) District in 2005 (revised in 2009,2013 and 2014).A Master Development Plan was approved for the property, the Governors Hill project, in 2009. 2) Comprehensive Plan The Comprehensive Plan is the guide for the future growth of Frederick County. The Comprehensive Plan is an official public document that serves as theCommunity's guide for making decisions regarding development, preservation, public facilities, and other key components of Community life. The primary goal of this plan is to protect and improve the living environment within Frederick County. It is in essence a composition of policies used to plan for the future physical development of Frederick County. The Area Plans,Appendix I of the Comprehensive Plan, are the primary implementation tool and will be instrumental to the future planning efforts of the County. Land Use The Comprehensive Plan and the Senseny/Eastern Frederick Urban Area Plan provide guidance on the future development of this property. The site is located within the limits of the Sewer and Water Service Area (SWSA). The Plan identifies this property with a commercial/transition and residential land use designation which is consistent with the current zoning;therefore,the requested M 1 (Light Industrial)District is generally inconsistent with the Comprehensive Plan. It should be noted that the entire site was previously designated for commercial land uses by the Comprehensive Plan in effect at the time of the original rezoning approval; the plan was later updated to show the residential zoning approved in 2005. The subject parcels are also located within the boundaries of the Airport Support Area that surrounds the Winchester Regional Airport. This area comprises a zone of influence for airport operations wherein new residential land use is discouraged due to the prevalence of aircraft noise and the consequent potential for use incompatibilities_ The development of business and industrial land uses is supported within the Airport Support Area to minimize such use conflicts REZONING 1 ONE • L.P. and ensure the feasibility of future airport expansion. The elimination of the residential zoning that currently exists on the site would further the goals of the Airport Support Area. Transportation and Site Access The planned road network included in the Senseny/Eastern Frederick Urban Area Plan identifies a major collector road system which provides for an east-west linkage (Coverstone Drive) which connects to Millwood Pike (Route 50 East) at Inverlee Drive. A portion of Coverstone Drive currently exits from Prince Frederick Drive to the property boundary of the Frederick County Public Safety Center. The planned connection from the existing terminus of Coverstone Drive to Millwood Pike at Inverlee Drive provides for an important linkage that serves both this development and significant residential development north of Route 50. This connection would offer an alternative route that would help relieve future congestion on Route 50 between Prince Frederick Drive and I-81. In addition, Coverstone Drive will connect with the future relocated Route 522 South, which once approved and constructed,would connect at Prince Frederick Drive. In combination with the Crossover Boulevard project,which is currently under construction from Airport Road into the City of Winchester,this important network connection would allow significant traffic flow from this development and surrounding land uses to access Route 522 and the City of Winchester without traveling through the Exit 313 interchange area. 3) Potential Impacts: Due to the fact that this property proposes to adopt the proffers from Rezoning#01-21 for this parcel in their entirety and that those proffers limit development to specific square footage caps, there is no additional impact created by the rezoning of this parcel. 4) Proffers: The proposed proffers associated with this rezoning application are as follows. As noted previously, these proffers are identical to the proffers of Rezoning 901-21 for the surrounding properties. Proffer Statement: 1. LAND USE I.I. The project shall be designed to establish interconnected commercial and light industrial Land Bays in conformance with the GDP, and as is specifically set forth in these proffers.Minor modifications as necessary upon final engineering,must meet the intent of the proffers and receive Director of Planning approval. 2. TRANSPORTATION 2.1. The public roadways proposed on the Property shall be constructed in the locations depicted on the GDP. Minor modifications, as necessary upon final engineering, including but not limited to land bay ingress/egress and intersection alignments, must meet the intent of the proffers and receive Director of Planning and VDOT approval at site plan or road plan. REZONING 1 ONE • L.P. 22. The Owners shall design,construct,and dedicate Coverstone Drive as an urban four-lane divided collector road with turn lanes as warranted within an approximate 102'right-of- way in accord with the phasing schedule referenced below. The Owners may at their option also build this road ahead of the requirements of the phasing schedule. PHASE l: Phase 1 shall consist of the full urban four-lane divided collector road section, including a ten-foot shared-use asphalt trail, from Millwood Pike to the south boundary of Land Bay 3,as depicted on the GDP. This roadway shall be bonded and constructed to a minimum base asphalt prior to issuance of a certificate of occupancy for any building within Land Bays 3 or 4. Phase 1 improvements shall consist of all necessary improvements,including signalization if or when warranted by VDOT, to create a four-way intersection, or alternative intersection, subject to VDOT approval, at the existing intersection of Inverlee Way and Millwood Pike as shown on the GDP. Additionally, the Owner shall close the existing Millwood Pike crossover previously used for access to the golf course concurrent with Phase 1 improvements. PHASE 2: Phase 2 shall consist of construction of a two-lane urban half section of Coverstone Drive from the south boundary of Land Bay 3 to the Pendleton Drive intersection as depicted on the GDP, including a shared-use asphalt trail on the east side of this roadway. Phase 2 roadway improvements shall provide additional access to Land Bay 4 and shall be completed prior to issuance of a certificate of occupancy for any use on Land Bays 5 through 8. This two-lane Phase 2 half section shall be subject to final engineering and VDOT approval and shall include the two ultimate northbound lanes used for two-way traffic,with a lane transition to the Phase 1 four lane section. PHASE 3: Phase 3 shall consist of construction of a two-lane urban half section of Coverstone Drive from the Pendleton Drive intersection to the existing Coverstone Drive connection at 1080 Coverstone Drive(TM 64-A-87A) as depicted on the GDP, including transition to the existing four-lane section and a shared-use asphalt trail to the south/east of the roadway. Phase 3 roadway improvements shall be completed prior to issuance of a certificate of occupancy for any use on Land Bays 1 or 2 ftffd or no later than issuance of the certificate of occupancy for new construction on the Property that exceeds 1,600,000 square feet. This two-lane Phase 3 half section shall be subject to final engineering and VDOT approval and shall include the two ultimate eastbound lanes used for two-way traffic, with a lane transition to the existing four lane section. PHASE 4: Phase 4 shall consist of construction of the remaining two-lanes of the full urban four-lane divided section of Coverstone Drive previously constructed in Phases 2 and 3 from the south boundary of Land Bay 3 to the existing Coverstone Drive connection at 1080 Coverstone Drive(TM 64-A-87A) as depicted on the GDP. Phase 4 roadway improvements shall be completed prior to issuance of a certificate of occupancy for any REZONING 1 ONE • L.P. new construction on the Property that exceeds 2,000,000 square feet. 23. Notwithstanding the foregoing Proffer 2.2 phasing schedule for the construction of Coverstone Drive, if vehicle per day (VPD)traffic counts on Coverstone Drive exceed 10,000 VPD total or if Heavy Vehicle traffic counts exceed 800 Heavy Vehicle VPD on Coverstone Drive, south of Land Bay 3, then the Owners shall complete the full construction of Coverstone Drive as an ultimate full urban four lane section from Millwood Pike to the existing eastern terminus of Coverstone Drive (1080 Coverstone Drive (TM 64-A-87A) prior to issuance of any further certificates of occupancy. The term"Heavy Vehicle" shall be defined as per FHWA Classification Type 4 or higher(6 tires, or multi-axle vehicle). In order to ensure compliance with this Proffer 2.3, the Owners shall provide a vehicle classification count to Frederick County,including Heavy Vehicle counts, not later six months after the issuance of the first certificate of occupancy for new construction on the Property in either Land Bays 1 and 2 or any new construction that yields a minimum cumulative aggregate of 1,600,000 square feet of new construction on the Property. 2.4. The Owners shall design and construct the extension of existing Pendleton Drive to Coverstone Drive, as shown on the GDP. The proposed extension will be a minimum two-lane urban local roadway with an approximate right of way width of 60'to provide access to employment uses within Phase B (Land Bays 5 through 8). The Pendleton Drive extension shall be constructed prior to issuance of the first occupancy permit within Phase B. 25. Access to Millwood Pike shall be limited to Coverstone Drive, as shown on the GDP, with the exception of the private driveway currently serving the residentially zoned parcel identified as TM 64-A-83B. The Owners shall maintain an access easement for this residential driveway until such time as this residentially zoned parcel is rezoned for non-residential uses. If this residentially zoned parcel is rezoned by others for non- residential uses, an interparcel access linkage shall be provided. No new commercial access to Millwood Pike is proposed and the existing driveway to 1600 Millwood Pike (TM 64-A-83B) will not be used for site access. 