TC 02-26-18 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 February 26, 2018
DATE: March 1, 2018
The Transportation Committee met on Monday, February 26, 2018 at 8:30 a.m.
Members Present Members Absent
Gary Lofton Chairman (voting) Mark Davis (liaison Middletown)
Judith McCann-Slaughter (voting)
James Racey (voting)
Barry Schnoor (voting)
Gary Oates (liaison PC)
Lewis Boyer (liaison Stephens City)
***Items Requiring Board Action***
1. Revenue Sharing Agreement-Northern Y (see attached):
An agreement governing revenue sharing funds and match for the Tevis Extension from
the roundabout north and east to Route 522. The current project cost estimate is
$3,500,000.00. The state revenue sharing funds awarded $2,193,145.00. The exit clause
is at 30% design if the cost estimate is unacceptable. Glaize Development will provide
up to $1.2 million in matching funds. The County will have the option to cover the
shortfall or end the project upon the update of the cost estimate at 30% design.
Staff is seeking a recommendation to the Board of Supervisors on whether to execute the
agreement and authorize Staff to proceed to approximately 30% design and the associated
updated cost estimate. It is noted that regardless of the amount of the cost estimate, Staff
will bring the agreement back before the Committee and Board of Supervisors. Staff
recommends approving the agreement to allow 30% design.
Upon a motion by Mr. Schnoor, seconded by Mr. Racey to forward ratification of
the Revenue Sharing Agreement -Northern Y for the purposes of reaching 30% and
to authorize Staff to proceed with 30% design to the Board of Supervisors for
recommendation of approval. The motion was unanimously approved.
MEMORANDUM
2. SmartScale Applications Recommendation:
Frederick County is allowed four (4) SmartScale applications. The Transportation
Committee in coordination with VDOT Staff had provided a list of thirteen (13)
projects to the Committee with one (1) added during the January meeting. The
following are seven (7) potential projects on the Frederick County shortlist based
on Committee feedback. The list is not in priority order:
• Route 11 South-Stars Frederick County
• Exit 317 and Redbud Road Frederick County
• Exit 317Northbound on ramp Frederick County
• Route 522 Costello Drive-left turn Frederick County
• Route 37 (Lenoir Drive slip ramps) Frederick County
• Route 11 North (4 lane widening) Frederick County
• Exit 307 Improvements Frederick County
The proposed project recommendations for Frederick County four (4) applications
with the VDOT Staff evaluation for competitiveness and appropriateness were
narrowed down to the following:
• Exit 317 and Redbud Road Frederick County
• Exit 317Northbound on ramp Frederick County
• Route 522 Costello Drive left turns Frederick County
• Route 11 South-Stars Frederick County
The proposed project recommendations for MPO applications are as follows:
• Exit 313 Bridge MPO
• Exit 307 MPO
• Greater I-81 MPO
The proposed recommendation for the Winchester application is as follows:
• Route 11 South-Shawnee area Winchester
The proposed projects recommended not to proceed are as follows:
• Route 37 (Lenoir Drive slip ramps)
• Route 11 North (4 lane widening)
• Route 7
• Inverlee Way
• Route 277 (Sherando Park Entrance)
The Committee thoroughly discussed the proposed recommendation list of
SmartScale applications for Frederick County. The Committee recommended
substituting the Exit 317-Northbound on-ramp with the Route 11 North (scope to
be determined). Also, recommended was to include the Exit 317-Northbound on-
ramp into the Greater I-81 project for the MPO applications. The following is the
list recommended by the Committee for projects that Frederick County should
apply for through the SmartScale application process and the MPO projects to be
promoted at the Regional Commission level:
• Exit 317 and Redbud Road Frederick County
• Route 11 North (lane widening) Frederick County
• Route 522 Costello Drive left turns Frederick County
• Route 11 South-Stars or Route 11 Shawnee Frederick County
• Exit 313 Bridge MPO/RC
• Exit 307 MPO/RC
• Greater I-81 include Exit 317 NB on-ramp MPO/RC
• Note: If the City does not apply for Route 11 South-Shawnee area, the
County would apply for this project and move Route 11 South-Stars to the
MPO/Regional Commission list.
Upon motion by Mr. Racey and seconded by Mrs. McCann-Slaughter the
Committee forwarded the above list of SmartScale applications and MPO
projects to be promoted at the Regional Commission to the Board of
Supervisors for recommendation of approval. The motion was unanimously
approved.
