TC 09-25-17 Meeting MinutesCOUNTY of FREDERICK
Department of Planning and Development
540/ 665-5651
Fax: 540/ 665-6395
107 North Kent Street, Suite 202 • Winchester, Virginia 22601-5000
TO: Board of Supervisors
FROM: John A. Bishop, AICP, Assistant Director - Transportation
RE: Transportation Committee Report for Meeting of September 25, 2017
DATE: October 4, 2017
The Transportation Committee met on September 25, 2017 at 8:30 a.m.
Members Present Members Absent
Gary Lofton Chairman (voting) Mark Davis (liaison Middletown)
Judith McCann-Slaughter (voting) Lewis Boyer (liaison Stephens City)
James Racey (voting)
Barry Schnoor (voting)
Gene Fisher (voting)
Kevin Kenney (liaison PC)
***Items Requiring Action***
1. Kernstown Limited Access Break:
A. Request for Limited Access Break:
The owner of the subject property, which is located on the northeast
quadrant of the Interchange between Route 37 and Route 11 in Kernstown,
is seeking a break in the VDOT limited access line immediately across
from the interchange ramp. The Applicant has been working with VDOT
to make the limited access break work. To date, they have had a Traffic
Impact Analysis (TIA) done. The TIA has graphic detail of what needs to
be completed for this limited access to work. The Applicant is seeking
concurrence from the County in the form of a letter or resolution from the
Board of Supervisors (BOS) to be forwarded to the Commonwealth
Transportation Board (CTB). The CTB grants the limited access breaks
upon recommendations of VDOT, agreements to develop between VDOT
and the Applicant, and the concurrence from the County. The pros based
on the study are that the limited access break will give an alternative way
MEMORANDUM
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of entrance/exit onto Commonwealth Court via direct access to Route 37
ramps. Also, this request is consistent with the Comprehensive Plan. The
cons are the additional traffic, this is even with improvements. The
representatives of the Applicant were present to address concerns that the
Committee had on the improvements. Ms. McCann-Slaughter and Mr.
Fisher requested larger scale copies to review with the improvements prior
to the Board of Supervisors meeting.
On a motion by Mr. Racey that was seconded by Mr. Schnoor the
Committee passed unanimously to recommended to forward the item
to Board of Supervisors to adopt a resolution of support contingent on
all improvements being implemented.
B. Request for Revenue Sharing:
Included in the above request is a request from the Applicant for the
County to apply for Revenue Sharing on their behalf. A draft revenue
sharing agreement is being reviewed by the County Attorney. The cost
estimate provided by VDOT as the management agency for the project
will be verified by VDOT for the cost estimate to their standards. It was
noted that the project will be backed up with a bond. Also, noted the
County is in the bi-annual process for Revenue Sharing, there are no other
competing applications to date.
On a motion by Mr. Fisher and seconded by Mr. Racey the
Committee, passed unanimously that this item be forward to the
Board of Supervisors for recommendation.
2. SmartScale Program Update:
At the August 2017 meeting of the Transportation Committee, the SmartScale
application process was discussed. The Commonwealth Transportation Board
(CTB) will be meeting in October and Staff is looking for direction for comments
to be directed to the CTB at that meeting.
Staff concerns are as follows:
• The reduced number of applications that the County can apply for which is
four (4). The MPO and Regional Commission each also can do 4
applications which the County, and other regional localities, can
potentially access.
• Per the presentation more changes could be presented to the CTB for
action without the opportunity for localities to render further input.
• Congestion-Current Day Demands vs. Forecasted Demands; Good for
current needs but not supportive of long range planning.
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• To receive points for being consistent with local planning, the project must
be specifically referenced in the Comprehensive Plan or regional
economic development strategy.
• Project Readiness, analysis needs to be completed. This can cause
localities to shoulder the burden of often expensive technical studies
which will now be required as parts of certain projects.
The deadline to submit comments on the draft SmartScale Technical Guide is by
October 20, 2017.
By consensus the Committee forwarded this item to the Board for review and
consideration of whether to direct Staff to comment on these items to the
Commonwealth Transportation Board.
4. Transportation Partnership Opportunity Fund-Agreement Execution:
The Transportation Partnership Opportunity Fund (TPOF) Agreement has been
awarded in the amount of $2,000,000.00 for the Renaissance Drive project. This
is a reimbursement grant. All the Revenue Sharing funds will need to be used on
this project before the TPOF funds awarded are used.
Motion by Mr. Racey and seconded by Mr. Schnoor to recommend that the
Board of Supervisors approve execution of the agreement.
5. Transportation Partnership Opportunity Fund Application:
VDOT and Staff have been working closely with Navy Federal Credit Union
regarding desired upgrades to the intersection of Route 50 and Independence
Drive. VDOT is reviewing the Traffic Impact Analysis (TIA) to develop
alternatives and cost estimates. Navy Federal Credit Union (NFCU) has reached
out to the Governor’s office for support, which is the reason for the TPOF. A
‘backstop” agreement is in place to protect the County from any financial liability
on this project.
On a motion by Ms. McCann-Slaughter and seconded by Mr. Racey the
Committee recommended to forward to the Board of Supervisors to apply
for funding under the TPOF.