2.6. All off-site road improvements shall be designed to the latest VDOT standards, unless otherwise approved by VDOT in general conformance with the submitted impact study. Off-site improvements shall be constructed as depicted on the GDP as follows: 2.6.1. Eastern improvements shall consist of improvements at the intersection of Millwood Pike/Inverlee Way/Coverstone Drive and shall be completed coincident with the Coverstone Drive construction described in Proffer 2.2, Phase 1, and shall consist of the following improvements: a) Eastbound Millwood Pike right turn lane to Coverstone Drive b) Westbound Millwood Pike dual left turns to Coverstone Drive, and c)Northbound Coverstone Drive dual lefts to Millwood Pike 262 Western improvements shall consist of improvements at the intersection of Prince Frederick Drive/Costello Drive and shall be completed coincidentwith new construction that yields a total aggregate new construction amount on the Property in excess of 1,600,000 square feet and shall consist of the following REZONING 1 ONE • L.P. improvements: a) Northbound Prince Frederick Drive left to Costello Drive; and b) Installation of traffic signalization at the intersection of Prince Frederick Drive and Costello Drive, if deemed warranted by VDOT and subject to VDOT approval. In furtherance of this commitment, a VDOT Traffic Signalization Agreement, attached as Exhibit 1 hereto shall be executed and submitted to VDOT prior to the first site plan approval. Pursuant to this VDOT Traffic Signalization Agreement, the Owners shall prepare and submit a traffic signalization warrant study to VDOT and Frederick County to determine whether minimum sufficient warrants exist for installation of traffic signalization at the intersection of Prince Frederick Drive and Costello Drive prior to issuance of the first certificate of occupancy for new construction that yields 1,600,000 square feet of new development on the Property. If warranted, this installation will occur once Proffer 2.2 Coverstone Drive Phase 2 and Phase 3 improvements have been completed. In the event that this traffic signalization warrant study shows that minimum sufficient warrants for installation of traffic signalization at the intersection of Prince Frederick Drive and Costello Drive are not present at that time, the Developer shall prepare and submit a second traffic signalization warrant study to VDOT and Frederick County to determine whether minimum sufficient warrants exist for installation of traffic signalization at the intersection of Prince Frederick Drive and Costello Drive prior to issuance of the first certificate of occupancy for new construction that yields 2,000,000 square feet in new development on the Property. In the event this traffic signalization is still not warranted by VDOT at that time, the Owners will provide a cash contribution in the amount Two Hundred Thousand Dollars ($200,000) to Frederick County for regional roadway improvements off-site in the Millwood Pike corridor as determined by the Board of Supervisors once the VDOT Signalization Agreement has expired and is nonrenewable.This cash contribution shall be escalated per the Consumer Price Index(CPI-U)forward from the date of rezoning approval. 263 Northern improvements shall consist of improvements at the intersection of Millwood Pike and Prince Frederick Drive and shall consist of the following improvements: Construction of an additional lane on northbound Prince Frederick Drive to provide a dedicated left, left/through, and right turn lane, including modifications to the existing signal and geometric improvements of the crossover and shall be completed coincident with new construction that yields a total aggregate new construction amount on the Property in excess of 1,600,000 square feet. 2.7. The Owners' obligations to complete the off-site transportation improvements described REZONING 1 ONE • L.P. in Proffer 2.6 shall be contingent upon its acquisition of the off-site right-of-way and necessary easements required for these improvements.The Owners shall seek to acquire all off-site right-of-way and necessary easements by private means at fair market value. In the event the Owners are not able to acquire this needed off-site right-of-way and necessary easements required for these proffered improvements,the Owners shall instead provide alternative satisfaction of its proffered obligation to construct these off-site improvements by providing a cash contribution at that time to the County for the appraised right-of-way acquisition values of these off-site rights-of-way and the estimated construction costs of those off-site transportation improvements it is not able to construct for use by the County for regional roadway improvements off-site in the Millwood Pike corridor as determined by the Board of Supervisors. The construction cost estimate shall be subject to review and approval by the County. Thiscash contribution shall coincide with the thresholds that triggers the off-site road improvement as identified in Proffer 2.6. 2.8. Any future transportation analyses required for the Property shall utilize the Land Use Code per the latest version of the I.T.E. Trip Generation Manual for any non-residential use.Determination on alternative land uses shall be scoped with VDOT and approved in writing prior to submission of site plan. 3. PEDESTRIAN TRAIL SYSTEM 3.1. The Owners shall design and build a 10' public pedestrian-bicycle asphalt trail, to Virginia Department of Transportation(VDOT)standards,generally along the south/east side of Coverstone Drive. A crosswalk connection to the existing asphalt path to the west, outside of the dedicated right-of-way, will be provided. A Sidewalk shall be constructed to VDOT standards along the extension of Pendleton Drive. 4. FIRE AND RESCUE 4.1. Cash contributions to support Frederick County fire and rescue services in the amount of One Hundred Dollars($100)for every 1000 square feet of commercial and/or industrial building area shall be paid by the Owners to the County at time of issuances of certificates of occupancy for each building. 5. WATER AND SANITARY SEWER 5.1. The Owner shall be responsible for connecting the Property to public water and sanitary sewer. All water and sanitary sewer infrastructure shall be constructed in accordance with the requirements of the Frederick County Sanitation Authority. 52. Prior to the first water or sewer connection to the public system for occupancy in Phase A,the Owner,will conform with all appropriate Frederick Water regulations at time of site plan to address concerns regarding the inundation of three existing sanitary sewer manholes (484, 84A, 85). The subject manholes are located south of Millwood Pike, adjacent to an existing pond within the project limits. The pond is located south of Millwood Pike, west of the proposed Coverstone entrance. 6. CULTURAL RESOURCES INVESTIGATION AND PRESERVATION REZONING 1 ONE • L.P. 6.1. The Owner shall conduct, or cause to be conducted, a Phase I Archaeological Investigation of the Property prior to the approval of the first final site plan for the Property and shall complete Phase 11 and III investigations thereof as may be demonstrated to be necessary by the Phase I study. 7. ROAD EFFICIENCY BUFFER 7.1. The Owners shall provide an additional 50' to the Road Efficiency Buffer for the portion of the site within Phase A as depicted on the GDP. PLANNING COMMISSION SUMMARY AND ACTION FROM THE 06/15/22 MEETING: The applicant and staff each presented the rezoning. There were no questions from the Planning Commission though Commissioners did note that this was an example of being a good neighbor and that the applicant really did listen on this one. The Commission unanimously recommended approval of the rezoning. Following the reauired Public hearing. a decision regarding this rezoning application by the Board o Supervisors would be ag,2ropriate. The Aaalicant should be,2reaared to adequately address all concerns raised by the Board of&2ervisors. REZ # 03 - 22: One Logistics Park PIN: 64 - A - 83B Rezoning from R4 to M1 Zoning Map �F oO 50 44 ,.k 4, REZ#03-22 A t {loris 111L�17 OOpp�KF 50 0 a ' - 0 SULPHUR SPRING RO a � - O Application o 0 Parcels � Sewer and Water Service Area B2(General Business District) N i M1 (Light Industrial District) 1 R4(Residential Planned Community District) 7 \ N E ` r S. Frederick County Planning&Development t _ 107 N Kent St Winchester,VA 22601 540-665-5651 0 85 170 340 Feet Map Created:May 9,2022 REZ # 03 - 22: One Logistics Park PIN: 64 - A - 83B Rezoning from R4 to M1 Long Range Land Use Map 00 _ II 50 {�S� bs+ ��'� � _*. r��);,. , �b -0° .l t.l �� .d � �' Iy'�ylt� �k• i2 � unix#, �y. �,�,�� F"...,..,;tt3,, ��n!.l,r� � 'b �• T ` R- .C� � ti� Sig �! ��,+ REZ#63=22�. i . �y tF ��'�•`. �z�_ ��E �* fie.. _ ,. ,• �� „ ��1� �� w F,``�� .�',-��a,,�_'•,, "�`�° fid. a� '� �r �®�A. `�+ ,.�i y � w h 172 4. 50 .00 • ,r SPRING RD Q Application `s Parcels "� -0y U ' Sewer and Water Service Area „y a a\i a a• Long Range Land Use " Urban Center Mixed-Use ® Airport Support Area 1 N 0 High-Density Residential,12-16 u/a 7 \\ wE ` r SS Frederick County Planning&Development t _ 107 N Kent St Winchester,VA 22601 540-665-5651 0 85 170 340 Feet Map Created:May 9,2022 REZ # 03 - 22: One Logistics Park PIN: 64 - A - 83B Rezoning from R4 to M1 Location Map ,y � � - 50 ��aa�' � A A•Si�. ,! 1 .� h � ti:S� < .y;ii l ¢i.�A F 4 i,u 'eq' .� �N �. EZ#03=22, �r s - 00 toilr C ��P 50 SULPHUR SPRING RO o $ , \ �F Application N Parcels 1 Sewer and Water Service Area 7 \ N E ` r S. Frederick County Planning&Development t _ 107 N Kent St Winchester,VA 22601 540-665-5651 0 85 170 340 Feet Map Created:May 9,2022 PROFFER STATEMENT REZONING: RZ#03-22: R4(Residential Planned Community District to M-1 (Light Industrial) PROPERTY: 3.16 Acres Tax Map &Parcel 64 A 83B (Hereinafter the"Property") RECORD OWNERS: One Lnistics Park,L.P. (Hereinafter the"Owner") APPLICANT: One Logistics Park, L.P. PROJECT NAME: One Logistics Park Winchester(Former Mearkle Property Addition) ORIGINAL DATE OF PROFFERS: April 12,2022 AMENDMENTS June 9, 2022 The undersigned owner hereby proffers that the use and development of the subject property ("Property"), as described above, shall be in conformance with the following conditions, which shall supersede all other proffers that may have been made prior hereto. In the event that the above referenced rezoning is not granted as applied for by the Owner ("Owner"), these proffers shall be deemed withdrawn and shall be null and void. Further, these proffers are contingent upon final rezoning of the Property with "Final Rezoning" defined as that rezoning that is in effect on the day upon which the Frederick County Board of County Supervisors (the "Board") grants the rezoning. The headings of the proffers set forth below have been prepared for convenience or reference only and shall not control or affect the meaning or be taken as an interpretation of any provision of the proffers. The improvements proffered herein shall be provided at the time of development of that portion of the Property adjacent to or including the improvement or other proffered requirement, unless otherwise specified herein. The term "Owners" as referenced herein shall include within its meaning all future owners, assigns, and successors in interest. When used in these proffers, the "Generalized Development Plan" shall refer to the plan entitled "Generalized Development Plan - One Logistics Park Winchester" prepared by William H. Gordon Associates, Inc., (the "GDP") revised March 15, 2022 1. LAND USE 1.1. The project shall be designed to establish interconnected commercial and light industrial land bays in conformance with the GDP, and as is specifically set forth in these proffers. Minor modifications as