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016-24 (RezSnowdenBridge&StephensonVillageII) DENIAL ACTION .f .f s Action.: PLANNING COMMISSION: April 17, 2024 Postponed Action June 5, 2024 Recommended Denial BOARD OF SUPERVISORS: July 10, 2024 Postponed August 14, 2024 DENIED AMENDING THE ZONING DISTRICT MAP REZONING #03-24 FOR SNOWDEN BRIDGE & STEPHENSON VILLAGE II (BROOKFIELD STEPHENSON VILLAGE,LLC& SNOWDEN BRIDGE HOLDINGS,LLC) WHEREAS,REZONING#03-24 for Snowden Bridge& Stephenson Village H(Brookfield Stephenson Village, L.L.C. & Snowden Bridge Holdings, L.L.C.) was submitted to rezone +f- 330.46-acres of the R4 (Residential Planned Community) District with proffers to the R4 District with modified proffers. The proposed proffer amendment includes changes to housing type mix, the timing and unit trigger for the completion of the two (2) lane segment of Snowden Bridge Boulevard, and the timing and location of commercial development. The properties are located south and east of the terminus of Snowden Bridge Boulevard, and east of Milburn Road(Route 662) and are identified by Property Identification Numbers (PINs) 44-A-293, 44-A-31 A, and 44-A-31 B in the Stonewall Magisterial District; and WHEREAS, the Frederick County Planning Commission held a public hearing on this rezoning on April 17, 2024, and postponed action for 30 days; and WHEREAS,the Frederick County Planning Commission held a public meeting on June 5,2024, and recommended denial; and WHEREAS, the Frederick County Board of Supervisors postponed action on July 10, 2024; and WHEREAS, the Frederick County Board of Supervisors held a public hearing on August 14, 2024; 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 conformance with the Comprehensive Plan; MOTION TO DENY THE REZONING CARRIED THIS 14TH. DAY OF AUGUST 2024 BY Res. No. 16-24 THE FOLLOWING RECORDED VOTE: Josh E. Ludwig, Chairman Aye John F. Jewell No Heather H. Lockridge Aye Robert W. Wells Aye Blaine P. Dunn No Judith McGann-daughter Aye Robert T. Liero Aye -_- A COPY ATTEST Michael L. Bollhoef Frederick County AAfministrator Res. No. 16.24 COQ REZONING APPLICATION#03-24 Snowden Bridge & Stephenson Village II w � Staff Report for the Board of Supervisors w 9 © Prepared: August 7, 2024 Staff Contacts: M. Tyler Klein, AICP, Senior Planner 1738 Reviewed Action Planning Commission 04/17/24 Tabled 30 Days Planning Commission 06/05/24 Recommended Denial Board of Supervisors 07/10/24 Postponed Board of Supervisors 08/14/24 Pending EXECUTIVE SUMMARY & STAFF CONCLUSION FOR THE 08/14/24 BOARD OF SUPERVISORS MEETING: This is a request to rezone approximately +/- 330.46-acres of the R4 (Residential Planned Community) District with proffers to the R4 (Residential Planned Community) District with modified proffers. The proposed proffer amendment includes changes to the housing type mix,the timing and unit trigger for the completion of the two (2) lane segment of Snowden Bridge Boulevard, and the timing and location of commercial development. The proposed rezoning does not propose a change to the current zoning of the property(R4)or site access. The proposed rezoning would not have a negative impact on the existing transportation facilities in the vicinity of the project. As such, the proposed rezoning remains ine� conformance with Comprehensive Plan policies specific to future land use compatibility. However, the proposed rezoning does not address all future planned transportation improvements identified in the Plan, including future Route 37 right-of-way along the southern property boundary,and as such may not be fully compatible with Plan policies. The Planning Commission at their June 5, 2024, regular meeting recommended denial of the rezoning (Commissioners Aikens,Molden,Sneddon,Triplett—No;Commissioner Kozel—Abstain;Commissioners Markert, McKay & Stowe — Absent). Staff would note the proffer statement before the Planning Commission was substantively different than the July 30, 2024, version presented to the Board of Supervisors. Previous changes included modifying the housing type mix to allow for additional non-age restricted units,modifying cash proffer contributions,and the addition of a second recreational amenity for the non-age restricted portion of the project. These elements have been removed from the current project proposal. The proffer statement(revised July 30, 2024)is in an acceptable legal form. The following items are unresolved and should be brought to the attention of the Board of Supervisors for additional discussion: • The completion of the two (2) lane section of Snowden Bridge Boulevard through the development in the amended proffer statement is not proposed to be completed until the later of December 31,2028, or the 1,600th building permit.The active adult portion of the community (currently under construction-740 units planned)and the commercial center(if relocated)will only be accessible from Snowden Bridge Boulevard through the industrial park, and the non- age restricted portion will continue to have access only from Old Charlestown Road(currently Rezoning 403-24 Snowden Bridge& Stephenson Village II August 7,2024 Page 2 1,226 units built). Until the end of 2028 there may be no connection made between the two phases of the project and the non-age restricted portion of the project will not be able to access the commercial center until the road connection is made. It is worth noting that with the proffered commercial development start date of October 2027 it is reasonable to assume that the commercial center completion and road construction(end of 2028)may align if the developer diligently pursues completion of the commercial center. • As specified in the Zoning Ordinance (§165-501.06(D) and §165-501.06(M)(3)): "Sufficient commercial and industrial areas shall be provided to meet the needs of the planned community, to provide an appropriate balance of uses and to lessen the overall impact of the planned community on Frederick County"and further states"a reasonable balance shall be maintained between residential and non-residential uses. The phasing plan for the development shall include a reasonable portion of the non-residential uses in all phases of the development." The proffer statement, as proposed, does not commit to desirable or complementary uses for a residential community. Further, the proffer statement removes the proffered cap on the commercial center(250,000 SF)and affirms the overall commitment of the commercial center to only 60,000 SF.Note: The original proffer statement required the commercial center to be between 60,000 SF and 250,000 SF. Following the required public hearing, a decision regarding this rezoning application by the Board of Supervisors would be appropriate. The Applicant should be prepared to adequately address all concerns raised by the Board of Supervisors. Rezoning 403-24 Snowden Bridge& Stephenson Village II August 7,2024 Page 3 This report has been prepared by the Frederick County Planning Staff to provide information to 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. PROPOSAL: This is a request to rezone approximately+/-330.46-acres of the R4(Residential Planned Community) District with proffers to the R4 (Residential Planned Community) District with modified proffers. The proposed proffer amendment includes changes to the housing type mix,the timing and unit trigger for the completion of the two(2)lane segment of Snowden Bridge Boulevard, and the timing and location of commercial development. LOCATION: The subject properties are generally south and east of the terminus of Snowden Bridge Boulevard, and generally east of Milburn Road(Route 