9. Valley Mill Road Revenue Sharing Fund Transfer:
Staff recommends that the funds for Valley Mill Road, which is a private
agreement with County. This project is 30% completed. They have responded
that they do not want to move forward with the project. Staff suggested that the
funds be transferred between Bridge Construction and the Airport Road
Extension. The total amount of VDOT funds to be transferred is $3,559,814.32.
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Motion by Mr. Fisher and seconded by Ms. McCann-Slaughter to
recommend approval to the Board of Supervisors.
***Items Not Requiring Action***
3. VACO Legislative Priorities:
It was noted that any comments would be directed to the VACO Transportation
Subcommittee. The VACO Legislative priorities are broken into two (2) parts
Priorities and Positions. Staff has reviewed the VACO legislative three (3)
Priorities and is in much support of those items but under Positions, Highway
Tolls and Parking Staff is not in support. Also, note that when the Board of
Supervisors is working on the Legislative Agenda this could be used as a guide to
incorporate information.
By consensus the Committee opted not to forward comments to the VACO
Transportation Subcommittee at this time.
6. Request for 4-way Stop at the Intersection of Dragonfly Way and Eleven
Moons Place:
Chairman Lofton received an online request from a citizen for an upgrade of the
intersection of Dragonfly Way and Eleven Moons Place within the Meadows
Edge Subdivision for a 4-way stop.
By consensus, the Committee chose to forward this recommendation to
VDOT.
7. Fall Transportation Forum Discussion:
The Fall Transportation Forum themes to date that have been discussed have been
the transportation funding and I-81. The Committee recommended that Staff add
Route 50 west corridor and design standards for the Staunton District.
8. VTRANS 2040:
Staff commented on the important key points of the VTRANS 2040 is that it is
part of SmartScale application as gate keeper. Also, noted was that it is a study
done in detail but under estimated the amount of truck traffic on I-81
underdetermined for the area. VDOT presented a slide for the MPO on this issue.
The Committee suggested that comments for the corridor rail be discussed, as
well.
10. County Project Updates
Snowden Bridge Boulevard:
The roadway is open to traffic and Staff is beginning project final close out.
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Tevis Street Extension/Airport Road/I-81 Bridge:
Bridge design is ongoing and draft environmental documents for VDOT have
been received. Bridge design has exceeded 90% and is expected to be approved
by early November, while 60% roundabout plans have been submitted for review.
Renaissance Drive:
TPOF agreements have been received from VDOT. Staff is seeking authorization
to execute the TPOF agreements. Completing new project documentation for
CSX through the County Attorney. The pending Carbaugh rezoning application
also has potential to impact this project with matching funds for revenue sharing.
Initial proffers have been reviewed and commented on and Staff is awaiting a new
draft.
Valley Mill Road Realignment:
Private partner has reiterated a desire not to continue the project. Staff is
considering opportunities to transfer funds. This would come to the TC and
Board of Supervisors for action. Item submitted earlier in this agenda.
Coverstone Drive:
No activity at this time.
Jubal Early Drive Extension and Interchange with Route 37:
Communication was sent to the Applicants noting that the County could make no
further moves forward on the project until a revenue sharing agreement is in
place. Following that a meeting was held at which the agreement was discussed
and Staff is awaiting feedback from the Applicant.
11. Upcoming Agenda Items
October/November
Eastern Road Plan Update
Secondary Fund Allocation
CTB Fall Public Meeting-October10, 2017
November/December
Oakdale Crossing Traffic Study
Freight Panel
12. Other
JAB/ks
PDRes #39-17
FREDERICK COUNTY BOARD OF SUPERVISORS
A RESOLUTION TO SUPPORT
AN APPLICATION TO THE COMMONWEALTH
TRANSPORTATION BOARD
FOR A LIMITED ACCESS BREAK ON
VALLEY PIKE/ROUTE 11
(Immediately west of the interchange ramp from westbound
Route 37 to Route 11)
Action:
BOARD OF SUPERVISORS: October 11, 2017 APPROVED DENIED
WHEREAS, Winchester 81, LLC (Owner) is the owner of Tax Map Parcel Numbers 75-
A-10A, 75-A-10B, 75-A-10C, and 75-A-10D; and
WHEREAS, the Owner plans to make an Application to the Commonwealth
Transportation Board (CTB) for a limited access break on Valley Pike (Route 11); and
WHEREAS, the improvements depicted on the attached map, in addition to signalization
upgrades, will be implemented upon approval of the access break by the Commonwealth
Transportation Board; and
WHEREAS, those improvements involve the following:
A. Addition of one lane, median and access management on southbound Route
11 from Commonwealth Court to the Route 37 westbound interchange;
B. Restriping of Route 11 northbound consistent with the exhibit;
C. Addition of northbound right turn lane at site entrance;
D. Lane addition to the Route 37 westbound to Route 11 exit ramp;
E. Signalization upgrades to the intersection of Route 11 and Route 37
westbound ramp; and
F. Any additional items not shown that may be required during design to meet
VDOT Standards.