necessary upon final engineering, must meet the intent of the proffers and receive Director of Planning approval. Page 1 of 8 2. TRANSPORTATION 2.1. The public roadways proposed on the Property shall be constructed in the locations depicted on the GDP. Minor modifications, as necessary upon final engineering, including but not limited to land bay ingress/egress and intersection alignments, must meet the intent of the proffers and receive Director of Planning and VDOT approval at site plan or road plan. 2.2. The Owners shall design, construct, and dedicate Coverstone Drive as an urban four-lane divided collector road with turn lanes as warranted within an approximate 102'right-of-way in accord with the phasing schedule referenced below. Prior to the commencement of the Phase I improvements referenced below, the Owners will bond the construction of the full urban four-lane divided collector road section of Coverstone Drive from Millwood Pike to the existing Coverstone Drive connection at 1080 Coverstone Drive (TM 64-A-87A) as depicted on the GDP using performance agreement and corporate surety bond documents approved by the County Attorney and requiring this bonded construction work to be completed within three(3)years of approval of the construction plans by Frederick County and VDOT. The Owners may at their option also build this road ahead of the requirements of the phasing schedule. PHASE 1: Phase I shall consist of the full urban four-lane divided collector road section,including a ten-foot shared-use asphalt trail, from Millwood Pike to the south boundary of Land Bay 3, as depicted on the GDP. This roadway shall be constructed to a minimum base asphalt prior to issuance of a certificate of occupancy for any building within Land Bays 3 or 4. Phase I improvements shall consist of all necessary improvements, including signalization if or when warranted by VDOT, to create a four- way intersection,or alternative intersection,subject to VDOT approval, at the existing intersection of Inverlee Way and Millwood Pike as shown on the GDP. In the event VDOT does not find that this signalization is warranted at Phase 1, the Owners shall seek VDOT permission to install the signalization and leave it dark until such time as VDOT determines the signalization to be warranted. Additionally, the Owners shall close the existing Millwood Pike crossover previously used for access to the golf course concurrent with Phase I improvements. PHASE 2: Phase 2 shall consist of construction of a two-lane urban half section of Coverstone Drive from the south boundary of Land Bay 3 to the Pendleton Drive intersection as depicted on the GDP, including a shared-use asphalt trail on the east side of this roadway.Phase 2 roadway improvements shall provide additional access to Land Bay 4 and shall be completed prior to issuance of a certificate of occupancy for any use on Land Bays 5 through 8. This two-lane Phase 2 half section shall be subject to final engineering and VDOT approval and shall include the two ultimate northbound lanes used for two-way traffic, with a lane transition to the Phase 1 four lane section. PHASE 3: Phase 3 shall consist of construction of a two-lane urban half section of Coverstone Drive from the Pendleton Drive intersection to the existing Page 2 of 8 Coverstone Drive connection at 1080 Coverstone Drive (TM 64-A-87A) as depicted on the GDP, including transition to the existing four-lane section and a shared-use asphalt trail to the south/east of the roadway. Phase 3 roadway improvements shall be completed prior to issuance of a certificate of occupancy for any use on Land Bays I or 2 and no later than issuance of the certificate of occupancy for new construction on the Property that exceeds 1,600,000 square feet. This two-lane Phase 3 half section shall be subject to final engineering and VDOT approval and shall include the two ultimate eastbound lanes used for two-way traffic, with a lane transition to the existing four lane section. PHASE 4: Phase 4 shall consist of construction of the remaining two-lanes of the full urban four-lane divided section of Coverstone Drive previously constructed in Phases 2 and 3 from the south boundary of Land Bay 3 to the existing Coverstone Drive connection at 1080 Coverstone Drive(TM 64-A-87A)as depicted on the GDP. Phase 4 roadway improvements shall be completed prior to issuance of a certificate of occupancy for any new construction on the Property that exceeds 2,000,000 square feet. Notwithstanding the above-referenced phasing plan for the construction of Coverstone Drive, following completion of the Phase I construction of the full urban four-lane divided collector road section of Coverstone Drive from Millwood Pike to the south boundary of Land Bay 3,as depicted on the GDP, if and when any entrance points on Coverstone Drive south of these Phase I improvements are proposed, the continued southward construction of Coverstone Drive as a full urban four-lane divided collector road section to those entrance points shall occur concurrent with site plan development proposing use of those entrance points. 2.3. Notwithstanding the foregoing Proffer 2.2 phasing schedule for the construction of Coverstone Drive, if vehicle per day (VPD) traffic counts on Coverstone Drive exceed 10,000 VPD total or if Heavy Vehicle traffic counts exceed 800 Heavy Vehicle VPD on Coverstone Drive,south of Land Bay 3,then the Owners shall complete the full construction of Coverstone Drive as an ultimate full urban four lane section from Millwood Pike to the existing eastern terminus of Coverstone Drive (1080 Coverstone Drive (TM 64-A-87A) prior to issuance of any further certificates of occupancy. The term"Heavy Vehicle"shall be defined as per FHWA Classification Type 4 or higher(6 tires, or multi-axle vehicle). In order to ensure compliance with this Proffer 2.3, the Owners shall provide a vehicle classification count to Frederick County, including Heavy Vehicle counts, not later six months after the issuance of the first certificate of occupancy for new construction on the Property in either Land Bays I and 2 or any new construction that yields a minimum cumulative aggregate of 1,600,000 square feet of new construction on the Property 2.4. The Owners shall design and construct the extension of existing Pendleton Drive to Coverstone Drive, as shown on the GDP. The proposed extension will be a minimum two- lane urban local roadway with an approximate right of way width of 60'to provide access to employment uses within Phase B(Land Bays 5 through 8).The Pendleton Drive extension shall be constructed prior to issuance of the first occupancy permit within Phase B. 2.5. Access to Millwood Pike shall be limited to Coverstone Drive, as shown on the GDP,with the exception of the private driveway currently serving the residentially zoned parcel Page 3 of 8 identified as TM 64-A-83B. The Owners shall maintain an access easement for this residential driveway until such time as this residentially zoned parcel is rezoned for non- residential uses. If this residentially zoned parcel is rezoned by others for non-residential uses, an interparcel access linkage shall be provided. No new commercial access to Millwood Pike is proposed and the existing driveway to 1600 Millwood Pike (TM 64-A- 8313)will not be used for site access. 2.6. All off-site road improvements shall be designed to the latest VDOT standards, unless otherwise approved by VDOT in general conformance with the submitted impact study. Off-site improvements shall be constructed as depicted on the GDP as follows: 2.6.1: Eastern improvements shall consist of improvements at the intersection of Millwood Pike/Inverlee Way/Coverstone Drive and shall be completed coincident with the Coverstone Drive construction described in Proffer 2.2, Phase 1, and shall consist of the following improvements: a)Eastbound Millwood Pike right turn lane to Coverstone Drive, b)Westbound Millwood Pike dual left turns to Coverstone Drive, and c)Northbound Coverstone Drive dual lefts to Millwood Pike 2.6.2: Western improvements shall consist of improvements at the intersection of Prince Frederick Drive/Costello Drive and shall be completed coincident with new construction that yields a total aggregate new construction amount on the Property in excess of 1,600,000 square feet and shall consist of the following improvements: a) Northbound Prince Frederick Drive left to Costello Drive,and b) Installation of traffic signalization at the intersection of Prince Frederick Drive and Costello Drive, if deemed warranted by VDOT and subject to VDOT approval. In furtherance of this commitment, a VDOT Traffic Signalization Agreement,attached as Exhibit I hereto shall be executed and submitted to VDOT prior to the first site plan approval. Pursuant to this VDOT Traffic Signalization Agreement, the Owners shall prepare and submit a traffic signalization warrant study to VDOT and Frederick County to determine whether minimum sufficient warrants exist for installation of traffic signalization at the intersection of Prince Frederick Drive and Costello Drive prior to issuance of the first certificate of occupancy for new construction that yields 1,600,000 square feet of new development on the Property. If warranted, this installation will occur once Proffer 2.2 Coverstone Drive Phase 2 and Phase 3 improvements have been completed. In the event that this traffic signalization warrant study shows that minimum sufficient warrants for installation of traffic signalization at the intersection of Prince Frederick Drive and Page 4 of 8 Costello Drive are not present at that time,the Developer shall prepare and submit a second traffic signalization warrant study to VDOT and Frederick County to determine whether minimum sufficient warrants exist for installation of traffic signalization at the intersection of Prince Frederick Drive and Costello Drive prior to issuance of the first certificate of occupancy for new construction that yields 2,000,000 square feet in new development on the Property. In the event this traffic signalization is still not warranted by VDOT at that time,the Owners will provide a cash contribution in the amount Two Hundred Thousand Dollars ($200,000) to Frederick County for regional roadway improvements off-site in the Millwood Pike corridor as determined by the Board of Supervisors once the VDOT Signalization Agreement has expired and is nonrenewable. This cash contribution shall be escalated per the Consumer Price Index(CPI-U) forward from the date of rezoning approval. 