662) MAGISTERIAL DISTRICT: Stonewall PROPERTY ID NUMBER: 44-A-293, 44-A-31 A, and 44-A-3113 PROPERTY ZONING: R4 (Residential Planned Community) PRESENT USE: Vacant/Undeveloped ADJOINING PROPERTY ZONING & PRESENT USE: North: RA (Rural Areas) Use: Residential/Agricultural South: RA (Rural Areas) Use: Residential East: RA/B2 (Rural Areas & General Business) Use: Residential/Vacant West: M1 (Light Industrial) Use: Warehouse/Distribution/Undeveloped REVIEW EVALUATIONS: Planning & Zoning: 1) Site History The subject property was previously rezoned through rezoning(REZ)application 906-03 (Stephenson Village/Snowden Bridge) and approved by the Board of Supervisors on September 24, 2003. The approved proffer statement enables up to a maximum of 2,465 residential housing units, including a mix of housing types and age-restricted units. Capital facilities impacts are mitigated through cash proffers: $8,863 (SFD & SFA units, 2023 valuation with escalation), and $2,534.00 for active adult (age-restricted)units. The approved proffers also contemplate a minimum 33-acre commercial center with up to 250,00 square feet(SF of commercial retail, office and public services satellite facility that would be occupied within 18-months of the 1,20&non-age restricted residential building permit.Other proffered amenities and improvements include recreational features for residents, a school site (now Jordan Springs Elementary School) and community park(future Old Charlestown Road Park) and a new collector roadway (Snowden Bridge Boulevard). Note: The proffered capital contributions were approved in 2003 and while the proffer statement Rezoning 403-24 Snowden Bridge& Stephenson Village II August 7,2024 Page 4 included an escalation cause, the 2024 value is well short ofthe County's currentproject capital cost for non-age restricted SFD and SFA units. The approximate shortfall is $11,446 per SFD unit and $10,175 per SFA unit. The table on the following page summarizes residential development to date. Project Phase Housing Type Approved Total Units Unbuilt Built to-date Units Snowden Bridge(Ph. 1) Single-Family 672 669 3 Detached SFD Snowden Bridge(Ph. I) Townhome/Multiplex 557 557 0 TH/ 4P Total -Phase I 1,229 1,226 3 Stephenson Village II SFD 141 0 141 (Active-Adult(AA)) Stephenson Village 11 (AA) TH/MP 599 0 599 Stephenson Village II (Non- SFD 220 0 221 Age Restricted) Stephenson Village 11 (Non- TH 272 0 217 Age Restricted Total—Phase II 1,232 0 1,232 Project Total bases I & II 2,461 1,226 1,235 Notes: "Approved"tabulations reflect approved subdivision design plans,platted lots,or master development plans(MDP)where applicable. Snowden Bridge(Phase I)"Total Units Built,"and"Unbuilt Units"tabulated from June 2024 UDA Report and County GIS records(address points). Stephenson Village 1I"Approved"totals reflect Master Development Plan(MDP)#02-22 land use mix approved July 5,2022.Stephenson Village I1 subdivision design plans(SDP)for the active adult portions are presently under review by the Planning and Development Department. A maximum of 2,465 residential units enabled under REZ#06-03. 2) Comprehensive Plan, Site Access & Transportation Land Use Compatibility The Comprehensive Plan (adopted November 2021) and the Northeast Land Use Plan (NELUP, adopted September 2023)provide guidance on the future development of the subject property.The Plan identifies the subject properties with a"planned unit development'land use designation and as being within the limits of the Sewer and Water Service Area (SWSA) and within the limits of the Urban Development Area(UDA). Future Route 37 also is identified on the subject properties (east to west) along the southern property line. The proposed rezoning does not propose a change to the current zoning of the property (R4), site access, or planned transportation improvements (Snowden Bridge Boulevard, a planned collector roadway). Rezoning 403-24 Snowden Bridge& Stephenson Village II August 7,2024 Page 5 The proposed rezoning remains in conformance with Comprehensive Plan policies specific to future land use compatibility.The proposed rezoning does not address all future transportation improvements identified in the Comprehensive Plan, specifically future Route 37, which is identified on the subject properties.Staffwould note future Route 37 was not included in the original proffer statement or GDP approved with REZ 06-03 as it was not a planned roadway identified in the Comprehensive Plan during the timeframe that application was submitted and approved. 2) Generalized Development Plan (GDP),Proffer Statement& Impact Analysis The Generalized Development (GDP, dated July 30, 2024) depicts changes to Land Bay III and the relocation of the commercial land bay to Land Bay V. lidkL RYE 938 r 17" IV �- The proffer statement,revised July 30, 2024,proposes the following: LAND BAY BREAEDOSti'N OF TOTAL LAND LAND USE ACREAGE HOUSINGUNIT • Proffer 3(A)(2): Revisions to the"Uses, BAY TYPES NWC ]7AX Density, and Mix of Housing Types", I ELEhIENT-ARYSC9001, 20Ac.+1- NA NA R COA'LA1LT'ITY PARK 24At,+1- NA NA specifically to increase the maximum % of housing unit types for mixed residential MIXED RESIDENTIAL: 463-54Z3Ac cue -++- +,, - Da 15;Ac+I- NA NA townhome uni s. SFD(Housing Unit Type 1,2,4,5,RP 30 53 District,SFD&Active Adult) Townhouse(Housing Unit Type 6&RP 10 3040 Ihstrict Townhouse Staff Comment: The proposed change to the land use HI Multfa,ndy �75 30 (Condominiums,Elderly Housing, matrix would not enable additional non-age Hmising Unit Type 3 ttage Ho-e& RP Distrito Dopler,Multiplex,Atnum restricted units, rather it would allow the developer GardenA°a>tna-t&Active Adult) to build additional townhome units. Staff does not ACTNEADULT 134+6 Ac-+/ 30 53 SFD(Housing Unit Type 1,2,&5) anticipate this change to the housingtypes mix to N Townhouse f(ondm Unit s�Flde y g types Multifamily(Condonvninmc,Efiderly have a significant impact on capital facilities as Housing,H°'wing Unt Type 3-C ttaee House townhome units typically are less impactffil than SFD V COM[vlERCLALCFNTFR 3152(,Ac-+1_ NA NA (Commercial,Retail,Office & Public units. The total number ofunits for the project Service Satellite Facility) (2,465), the non-age restricted portion (1,725) and the active adult portion (740) remains unchan end. Rezoning 403-24 Snowden Bridge& Stephenson Village II August 7,2024 Page 6 • Proffer 7(A)(1)(a): Revision to "Multi-modal Transportation Improvements" to modify the completion of the two(2)lane section of the major collector road(Snowden Bridge Boulevard) on or before the later of December 31, 2028, or the issuance of the 1,6001h building permit. Staff Comment: The completion ofthe two (2) lane section of Snowden Bridge Boulevard through the development in the amended proffer statement is not proposed to be completed until the later of December 31, 2028, or the 1,600th building permit. The active adult portion of the community (currently under construction- 740 units planned)and the commercial center(ifrelocated)will only be accessible from Snowden Bridge Boulevard through the industrial park, and the non-age restricted portion will continue to have access only from Old Charlestown Road(currently 1,226 units built). Until the end of2028 there may be no connection made between the two phases ofthe project and the non-age restricted portion ofthe project will not be able to access the commercial center until the road connection is made. It is worth noting that with the proffered commercial development start date of October 2027 it is reasonable to assume that the commercial center completion and road construction (end of 2028) may align if the developer