WHEREAS, the Board believes that additional access at this point will provide a net
benefit for the citizens of Frederick; and
NOW, THEREFORE, BE IT RESOLVED by the Frederick County Board of
Supervisors on this 11th day of October 2017, that it be and hereby does express its
PDRes #39-17
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support for the application to the Commonwealth Transportation Board, subject to the
items detailed above and by attachment, for a limited access break on Route 11
immediately east of the interchange ramp from westbound Route 37 to Route 11.
ADOPTED, this 11th day of October 2017.
This resolution was approved by the following recorded vote:
Charles S. DeHaven, Jr., Chairman ____ Gary A. Lofton ____
Bill M. Ewing ____ Robert W. Wells ____
Gene E. Fisher ____ Judith McCann-Slaughter ____
Blaine P. Dunn ____
A COPY ATTEST
______________________________
Kris C. Tierney
Frederick County Administrator
PROPOSED
INTERSECTION
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1
SMART SCALE Updates
Nick Donohue
Deputy Secretary of Transportation
September 19, 2017
22
Updates
•Recap of proposed Round 3 changes
•Follow-up items from June meeting
–Economic Development Measure
▪Cap on Square Footage
▪Distressed Communities
–Congestion Measures
▪Current day demand versus forecasted demand 10 years in future
▪Scaling Throughput
•Summary of Feedback Received
33
Proposed Changes to Process
Recap
3
Biennial Schedule
•Begin application
intake March 1st
2018
•June 1st deadline
for creation of an
application
•August 1st
submission deadline
44
Application Limits
•Establish 2 tiers based on population
Tier Localities MPOs/PDCs/Transit
Agencies
Maximum Number of
Applications
1 Less than 200K Less than 500K 4
2
Greater than
200K Greater than 500K 8
Proposed Changes to Policy
Recap
55
Project Readiness
•Formalize and strengthen policy on required level of project planning
•New interchange on limited access facility
•IJR with preferred alternative
•Grade separation of at-grade intersection
•At-grade improvement options have been assessed
•New signal
•Signal warrants have been met and signal justified
•Major widening
•Corridor optimization and alternatives to new lanes have been
evaluated
•Demonstrate that a project has public support, requiring resolution of
support from governing body and in MPO areas a resolution of support from
the regional entity
Proposed Changes to Policy
Recap
66
Project Eligibility
•Clarify the ineligibility of maintenance and State of Good
Repair (SGR) projects
•If project scope is mostly the repair or replacement of existing
assets then it is not eligible for SMART SCALE Examples
include:
•Signal system replacement (mast arms, signal heads)
•Bridge replacement with wider lane widths and/or ped
accommodations
Proposed Changes to Policy
Recap
77
•Full Funding Policy
•Program not intended to replace committed local/regional funding
sources, proffers, and/or other committed state/federal funding sources
•If $ request is to add components to existing fully funded project then
requested components will be analyzed independently
•Relationship of Major Project Elements
•Add guidance that project elements must be associated (contiguous or
same improvement type)
Proposed Changes to Policy
Recap
88
Proposed Changes to Measures
Recap
Congestion
▪Person throughput – scale based on length
Safety
▪Remove DUI crashes and use blended rate for fatal and severe
injury crashes
Accessibility – A.1 and A.2 - Access to Jobs
▪Eliminate the 45 and 60 minute cap for auto and transit job
access respectively
Land Use
▪More specific definitions of mixed-use development
▪New methodology - Accessibility to key non-work destinations
such as grocery, healthcare, education, etc.
99
Proposed Changes to Measures
Update
Congestion - Person Throughput – scale based on length
•SMART SCALE team has been working on various methods to
better scale throughput based on the size of the project
•Challenges remain and center around the different approaches to
calculating throughput - modeled vs non-modeled projects
•Additional time, research and development is needed
Moving Forward
•Team will continue to work on items to address between now and
October meeting
1010
Proposed Changes to Measures
Update
Congestion - Current Day Demand vs. Forecasted Demand
•Pros
–Would focus on areas that are a problem today - as opposed to
something that may be problem in the future
–Eliminates projections and forecasting, simplifies congestion
analysis
•Cons
–Accounting for committed projects in SYIP for modeled
improvement - non-standard methodology
–High growth areas would not be reflected in analysis and limits
ability to pro-actively address problems
1111
Proposed Changes to Measures
Recap
Economic Development - ED.1 - Site Development
•Remove 0.5 points for consistent with local and regional plans - project
specifically referenced in local comp plan or regional economic development
strategy = 0.5 points
•Project in areas with economic needs get up to 0.5 points
•Zoned properties must get primary/direct access from project
•Conceptual (0.5, 1) vs detailed site plans (2, 4 points) – points based on
whether submitted or approved
•Reduce buffer to max of 3 miles
•Considering establishment of maximum square footage based on
project type and based on current level of development - cannot
exceed x% of total current square footage in jurisdiction(s)
Economic Development - ED.2 - Intermodal Access
•Scale freight tonnage-based measure by the length of the improvement
1212
Proposed Changes to Measures
Update
Economic Development - ED.1 - Site Development
•Project in areas with greater economic needs get up to 0.5 points
Recommendation:
•Utilize data from Economic Innovation Group, data is zip code based