2.6.3: Northern improvements shall consist of improvements at the intersection of Millwood Pike and Prince Frederick Drive and shall consist of the following improvements: Construction of an additional lane on northbound Prince Frederick Drive to provide a dedicated left left/through, and right turn lane, including modifications to the existing signal and geometric improvements of the crossover, and shall be completed coincident with new construction that yields a total aggregate new construction amount on the Property in excess of 1,600,000 square feet. 2.7. The Owners' obligations to complete the off-site transportation improvements described in Proffer 2.6 shall be contingent upon its acquisition of the off-site right-of-way and necessary easements required for these improvements. The Owners shall seek to acquire all off-site right-of-way and necessary easements by private means at fair market value. In the event the Owners are not able to acquire this needed off-site right-of-way and necessary easements required for these proffered improvements, the Owners shall instead provide alternative satisfaction of its proffered obligation to construct these off-site improvements by providing a cash contribution at that time to the County for the appraised right-of-way acquisition values of these off-site rights-of-way and the estimated construction costs of those off-site transportation improvements it is not able to construct for use by the County for regional roadway improvements off-site in the Millwood Pike corridor as determined by the Board of Supervisors. The construction cost estimate shall be subject to review and approval by the County. This cash contribution shall coincide with the thresholds that triggers the off- site road improvement as identified in Proffer 2.6 2.8. Any future transportation analyses required for the Property shall utilize the Land Use Code per the latest version of the I.T.E. Trip Generation Manual for any non-residential use. Determination on alternative land uses shall be scoped with VDOT and approved in writing prior to submission of site plan. Page 5 of 8 3. PEDESTRIAN TRAIL SYSTEM 3.1. The Owners shall design and build a 10'public pedestrian-bicycle asphalt trail,to Virginia Department of Transportation (VDOT) standards, generally along the south/east side of Coverstone Drive. A crosswalk connection to the existing asphalt path to the west, outside of the dedicated right-of-way, will be provided. A Sidewalk shall be constructed to VDOT standards along the extension of Pendleton Drive. 4. FIRE AND RESCUE 4.1. Cash contributions to support Frederick County fire and rescue services in the amount of One Hundred Dollars ($100) for every 1000 square feet of commercial and/or industrial building area shall be paid by the Owners to the County at time of issuances of certificates of occupancy for each building. 5. WATER AND SANITARY SEWER 5.1. The Owners shall be responsible for connecting the Property to public water and sanitary sewer. All water and sanitary sewer infrastructure shall be constructed in accordance with the requirements of the Frederick County Sanitation Authority. 5.2. Prior to the first water or sewer connection to the public system for occupancy in Phase A, the Owners, will conform with all appropriate Frederick Water regulations at time of site plan to address concerns regarding the inundation of three existing sanitary sewer manholes (#84, 84A, 85). The subject manholes are located south of Millwood Pike, adjacent to an existing pond within the project limits. The pond is located south of Millwood Pike,west of the proposed Coverstone entrance. 6. CULTURAL RESOURCES INVESTIGATION AND PRESERVATION 6.1. The Owners shall conduct,or cause to be conducted,a Phase I Archaeological Investigation of the Property prior to the approval of the first final site plan for the Property and shall complete Phase 11 and III investigations thereof as may be demonstrated to be necessary by the Phase I study. 7. ROAD EFFICIENCY BUFFER 7.1. The Owners shall provide an additional 50' to the Road Efficiency Buffer for the portion of the site within Phase A as depicted on the GDP. SIGNATURE APPEAR ON THE FOLLOWING PAGES Page 6 of 8 ONE LOGISTICS PARK,L.P., a Delaware limited partnership By: TMG One Logistics Park GP, L.L.C., a Delaware limited liability company as its sole general partner By: Name: Gary E. Block Title: Chief Investments Officer and designated signatory STATE OF KRN WM4 COUNTY/CITY OF to-Alit: I h+V) The foregoing Proffer Statement was acknowledged before me thistu day of V1 C 1,2022,by Gary E.Block,who acknowledged that he executed the foregoing Proffer Statement with the full power and authority to do so. Motary PubliU- Z qr:0 T ,,�O, A,�L iT,..c: M.M \rj I Q My Commission Expires: 24, Notary Registration# ...... 1101,1111% Page 7 of 8 LOCATION MAP \� - SCALE: 1" = 2000' Z4 / m i TAX MAP NO. 64-A-83C m INSTR. #200001089 ZONED: R4 =j / �P EX. MILLWOOD PIKE — US ROUTE / �Q � F _ 50/17 EAST BouN�Q MrtinuL-L- 4win ru u RIGHT-0i rrri LANE A - i SU�pHUR — — — TREE SAVE us R \ SITE ►�6 5� — _ ,, �� - oo I EKE \ AREA TYP. EXISTING �� (TYP.) B2 Seo s s; 100' INACTIVE LANDSCAPE TAX MAP NO. 64-A-81 INSTR. #010016744 ROAD EFFICIENCY BUFFER ZONED: MH1 ENERAL BUSINESS � � \\ DISTRICT 2 PER APPROVED RZ# 01-21) 100' INA TIVE LANDSCAPE ±12.5 AC) �o N�°�� EXISTING ROAD EFFI IE N Y BUFFER �` o o� �,� LIMITS OF sus POND (PER APPRO \ED R # 01-21) ��o�� APPLICATION NOTES. \ ® J N (TYP.) 7 1. MINOR MODIFICATIONS AS NECESSARY UPON FINAL ENGINEERING, INCLUDING BUT NOT LIMITED \ TREE SAVE 150' INACTIVE LA DS PE \\ 3 TO LAND BAY INGRESS/EGRESS AND INTERSECTION ALIGNMENTS, MUST MEET THE INTENT OF THE AREA (TYP.) ROAD EFFICIENCY UFFER \ PROPOSED LAND BAY PROFFERS, FREDERICK COUNTY AND VDOT APPROVAL. (PER APPROVED R 01-21) M1 - LIGHT INDUSTRIAL DISTRICT NUMBER TAX MAP NO. 64-A-81A 2. THE LAND BAY ACCESS POINTS ARE SUBJECT TO FINAL APPROVAL/COORDINATION WITH VDOT / DB. 517, PG. 506 AND ARE SHOWN ON THIS PLAN FOR GRAPHIC PURPOSES ONLY. ` \\ (+3.16 AC) (TYP.) ZONED: M1 LIMITS OF \ \ ® \ APPROVED RZ# 01-21 \ (TYP.) TAX MAP NO. 64-A-83 APPROX. LAND BAY \\ \ ISNTR. 202120958 ZONED: M1 LIMITS (TYP.) \ \\ PHASE B APPROX. LAND BAY TAX MAP NO. 64-A-80L FLOODPLAIN \ 4 ±145.71 AC LIMITS (TYP.) DB. 538, PG. 708ZONED: M1 LIMITS (TYP.) / TREE SAVE TAX MAP NO. 64-A-89 \ ® \ AREA (TYP.) DB. 802, PG. 1059 \ \ I ZONED: 32 \ COVERSTONE RIVE — \ LAND BAY I NUMBER (PER APPROVED RZ# 0 -21) (TYP.) \\ I I EXISTING I TAX MAP NO. 64-A-80K \ ISNTR. 020022053 M1 - LIGHT INDUSTRIAL DIS RICT I / ZONED: M1 � ±264.72 AC \ \ I PHASE A ±134.67 AC \ PENDLETON DRIVE \ I (PER APPROVED RZ# i i TAX MAP N0. 64-A-80Q \ 1 I \ 01-21) ' �� DB. 787, PG. 1122 ZONED: M1 C� LIMITS OX _ #090 0080 C)I S r) APPROVE RZ# 01-21 ` ® — — — \ / 4' C) (TYP.) / - - TAX MAP 64-A-82 °- o - INSTR. #070001977 TAX MAP N0. 64-A-80J C14 -A- TAX MAP NO. 64-A-8913 R4 ZONED: M1 � DB. 802, PG. 1047 m m ZONED: B2 10' SHARED ao z USE TRAIL \\ (PER APPROVED RZ# 01-21) TAX MAP N0. 64-10-3 INSTR. #100008805 —I / 5 ZONED: B2 TREE SAV eel- • AREA (TYP.) _ X• OERST OV20 100 0 200 400 600 NE RIAts�L ; IOTV, PUBLIC 0002019 GRAPHICAL SCALE= T? 0' A INSTR. #0800 LIMITS OF ff � APPROVED RZ# 01-21 ILL111 11114111 (TYP.) r _ �♦♦ rrr r # �♦♦ rrr i I♦♦� rrr ��t rrr'vl �;--"'--j�,g -r__�r,_,,._ "•, f � ,�♦ # Y ♦it �1 C]I ♦, r e ± ♦♦,r f ! � a♦ rrr �♦♦♦ rr'"1 � r \ ! r r t r4 i ♦ rr ! rr , r p ♦ `� r r� TAX MAP N0. 64—A—$7A I r ♦ r r ♦ i ♦ r / r r ♦ I 1 r \ r ♦ # TAX MAP NO. 64—A-79 *. , F r I I r rr ♦ 1 ♦ r r INSTR. #060006061 — - L--A— i e ♦e rr r ♦ r TAX MAP NO. 64;�'A-79 ♦♦♦ `, rr \ DB. 659 PG. 175 r ♦ ADB. 659 PG. 175 INSTR. 070009451 r �` r �B. 800 PG. 1693 ,. 1.._ j rrx♦1 , - # � DB. 800 PG. 1693 � r ♦ ! � r ♦ � TAX MAP N0. 64-A-88 ZONED: R4 INSTR. #070015617 FUTURE AIRPORT EXPANSION ;,rr `'♦► �,� INSTR. #07001561 ,�• `♦ ; rrr *♦ D.B. 423 PG. 30 � DB. 800 PG. 1693 ZONED: RA ZONED: RA - ` !,-� ♦� �r *j \ INSTR. #070015617 __ y ZONED: RA 'P _ R FUTURE AIRPORT EXPANSION TUFA Ate— 'OFArl 4) TO 3 _" �_n_ _ - _— T0FA 'OF TC) FA— -REGIONAL AIRPORT - -i -� -SOFA � ,� — - _ — GENERALIZED DEVELOPMENT PLAN NE LOGISTICS PARK WINCHESTER O 3 . 1 r . 2022 � O� � 4501 Daly Drive PROGRAMMING AND PLANNING J Chantilly, VA 20151 CIVIL ENGINEERING Phone: 703-263-1900 LANDSCAPE ARCHITECTURE Gordon JN 3088-0103 www.gordon.us.com PING SECUY AND RITY TY CONSUL CTING G:\PROJECT\PLANN\3088\0103\EXHIBITS\06 - REZONING APPLICATION EXHIBITS\3088-0201 L GDP PR RZ MEARKLE.DWG Exhibit 1 VDOT Traffic Signalization Agreement (L0281690.DOCX/1 One Logistics Park(Mearkle Addition)draft proffers 4-12-2002 000721 0000961Page 8 of 8 Revised 05/17/06 COMMONWEALTH OF VIRGINIA DEPARTMENT OF TRANSPORTATION Agreement for the Installation of an Off-site Traffic Signal WHEREAS, One Logistics Park, L.P. and its successors and assigns (hereinafter, the "Developer") is constructing an industrial development by the name of One Logistics Park Winchester (hereinafter, the "Project") in Frederick County, Virginia pursuant to Rezoning Application #01-21 on the south side of Millwood Pike (Route 5o) and east of Prince Frederick Drive (Route 781) and Coverstone Drive (Route 1538) and west of Arbor Court and Pendleton Drive in the Shawnee Election District of Frederick County, and WHEREAS, during the upcoming future engineering review of site plans and traffic signalization warrant studies for the phased development of One Logistics Park Winchester in accord with the Rezoning Application #01-21 approval and associated proffers, minimum sufficient warrants for the installation of a traffic signalization device at the intersection of Prince Frederick Drive and Costello Drive may arise based on traffic generation values from the phased One Logistics Park Winchester development and background regional traffic in accordance with the 2003 edition of the Manual on Uniform Traffic Control Devices (MUTCD) such that installation of a traffic signalization device at this intersection is warranted, and WHEREAS, it is recognized that installation of a traffic signalization device at this intersection will not be allowed unless and until the Virginia Department of Transportation ("VDOT") determines that such minimum sufficient warrants are present. IT IS THEREFORE AGREED THAT: 1. The Developer shall prepare and submit a traffic signalization warrant study to VDOT and Frederick County to determine whether minimum sufficient warrants exist for installation of traffic signalization at the intersection of Prince Frederick Drive and Costello Drive prior to issuance of the first certificate of occupancy for new construction that yields ifioo,000 square feet of new {L0281695.DOC/1 VDOT Off-site Signalization Agreement 000721000096}1 development in the Project. If VDOT determines that this traffic signalization warrant study demonstrates that minimum sufficient warrants indeed exist at that time, the Developer shall design and install this traffic signalization immediately thereafter in accordance with VDOT specifications and shall post a performance bond and obtain issuance of a VDOT land use permit allowing for this traffic signalization installation to be done in the state-maintained right-of-way. Once installed and accepted by VDOT, this traffic signal shall become the property of VDOT. 2. In the event that the traffic signalization warrant study performed pursuant to Paragraph i, above shows that minimum sufficient warrants for installation of traffic