diligently pursues completion ofthe commercial center. • Proffer 13(F): Revision to "Commercial Center"to relocate the proffered commercial center from a centrally located land bay within the community to the western extent of the development adjoining Milburn Road and modify the trigger requirement to October 2, 2027. Staff Comment: As specified in the Zoning Ordinance (§165-501.06(D) and§165-501.06(M)(3)): "Sufficient commercial and industrial areas shall be provided to meet the needs of the planned community, to provide an appropriate balance of uses and to lessen the overall impact ofthe planned community on Frederick County" and further states "a reasonable balance shall be maintained between residential and nonresidential uses. The phasing plan for the development shall include a reasonable portion of the nonresidential uses in all phases of the development." The completion of commercial square footage should coincide with development ofadditional residential units andshould provide for uses that are complementary to a residential community (i.e. neighborhood scale convenience and personal service type businesses). The proffer statement removes the proffered cap on the commercial center(250,000 SF) and affirms the overall commitment ofthe commercial center to only 60,000 SF. Note: The original proffer statement required the commercial center to be between 60,000 SF and 250,000 SF. Note:the original proffer statement(REZ 906-03)required within 18-months ofthe 1,200rh residential unit, a minimum of 60,000 square feet of commercial uses be provided. This requirement has already been triggered (as of February 2024) based on the current number of units developed, and the developer is within that 18-month time frame to develop 60,000 SF for commercial uses.An additional 24-month extension to the requirement may also be requested, as the grocery store is now located within 3 miles of the community (Winchester Gateway center and Rutherford Crossing center). This would extend the trigger to October 2027, consistent with the requested proffer amendment. Rezoning 403-24 Snowden Bridge& Stephenson Village II August 7,2024 Page 7 Other Review A2ency Comments: Review Agency Comment Status and Comment Summary Issuance Date Virginia Department of No objections to the proposed modifications. Transportation (VDOT) February 1, 2024 Frederick County (FC) August 2, 2024 Legal form. Attorney FC Public Works November 29, 2023 No comments. FC Fire Marshal February 2, 2024 "Any and all future development shall comply with all applicable Fire and Life Safety Codes of Frederick County. This shall include fire department access in the design of recreational facilities." FC Parks & Recreation February 10, 2024 No comments. Frederick Water February 12, 2024 "The application's Impact Statement is silent on the projected quantities of water and sewer generation from the proposed proffer amendment, but the anticipated land use changes are not expected to deviate from current planned land uses in terms of daily water demands." See comment letter for all Frederick Water comments. Frederick County Public February 21, 2024 "Enrollment at Jordan Springs ES currently Schools (FCPS) exceeds capacity and is projected to remain that way." See comment letter or all FCPS comments. PLANNING COMMISSION SUMMARY AND ACTION FROM THE 04/17/24 MEETING: The Planning Commission held a public hearing on April 17, 2024. Several concerns were identified and discussed in detail by the Commissioners including not fully addressing capital facility impacts through voluntary monetary contributions,removal of minimum commercial area square footage and modifying timing for commercial area development to the end of the project,the removal of rent-free county office space, and the overall impact of new non-age restricted residential units to the County. One (1) speaker spoke in opposition to the proposed rezoning and note concerns with unaddressed future Route 37 right-of-way on the subject property,impact to County schools,the lack of commercial development within the development and removal of rent-free county office space. The Planning Commission unanimously recommended tabling action on the proposed rezoning for 30-days (Commissioner Tripplet—Absent). Rezoning 403-24 Snowden Bridge& Stephenson Village II August 7,2024 Page 8 PLANNING COMMISSION SUMMARY AND ACTION FROM THE 06/05/24 MEETING: The Planning Commission held a public meeting on June 5, 2024, and recommended denial of the proposed rezoning(Commissioners Aikens,Molden, Sneddon, Triplett—No; Commissioner Kozel— Abstain; Commissioner Markert, McKay & Stowe — Absent). In their discussion, the Planning Commission stated concerns with the capital impacts of this development on County services, specifically on schools. Commissioners noted that by allowing additional non-age restricted units(240) which would generate more school-age children, this would further exacerbate the capital impact concerns.It was noted that the development has a significant number of unbuilt units,both age and non- age restricted units, and that the development at the time of approval contemplated up to 250,000 square feet(SF)of commercial development to off-set capital impacts of the community and now only 60,000 SF of development was being proposed. Note: The proffer statement before the Planning Commission was substantively different than the July 30, 2024, version presented to the Board of Supervisors. Previous changes included modifying the housing type mix to allow for additional non-age restricted units, modifying cash proffer contributions, and the addition of a second recreational amenity for the non-age restricted portion of the project. These elements have been removed from the current project proposal. Following the required public hearing, a decision regarding this rezoning aaplication by the Board of Supervisors would be appropriate. The Applicant should be prepared to adequately address all concerns raised by the Board of Supervisors. I I ♦ I I ♦ ♦ I I FAR/NHOUSErCi- D- ' MI Ci SAWTOOTH DR`ETTING�U�N Ci X25 ' ` .1110� FARMHOUSE Ci , FARMHOUSE Ci 12 X04 1110 ARMHOUS�Ci 1 . GRISiIL HEYFORDDR 562 SEESAW Ci 207 ,rinix', 105 •• - POT,ST NATIONS Ci ATRIFARM HOUSEI ♦ MILBURN RD PA�iR10PSi ,-23�POW. PROSPECT DR 1�2 PATRIOTrSi �� • �� •,.�5�TARRY�WAY'DR Y W.AAY'..DDR NORLAND KNG PROSPECiDR _ V � 141 .� � 205 , • . • Si.4RRY 103 44.A293 - f324 400 WAY s- pARKLANR PROSPECiDR _ gq.A31g '. 150 � • • - • �NORLAND'KNO L�DR 207 ` BARRISTERSi 51 222P.4RKLl _ �1►;, BARRISTER.STTI"52 ' �22�ARKLA >•'', BARRISTE K". P,ARKU X242 BARRISTEI �:• �I 44.A31A � � - '30 'JRN RD � 290 \��` CROSSING 30 288 IRN RD MILBURN RD - �,: 274 Y ,l 289 LICK/RUN - LICK�RUN CROSSING 12_3=RD 235 CROSSING 270 MILBU .. „_ �,._ LICK�RUN CROSSING 209 209 CROSSING MARQUIS Oi MARQUIS Ci 15 188 1DRD .^ - ' 269 223 • 362 MARQUIS Ci �?, LICK�RUN 'WOODS 757 p 335 LICK4RUN CR0..�„SSI�G CROSSING 144 MILL RD IBUD RD .86.1 i MARQUISCi LICK�RUN ` 4' CROSSING 177- REDBUD RD 3UD RD 795 MARQUIS Oi WOODS 358 REDBUD RD 1073 °' 200 MILL RD WOODS REDBUD RD /► � �I♦ ,� Qp, REDBUD RD 1.009 221 REDBUD RD REDBUD RD )119 1105 SETTLERS LN ��• �i '�i � . � �� -..� REDBUD RD �. 855- REDBUD REDBUD RD 1015 1161 + REDBUD RD REDBUD RD ,�` _ - � REDBUD RD .'e93w3► REDBUD RD . / ; 1177 :, REDBUD RD 1203 ♦ ,,��,. \3,��„ IE ` ♦., I '� o�O� �4 SETTLE �, REDBUD RD 1 REZ # 03 - 24: Snowden Bridge and Stephenson Village 11 Rezoning from R4 to R4 with Proffer Modification Location • • TEMPLEC- RM i `c «� 116 FAHOUSE;CT— �4 -- 106 SAWTOOTH DR �+r+T� 125 •" ' ...SETFING SUN Ci DOMINO Ei #r. 11110 FARMHOUSE Ci A♦ z .; '" - `" OUSE Ci O- FARMHOUSE'Gi • 562. OR • 'h10 � � GRISTA HEYFORDDR 207 SEESAW Ci � ��140 NOTIONS Gi PATRIOT ST FARMHOUSE Gi ♦ MILBURN RD '•! 