•Values ranges from 100 to 0, with 100 being the most distressed
•Propose calculating points by multiply distress value (as a percentage) by
0.5 points
1313
Proposed Changes to Measures
Update
Economic Development - ED.1 - Site Development
•Considering establishment of maximum square footage based on project
type and based on current level of development - cannot exceed x% of total
current square footage in jurisdiction(s)
•Research and feedback have demonstrated this may not be the
best approach
Recommendation Approach
•Establish statewide limit on amount of square footage, additional
documentation required for anything above that amount
–Conducted review of outliers from previous two rounds
–10,000,000 square foot cap appears reasonable, addresses main outliers,
and limit impacts
1414
Input Received
Draft Technical Guide made publicly available on August 20, 2017
Application Limits
•Concerns raised on whether the two tier approach provides
advantage/disadvantage to populated areas
•Concerns that limit could encourage applicants to submit maximum
•Effect of limits to smaller unincorporated towns - county unwilling to sponsor
Project Eligibility
•Concerns with proposal that proffered improvements not be eligible
Project Readiness
•Requested documentation (IJR, signal warrants, major widening) could be
dated by the time funding is available - clarify level of documentation
•Suggestion for templates to document project readiness and alternative
evaluation
1515
Input Received
Measures/Methods
•Congestion
–Include weekend analysis
–Include current year in congestion analysis
•Safety
–Points for preventative treatments
•Accessibility
–Support and Opposition to removing 45/60 minute caps on access to jobs
•Economic Development
–Increase buffer area for larger capacity projects
–Higher weighting for Intermodal Access and Travel Time Reliability when
competing for High Priority Program
–Clarify definition of “primary access” for zoned only properties
•Land Use
–Larger buffer for larger projects
–More information on ‘non-work’ accessibility measure
1616
Schedule and Next Steps
September – October - Fall Transportation Meetings
•Training and Outreach on proposed changes
•Receive public comment on proposed changes
October 20, 2017 - Deadline to submit comments on Draft
SMART SCALE Technical Guide
October CTB Meeting
•Adopt Revised CTB Policy and Policy/Technical Guides
TRANSPORTATION PARTNERSHIP OPPORTUNITY FUND
DRAFT AWARD AGREEMENT
This Award Agreement (this “Agreement”) is made and entered into as of May
XX, 2017, by and among the Virginia Department of Transportation (“VDOT” or the
“Department”), an agency of the Commonwealth of Virginia (the “Commonwealth”) and
the County of Frederick, Virginia (the “Recipient” or the “County”).
Explanatory Statement
A. The Transportation Partnership Opportunity Fund (“TPOF” or the “Fund”) was
created under Section §33.2-1529.1 of the Code of Virginia (the “Code”) to provide
funds to address transportation aspects of economic development opportunities.
B. The Governor is authorized to award assistance from the Fund in various forms
to an agency or political subdivision of the Commonwealth.
C. The Recipient is a duly created and validly existing political subdivision of the
Commonwealth and is eligible to receive financial assistance from the Fund.
D. The Recipient submitted an application requesting one million, nine hundred,
ninety-five thousand, six hundred eighty-two dollars ($1,995,682.00) in the form of a
grant from the Fund to assist in the Renaissance Drive Extension project as defined in
Exhibit A (the “Project Description” or the “Project”). The Project facilitates an
economic development opportunity for the Commonwealth, thereby meeting the
Transportation Evaluation Criteria established for the Fund, and will be administered by
the Recipient. The projected costs of the Project are identified in Exhibit B (the “Project
Budget and Sources of Funds”) to this Agreement.
E. The TPOF Advisory Panel (the “Panel”) has evaluated the application and has
found that it meets the requirements of the Code and the Transportation Evaluation
Criteria established in the Fund’s Guidelines and Criteria, dated January 2016. The Panel
recommended on October 27, 2016 to the Secretary of Transportation and the Secretary
of Commerce and Trade, an award by the Governor of a one million, nine hundred,
ninety-five thousand, six hundred eighty-two dollars ($1,995,682.00) grant, subject to
certain conditions.
F. On March 1, 2017 the Governor approved the award of the one million, nine
hundred, ninety-five thousand, six hundred eighty-two dollars ($1,995,682.00) grant
(the “Grant”) to the Recipient. A copy of the Decision Brief signed by the Governor is
provided as Exhibit C.
G. Sufficient monies exist in the Fund to consider the recipient’s request for
financial assistance.
Commented [UM1]: Changed from 33.2-1529.11 to 33.2-1529.1
NOW, THEREFORE, in consideration of the foregoing and other good and valuable
consideration, the receipt and sufficiency of which are acknowledged by the parties, the
parties agree as follows:
1. Purpose of Agreement. The purpose of this Agreement is to provide for the terms
and conditions required for making the grant, the disbursement and application or use of
the proceeds of the Grant and other matters related thereto.
2. Disbursement Authorization and Application and Use of TPOF Grant Proceeds.
(a) Requisition. In order to requisition disbursement of the Grant proceeds, the
Recipient shall submit to VDOT, a completed requisition for disbursement of the Grant
proceeds signed by an authorized representative of the Recipient. The requisition will
contain all information called for by, and otherwise be substantially in the form of
Exhibit D (the “Requisition For Disbursement”) to this Agreement.