signalization at the intersection of Prince Frederick Drive and Costello Drive are not present at that time, the Developer shall prepare and submit a traffic signalization warrant study to VDOT and Frederick County to determine whether minimum sufficient warrants exist for installation of traffic signalization at the intersection of Prince Frederick Drive and Costello Drive prior to issuance of the first certificate of occupancy for new construction that yields 2,000,000 square feet in new development in the Project. If VDOT determines that this second traffic signalization warrant study demonstrates that minimum sufficient warrants indeed exist at that time, the Developer shall design and install this traffic signalization immediately thereafter in accordance with VDOT specifications and shall post a performance bond and obtain issuance of a VDOT land use permit allowing for this traffic signalization installation to be done in the state-maintained right-of-way. Once installed and accepted by VDOT, this traffic signal shall become the property of VDOT. 3. In the event that the traffic signalization warrant study performed pursuant to Paragraph 2, above shows that minimum sufficient warrants for installation of traffic signalization at the intersection of Prince Frederick Drive and Costello Drive are not present at that time, the Developer will provide a cash contribution in the amount Two Hundred Thousand Dollars ($200,000) to Frederick County for regional roadway improvements off-site in the Millwood Pike corridor as determined by the (L0281695.DOC/1 VDOT Off-site Signalization Agreement 000721 000096}2 Board of Supervisors. This cash contribution shall be escalated per the Consumer Price Index (CPI-U) forward from the date of approval Rezoning Application #01-21. 4. Notwithstanding the foregoing, VDOT may, at any time on its own initiative, secure actual traffic counts at the intersection of Prince Frederick Drive and Costello Drive following the commencement of construction of the Project by the Developer. If at that time or at any such time for a period of five (5) years beginning with the commencement of construction of the Project by the Developer and ending prior to the payment of the cash contribution referenced in Paragraph 3, above, VDOT determines a traffic signal is warranted at the intersection of Prince Frederick Drive and Costello Drive based on the traffic volumes generated from the Project, or other condition(s) as outlined in Chapter 4C "Traffic Control Signal Needs Studies" of the 2003 MUTCD, during that prescribed time period, the Developer shall design and install this traffic signalization immediately thereafter in accordance with VDOT specifications and shall post a performance bond and obtain issuance of a VDOT land use permit allowing for this traffic signalization installation to be done in the state-maintained right-of-way. Once installed and accepted by VDOT, this traffic signal shall become the property of VDOT. 5. In the event the Developer is required to design and install a traffic signal in accord with this Agreement, the actual process of design and installation of the traffic signal shall be on an accounts receivable basis or under permit as may be agreed upon by the Developer and VDOT at the time the need for a signal is warranted. 6. In the event the Developer is required to design and install a traffic signal in accord with this Agreement, the Developer shall furnish a surety bond or letter of credit acceptable to VDOT in the amount not to exceed one hundred percent (i00%) of the total estimated cost of the traffic signal. The bond or letter of credit shall be in force for the five (5) year period described above) to guarantee the installation of the signal in the event such installation is required. SIGNATURES APPEAR ON THE FOLLOWING PAGE (L0281695.DOC/1 VDOT Off-site Signalization Agreement 00072100009613 Developer: ONE LOGISTICS PARK, L.P., a Delaware limited partnership By: TMG One Logistics Park GP,L.L.C., a Delaware limited liability company as its sole general partner By: Name:Gary E. Block Title: Chieflnvestments Officer and designated signatory Virginia Department of Transportation Address: By: X Residency Administrator (1-0281695MOC j 1 VDOT Off-site Signalization Agreement 000721 000096)4 UPDATE TO ONE LOGISTICS PARK WINCHESTER IMPACT ANALYSIS STATEMENT SHAWNEE MAGISTERIAL DISTRICT FREDERICK COUNTY, VIRGINIA REVISED 4/12/20220 APPLICANT: ONE LOGISTICS PARK, L.P. {L028168LDOCX/I UPDATE TO ONE LOGISTICS PARK WINCHESTER impact analysis statement 000721 000096) ONE LOGISTICS PARK This report is filed to be a supplemental addition to the One Logistics Park Impact Analysis Statement previously filed with the original One Logistics Park Rezoning Application #01- 21 and approved by the Frederick County Board of Supervisors on July 14, 2021. In this application, a 3.16-acre parcel, currently zoned R4, identified as PIN# 64 A 83B, acquired by the Owner on March 1, 2022, is proposed for addition to the MI-zoned One Logistics Park and to be subjected to the same proffered commitments as provided in Rezoning Application #01-21. The Owner and Applicant respectfully submits that this 3.16-acre incremental addition to the One Logistics Park approved rezoning, as suggested by the Board of Supervisors during the original One Logistics Park rezoning introduces no new impacts that were not already addressed in the context of the original One Logistics Park rezoning approval. The previous One Logistics Park Impact Analysis Statement is attached hereto. L028168 LDOCX/I UPDATE TO ONE LOGISTICS PARK WINCHESTER impact analysis statement 000721 0000961 E-911 ,address Quick Search C�, � �'.w� �� ' �'►+� �``' r _..-. 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EXISTING TREE SAVE '� B2Elk :.� g' °� \\tOa INAGTNE LANDSCAPE Aw -A- ENERAL BUSINESS 1 ROAD EFF CIENCY SUFFER m m u s e DISTRICT ., � �PERAPPROVEDRZtt0121) INNOSCAPE \Y12.5 AC LIMITS OF \ EXISTING ROAb Effl EN BUFFER 3 T °�^ oa`'� s`g APPLICATION N07'ES: POND '_� (PER APPI 012 1} t Aj1 ,.�Aemanoxs�ar�Eceawerwoxrmu.Exomeerowar,ma.udrw eurxminmE �TREE SAVE 150'(NACTiVE E \�1� 3O - (TYP) �7 J' \ ro w®eAr sNOMtBABEC3,W AtlexeENie,Nucr A�rr3xe AareNroe AREA(tYP} ROAD EFFICIENC FFER :'.PROPOSED - LAND BAY -. PxaPnves, eauN,rArmvoe uwaovu- '' .. ,... :. 3XEwmelvAccessPownaua�ecrroPw.,.rwAw.,u,,cooRowAmuxtmrmv • ( APPROVED 0921 uasaNamuyrwyw,�xPoNaxunacwRnoeE��Auv •"'� «; ) ., \ Mt LIGHT INbUSTRiAL DISTRICT \ NUM r -k \\ 1SAC) } , \ \ �` • _ - \ ;? LIMITS OF APPROVED 01-29 \ APPROX.LAND BAY FLOODPLAIN J/ .'. - \ UMIT3(TYP.) ,, .. \, v • ��.` :. .:'Pt1ASE$ \\\ APPROLAND BAY _ LIMITS \ Jf;; .- :. �4 t1+1�J li AC \ LIMITS .,�-n-e ' ' \J A� •� \ , , TREE SAVE mAm u, ` ej7df'I� AREA{TYP) LAND SAY 1 GOVER370NE ' - NUMER PER APPROVEDRZ#0 21 ; - O ( .v 8 4 ' P \ - EXISTING } Mt-LIGHT INDUSTRIAL DIS1RiCT (*264.72 AC) If PEN=DRIVE I PER APPROVED RZq _ r 01-21) i \ z LIMITSO APPROV�RZ#01-21 `"�.#�« � " \ , �` ------• 'fir—...'" :"'��'' .,R�A�,�_ 3aao u , to TRAIL USE TRAIL^ / T emrt uo - {PERAPPROVED RZ#01-21) • • I \ Q AREA SA • ,° .. AREA(TYP) r� LIMITS OF �,... ,,{• i'� - i T#IAPFWA6 80A1'E'T RZN 01 1 APPROVED -2 MP) IL ... 9a a.-A-a,A 'psi, ' r FUTURE AIRPORT EXPANSION " HESTER�6GIOIJALAIRPORT REARPOR7EXPANSION .-_ I( r GENERALIZED DEVELOPMENT PLAN ONE LOGISTICS PARK WINCHESTER 03.15.2022 aeo„xy, IA« x Ax.I-.P, Cha"$/,VA 2015, ; tMt[NGixFEPoxc �it Gordon CN 3088-Ot03 Phone.>O1263-,900 Suu R G.wftWt'tNtANNa008pfpTExnie05ro6-REZONMGaPPLiGATIOR E%HIBR9v'b96020,L GGP PR_RI_AiFAaN(.E.OWG wvnv.goMon.Ossom SKVAi1v C0u.50ARPGVAF ONE LOGISTICS PARK WINCHESTER IMPACT ANALYSIS S TIATEMEN 1 SHAWNEE MAGISTERIAL DISTRICT &Atf 4 FREDERICK COUNTY, VIRGINIA 'V APPLICANT CONTACT: 3, WICKSHIRE INDUSTRIAL LLC C/O MR. EDWARD PODBOY, k� e'o 2318 RIVIERA DRIVE VIENNA, VA 22181 EMAIL: epodboy@wickshiregroup.com OWNERS: JGR THREE LLC ET ALS HOCKMAN INVESTMENTS LLC GOVERNOR'S HILL LLC REVISED 12/7/2020 PREPARED BY: Gordon ,w CONTACT: CHRIS STEPHENSON 4501 DALY DRIVE CHANTILLY, VA 20151 703-262-1900 ONE LOGISTICS PARK INTRODUCTION This report has been prepared for the purpose of assessing the impact on Fredrick County by the proffered rezoning of a 277.22 acre assemblage identified as Tax Map Parcels: 64-A-83, 64-A-83A, 64-A-84, 64-A-85, 64-A-86, & 64-A-87. The subject property is located on the south side of Millwood Pike (U.S. Route 50) and on the north side of the Winchester Regional Airport. The 277.22-acre assemblage is currently zoned R4, Residential (Planned Community District). This application proposes to rezone the 264.72 acre of the assemblage to M-1 (Light Industrial) and 12.5 acres to B-2 (General Business) Districts with up to 2,995,600 square feet of building area. This application seeks to change the current residential zoning designation to provide land uses that are light industrial and general business in nature which are more appropriate given the immediate existing/surrounding uses. To further support this effort, the property is also within the limits of the Airport Support Area where residential development is not desired. Successful entitlement will allow the property will be marketed / developed with any of the allowed and conditional uses as permitted by the respective zoning districts. Those types of uses supports the business development focus goals of the Comprehensive Plan while benefiting the community by offering viable economic development opportunities. BASE INFORMATION LOCATION: FRONTING ON THE SOUTHSIDE OF MILLWOOD PIKE (US ROUTE 50 EAST)AND THE NORTH SIDE OF WINCHESTER REGIONAL AIRPORT. MAGISTERIAL DISTRICT: SHAWNEE DISTRICT PROPERTY ID#S: 64-A-83, 64-A-83A, 64-A-84, 64-A-85, 64-A-86&64-A-87 CURRENT ZONING: R4 (RESIDENTIAL PLANNED COMMUNITY DISTRICT) CURRENT USE: VACANT PROPOSED ZONING: M1 (LIGHT INDUSTRIAL DISTRICT) 264.72 AC 132 (GENERAL BUSINESS) 12.5 AC TOTAL PROPOSED SF: 2,995,600 SF TOTAL REZONING AREA: 277.22 AC ��/��m��w��m�� 0� COMPREHENSIVE PLAN The One Logistics Park Winchester rezoning application is within theSensenv/Eas1emn Frederick Urban Area Plan per the 2035 Comprehensive Plan. Previous approvals on the properties have designated the west side ofthe project asintendedtobeGenera| Qusinessand |ndustria|Tnansidon uses. The properties on the east side are currently intended to be high density residential (12-15 units/acre)' The entire assemblage is within the Sewer and Water Area (SWSA) and approximately 115 acres are within the Urban Development Area (UDA). The application is also within the limits nfthe Airport Support Area. The 2035 Comprehensive Plan identifies the subject properties with a commercial/transition and residential land use designations. While the requested K81 (Light Industrial) District is generally inconsistent with the Comprehensive Plan, it should be noted that the proposed change of use is consistent with the land use plan that was in effect prior to the Governors Hill rezoning. This area is also within the limits of the Airport Support Area, where residential development is not desired for properties in this area This proposal supports the intended business development goals envisioned by the County for this area. |twill increase the employment potential asencouraged bythe 2035 Comprehensive Plan and provides more complimentary uses adjacent to the Winchester Regional Airport. |twould also remove residential zoned land from the Airport Support Area where it is currently discouraged. Together these elements help support the future airport expansion and establishment of commercial and industrial land uses onthe subject parcels. SUITABILITY �� ^�U�� N~�� " "°- ~*^ ° ^� The subject parcels do have environmental features such as flood plain, wetlands, and steep slopes. These features are minimal when compared to the entirety of the 277-acre assemblage. Through well thought out site planning, and engineering practices, land disturbance will be limited inaccordance with applicable regulatory standards. Flood Plains The 277.22-acre portion ofthe subject property does contain areas offlood plain (Sulphur Springs Run) as demonstrated on FEMA NHP Map #51O69CO2l9D, Effective Date September 2, 2009, as well esinformation from the Frederick County GIS Database. Nuproposed buildings will belocated within the limits ufthe flood plain. Afloodplain study oralteration will beprocessed with Frederick County and FEMA for improvements within the floodplain, asrequired. 