1, 301 s^ L206 P,ROSPECi DRIO W, A �,♦� '� a ^ �� .��5�_TARRY WAKDR hST 201 -�;, �S\�YWAY2DR NORLANDKNG PROSPEGiDR XY 44A293 STARRY 10 • F .GALAPL WAY�DR LINDY,��i, v � WAY STARRY PARKLAND DR 101 ` - ! 1... WAY'DR r PROSPECTDR - ,, .' �, `• • - • 44.A31B �NORLAN1 KNOLL_DR • ' 207 •� BARRISTER' S1 222 PA BARRISTER.Si��52 rr' ,_.,, BARRISTER Si X57 rye BARRISTEI JRN RD '_+/` 290 LICK�RUN 30 288 CROSSING IRN RD MILBURN RD ` �,: 274 Y ,l Y89 LICK/RUN _ LICK4RUN CROSSING 232 :�= CROSSING 270 � MILBURN RD ' . 235 LICK�RUN •;A;._ LICK�RUN CROSSING 209 ' �, k- CROSSING MARQUM. IS Ci MARQUIS Ci �- r', 1D RD 188 •� at�'„ 261 223 �� 362 MARQUIS Ci LICK�RUN LICK�RUN 'WOODS VRD _ 335 'CROSSING CROSSING 144 MILL RD. 869 MAROUISGi � LICKTRUN 4' CROSSING b77 REDBUD RD : 300. 341 IUD RD 795 MARQUIS Ci ' WOODS 358 REDBUD'RD 1073 ,. 200 MILL RD WOODS 819 1023 REDBUD RD r � ♦�+- ,��, REDBUD RD REDBUD RD �, 1105 REDBUD RD SETTLERS LN ��, i '•� � , � •�1 � 855 REDBUD RD •. �' .:h, �+ `�-.. � REDBUD � REDBUD RD REDBUD RD 921 REDBUD RD 933 896 REDBUD RD 1203 ', ♦ ♦ l�`� REDBUD D RD REDBUD RD REDBUD RD 1 E ��j�� yo"��'�4i SEiTLEI � �'•� /'////�,� �S �� r�` 1 • • i • • - • • • • • • . I ♦ . . ♦ ♦ I . ♦ FARMHOUSE Ci 1061 SAWTOO H DR Ul�IN 125 DOMINO Ci ``ETTING SUN Ci '1110, FARMHOUSE Ci , 11 ,` FARMHOUSE Ci 124 • - 1110 FARMHOUS li X04 . �GRISiA 105 H-YFORDDR SEESAW Ci �207 .`j40 • 562 PATRIOT Si NATIONS Ci FARMHOUSE Ci ♦ MILBURN RD +� '� 301 '206 �.PO1 N: PROSPECT DR .,' PA�iRiOPST 102 PAiRIOTrSi W . 'STARRYiWAY'DR . 110 IF—&—L27910 201 j S\RRY WA 'DR NORLANDKNC �205 PROSPECT DR 141>` i RY 103 GALAXYPL 44 A 293 STAR�+. WAY�DR LINDY.IIII 1324s 400 W`AY STARRY PARKLAND DR 101 WAY PROVE CTDR v 44 A 31B .. o-. 150;^ • t t NORLAND'KNOLL DR 207 BARRISTER,Si 51 �� • 222 PARKU BARRIST.,ERR,,Si��52 \...12281 pARKLA BARRISTER, P,ARKU \�42 • �� w��" ryti7 BARRISTEI hK. ' 11 44.A31A Will II JRN RD !! 290 LICKRUN 30 288 CROSSING IRN RD MILBURN RD LICK/RUN LICK RUN CROSSING • 232 .f "' 235 CROSSING 270 MILBURN RD ..,.' LICK4RUN LICK RUN CROSSING 209 CROSSING 209 MARQUIS Ci MARQUIS Ci LN ••. t5 1D RD MARQUIS Ci • - _ 261' 223 -�7,. • 362 ICK RUN LICK RUN WOODS i UB D RD 8 61 335 CROSSING, CROSSING 144_,�, MILL RD MARQUIS Ci LICKiRUN r REDBUD RD 300 ,x, CROSSING 3UD RD MARQUIS Ci 341 � 795 WOODSY 358 REDBUD RD 1073 200 MILL RD WOODS x 879 1023 REDBUD RD r �� ♦�+- ,��, REDBUD RD 1009 221 /� r' REDBUD RD REDBUD �� 1105 REDBUD RD SETTLERS LN 1161 '•• • REDBUD RD � • - - 1071 � - � I:1,� — REDBUD RD '' REDBUD RD 1203 ♦ ,,��,., \ V,��„ REDBUD RD °1E •� 1RE R THOMAS MOORE LAWSON, P.C. *OF COUNSEL-WILLIAMS MULLEN 120 EXETER DRIVE,SUITE 200 POST OFFICE BOX 2740 WINCHESTER,VA 22604 *THOMAS MOORE LAWSON•TLAWSON(g7,LSPLC.COM TELEPHONE: (540)665-0050 FACSIMILE:(540)722-4051 July 30, 2024 Wyatt Pearson, AICP, Director M. Tyler Klein, AICP, Senior Planner Frederick County Planning Department 107 North Kent Street Suite 202 Winchester, VA 22601 Re: Snowden Bridge and Stephenson Village II Our File. 839.001 VIA E-MAIL Dear Gentlemen: Pursuant to a meeting held in your office on July 8t' involving Supervisor Judy McCann- Slaughter,it was understood that it would not be deemed appropriate or acceptable to allow for the option to convert any of the age-restricted units to non age-restricted units even if the Applicant agrees to pay the full proffer amount for non age-restricted units under the County's adopted proffer impact model. Consequently, the proffers have been revised by Brookfield yet again to allow for the revised Generalized Development Plan to provide for a relocation of the commercial to a site that is further to the west, closer to Route 11 and, therefore, believed to be more immediately economically viable to be developed for commercial activities. The enclosed proffer amendment also adds triggers to assure the construction of a full two-lane section of Snowden Bridge Boulevard connecting old Charles Town Road to Route 11 and also continues to confirm a calendar date by when the development of the aforementioned commercial site is to commence. All of the other proffer amendment language has been intentionally deleted in an effort to make this submittal a simpler review and anticipated approval by the Board of Supervisors. As we discussed and well know, in the event the proffer amendment is not accepted then Brookfield and the developer of the commercial will proceed to develop the site consistent with the existing proffer statement. Wyatt Pearson, AICP, Director M. Tyler Klein, AICP, Senior Planner July 30, 2024 Page 2 Thank you for your continued assistance and cooperation. As always, if you have any questions, please do not hesitate to contact me. I awson TML.jk Enclosures FIRST AMENDMENT TO PROFFER STATEMENT REZONING: 906-03 PROPERTY: Portions of Tax Map Nos. 44-A-293; 44-A-31A; 44- A-31B RECORD OWNERS: Brookfield Stephenson Village, L.L.C. Snowden Bridge Holdings, L.L.C. (collectively "Owner") PROJECT NAME: Snowden Bridge and Stephenson Village II ORIGINAL DATE OF PROFFERS: January 8, 2003, revised through September 3, 2003 REVISION DATE: July 30, 2024 The undersigned Owner hereby submits its First Amendment to Proffer Statement, which First Amendment states that the following conditions, to the extent amended, shall supersede the indicated provisions of the Proffer Statement on the Properties that have been made prior hereto. In the event that the above-referenced First Amendment to Proffer Statement is not granted as applied for by the Owner, this First Amendment to Proffer Statement shall be deemed withdrawn and shall be null and void. All other proffers not subject to this amendment remain in full force and effect and unchanged as approved with REZ #06-03. The following sections of the Proffer Statement dated January 8, 2003, revised through September 3, 2003 are amended as follows: References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development Plan sheets prepared by Greenway Engineering dated September 3, 2003 and revised through July 30, 2024, attached hereto and incorporated herein by reference as "Exhibit A." Revision to Uses, Density and Mix of Housing Types Proffer 3(A)(2) The Land Bay Breakdown chart in Uses, Density and Mix of Housing Types Proffer 3(A)(2)is replaced in its entirety with the following: LAND BAY BREAKDOWN % OF TOTAL LAND LAND USE ACREAGE HOUSING UNIT BAY TYPES MIN. MAX. I ELEMENTARY SCHOOL 20 Ac. +/- NA NA II COMMUNITY PARK 24 Ac. +/- NA NA (6 baseball fields& 6 seeeer-field-s) MIXED RESIDENTIAL: 469.5 474Ac. +/- G,,,,ven enee r,,,nfne-,.:aVDa care 1.57 Ac.