(b) Disbursement. Disbursement of the grant proceeds will begin after all other
monies awarded to the locality for this project are exhausted and will be on a
reimbursable basis, with a frequency of no more than one (1) requisition for
disbursement per month.
(c) Application and Use of Grant Proceeds. The Grant proceeds shall be used for
the sole purpose of funding the cost and expenses of the activities and tasks undertaken
by the Recipient in the development and procurement of the Project as generally
summarized in the Project Budget and described in more detail in the Recipient’s TPOF
application (the “Work” or “Work Product”). Project expenditures, will be composed of
but not limited to right-of-way acquisition, professional and inspection services,
construction contractor payments and a contingency. The Grant will be limited to one
million, nine hundred, ninety-five thousand, six hundred eighty-two dollars
($1,995,682.00) and along with the other identified monies, is expected to be adequate to
fully fund the tasks identified in the Project Budget. Any Project cost exceeding the
amount of the Grant shall be paid for by the Recipient using its own monies.
(d) Performance Date. Means March 1, 2020. If the Recipient, in cooperation with
VDOT, deems that full faith and reasonable efforts have been made and are being made
by the Recipient to achieve the Targets, VDOT may extend the Performance Date by Six
(6) Months. If the Performance date is extended, this new Performance Date will for the
purpose of this agreement will be the Performance Date.
The performance date shall only be extended twice during the life of the project.
(e) Targets. The Recipient agrees that the capital investment will be $30,000,000
and the number of jobs created/retained will be 55. These amounts will be achieved on
or prior to the Performance date and shall be maintained for a total of thirty-six (36)
months after the Performance Date.
The average annual wage of new jobs will be $50,000.
The capital investment is limited to the capital investment specific for this grant.
(f) Reporting Period. The reporting period is from the date of this Agreement to
thirty-six (36) months after the Performance Date.
3. Project Schedule.
Every good faith effort shall be made by the Recipient to cause the completion of
components of the Work no later July 31, 2019.
4. Reports and Records.
(a) Maintenance Requirements. Full and detailed accounts and records shall be
maintained, as appropriate, by the Recipient for the Project and the Grant and such
controls shall be exercised as may be necessary for proper financial management, using
accounting and control systems in accordance with generally accepted accounting
principles and standards, so as to provide complete records to fully support the use of the
Grant proceeds to pay any cost and/or expense charged to the Work. During the
performance of the Work, access shall be afforded by the parties to each other and their
representatives and agents to the records, books, correspondence, receipts, subcontracts,
purchase orders, vouchers, memoranda and other data, including but not limited to
electronic schedules and other electronic data (all collectively referred to as the “Books
and Records”) relating to the Work. Such Books and Records shall be maintained at the
[Insert: Recipient’s address]
(b) Periodic Reports. On April 1 and October 1 of each year until the End of the
Reporting Period, the Recipient shall provide to VDOT’s Chief Financial Officer a
summary outlining the use of the TPOF monies and the status of the Project. This report
should also provide an update on all progress made in order to achieve the projects
investment and employment targets. In addition, the Recipient shall promptly notify
VDOT of any material events that could affect the Recipient’s ability to meets its
financial obligations toward the Project.
5. Extension in the Performance Date If the Recipient has not achieved at least 90%
of its new jobs and capital investment targets by the Performance Date set forth in this
agreement, an extension may be granted, as long as the Recipient can provide sufficient
evidence to VDOT that a full faith effort is underway in achieving its Targets. Generally,
an extension will be granted only in circumstances under which it is reasonable to believe
that the Recipient is likely to make significant progress toward meeting its performance
targets by the extension date.
6. Failure of Compliance: If Targets criteria are not met, the Recipient will be
issued a Notice of Failure and will be held responsible for any repayments as calculated
by VDOT. The recipient will have a period of Thirty (30) days to respond to a failure and
repayment notice, after which time the Recipient will be required and responsible for
returning the grant monies to the Commonwealth within ninety (90) days of the Notice of
Failure.
7. Repayment Obligation. Repayment obligations will be assessed based on an equal
weighting of the targets. In the event that the project covers Jobs and Investment, e ach
Target is weighted at 50% and the repayment obligation will be based on the combined
level of failure of the Targets. For projects that only have a single Target, this target will
be the only calculation for repayment obligation.
The formula for calculating the failure for Job Targets
Target Jobs less Actual Jobs
Target Jobs
The formula for calculating the failure in Capital Investment Targets
Target Capital Investment less Actual Capital Investment
Target Capital Investment
A 100% claw back may be required if at any time VDOT concludes that the Recipient
will be unable to meet its new jobs and capital investment targets by the Performance
Date OR a failure of reaching Targets is equal or greater than 75% of the combined target
failures.
8. Representations. The Recipient further represents, covenants and agrees as
follows:
(a) The Recipient has full right, power and authority to execute and deliver this
Agreement, to perform its obligations under the Agreement and to carry out the tasks
associated with the Work and the Project.
(b) Any of the transportation improvements completed with TPOF funds shall be
accomplished using applicable industry standards and specifications.