3 Wetlands The National Wetlands Inventory Map identifies five wetland features on the site, all of which are man-made ponds. Any disturbance will be limited in accordance with applicable regulatory standards. More detailed environmental investigation will be completed prior to the site plan and construction process. Any wetland impacts that are required will be processed to comply with all County, State and Federal regulations. Soils and Steep Slopes Per the Soil Survey of Frederick County, Virginia, and the Frederick County GIS Database, the parcels subject to this application contain nine soil types within the limits of the application. The following soil types are present: 0 1BBerks ChannerySilt Loanns3-8Y6slope w 1CBerks ChannerySilt Loarns8-1596slope * 3B 8|airton Si|tkoarns 2-796slope 0 9BClearbrook ChannerySilt Lmarns3-796slope * 36 Pits, Quarries, and dumps * 41BVVeikert-8erho [hannerySilt Loamns3-896slope w 41[VVeihert-BarksChannerySilt Loarns8-1SY6slope w 4lDVVeikert-BerksChannerySilt Loamns15-25V6slope * 41EVVeikert-BerksChannerySilt Loanns25-]5Y6slope The existing soils onsite are generally suitable for site construction provided the proper drainage, grading and sloping are maintained during and after construction. The existing soil characteristics and any implications for site development are manageable through the site engineering and construction processes. Steep slopes (areas of5O96 slope or greater) exist along the frontage of the site and adjacent to four ravines that drain the site to Sulphur Spring Run. Some disturbance of these areas may be necessary to implement the project grading and storrnvvater management systems. Surrounding Properties NORTH It U.S Route 5O (Glanes, median divided public road) � Existing residential (more than 500' away) � Zoned: RP (Resi6entia|, Performance District) 4 SOUTH * Winchester Regional Airport * Future expansion/site access planned through subject area EAST * Existing light industrial /commercial uses * Zoned: M1 (Light Industrial District) WEST w Existing Army Corps ofEngineers Facility w Zoned: B2 (General Business District) TRANSPORTATION . �"��°�~=" �*"xw��m "��"� The One Logistics Park Winchester project will he served by transportation network designed and constructed to accommodate automobile and truck traffic safely and efficiently.The roadway network incorporates the general route location to extend Coverstone Drive as a collector road from Millwood Pike to the existing road adjacent tothe Sheriffs east of Prince Frederick Drive. The external road system serving the site incomprised ofMillwood Pike(Route 5O/17 East), Prince Frederick Drive (Route 781>, Coverstone Drive, and Pendleton Drive. K4i||xxuod Pike is four-lane major arterial roadway, [ovemtone Drive is proposed as two-lane major collector and Prince Frederick Drive is two-lane minor collector road. Pendleton Drive isatwo-lane local roadway connecting to the east which provides alternative access tnArbor Court and Victory Road (Va. Rte. 72@). The regional roadway network was planned as part of the Governors Hill approvals through 2013,which supported residential, office, and cnrnrnerda| activities with [uvers&one Drive planned as four-lane divided roadway, and off-site improvements atMillwood Pike intersections atPrince Frederick Drive and Sulphur Springs Road. The proposed land use plan significantly reduces the site traffic potential of the property byremoving the residential use component and focusing on general industrial uses as recommended in the County Comprehensive Plan, with the general industrial uses, and ancillary commercial use in one land bay adjacent to the K4i||vvood Pike/[nverstnne Drive/|nver|ee Way intersection, the anticipated site Daily trips at build-out are reduced from over 46,000 Vehicles per Day (VPD) under existing zoning with the Governors Hill uses to approximately 17,600 VPD, or a reduction ofover 6Opercent. With the significant trip reduction, the on-site public roadway network maintains the ultimate R-[)-VVfor the four-lane extension ofCoverstone Drive, but phases the construction to provide the link connection as a two-lane road with turn lanes and widening at Millwood Pike for a four lane section with a raised median. The applicant has maintained off-site turn lane improvements at Costello Drive/Prince Frederick Drive intersection as well as off-site road contributions and trip thresholds in the proffers. However, the 5 biggest change in the development with the employment uses is to establish the initial construction of [overstoneDrive asathrough road toprovide public street access. The transportation improvement program proffered with this application will improve existing off-site transportation shortfalls identified within the US prior to the inclusion of the proposed development impacts to the transportation network. The implementation of this program will occur in Phase A of the development, as specified by the Proffer Statement (see attached). The transportation proffers included with the application mitigate all impacts of the proposed rezoning, by providing the ultimate R-O-W for the public street network and building improvement to service the subject uses. A traffic impact study(TIS) is under preparation for this application using the current updated land use plan and extensive V0OTcoordination onthe technical scoping. Using trip generation figures from the latest edition of the TIS projects that the proposed development will reduce vehicle trips greater than 60%from the commercial uses assumed in the transportation studies from the RZ#10-08 rezoning approval. The US further includes additional study area roads and intersections from the Governors Hill rezoning study to reflect the regional improvement programmed by VD(]T west of the site at the 1-81 interchange. The study also provides the initial on-site traffic operations for Coverstnne Drive at the proposed site entrances toverify turn lanes, which provide guidance for future site plan reviews. Based on the traffic forecasts, we anticipate the proposed Coverstone Drive two-lane section with turn lanes will adequately support the build-out of the property with the general industrial uses, as well as accommodate through traffic. The improvements also include the extension ofashared use path along Coverstone Drive with the site build-out to provide pedestrian linkages. The transportation network does include phasing for the local street, by connecting Pendleton Drive to CoverstnneDrive extended. The local network supports additional access 10the adjacent Airport and provide alternative access to the existing employment uses adjacent to Arbor Court. The Pendleton Drive connection will not be completed until Phase 2 activities, so as not to overload the existing roads. Additionally,the applicant is preparingthe signal justification for the proposed US Route 50/17/inverfee Way/Coverstone Drive intersection.The study for the location is provided consistent with the previously approved proffers for the intersection and the current VDOT guidance to assess alternative intersection configurations for new signal locations. Previous approved proffers required signa|ization when warranted. The analysis is accelerated to verify geometry. The significant reduction in proposed site trips, the proposed commitment with the updated proffers to provide the ultimate R-O-VV, and construction of [overstnne Drive from US Route 50/17 (Millwood Pike) tothe existing segment of Coverstone Drive east of Prince Frederick Drive (Va. Route 781\ will support the subject site with employment uses. 6 SEWAGE ��/8�� U�� ~^^~��v��°- °�«�"�= =~ .��.=~~.� m� �m��m ^~=~ ~��=.SUPPLY The proposed change in zoning of the property is expected to result in a reduction to overall impact to the water demand and the sanitary sewer discharge. This is a result of the change in use from the higher demands of planned residential use to the proposed light industrial development. Sanitary sewer service will be provided by Frederick Water via an existing 8" sewer line that ties into the 12" sewer main located on the south side of K4i||xvood Pike along the frontage of the site. This infrastructure will be expanded pursuant to Frederick Water requirements to serve the entire site and enable gravity flow to the existing main (where possible). A pump station or grinder pumps may be required to serve the buildings proposed on the east side of the property. Water is currently served by 12" water main which currently extends through the central portion of the site. This water main will be rerouted, as necessary, with the final engineering associated with the site development. This infrastructure will be expanded pursuant to Frederick Water requirements. Sufficient water capacity exists to serve the domestic and fire protection demands ufthe project. The proposed land uses have a maximum sanitary estimated flow of about 390,000 GPD based on +/- 277 acres of light industrial land use.Apreliminary computation is as follows: Estimated Flow = Area * Estimated employees/acre * Flow/employee Estimated Flow = 277.22 acres * 40 employees/acre (per section 3.2.A of Frederick Water Standards and Specifications) * 35 gallons/employee (Table 3ofthe SCAT Negu|ations9VA[25-79O-49O) Estimated Flow = 38Q,1O8GPD ~ 39O,0UOGPD Actual water and sewerage flows will be determined at the time of final site engineering. �H`�� V8�� " �� ""��°"�� The rezoning of the subject property will not result in significant changes to the existing site drainage patterns. The site generally drains north to Sulphur Spring Run via several pronounced drainage divides. It is anticipated that stormwater BMP's and dry ponds will be implemented to meet local, state and federal stormwater development requirements. 