+/- NA NA SFD (Housing Unit Type 1, 2, 4, 5, RP 30 53 District, SFD &Active Adult Townhouse (Housing Unit Type 6 & RP 10 3-940 District Townhouse III Multifamily: 75 30 (Condominiums, Elderly Housing, Housing Unit Type 3-Cottage House& RP District Duplex, Multiplex,Atrium, Garden Apartment&Active Adult) ACTIVE ADULT: 134 Ac. +/- 30 53 SFD (Housing Unit Type 1, 2, & 5) IV Townhouse (Housing Unit Type 6) Multifamily (Condominiums, Elderly Housing, Housing Unit Type 3-Cottage House) V COMMERCIAL CENTER 31.52-&Ac. +/- NA NA (Commercial,. Retail, Office & Public Service Satellite Facility) Revision to Multi-Modal Transportation Improvements Proffer 7(A)(1)(a) Multi-Modal Transportation Improvements Proffer 7(A)(1)(a)shall be revised and replaced with the following language: 7. MULTI-MODAL TRANSPORTATION IMPROVEMENTS A. The following are improvements the Applicant will make to roads within the Property: 2 (1) Major Collector Road (a) Pursuant to Section 7F (2), 7F (4) and 7F (5) of this proffer statement, the Applicant shall dedicate an 80 foot right of way and construct the Major Collector Road from Old Charles Town Road through Stephenson Village, and the properties currently owned by McCann and Omps to U.S. Route 11 (Martinsburg Pike) in accordance with existing agreements executed between all parties to insure conformance with the Frederick County Comprehensive Plan. The width and configuration of all travel lanes, medians and other elements of the Major Collector Road shall be provided by the Applicant as determined by VDOT. The Applicant further proffers to construct a two-lane section of the aforementioned Major Collector Road on or before the later of December 31, 2028 or the issuance of the 1,600th building permit. Revision to Commercial Center Proffer 13(F) Commercial Center Proffer 13(F) shall be deleted in its entirety and replaced with the following language: Owner has identified an area as shown on the Generalized Development Plan (Exhibit A) for a commercial center. Owner proffers that the development of 60,000 square feet of commercial space will begin no later than October 2, 2027. [remainder of page intentionally left blank] 3 Respectfully submitted, BROOKFIELD STEPHENSON VILLAGE, L.L.C. By: Neil Patel Its: Vice President of Land Development COMMONWEALTH/STATE OF AT LARGE CITY/COUNTY OF to-wit: The foregoing instrument was acknowledged before me this day of , 2024, by Neil Patel, Vice President of Land Development of BROOKFIELD STEPHENSON VILLAGE, L.L.C. NOTARY PUBLIC My commission expires: Registration Number: 4 SNOWDEN BRIDGE HOLDINGS, L.L.C. By: Neil Patel Its: Vice President of Land Development COMMONWEALTH/STATE OF AT LARGE CITY/COUNTY OF to-wit: The foregoing instrument was acknowledged before me this day of , 2024, by Neil Patel, Vice President of Land Development of SNOWDEN BRIDGE HOLDINGS, L.L.C. NOTARY PUBLIC My commission expires: Registration Number: 5 FIRST AMENDMENT TO PROFFER STATEMENT REZONING: 406-03 PROPERTY: Portions of Tax Map Nos. 44-A-293; 44-A-3 IA; 44- A-31B RECORD OWNERS: Brookfield Stephenson Village, L.L.C. Snowden Bridge Holdings, L.L.C. (collectively "Owner") PROJECT NAME: Snowden Bridge and Stephenson Village II ORIGINAL DATE OF PROFFERS: January 8, 2003, revised through September 3, 2003 REVISION DATE: July 30, 2024 The undersigned Owner hereby submits its First Amendment to Proffer Statement, which First Amendment states that the following conditions, to the extent amended, shall supersede the indicated provisions of the Proffer Statement on the Properties that have been made prior hereto. In the event that the above-referenced First Amendment to Proffer Statement is not granted as applied for by the Owner, this First Amendment to Proffer Statement shall be deemed withdrawn and shall be null and void. All other proffers not subject to this amendment remain in full force and effect and unchanged as approved with REZ 406-03. The following sections of the Proffer Statement dated January 8, 2003, revised through September 3, 2003 are amended as follows: References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development Plan sheets prepared by Greenway Engineering dated September 3, 2003 and revised through July 30, 2024, attached hereto and incorporated herein by reference as "Exhibit A." Revision to Uses, Density and Mix of Housing Types Proffer 3(A)(2) The Land Bay Breakdown chart in Uses, Density and Mix of Housing Types Proffer 3(A)(2)is replaced in its entirety with the following: LAND BAY BREAKDOWN % OF TOTAL LAND LAND USE ACREAGE HOUSING UNIT BAY TYPES MIN. MAX. I ELEMENTARY SCHOOL 20 Ac. +/- NA NA II COMMUNITY PARK 24 Ac. +/- NA NA MIXED RESIDENTIAL: 469.5 Ac. Daycare 1.5 Ac.+/- NA NA SFD (Housing Unit Type 1, 2, 4, 5, RP 30 53 District, SFD &Active Adult Townhouse (Housing Unit Type 6 & RP 10 40 District Townhouse III Multifamily: 5 30 (Condominiums, Elderly Housing, Housing Unit Type 3-Cottage House& RP District Duplex, Multiplex,Atrium, Garden Apartment&Active Adult) ACTIVE ADULT: 134 Ac. +/- 30 53 SFD (Housing Unit Type 1, 2, & 5) IV Townhouse (Housing Unit Type 6) Multifamily (Condominiums, Elderly Housing, Housing Unit Type 3-Cottage House) V COMMERCIAL CENTER 31.5Ac. +/- NA NA (Commercial, Retail, Office & Public Service Satellite Facility) Revision to Multi-Modal Transportation Improvements Proffer 7(A)(1)(a) Multi-Modal Transportation Improvements Proffer 7(A)(1)(a)shall be revised and replaced with the following language: 7. MULTI-MODAL TRANSPORTATION IMPROVEMENTS A. The following are improvements the Applicant will make to roads within the Property: (1) Major Collector Road 2 (a) Pursuant to Section 7F (2), 7F (4) and 7F (5) of this proffer statement, the Applicant shall dedicate an 80 foot right of way and construct the Major Collector Road from Old Charles Town Road through Stephenson Village, and the properties currently owned by McCann and Omps to U.S. Route 11 (Martinsburg Pike) in accordance with existing agreements executed between all parties to insure conformance with the Frederick County Comprehensive Plan. The width and configuration of all travel lanes, medians and other elements of the Major Collector Road shall be provided by the Applicant as determined by VDOT. The Applicant further proffers to construct a two-lane section of the aforementioned Major Collector Road on or before the later of December 31, 2028 or the issuance of the 1,600th building permit. Revision to Commercial Center Proffer 13(F) Commercial Center Proffer 13(F) shall be deleted in its entirety and replaced with the following language: Owner has identified an area as shown on the Generalized Development Plan (Exhibit A) for a commercial center. Owner proffers that the development of 60,000 square feet of commercial space will begin no later than October 2, 2027. [remainder of page intentionally left blank] 3 Respectfully submitted, BROOKFIELD STEPHENSON VILLAGE,L.L.C. By: Neil Patel Its: Vice President of Land Development COMMONWEALTH/STATE OF ,AT LARGE CITY/COUNTY OF , to-wit: The foregoing instrument was acknowledged before me this day of , 2024, by Neil Patel, Vice President of Land Development of BROOKFIELD STEPHENSON VILLAGE, L.L.C. NOTARY PUBLIC My commission expires: Registration Number: 4 SNOWDEN BRIDGE HOLDINGS, L.L.C. By: Neil Patel Its: Vice President of Land Development COMMONWEALTH/STATE OF ,AT LARGE CITY/COUNTY OF ,to-wit: The foregoing instrument was acknowledged before me this day of , 2024,by Neil Patel,Vice President of Land Development of SNOWDEN BRIDGE HOLDINGS, L.L.C. NOTARY PUBLIC My commission expires: Registration Number: 5 dINIOM ',UNIIOO HOI2i MIM N o o U �NIxaaNI�N� ,3MISIQ IdI2I3LSIOVPi I[dM3N0LS o 0 0 mo r H � LL WOO'BYaAeMYaaJE-MMM M II our -ozz Lobs)urea AVMN33219 f��-T�f'7 Ad(�yTIH[HXNI�T T M o _ m N o"117-Egg Cobs){auoydelal aD V 1 1IA NOSNHHdalS L�j� z O 60960 elul6alA'raisa4oulM va �7 i.7 > LLI 2 z W auel III"Apu1M L S{ Q LU LU LU = Nd'Id INZKd0'IZAZG GZZI'[VHaNSO ❑ U) ❑ IL 0 O O z \ = W n O J 6 w Q t" 4 m = = a o anima 11!H a6P ol s \ LL I° �z VA z J t F y 4 > ol foo +¢ce 00 Clo N cc cl PROJECT SUMMARY PAGE Capital Impacts Model Tisch B s2 TISchBise Frederick County,Virginia FISCAL I ECONOMIC I PLANNING FISCAL I ECONCKC I PLANNING SUMMARY OF PROJECT INPUTS SUMMARY OF PROJECT OUTPUTS 1111[Stephenson Village 2- Stephenson Village 2-Amendment Project Location Parameters CAPITAL COST IMPACTS FOR DEVELOPMENT PROPOSAL General Service Area Urban School or School Region Elementary Region Jordan Springs Housing Units 240 240 Middle School Region James Wood MS Projected Population 629 629 High School James Wood HS Projected