***Items Not Requiring Board Action***
3. County Project Updates
Tevis Street Extension/Airport Road/I-81 Bridge:
Staff is in discussions with VDOT regarding roundabout design and expects to get
key guidance this week that will impact that portion of the project. Airport Road
design plans are moving forward from the 60% comments. The Northern Y is
connected to this project and is on the earlier portion of the agenda.
Renaissance Drive:
Survey work on the site is nearly complete and discussions are ongoing with First
Energy regarding powerline adjustments needed to accommodate the bridge.
Bridge designer has provided some preliminary options. Staff is awaiting
response from CSX regarding the design review agreement.
Coverstone Drive:
No activity at this time.
Jubal Early Drive Extension and Interchange with Route 37:
Staff has recently received phone calls from the private partner with questions on
details and timelines.
4. Upcoming Agenda Items:
March
MPO Route 11 South-Stars Study
Oakdale Crossing Traffic Calming Study
April
Begin Interstate, Primary, and Secondary Road Plan updates (dependent on
VDOT projections becoming available)
5. Other Business:
JAB/ks
REVENUE SHARING AGREEMENT
THIS AGREEMENT, made and dated this day of , 2018, is made by and
between the COUNTY OF FREDERICK, VIRGINIA (the “County”), a political subdivision
of Virginia, and FLG RESIDUAL TRUST PROPERTIES, LLC (“FLG”) and CAMPFIELD
LLC (“Campfield”) (collectively, FLG and Campfield are referred to as “Glaize”), a Virginia
limited liability company.
RECITALS:
1. Glaize is the owner of tax parcel numbers 64-A-9 and 64B-A-73B (the “Property”).
2. The Virginia Department of Transportation (“VDOT”) administers the Revenue Sharing
Program (“Revenue Sharing Program”), in cooperation with participating localities,
under the authority of Section 33.2-357, effective Oct. 1, 2014, of the Code of Virginia.
3. The County and Glaize intend to fund the Project (defined below) using funds from
Glaize and matching revenue sharing funds that the County has obtained from the
Commonwealth’s Revenue Sharing Program.
4. The parties desire to arrange for the design and construction a street section as follows
(the “Project”):
Tevis Street Extension, as a segment from the shared property boundary with
parcel 64-A-10 to Route 522, relocation of the Elks lodge entrance, required
upgrades to Route 522 as needed to accommodate the new intersection, right of
way acquisition, VDOT approved entrance to the adjoining parcels with turn
lanes, bicycle and pedestrian accommodations consistent with County
requirements and within VDOT standards, required landscaping and streetlights
allowable within the scope of the Revenue Sharing Program, and any unforeseen
required items to implement the roadway. This segment shall be designed and
constructed in a form mutually agreed upon by the County and Glaize that meets
or exceeds VDOT standards that are in force at the time of final road design plan
approval.
5. The parties desire to finance the Project using funds of up to $1,200,000.00 Glaize will
provide which can be matched on a dollar for dollar basis with VDOT revenue sharing
funds (the “Matching Funds”) to be provided by VDOT within the rules and scope of the
VDOT Revenue Sharing Program. In addition, the County shall provide such additional
funds (the “County Funds”), which can be matched on a dollar for dollar basis by VDOT
revenue sharing funds as available, as may be necessary in the event costs for the Project
2
exceed $2,400,000.00. Expenditure of the County Funds will become applicable only
after the Glaize Funds have been full y expended.
6. The Glaize Funds, County Funds, and the Matching Funds are collectively referred to
herein as the “Project Funds.”
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 herein by
reference as if set out in full.
2. THE PROJECT:
a. The Glaize Funds, County Funds, and the Matching Funds shall be applied and
expended in order to design and construct the Project described in the Recitals.
b. In the event that unforeseen design, engineering, right of way, environmental, and/or
construction issues are encountered that exceed a project budget of $2,400,000
($1,200,000 in Glaize funds and $1,200,000 in Matching funds), the County agrees to
expend such additional funds as are necessary in order to address such unforeseen
design, engineering, right of way, environmental, and/or construction issues.