5tornnvva1erdesign along with erosion control practice will mitigate adverse stmrrnxvater discharge impacts. Design of temporary and permanent facilities will be provided with final engineering and will comply with all County, State and Federal regulations. SOLID �� N ,��=~,=° WASTE DISPOSAL The rezoning of the subject property from residential to proposed light industrial uses will not result in an increase of solid waste and therefore will not adversely affect the County's disposal facilities. Solid waste from the project vvi|| becn||ectedanddepositedintheFrederiokCounty landfill following via private carrier/s\ contracted by the individual users. 7 ��8�l��V�� ^�N�� STRUCTURES- , ",~°° �~,°,~�=��~ .°° " =~.� �=.�=~ The Sensenv/Eastern Frederick Land Use Plan does not identify the subject properties with any known historic sites or structures. The proposed rezoning will not create negative impacts associated with any historic resources and prior to approval of first site plan a Phase l Archaeological Investigation will beconducted. U��k�~� �� N��U~��' FACILITIES ~~="° �°`�" ~~"= COMMUNITY The rezoning of the subject properties to the &01 and 82 districts will have a positive impact on the oonnnnunhv by generating economic diversity though the creation of employment opportunities. This application will expand the commercial tax base while allowing for the continuation of a lower residential tax rate. In addition, this project would lessen the demands/impacts on County and community facilities such as schools and parks that would have been typically generated if the properties were to be developed under the current zoning. Impacts to the transportation network will be mitigated by the proffered transportation improvements asspecified inthe pending proffers. Any visual or nuisance impacts on the surrounding property are being taken into consideration. The property will be developed in a manner that is logical, efficient and minimizes land disturbance togreatest extent possible. Helping with the mitigation efforts, is a commitment to providing an additional 50'to the required full-distance buffer adjacent to Route 50. Tree save opportunities have been incorporated where possible. The combination ofthe additional buffer setback, landscape requirements and tree save together help to mitigate impacts on the Route 50viexvshed. � To he completed by Planning Staft' Fee Amount Paid $� Zoning Amendment Number 3` :Anticipated PC Hearing Date Date Received Anticipated BOS Hearing Date I .- REZONING APPLICATION FREDERICK COUNTY,VA DEPARTMENT OF PLANNING& DEVELOPMENT 1. Property Owner(s) (please attach additional page(s) if more than two owners): Name: One Logistics Park, L.P. Specific Contact Person if Other than Above: Tom Boylan Address: c/o The Meridian Group, 3 Bethesda Metro Center, Suite 1400 Bethesda, MD 20814 Telephone: (301) 718-0800 Email: t Name: Specific Contact Person if Other than Above: Address: Telephone: Email: 2. Other Applicant Party(such as a contract purchaser) (please attach additional page(s) if necessary): Name: Specific Contact Person if Other than Above: Address: Telephone: Email: 3. Lam w firm, engineering firm,or other person, if any,serving as the primary contact person for this application: Firm Name: Walsh, Colucci, Lubeley & Walsh, P.C. Specific Contact Person at Firm: J. Randall Minchew Address: 1 E. Market Street, Suite 300, Leesburg, VA 20176 Telephone: (671) 209-5777 Email: Please note that, if a law firm, engineering firm, or other person, other than the owner of the property, will be acting on behalf of the owner and/or executing papers on behalf of the owner in connection with the rezoning, the owner will need to execute a power of attorney form granting the firm or person such authority. Page 12 4. Project Name(if any): One Logistics Park Addition Ef"mm Me'YLAC+C—) 5. Property Information: a. Property Identification Number(s): 64 A 83B b. Total acreage of the parcel(s): 3.16 Acres c. Total acreage of parcel(s)to be rezoned (if other than whole parcel(s) is being rezoned): 3.16 Acres (whole parcel) d. Current zoning designation(s)and acreage(s) in each designation: R4 e. Proposed zoning designation(s) and acreage(s) in each designation: M1 f Magisterial District(s): Shawnee g. Location -the property is located at(give street address(es) if assigned or otherwise exact location based on nearest road and distance from nearest intersection, using road names and route numbers): 1600 Millwood Pike, Winchester, VA 22602 h. Adjoining Properties: Parcel ID Number Use Zoning 64 A 83 Vacant(zoned industial) M1 Please attach additional page(s) if necessary. Property identification numbers, magisterial districts, and deed book and page numbers/ instrument numbers may be obtained from the Office of the Commissioner of the Revenue, Real Estate Division, 107 North Kent Street, Winchester, VA 22601. Page 13 6. Disclosure of real parties in interest. Virginia Code § 15.2-2289 provides that localities may by ordinance require any applicant for a zoning amendment to make complete disclosure of the equitable ownership of the real estate to be affected including, in the case of corporate ownership,the name of stockholders, officers, and directors, and in any case the names and addresses of all real parties of interest. Frederick County has, by County Code § 165-101.09, adopted such an ordinance. For each business entity that is an owner or contract purchaser of the property, please list the name and address of each person owning an interest in,or who is an officer or director of,any entity that is an owner or contract purchaser of the property(you need not indicate the amount or extent of the ownership interest). Please note that this requirement does not apply to a corporation whose stock is traded on a national or local stock exchange and having more than 500 shareholders. One Logistics Park, L.P., a Delaware Limited Partnership (Property Owner) TMG One Logistics Park GP,L.L.C.,a Delaware Limited Liability Company(Sole General Partner of Property Owner LLC) Please attach additional page(s) if necessary. 7. Checklist. Please check that the following items have been included with this application: ❑✓ Location Map ❑ Plat Depicting Metes/Bounds of Proposed Zoning 21 Impact Analysis Statement 21 Proffer Statement(if any) W1 Agency Comments 0 Fee 0 Copies of Deed(s)to Property(ies) 0 Tax Payment Verification �✓ Digital copies (pdf's) of all submitted items Page 14 7. Signature(s): I (we),the undersigned, do hereby respectfully make application and petition the Frederick County Board of Supervisors to amend the zoning ordinance to change the zoning map of Frederick County, Virginia. II (we) authorize Frederick County officials to enter the property for site inspection purposes. I (we)understand that the sign issued when this application is submitted must be placed at the front property line at least seven days prior to the Planning Commission public hearing and the Board of Supervisors public hearing and maintained so as to be visible from the road right-of-way until the hearing. I (we)hereby certify that this application and its accompanying materials are true and accurate to the best m (our knowledge. Owner: — Date 3136'12 Z- 6�4-y E. 510eK. If signing on behalf of an entity,please state name of entity and your title: dk,-t P&i4e- , LP �z% cto Owner: Date If signing on behalf of an entity,please state name of entity and your title: Other Applicant Party(if any): Date If signing on behalf of an entity,please state name of entity and your title: If additional signature lines are necessary, such as if more than two persons are owners, please use additional copies of this page. ONE LOGISTICS PARK, L.P., a Delaware limited partnership By: TMG One Logistics Park GP, L.L.C., a Delaware limited liability company as its sol general partner BY: im Page 15 Name. Gary E. Block Title: Chief Investments Officer and Designated Signatory ADJOINING PROPERTY OWNERS Owners of property adjoining the land will be notified of the Planning Commission and the Board of Supervisors meetings. For the purpose of this application, adjoining property is any property abutting the requested property on the side or rear or any property directly across a public right-of-way, a private right-of-way, or a watercourse from the requested property. The applicant is required to obtain the following information on each adjoining property including the parcel identification number which may be obtained from the office of the Commissioner of Revenue. The Commissioner of the Revenue is located on the 2ndfloorof the Frederick County Administrative Building, 107 North Kent Street. Name and Property Identification Number Address NameONE LOGISTICS PARK LP 3 BETHESDA METRO CENTER SUITE 1400 Property#64 A 83 BETHESDA, IVID 20814-6306 Name Property# Name Property# Name Property# Name Property# Name Property# Name Property# Name Property# Name Property# ne OTE - Te 42,--,t il?-e— C t plzejeozz e 7`6 be Yc ZV^Ielj 10V -4/ 's (/,C,+ It 0/, - t, x _ I S ,�v M,,v,--, 4 CfeX LY (16 1� P#Le Lp rC Zo,,, J vly Ao,Vf/Ce o(— flato/L e ? ':2 4he- W� o( fw- t' c> V 5('sffc's pnic- 0a(DwAl re- ot- +/z ce- AloAle- 0( f ke*e- p*ecef,� P ADJOINING PROPERTY 0',V�17 INTIL R S Owners of property adjoining the land will be notified of the Planning Commission and the Board of Supervisors meetings. For the purpose of this application, adjoining property is any property abutting the requested property on the side or rear or any property directly across a public right-of-way, a private right-of-way, or a watercourse from the requested property. The applicant is required to obtain the following information on each adjoining property including the parcel identification number which may be obtained from the office of the Commissioner of Revenue. The Commissioner of the Revenue is located on the 2nd floor of the Frederick County Administrative Building, 107 North Kent Street. Name and Property Identification Number Address Name Prince Frederick Group LC C/O James L Mcilvanine Jr. 6231 Leesburg Pike Ste 600 Property#64 A 89B Falls Church, VA 22044 Name Fredericktowne Group LC C/O Richard G. Dick 130 S Cameron St. Property#64 A 89 Winchester, VA 22601 Name Frederick County Virginia 107 N Kent St. Property h664 A 87A Winchester, VA 22601 Name Winchester Regional J.491 Airport Rd Property#64 A 79 Winchester,Alinchester, VA 22602 Name Frederick County Virginia 107 N Kent St. Property#64 A 82 Winchester, VA 22601 NameCampfield LLC 1112 E Piccadilly St. Property#64 A 80 J Winchester, VA 22601 Name Blue Ridge Industries P.O. Box 1847 Property#64 A 80 Q Winchester, VA 22604 Name Main of Winchester LLC 1936 Millwood Pike Property 9 64 A 80K Winchester, VA 22602 Name R G R LLC P.O. Box 2600 Property#64 A 80 L Winchester, VA 22604 16 Name