Students Projected Elementary School Students 37.2 37.2 Fire 8,Rescue Service Area Clear Brook Projected Middle School School Students 21.8 21.8 Projected High School Students 30.2 30.2 Library Region Urban Projected Total Students 89.3 89.3 Nonresidential Sq.Ft. 13,750 13,750 Park Region Urban Projected Jobs _ 32 32 Number of Delling Units Totalfor the DeFULL CAPITAL IMPACT CAPACITY velopment Proposal Single Family-Detached 240 INFRASTRUCTURE CATEGORY RESIDENTIAL NONRESIDENTIAL TOTAL RESIDENTIAL NONRESIDENTIAL TOTAL Single Family-Attached 0 * •• $5,767,750 $0 $5,767,750 $4,628,728 $0 $4,628,728 Multifamily 0 * • $361,969 $0 $361,969 $176,347 $0 $176,347 Age-Restricted Single Family 0 * $112,348 $5,501 $117,849 $59,736 $0 $59,736 Additional Housing Unit 0 * $946,973 $46,155 $993,128 $9,432 $394 $9,826 TOTAL DWELLING UNITS 240 * PROTECTION $16,506 $0 $16,506 $0 $0 $0 LIBRARIES $85,498 $0 $85,498 $0 $0 $0 GEN.GOVT $178,265 $8,909 $187,174 $178,265 $8,909 $187,174 COURTS• a $5,178 $53,036$ , 3,02 $0 $33,012 $33,012 $0 $33,012 Retail 13,750 • $7,550,179 $65,743 $7,615,922 $5,133,378 $14,481 $5,147,859 Office and Other Services 0 Industrial 0 •• $7,205,546 $51,6561 $7,257,2o2l $4,874,243 $0 $4,874,243 Institutional 0 *Cash proffer caregones limited to public safetyfacilities,sch,olfucilities,ondporks&recfocilities TOTAL NONRESIDENTIAL SQUARE FOOTAGE 13,750 FULL CAPITAL IMPACT CAPACITY TRIGGERED Residential, Nonresidential, Residential, per 1,000 sq. Average Cost Per Unit per unit per 1,000 sq.ft. per unit ft. $31,459 $4,781 $21,389 $1,053 $3,7571 $20,309 -so - .Frederick rounty Cnpltollmpacls 02019 Federick County Capital Impacts Madel Runon 1/30/5024 ,Federick G,unly Capital Impacts Model Developed by-hl- Federick-1y Capital lup I,Madel Run an VX12024 RM,ick Go yCapitalIm m Model_2023 RNA_ Printed on 1/30/2024 Pagel i'1 PROJECT SUMMARY PAGE Capital Impacts Model Tisch B s2 TISchBise Frederick County,Virginia FISCAL I Econonic I PLANNING FISCAL I ECONCKC I PLANNING SUMMARY OF PROJECT INPUTS SUMMARY OF PROJECT OUTPUTS 1111[Stephenson Village 2- Stephenson Village 2-Amendment Project Location Parameters CAPITAL COST IMPACTS FOR DEVELOPMENT PROPOSAL General Service Area Urban / • / School or School Region Elementary Region Jordan Springs Housing Units 2401 240 Middle School Region James Wood MS Projected Population 629 629 High School James Wood HS Projected Students Projected Elementary School Students 45.1 45.1 Fire&Rescue Service Area Clear Brook Projected Middle School School Students 20.4 20.4 Projected High School Students 22.3 22.3 Library Region Urban Projected Total Students 87.8 87.8 Nonresidential Sq.Ft. 13,750 13,750 Park Region Urban Projected Jobs _. 32 32 Number of Dwelling DevelopmentFULL CAPITAL IMPACT CAPACITY r Single Family-Detached 0 INFRASTRUCTURE CATEGORY RESIDENTIAL NONRESIDENTIAL TOTAL RESIDENTIAL NONRESIDENTIAL TOTAL Single Family-Attached 240 * •• $5,387,563 $0 $5,387,563 $4,323,642 $0 $4,323,642 Multifamily 0 * / • $361,969 $0 $361,969 $176,347 $0 $176,347 Age-Restricted Single Family 0 * $112,348 $5,501 $117,849 $59,736 $0 $59,736 Additional Housing Unit 0 * $946,973 $46,155 $993,128 $9,432 $394 $9,826 TOTAL DWELLING UNITS 240 * "/ / $16,506 $0 $16,506 $0 $0 $0 $85,498 $0 $85,498 $0 $0 $0 $178,265 $8,9091 $187,174 $178,265 $8,909 $187,174 ' $47,858 $5,1781 $53,036 $47,858 $5,1781 $53,036 • a $33,012 $0 $33,012 $33,012 $0 $33,012 Retail 13,750 / • $7,169,992 $65,7431 $7,235,735 $4,828,292 $14,481 $4,842,773 Office and Other Services 0 Industrial 0 ••/ /• $6,825,359 M $51,6561 $6,877,0151 $4,569,157 $0 $4,569,157 Institutional 0 *Cash proffer earegones limited to public safe[yfacilities,schoolfacilities,and parks&recfacilities TOTAL NONRESIDENTIAL SQUARE FOOTAGE 13,750 FULL CAPITAL IMPACT CAPACITY TRIGGERED Residential, Nonresidential, Residential, per 1,000 sq. Average Cost Per Unit per unit per 1,000 sq.ft. per unit ft. $29,875 $4,781 $20,118 $1,053 $3,7571 $19,038 -so - .Frederick county Capitallmpac[s Model Developedby Tis<hlecBise 02019 Federick County Capital Impacts Madel Ranon 1/30/5024 ,nederickCoun[yCapital Impacts Model Developed by TischlerBis D® 9 Federick manly Capital Impacts Madel Run an VX12024 RM,ick Coady CapitalIm m Model_2023 RNA_ Printed on 1/30/2024 Pagel i'1 IMPACT ANALYSIS PROFFER AMENDMENT #1 STEPHENSON VILLAGE FREDERICK COUNTY, VA DECEMBER 12, 2023 SUBMITTED BY: SNOWDEN BRIDGE HOLDINGS, L.L.C. BROOKFIELD STEPHENSON VILLAGE, L.L.C. 3201 JERMANTOWN ROAD, SUITE 150 FAI RFAX,VA 22030 CONTACT: SCOTT GOOKIN Scott.goo kin@ brookfieIdpro pertiesdevelop ment.com Purpose of Report The purpose of this Impact Analysis is to identify the impacts of the proposed Proffer Amend ment #1 on the following: • Surrounding properties • Historic Structures • Transportation Infrastructure • School Facilities • Water & Sewer Infrastructure • Public Parks and Recreation Facilities • Population • Solid Waste Facilities • Stormwater Infrastructure • Emergency Service Facilities • Environmental Features Additionally this report proposes specific and detailed mitigation strategies and measures to address those impacts and ensure mitigation strategies and measures are consistent with applicable law from the 2016/2019 proffer reforms including, but not limited to, Virginia Code 15.2-2303.4. Description of Original Rezoning Stephenson Village (a.k.a. Snowden Bridge) is a 795-acre residential planned community located in Frederick County, VA. The original rezoning #06-03, allowed for development of up to 2,465 residential units, and a minimum of 740 of those residential units (30% of total) are required to be age-restricted located generally along the southern boundary of the community. The project also provided a 20-acre school site, 24-acre park site and up to 250,000 sf of commercial/office (with 60,000 sf guaranteed). Roughly 250 acres of land was provided for open space. To date 1,233 residential units have been developed on the north half of the community by Brookfield Stephenson Village, L.L.C. ('Brookfield"). Development of the remaining 1,232 residential units started in early 2023 with delivery of first homes anticipated in first quarter of 2024. Both the school and park sites have been provided to the Board of Supervisors. Jordan Springs Elementary School opened in 2020. Well in excess of the minimum proffered requirements, Brookfield provided the Snowden Bridge Community Association (the master HOA) a robust package of amenities including miles of paved walking trails, a resort-style pool and water park, bathhouse, clubhouse and meeting space, two indoor tennis/basketball courts, two tot lots, dog park and picnic pavilion. In 2020, a 10,000 sf daycare facility, the Golden Path Academy, opened for business. Proposed Proffer Amendment #1 Proffer Amendment #1 has been submitted for review and requests the following generalized changes to the approved proffer statement. 1. Convert 240 age-restricted units to 240 non-restricted units. The proposed change is generally located in the southeast corner of the community and would change the minimum number of required age-restricted units from 740 to 500. 2. Move 26-acre commercial land bay from its location central to the project to the western boundary closer to existing commercial and industrial development. 