(c) To the best of the Recipient’s knowledge, there are no pending or threatened
suits or actions of any nature that may have an adverse effect on the Recipient’s condition
(financial or otherwise) or its ability to perform under the Agreement and there has been
no material adverse change in the financial condition of the Recipient as indicated in the
information furnished to VDOT.
(d) The Recipient shall be responsible for all activities necessary to complete the
Project and shall coordinate with Department staff for all reviews, approvals and
necessary oversight as required.
9. Public Property. The Work Product shall not become private property, but shall
become or remain public property following completion.
10. Amendment. The provisions of this Agreement may be amended, modified or
waived only by written instrument executed by both parties.
11. Applicable Law. This Agreement shall be governed by and construed under the
laws of the Commonwealth of Virginia.
12. Permits. The Recipient shall obtain all necessary permits for all Work associated
with the Project.
13. Notices. All notices, approvals, consents, requests and other communications
under this Agreement shall be in writing and shall be deemed to have been given when
delivered in person, or when sent by Federal Express or a comparable express courier
service, or when mailed by registered or certified mail, postage prepaid, addressed to the
parties at the following addresses or such other addresses as a party may designate by
prior written notice to the other:
(a) if to VDOT:
Virginia Department of Transportation
1401 East Broad Street
Richmond, Virginia 23219
Attn: Chief Financial Officer
with a copy to:
Virginia Department of Transportation
1401 East Broad Street
Richmond, Virginia 23219
Attn: Director, Financial Planning Division
and
Office of the Attorney General
900 East Main Street
Richmond, Virginia 23219
Attn: Senior Assistant Attorney General, Chief - Transportation Section
(b) if to the Recipient:
14. Entire Agreement. This Agreement, together with the Exhibits, constitutes the
entire agreement of the parties with respect to its subject matter and supersedes all prior
or contemporaneous, oral or written agreements or understanding with respect to such
subject matter.
15. Counterparts. This Agreement may be executed in counterparts, each of which
shall be deemed to be an original, but of which together shall constitute one and the same
agreement.
IN WITNESS WHEREOF, the parties, intending to be legally bound, have
executed this Agreement on the date first written above.
VIRGINIA DEPARTMENT OF TRANSPORTATION
By: ________________________________________
Name: Charles A. Kilpatrick, P.E.
Title: Commissioner of Highways
Recipient
By: _________________________________________
Name:
Title:
EXHIBIT A
PROJECT DESCRIPTION
Renaissance Drive Extension - American Woodmark Relocation
The TPOF funds will be used to assist in providing key network connectivity including a
rail bridge crossing between Route 11 and Shady Elm Drive in support of the American
Woodmark relocation. The infrastructure improvements will consist of constructing three
lanes from the existing intersection of Renaissance Drive and Prosperity Drive. It will
proceed to the west across CSX railroad which is planned to be a bridge crossing. After
the crossing, the road will taper to a two lane rural cross section and conclude with an
intersection at Shady Elm Drive (Route 651).The project is identified in the County
Comprehensive Plan, MPO Long Range Plan and services existing and emerging activit y
centers identified in the VTRANS 2040 needs analysis.
Formatted: Font: Bold
Formatted: Centered
Formatted: Font: Bold
EXHIBIT B
PROJECT BUDGET
AND SOURCES OF FUNDS
Renaissance Drive Extension – American Woodmark Relocation
TPOF Project Budget
Task Estimated Cost
Road and Bridge Design $825,000
Bidding, Utilities, CSX Cost 425,000
Construction (10% contingency included) 4,015,000
Total $5,265,000
Sources of Funds
Source Amount
Revenue Sharing $1,634,659
Local Match 1,634,659
Transportation Partnership Opportunity Fund 1,995,682
Total $5,265,000
Formatted: Font: Bold
EXHIBIT C
EXECUTED DECISION BRIEF
EXHIBIT D
REQUISITION FOR DISBURSEMENT
[ON RECIPIENT LETTERHEAD]
[Date]
Mrs. Laura A. Farmer, Director
Financial Planning Division
Virginia Department of Transportation
1401 East Broad Street
Old Highway Building – 4th Floor
Richmond, Virginia 23219
Re: Transportation Partnership Opportunity Fund
Dear Mrs. Farmer:
This requisition, Number ____, is submitted in connection with the Grant Agreement
dated as of ________(the “Agreement”), between the Virginia Department of
Transportation and __________________________________________ (the
“Recipient”).
The undersigned authorized representative of the Recipient hereby requests disbursement
of proceeds under the Agreement in the amount of $______________, for the purposes of
payment of project costs as set forth in Schedule 1 attached hereto.
Attached hereto are the invoices relating to the items for which payment is requested and
that have been approved by the Recipient.
The undersigned certifies that i) the amounts requested by the requisition will be applied
solely and exclusively to the payment, or to the reimbursement of the Recipient for the
payment of project costs, and ii) any materials, supplies or equipment covered by this
requisition are not subject to any lien or security interest or such lien or security interest
will be released upon payment of the requisition.
This requisition includes an accompanying Certificate of the Project Manager/Project
Engineer as to the performance of work.