and Property Identification Number Address Name Winchester Industrial Park LLC 119 Arbor Ct Property#64 A 81 A Winchester, VA 22602 Name Winchester Industrial Park LLC 119 Arbor Ct Property#64 A 81 B Winchester, VA 22602 Name Winchester Industrial Park LLC i 119 Arbor Ct Property#64 A 81 Winchester, VA 22602 Name Mearkle Charlie_T 1600 Millwood Pike Property#64 A 83 B Winchester, VA 22602 Name Frederick County Sanitation Authority P.Q. Box 1877 Property#64 A 83 C Winchester, VA 22604 NameSempeles Helen J Trustee 107 Roszel Rd Property#64A A 12 Winchester, VA 22601 Name Kaknis John H&Christopher Brooks C/O John G Kaknis 656 N Hayfield Rd Property#64A 7 1 1 Winchester, VA 22603 Name Kaknis John H&Christopher Brooks CIO John G Kaknis 656 N Hayfield Rd FNamelHartley ty#64A 7 1 2 Winchester, VA 22603 Douglas Allen 100 Stanley Dr. Property#64A 7 1 3 Winchester, VA 22602 Name Hartley Douglas Allen 100 Stanley Dr. Property#64A 7 14 Winchester, VA 22602 Name Cook Judy Belle 178 Grandview Ln. Property#64A 7 1 5 Clearbrook, VA 22624 I Name Cook Judy Belle 178 Grandview Ln. Property#64A 7 1 6 Clearbrook, VA 22624 Name Cook Judy Belle 178 Grandview Ln. Property#64A 7 1 7 Clearbrook, VA 22624 Name Cook Judy Belle 178 Grandview Ln. Property#64A 7 1 8 Clearbrook, VA 22624 17 Name and Property Identification Number Address Name Ravenwing Homowners Assoc Inc 9990 Fairfax Blvd Ste 200 Property#64G 2 1 63A Fairfax, VA 22030 Name Lambert Kelsa R 1411 Millwood Pike Property#64A 7 1 10A Winchester, VA 22602 Name Lambert Kelsa R 1411 Millwood Pike Property#64A 7 1 11A Winchester, VA 22602 Name Lambert Kelsa R 1411 Millwood Pike Property#64A 7 1 12A Winchester, VA 22602 Name Spence Andrea L 1427 Millwood Pike L Property#64A 7 1 13 Winchester, VA 22602 Name Spence Andrea L 1427 Millwood Pike Property#64A 7 1 14 Winchester, VA 22602 Name Loy David W 1441 Millwood Pike Property#64A 7 1 15 Winchester, VA22602 Name Ravenwing Homeowners Assoc 9990 Fairfax Blvd. Ste 200 property#64G 2 1 52A Fairfax, VA 22030 Name Richmond American Homes of VA Inc 12220 Sunrise Valley Dr. [Name roperty#64A 1 17 .__.._ Reston, VA 20191 Fisher Lloyd Est 813 N 18th St. roperty#64 A 1 16 Harrisburg, PA 17103 [Name Sweetwater Properties LLC 1581 Pine Hall Rd operty#64 A 122 Mathews, VA 23109 ame Shenadoah Valley Electric PO Box 236 Property#64 A 124A Mt Crawford, VA 22841 Name Perry Engineering Co Inc 1945 Millwood Pike Property#64 A 123 Winchester, VA 22602 Name Perry Engineering Co Inc 1945 Millwood Pike Property#64 A 123A iWinchester, VA 22602 17 Name and Property Identification Number Address Name Perry Engineering Co Inc 1945 Millwood Pike Property#64 A 124 Winchester, VA 22602 Name Palma Paul Gregory 15814 Borden Grant TO Property#64 A 125 t Raphine, VA 24472 Name Kennan Kelly Renee 906 Hunting Ridge Rd Property#64 A 132 Winchester, VA 22603 _Name Napoli LLC 345 W Reservoir Rd Property#64 A 133 Woodstock, VA 22664 Name Napoli LLC 345 W Reservoir Rd Property#64 A 134 Woodstock, VA 22664' Name Shillingburg Gary W 1761 Millwood Pike Property#64 A 135 ]Winchester, VA 22602 Name Property# - — — Name Property# Name Property# i' Name Property Name Property# Name Property# �� Name Property# Name 1 Property# 17 �cK eon Special Limited Power of Attorney o County of Frederick, Virginia Frederick Planning Website: &ww.fcva.uS Department of Planning&Development,County of Frederick,Virginia 107 North Kent Street,Winchester,Virginia 22601 E: Phone (540)665-5651 Facsimile (540)665-6395 Know All Men By These Presents That: One Logistics Park,LP Name of property Owner/Applicant Please note: If the property ownerlapplicant is an entity,the name of the entity should appear above If multiple persons own the property or are applicants,an executed power of a tom y from Each owner wi-101 8be 0needed. clo The Meridian Group,3 Bethesda Metro Center,Suite 1400,Bethesda,MD 20814 (30718 Mailing Address of Property Owner/Applicant Telephone Number as owner of,or applicant with respect to,the tract(s)or parcel(s)of land in Frederick County, Virginia,identified by following property identification numbers: 64-A-83B do hereby make,constitute,and appoint: Gary E.Block Name of Attorney-In-Fact c/o The Meridian Group,3 Bethesda Metro Center,Suite 1400,Bethesda,MD 20814 (301)718-0800 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 application with Frederick County,Virginia for the folio for the above identified properly: Rezoning Subdivision Conditional Use Permit WPI Site Plan ❑ Master Development Plan(prelim.or final) n 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 I otherwise rescind of modify it. Signature Title(if signing on behalf of an entity).E!arMER anCA C,10 State of V —'County/City of-.R6Q1GJ 111i'l To wit: 1, t �� —I�Ut B( ,a Notary Public in and for the jurisdiction aforesaid,certify that the person who signd�the for�egoing instrument personally appeared bFfore me and has acknowledged the same before mein the jurisdiction aforesaid this 0t! day of 202-2 Not u c GRq�?-�,,Commission Expires: Oration Number: 2 rn 1 24 0. ...... A,' Y fit, Seth T. Thatcher, Commissioner of the Revenue Division ollimissMitrrr cif dic ReVeIIL ' View Map Property Record Card ONE LOGISTICS PARK LP & C/O 64 Owner(s): MERIDIAN GROUP Account#: 8044630 Map#: A 83B Property Information , r 155..... ., V ONE LOGISTICS PARK LP 3.16 ACRES C/O MERIDIAN GROUP " „' s,,--'. R4 3 BETHESDA METRO CENTER STE 1400 BETHESDA,MD 20814 6306 $520,000 3.16 Acres SHAWNEE 1600 MILLWOOD PIKE 22 0002590 WINCHESTER,VA 22602 DETACHED GARG COMP 711 ADJ BSMT 5116 MR Return to Search Screen _ Generate Printer Friendly Version Y° 1 C1 J - Real Estate Ticket Detail e Previous 2021 REAL ESTATE DeptlTicket# RE2021 f 265770001 Frequency 1 Supplement# 0 Name MEARKLE CHARLIE T Map# 64 A 83B Account# 8044630 Name 2 Bill Date 0412312021 Acreage 3.160 Address 1600 MILLWOOD PIKE Due Date 06107/2021 Improvements $495,200.00 WINCHESTER VA Dese 3.16 ACRES Land Value $8-1,000.00 Land Use $0.00 Zip 22602 4377 Minerals $0.00 Penalty Paid $0.00 Interest Paid $0.00 Last Transaction Date 05/2512021 Current Payment Status Original Bill Payments Principal Balance Due Penalty Interest Balance Due $1,757.41 ($1,757.41) $0.00 $0.00 $0.00 60.00 Transaction History f Date Type Transaction# Amount Balance 4/2312021 Charge 0 $1,757.41 $1,757.41 512412021 Principal Paid 14726 ($1,757.41) $0.00 rPrevious x ; y i raj Real Estate Ticket Detail Previous 2021 RAL ESTATE Depv Ticket# RE2021/265770002 Frequency 2 Supplement# 0 Name MEARKLE CHARLIE T Map# 64 A 83B Account# 8044630 Name 2 Bill Date 04/23/2021 Acreage g 3.160 Address 1600 MILLWOOD PIKE Due Date 12/06/2021 Improvements $495,200.00 WINCHESTER VA Desc 3.16 ACRES Land value $81,000.00 Land Use $0.00 Zip 22602 4377 Minerals ;0.00 Penalty Paid $0.00 Interest Paid $0,00 Last Transaction Date 11/15/2021 Current Payment Status Original Bill Payments Principal Balance Due Penalty Interest Balance Due $1,757.41 {$1,757.41} $0.00 $0.00 $0.00 $o.00 Transaction History Date Type Transaction# Amount Balance 4/23/2021 Charge 0 $1,757.41 $1,757.41 11/15/2021 Principal Paid 14747 ($1,751.41) $0.00 i Previous AIR) Vrederick C4 j I. Seth T.Thatcher,Conrimissione'r of the Rev' enue J View Map Property Record Card Owner(s):MEARKLE CHARLIE T Account#: 8044630 Map#: 64 A 83B Property Information Assessment Values Arreagp Description Buildinq Information Sketch Other Irnprovements Sales Information Transaction History Owner Legal Description(s) MEARKLE CHARLIE T 3.16 ACRES Owner: t1dress loner! 1600 MILLWOOD PIKE R4 WINCHESTER,VA 22602 4377 Prior Assessinent Total LayidAreu $520,000 3.16 Acres Mqgivterial Distviet Proj)ertj7Adilre�ka7 SHAWNEE 1600 MILLWOOD PIKE WINCHESTER,VA 22602 bustrantent# 190004569 Remarks DETACHED GARG COMP 711 A,DJ BSMT 5/16 MR Generate Printer Friendly Version Seth T. Thatcher,Commissioner of the Revenue View Map Property Record (,-gird Owner(s): T 84B MEARKLE CHARLIE Account#: 8044630 Map#: Sales information DICK 5/15/2019 $525,000 19 0004569 DONNA I C Generate Printer Friendly Version C;- Prepared by: Mata&Hill PLC Andrew P.Hill,VSB No.80474 Return to: Terra Nova Title&Settlement Services 1211 Connecticut Avenue NVV,Suite 401 Washington,DC 20036 Grantee's address: c/o Meridian Group 3 Bethesda Metro Center,Suite 1400 Bethesda,Maryland 20814 Consideration: $775,000.00 Assessment. $576,200.00 Tax Mal)#: 64 A 83B Title Insurer: First American Title Insurance Company THIS DEED OF BARGAIN AND SALE,made and dated this 28th day of February,2022, by and between CHARLIE T. AIE—ARKLE, hereinafter called the Grantor, and ONE LOGISTICS PARK,LP, a Delaware limited partnership, hereinafter called the Grantee, WITNESSETH: That for and in consideration of the sum of One Dollar and other good and valuable consideration,the receipt of which is hereby acknowledged,the Grantor hereby grants and conveys,with general warranty and English covenants of title,unto the Grantee,in fee simple, the following described realty, to-wit: All of that certain lot or parcel of land, together with improvements thereon and all rights and appurtenances thereunto belonging, situate, lying and being in Shawnee Magisterial District, Frederick County, Virginia, containing 3.161 acres, more or less, being more particularly described on plat of survey dated January 24, 2006 prepared by S.W. Marsh,L.S.,entitled "Minor Subdivision of the LandofRichard G.Dick and Donna C. Dick,Deed Book 568,Page 769",which said plat is attached to and recorded with Deed of Subdivision dated February 3, 2006 in the Clerk's Office of the Circuit Court of Frederick County, Virginia as Instrument No. 060002436; TOGETHER WITH and subject to that certain sixty foot (60')ingress and egress easement to U.S. 50 (previously erroneously referred to as Virginia State Route 50')/U.S. 17,Millwood Pike,and that certain fifteen foot(15')private sanitary sewer easement, as set forth in the aforesaid Deed of Subdivision and shown on the aforesaid plat of survey; Mata&Hill-c AND BEING the same property conveyed to Charlie T. Mearkle from Donna C. Dick by Deed dated May 15, 2019, recorded May 17, 2019 in the aforesaid Clerk's Office as Instrument No.190004569. Reference is hereby made to the aforesaid instruments and the references therein contained for more particular descriptions of the property herein conveyed. This conveyance is made subject to all easements,reservations,conditions,and restrictions of record, affecting the subject property. WITNESS the following signatures and seals: ------ (SEAL} COMMONWEALTH OF VIRGINIA; CITY/COUNTY OF The foregoing instrument was acknowledged before me this t day of 20223 by Charlie T. Mearkle. My commission expires: My commission number: c NOTARY PUBLIC ANDRE%A!PAUL HILL r�OIARY PUBLIO REGSTRATION#7657ff 3 co v,m,,-,NviEALTf 10 F V�R 1 N tA 2(�L-5 rhis irstrumclit ofAritUng�N'as prodLiced to M.oi at and with certif`Ao" ()%�dedkzl mc",t t,t)c'ct('atinexed ,x:,,N adrnitter - Lx i, -802 of _I to reg j, unposed by Sec.58.1 5,`�,J-Kl have been paid, if assessable 2 Mata&HiU,-;