3. Delete the requirement to provide 2,500 sf rent-free County office space in the proposed commercial area. 4. Delete the 1,200th unit trigger for development of the commercial area. This Impact Analysis is solely based on the changes outlined above. Surrounding Properties The project is generally surrounded to the north by the existing north half of the Snowden Bridge community, south by low density residential and farm land, east by Jordan Springs and west by developed and planned industrial parcels. The conversion of 240 age-restricted units to non-restricted units will have no additional impact to the surrounding areas. The proposed density and intensity of development is virtually the same as the original approved plan. Moving the commercial area to the western boundary will have a positive impact to adjacent industrial and commercial areas by consolidating similar land uses. Traffic Impacts A Phased Traffic Impact Analysis(TIA)for Stephenson Village was prepared by Patton, Harris, Rust and Associates in February 2003 for purposes of the original rezoning. The TIA assumed 2,793 residential units, a 550-student elementary school, 60,000 sf of office, 190,000 sf of commercial retail with full build-out by 2015 and an annual 5% increase of existing background traffic. According to Table 3 Phase 3 Stephenson Village Trip Generation Study (shown below), the residential portion of the site is expected to generate 21,002 vehicles per day at full build out. This is roughly equivalent to 7.5 vehicles per day per unit blended across the different unit types. Table 3 Phase 3 Stephenson Village Trip Generation Summary AMP.ak Haur PM Peak Hour Percentage Code Land fisc. Amount 1. Oct Total Io Out Total ADT of Total 210 Single-Farzdly Detached 858 units 153 458 610 477 268 745 8,580 220 Apartment 480 units 39 203 742 187 92 278 3,011 230 To ho.s Coado 780 units 44 215 260 225 lit 336 6,786 251 Elderly Housing-Detach 531 units 49 86 135 112 63 175 2,124 253 Elderly Housing-Attach 144 units 6 4 10 8 6 14 501 520 Elementary School 550 students 94 65 160 2 4 6 527 710 Office 60,000 SF 109 15 124 25 122 147 896 820 Retail 190,000 SF 143 91 234 460 499 959 10,299 Total Trips 636 1,138 1,774 1,495 1,164 2,659 32,726 100% Total Solemn] 167 167 334 260 260 519 6,003 20% Total Pass-by 21 14 35 69 75 144 1,545 4% Total"New Trips" 448 957 1,405 1,167 829 1,996 25,178 76% More recently, Kittelson & Associates prepared a Technical Memorandum for Snowden Bridge Traffic Count Analysis dated 9/21/23 (attached in Appendix). According to the measured results, the average daily traffic on Snowden Bridge Boulevard in 2023 is 7,095 vehicles per day. The average daily traffic on Flyfoot Drive at the entrance to the Jordan Springs Elementary School is 2,269 vehicles per day. Frederick County Public Schools(FCPS) has stated that approximately half of the students at Jordan Springs Elementary School live in Snowden Bridge. Therefore, it is reasonable to assume that approximately half of the school-related trips on Flyfoot Drive involve off-site students and contributed to trips on Snowden Bridge Boulevard. Not counting trips to the daycare center and subtracting out these off-site trips, the existing Snowden Bridge community is generating an average of 5,961 trips per day from a mix of approximately 1,200 non-restricted single-family detached homes and townhouses. Each unit is generating approximately 5 trips per day blended between the two non-restricted unit types. Projecting this through build-out, it appears the project will generate half the number of trips originally anticipated. Each product type has a unique vehicle trip generation rate. In general, age-restricted units are projected to generate 3.5 to 4 trips per day. Whereas, non-restricted single-family detached and attached units are projected to generate 8.7 to 10 trips per day. A case could be made that converting 240 age-restricted units to non-restricted units would generate 1,400 to 1,500 more trips per day. However, based on actual performance of the first half of the project, the residential portion of the project will never come close to reaching the volumes calculated in the original TIA. Therefore, changes proposed with Proffer Amendment#1 will have no additional impact to the existing and proposed traffic infrastructure. It is also important to note that the original TIA predicted that traffic volumes on Route 11 near I-81 would be 38,000 vehicles per day at full build-out in 2015. According to VDOT data, actual traffic volumes in 2023 for this section of road was 14,000 vehicles per day. Therefore, the projections from the TIA were grossly exaggerated compared to actual numbers. Water & Sewer Impacts Proffer Amendment #1 does not propose any changes to maximum residential unit count or square footage of commercial/office development. Therefore, changes proposed with Proffer Amendment #1 will have no additional impact to the existing and proposed water and sewer infrastructure. Population Proffer Amendment #1 does not propose any changes to maximum residential unit count or square footage of commercial/office development. Therefore, changes proposed with Proffer Amendment#1 will have no additional impact on number of homes in the area. The conversion of 240 age-restricted units to non-restricted will increase the number of public school students. That will specifically be covered in the School Facilities section of this report. Stormwater Impacts Proffer Amendment#1 does not propose any changes to maximum residential unit count,square footage of commercial/office development, densities or intensities of the project. Therefore, changes proposed with Proffer Amendment #1 will have no additional impact on stormwater facilities. Environmental Impacts Proffer Amendment#1 does not propose any changes to maximum residential unit count,square footage of commercial/office development, densities or intensities of the project. All of the environmental features have been protected with conservation easements that were recorded with the first half of the project. Therefore, changes proposed with Proffer Amendment#1 will have no additional impact on environmental features. Historical Structures Proffer Amendment#1 does not propose any changes to maximum residential unit count,square footage of commercial/office development, densities or intensities of the project. Therefore, changes proposed with Proffer Amendment #1 will have no additional impact on historical structures. School Facilities Snowden Bridge is located in the following school district attendance zones. • Jordan Springs Elementary School • James Wood Middle School • James Wood High School Proffer Amendment#1 proposes to convert 240 age-restricted units to 240 non-restricted units. The impact of this change using Frederick County School District generation rates estimates an additional 85 students as determined below. Students Based on Proposed Development ProductGeneration Single Family 100 0.155 11.5 Townhome 140 0.188 26.3 Total ES Students 38 Single Family 100 0.091 9.1 Townhome 140 0.085 11.9 Total MS Students 21 Single Family 100 0.126 12.6 Townhome 140 0.093 13.0 Total HS Students 26 Total Students 85 Capacity of Existing Schools that serves the proposed project SchoolAvailable Jordan Springs ES 500 617 123% 1 0 James Wood MS 840 828 99% 12 James Wood HS 1,283* 1440 112% 0 *Capacity is planned to be increased to 1,527 with improvements scheduled for Summer 2025 completion. The Frederick County School District includes the following projects in the County's Capital Improvement Plan. SchoolYear 2024-25 James Wood HS Renovation $73,600,000 2025-26 Jordan Springs ES Classroom Addition $3,700,000 2025-26 4t" High School New $137,300,000 2026-27 Jordan Springs ES Gym Addition $1,657,124 Total $216,257,124 Based on a total of 13,875 students in the district, the total cost per student is $15,586 ($216,257,124 _ 13,875 students). Brookfield's pro-rata share of these renovation costs based on the projected number