Sincerely,
Recipient’s Authorized Representative
Title
Attachments
SCHEDULE 1
TRANSPORTATION PARTNERSHIP OPPORTUNITY FUND
FORM TO ACCOMPANY REQUEST FOR DISBURSEMENT
REQUISITION NUMBER: _______
RECIPIENT:
PROJECT NAME:
CERTIFYING SIGNATURE: __________________________________
TITLE: _____________________________
Cost Category Amount Budgeted
Previous
Disbursements
Expenditures
This Period Total Expenditures To Date
Net Balance
Available
TOTALS
Total Amount of Assistance
Previous Disbursements
Balance
This Request
Proceeds Remaining
TRANSPORTATION PARTNERSHIP OPPORTUNITY FUND
CERTIFICATE OF THE PROJECT MANAGER/PROJECT ENGINEER
FORM TO ACCOMPANY REQUEST FOR DISBURSEMENT
This Certificate is being executed and delivered in connection with Requisition Number
__, dated _______________, 20__, submitted by the
______________________________________________ (the “Recipient”), pursuant to
the Grant Agreement dated _________, between the Virginia Department of
Transportation and the Recipient.
The undersigned consulting engineer for the Recipient hereby certifies that, insofar as the
amounts covered by this requisition include payments for labor or to contractors, builders
or materialmen, i) such work was actually performed or such materials, supplies and/or
equipment were actually furnished to or installed in the construction portion of the
Transportation Partnership Opportunity Fund project and ii) expenditures for such work
have not been submitted as a part of a previous requisition.
_____________________________________
[Project Manager/Project Engineer Firm]
By: _____________________________________
Date: _______________________, 20____
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Parcels
Future Rt 37 Bypass
Eastern Road Plan
New Major Arterial
Improved Major Arterial
New Minor Arterial
Improved Minor Arterial
New Major Collector
Improved Major Collector
New Minor Collector
Improved Minor Collector
Ramp
Roundabout
IMap Produced by Frederick County Planning and Development Dept.
May 26, 2016
Exhibit A
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APPLE VALLEY RD
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0137
American Woodmark
Agreement Regarding Transportation Partnership Opportunity Fund Grant
To Frederick County for Intersection Improvements
At US Route 50/17 and Independence Drive (Route 1092)
Related to Navy Federal Credit Union Facility Expansion
THIS AGREEMENT, made and dated this day of _____, 2017, is made by and
between the COUNTY OF FREDERICK, VIRGINIA (the “County”), a political subdivision
of Virginia, and NAVY FEDERAL CREDIT UNION (“NFCU”), a federally chartered credit
union.
RECITALS:
WHEREAS, NFCU has previously announced its intention to expand, equip, improve,
and operate its support and service operations center located in Frederick County (the “Facility”),
making a new capital investment of $100,000,000 in Frederick County and creating and
maintaining 1,400 new jobs in Frederick County, all as of December 31, 2022 (the “Expansion”);
and
WHEREAS, NFCU anticipates receiving various state-level and local-level incentives for
the Expansion, including, from the Commonwealth of Virginia, from the Commonwealth’s
Development Opportunity Fund, from the Virginia Jobs Investment Program, and from a
Virginia Economic Development Incentive Grant, and, from the County, through the County’s
Economic Development Authority, a Local Economic Development Incentive Grant; and
WHEREAS, the Expansion will result in increased traffic to and from the Facility,
including impacts to the intersection of US Route 50/17 and Independence Drive (Route 1092)
(the “Intersection”); and
WHEREAS, to mitigate such impacts, various improvements, generally identified on the
attached Exhibit A (Intersection Improvements Exhibit, August 22, 2017, prepared by Greenway
Engineering), to the Intersection (the “Road Improvements Project”) are appropriate; and
WHEREAS, the County anticipates applying for a Transportation Partnership
Opportunity Fund (“TPOF”) Grant (the “TPOF Grant”), TPOF existing pursuant to the
provisions of Section 33.2-1529.1 of the Code of Virginia to provide funds to government
entities to address the transportation aspects of economic development opportunities, the purpose
of the application being in order to obtain funding for all or a portion of the construction and
construction management of the Road Improvements (the construction and construction
management of the Road Improvements being the “Road Improvements Project”); and
WHEREAS, as the TPOF Grant would be to the County, with the Virginia Department of
Transportation (“VDOT”) administering the Road Improvements Project and the County
arranging for all funding for completion of the Road Improvements Project, including to the
extent that any and all costs of the Road Improvements Project, including any County project
management and/or consultant costs, incurred by the County, exceed the amount of the TPOF
Grant; and
2
WHEREAS, the guidelines and criteria for TPOF require that a locality receiving TPOF
grant funds enter into a TPOF agreement with VDOT governing the use of the TPOF grant funds
and that such agreement provide that, among other things, in the event an economic development
project for which a TPOF grant is awarded does not meet the job creation/retention and capital
investment levels by the performance date and maintain those levels throughout a thirty-six
month period following such date, the government entity receiving funds from TPOF must repay
a specified amount to TPOF; and
WHEREAS, the parties desire to provide a means by which NFCU is to reimburse the
County (i) for any and all costs of the Road Improvements Project that may be incurred by the
County, including any County project management and/or consultant costs, to the extent any and
all costs exceed the amount of the TPOF Grant, and (ii) for any repayment the County must
make to TPOF in the event NFCU fails to meet specified job creation/retention and capital
investment levels by a specified performance date and maintain those levels throughout a thirty-
six month period following such date.