3. COUNTY RESPONSIBILITIES:
a. The County shall act as fiscal agent and project manager for the Project. The
County’s responsibilities as fiscal agent and project manager shall include
management and oversight of all roadway design, approvals and permitting,
construction management, and right-of-way acquisition, as well as invoicing of
Project costs to VDOT and to Glaize.
b. The County shall give notice to Glaize of the intended commencement of
construction of the Project not less than fifteen (15) days prior to the commencement
of construction.
c. The County shall arrange for use of Matching Funds once the Glaize $1,200,000.00 is
expended and 100% of project funding after all available VDOT funds are expended.
d. Upon receipt of the bids for the Project, if the bids show that the Project cost will
exceed $2,400,000.00, the County may elect not to proceed with the Project, in which
3
case this Agreement shall be deemed terminated and the parties shall have no further
obligations to each with respect to the subject matter of this Agreement.
e. The County may enter into agreements, if necessary, with utility companies, VDOT,
or unforeseen others as may be necessary in relation to the Project.
f. As project manager, the County shall supervise all aspects of the Project, which shall
be done in a good and workmanlike fashion in accordance with applicable VDOT
standards.
g. In the event that a mechanic’s lien or other claim is filed against the Property arising
from or in connection with the Project, the County agrees to promptly bond off any
such mechanic’s lien or claim with a portion of the Project Funds, to the extent
permissible under applicable law.
h. The County shall return all unspent Glaize Funds to Glaize at the conclusion of the
Project.
i. The County shall request the new roadway to be adopted into the State system within
30 days of receiving final paperwork and clearances required for adoption from
VDOT.
4. GLAIZE’S RESPONSIBILITIES:
a. Glaize shall provide all required right of way dedication of property it controls,
permanent grading and drainage easements, and temporary construction easements to
the County prior to County award of the construction contract. Costs for provision of
these items will be borne by Glaize and not be reimbursable with Matching Funds.
b. The County shall undergo the design process in two phases, with Phase I being
complete at the conclusion of approximately 60% of the design and associated
updated cost estimate. Phase II shall be the completion of the design and subsequent
bidding and construction of the project. The County will not proceed to Phase II
without prior written consent of Glaize. In the event that Glaize fails to authorize
Phase II within 45 days of County request, such lack of response shall be deemed a
denial to proceed and the County shall have the ability to cancel the Project.
c. Glaize’s contribution to the total amount of incurred for Phase I road design services
shall not exceed $70,000.00. Glaize will pay the County $35,000.00 toward Phase I
costs upon execution of this Agreement. In the event the Project does not proceed to
4
Phase II, Glaize shall pay the County an additional $35,000.00 for a total payment of
$70,000.00 for Phase I costs, within 10 days of receipt of written notice terminating
this Agreement for failure to proceed to Phase II. Upon payment by Glaize in
response to such notice, this Agreement shall thereupon be terminated.
d. Upon issuing approval to proceed to Phase II of the project, Glaize shall provide to
the County a letter of credit payable to the County in the amount of $1,165,000.00 to
secure the payments due from Glaize under the terms of this Agreement. In no event
shall any institution issuing a letter of credit on behalf of Glaize be liable to the
County for any amount greater than the amount to which Glaize may be liable to the
County pursuant to the terms of this Agreement on the date the County makes claim
for payment under the terms of any such letter of credit. Upon payment in full of all
amounts due from Glaize under the terms of this Agreement the County consents to
the release of any such letter of credit without further action from the County.
e. Subject to the terms and conditions of this Agreement and so long as the County is
not in default, Glaize shall remit one-half of the total amounts properly incurred by
the County in the prior calendar month for the performance of services within the
project description outlined in the recitals of this Agreement, up to $1,200,000.00,
within 30 days of receipt of an invoice for the same.
f. Glaize shall provide full access to the Property for the purposes of construction,
surveys, geotechnical work, or any other tasks related to design, engineering,
environmental, and construction needs of the Project.
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, addressed respectively as follows:
County: Department of Planning and Development
107 North Kent Street, Suite 202
Winchester, VA 22601
Attn: John A. Bishop, AICP
With a copy to: Roderick Williams, Esquire
County Attorney
107 North Kent Street
Winchester, VA 22601
5
Glaize: J.P. Carr, President
Glaize Developments, Incorporated
112 E. Piccadilly Street
Winchester, VA 22601
With a copy to:
Stephen L. Pettler, Jr.
Harrison and Johnston, PLC
21 South Loudoun Street
Winchester, VA 22601
6. ENTIRE AGREEMENT; AMENDMENTS; 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. 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.
6
WITNESS the following signatures and seals:
COUNTY OF FREDERICK, VIRGINIA
By (SEAL)
FLG RESIDUAL TRUST PROPERTIES, LLC
By (SEAL)
CAMPFIELD LLC
By (SEAL)