NOW, THEREFORE, WITNESSETH: That for and in consideration of the sum of
Ten Dollars, ($10.00), cash in hand paid by each of the parties hereto unto the other, the receipt
and sufficiency of which is hereby acknowledged, the parties do agree as follows:
1. RECITALS: The Recitals are made a material part hereof and incorporated herei n by
reference as if set out in full.
2. THE PERFORMANCE AGREEMENT: NFCU and the County will enter into
Commonwealth’s Development Opportunity Fund Performance Agreement, for NFCU to
receive various state-level and local-level incentives for the Expansion, including, from the
Commonwealth of Virginia, from the Commonwealth’s Development Opportunity Fund,
from the Virginia Jobs Investment Program, and from a Virginia Economic Development
Incentive Grant, and, from the County, through the County’s Economic Development
Authority, a Local Economic Development Incentive Grant. In the event, however, that
NFCU and the County do not enter into such an agreement, then the parties shall have no
further obligations to each other under this Agreement, including any obligation by the
County to apply for the TPOF Grant and/or to enter into a TPOF agreement with VDOT, and
this Agreement shall be otherwise null and void.
3. THE TPOF APPLICATION: The County will apply for the TPOF Grant and, if the
application is approved, the County may, in its reasonable discretion, enter in to a TPOF
agreement (the “TPOF Agreement”) with VDOT. In the event, however, that the County
does not apply for the TPOF Grant, in the event the County does not enter into the TPOF
Agreement, or in the event that the County does not receive any TPOF Grant funds, then the
parties shall have no further obligations to each other under this Agreement and this
Agreement shall be otherwise null and void.
4. NFCU’S PAYMENT OBLIGATIONS:
3
a. To the extent that any and all costs of the Road Improvements Project, including any
County project management and/or consultant costs, incurred by the County, exceed
the amount of the TPOF Grant, NFCU shall pay to the County such excess costs,
within 30 days of receiving an invoice from the County for the same. Once the
County incurs such excess costs, the County may invoice NFCU on a monthly basis,
as to previously unpaid excess costs and as to new incurred excess costs.
b. In the event that NFCU fails to meet the following job creation/retention and capital
investment levels and, to the extent that VDOT requires from the County the
repayment of any or all of the TPOF Grant, on a pro rata basis based on the extent to
which NFCU fails to meet the following job creation/retention and capital investment
levels, as a result, then, upon 30 days written notice of the same from the County to
NFCU, NFCU shall pay to the County an amount equal to the repayment VDOT
requires from the County:
i. New capital investment of $100,000,000 in Frederick County by not later than
December 31, 2022; and
ii. Creating and maintaining 1,400 new jobs in Frederick County, as of
December 31, 2022; and
iii. Maintaining the levels in (i) and (ii) through and including December 31,
2025.
5. NOTICES: All notices, demands, or other communications that may be necessary or proper
hereunder shall be deemed duly given if personally delivered, or when deposited in the
United States mail, postage prepaid, first class, registered or certified, return receipt
requested, or when sent via a nationally recognized overnight courier, addressed respectively
as follows:
County: County of Frederick
Department of Planning and Development
107 N. Kent Street
Winchester, VA 22601
Attn: John A. Bishop
With a copy to: County of Frederick
County Attorney
107 North Kent Street
Winchester, VA 22601
Attn: Roderick B. Williams
NFCU: Navy Federal Credit Union
141 Security Drive
Winchester, VA 22602
Attn: __________________
4
With a copy to: Navy Federal Credit Union
820 Follin Lane
Vienna, VA 22180
Attn: __________________
6. ENTIRE AGREEMENT; AMENDMENTS; TERM OF AGREEMENT; TIME:
a. This Agreement constitutes the entire agreement of the parties and supersedes any
prior understandings, whether oral or written, of the parties regarding the subject
matter of the Agreement and no amendment to this Agreement shall be effective
unless made in writing and signed by both parties.
b. Time is of the essence with respect to all matters set forth in this Agreement.
c. The provisions of this Agreement shall extend to the later of completion of
construction of the Road Improvements Project or the date for completion of all of
NFCU’s obligations under section 4 of this Agreement.
d. This Agreement shall be binding upon and the obligations and benefits hereof shall
accrue to the parties hereto and their successors and assigns.
7. GOVERNING LAW; VENUE: This Agreement shall be governed by and interpreted
according to the laws of the Commonwealth of Virginia and any dispute hereunder shall be
heard only in the Circuit Court of Frederick County, Virginia.
WITNESS the following signatures and seals:
COUNTY OF FREDERICK, VIRGINIA
By (SEAL)
NAVY FEDERAL CREDIT UNION
(SEAL)
(SEAL)
0150
NAVY FEDERALCREDIT UNION
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IMap Produced by Frederick County Planning and Development Dept.
September 20, 2017
Route 50 and Independence Dr
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