of students being added by Proffer Amendment #1 is $1,324,800 or $5,520 per unit. Mkt Rate Contribution Contribution Total Unit Type Units Students perStudent Per Unit Contribution SFD/TH 240 85 $15,586 $5,520 $1,324,800 Brookfield's current proffer payment for non-restricted units mathematically satisfies its per unit pro-rata share of the renovation costs for the project number of students being added by Proffer Amendment#1. Therefore, current proffer payments for both age-restricted and non-restricted units are still applicable for the project. Public Parks and Recreational Facilities Proffer Amendment #1 does not propose any changes to maximum residential unit count. Therefore, changes proposed with Proffer Amendment #1 will have no additional impact on public parks in the area. Proffer Amendment #1 is proposing a second non-active adult recreation center for Snowden Bridge. The additional recreational center shall include a swimming pool, restroom and locker room facilities, an approximately 1,200 square foot fitness center, a multi-use court, and a tennis/pickleball court. Solid Waste Facilities Proffer Amendment #1 does not propose any changes to maximum residential unit count or square footage of commercial/office development. Therefore, changes proposed with Proffer Amendment#1 will have no additional impact on solid waste facilities in the area. Emergency Services Facilities Proffer Amendment #1 does not propose any changes to maximum residential unit count or square footage of commercial/office development. Therefore, changes proposed with Proffer Amendment#1 will have no additional impact on emergency services in the area. In fact, age- restricted communities historically require higher need for emergency services than non- restricted communities. Therefore,the conversion of units from age-restricted to non-restricted will reduce impacts. Summary of Fiscal Impact Studies Brookfield had two Fiscal Impact Studies prepared by Stephen S. Fuller, Ph.D., Founding Director of The Stephen S. Fuller Institute at George Mason University. The first study contained a look- back analysis of how the first half of Snowden Bridge performed and also projects the impact of the remaining portion to be developed. Per the chart below, Phase 1 had a net negative impact of$2.2M on the County budget. However, Phase 2 development estimates a net positive impact of $1.3M. It is important to note that Phase 1 development included over $9M in cash proffer payments to date as well as dedication of a school site and a park site. This more than offset the negative impact from the first phase. Phase 2 as currently proffered will generate another$6M in estimated proffer payments as well as be cash positive for the County. Fiscatlmpacts Revenues Expenditures = Net Impact Phase 1 $3,800,841.30 $5,991,975.40 = -$2,191,134.10 Phase 25 $4,955,575.20 $3,654,82390 = +$1,300,751.30 Source:calculations by author 'see Table Sb,page 11 for heading definitions. zhard and soft costs including site developmenk infrastructure,buildings,landscaping,amenities. 3post-construction spending by builder for marketing and management during project closeout. 4annual resident spending potential for locally supplied retail goods and personal services. 5included both residential and commercial land uses. The second study compares the impact of changes proposed in Proffer Amendment#1. Although the amendment generates additional costs associated with education, they are almost completely negated by higher anticipated revenue generated by the non-restricted residential units. Summary of the Fiscal Impacts of Snowden Bridge Phase 2 and Phase 2 Alternative on Frederick County (fiscal impacts in 2022$s) Fiscal Impacts Revenues Expenditures = Net Impact Phase 2 $4,955,575.20 - $3,654,823.96 = +$1,300,751.24 Phase 2 Alternative $5,768,813.54 - $4,495,861.36 = +$1,272,952.18 Differences +$813,238.34 - +$841,037.40 = - $27,799.06 Source:calculations by author Summary of Findings In summary, we find that current cash per unit proffers for age-restricted units (currently around $2,500 with CPI increases) and non-restricted units (currently around $8,000 with CPI increases) are still appropriate and adequately mitigate impacts to County facilities and the surrounding areas. From: To: Subject: "[Extemal]"Fw:Snowden Bridge Proffer Amendment Date: Thursday,March 7,2024 11:41:30 AM See below. Joseph W.Johnson, PE Area Land Use En_gineet/Edinburg Residency Virginia Department of Transportation 14031 Old Valley Pike/Edinburg, VA 22824 Phone#540.534.3223 iosephw.johnson gnvdot.virginia.aov From:Johnson,Joseph (VDOT)<JosephW.Johnson@vdot.virginia.gov> Sent:Thursday, February 1, 2024 11:07 AM To:Carter, Edwin (VDOT) <Edwin.Carter@vdot.virginia.gov>;Smith, Matthew, P.E. (VDOT) <Matthew.Smith@vdot.virginia.gov>;Thomas Moore Lawson, Esq.<tlawson@LSPLC.COM> Cc: Funkhouser, Rhonda (VDOT)<Rhonda.Fun khouser@VDOT.Virginia.gov> Subject: Re: Snowden Bridge Proffer Amendment Mr. Lawson, VDOT has reviewed the proposed proffer amendment for Snowden Bridge (Stephenson Village II) provided under the cover letter submitted on 1/31/2024 and we have no objections to the proposed modifications. Joseph W.Johnson, PE 'dinburg Residenc= Virginia Department of Transportation 14031 Old Valley Pike/Edinburg, VA 22824 Phone#540.534.3223 josh hhww,johnson vdot.virainia.gov From:Carter, Edwin (VDOT)<Edwin.Carter@vdot.virginia.gov> Sent:Wednesday,January 31, 2024 5:34 PM To:Johnson,Joseph (VDOT)<JosephW.Johnson@vdot.virginia.gov>;Smith, Matthew, P.E. (VDOT) <Matthew.Smith@vdot.virginia.gov> Subject: Fwd: Snowden Bridge Proffer Amendment Comments please. Get Outlook for iOS From:Thomas Moore Lawson, Esq. <tlawson@LSPLC.COM> Sent: Wednesday, January 31, 202412:59 PM To: Carter, Edwin (VDOT) <Edwin.Carter@vdot.virginia.gov> Subject: Snowden Bridge Proffer Amendment Ed, Please see the attached correspondence. The original will follow in the mail. Thanks,Ty Thomas Moore Lawson, Esquire Thomas Moore Lawson, P.C. Of Counsel-Williams Mullen P.O. Box 2740 Winchester, VA 22604 Ph: 540-665-0050 Fax: 540-722-4051 Email: tlawsonfcDlsol_ The information contained in this message is information intended only for the use of individual or entity named above, and may be attorney/client privileged and confidential. If the reader of this message is not the intended recipient, you are hereby notified that any dissemination, distribution or copying of this communication is strictly prohibited. If you have received this communication in error, please immediately notify us by telephone and return the original message to us at the above address. From: Rod Williams <rwillia@fcva.us> Sent: Tuesday, March 5, 2024 11:43 AM To: Thomas Moore Lawson, Esq. Cc: Wyatt Pearson;Tyler Klein Subject: RE: '[External]'Snowden Bridge Ty, I have now had the opportunity to review the draft proffer statement amendment submitted with your letter dated January 31, 2024. Please accept my apologies for any delay in getting this response to you. Based upon my review of the proffer statement amendment, it is my opinion that the proffer statement amendment would be in a form to meet the requirements of the Frederick County Zoning Ordinance and the Code of Virginia, and would be legally sufficient as an amendment to the original Snowden Bridge proffer statement, as finally revised through September 3, 2003 (the "2003 Proffer Statement"), subject to the following comments: • The heading of the proffer statement amendment should include the date of the most recent version of the amendment itself. • The proffer statement amendment should include a statement that all other provisions of the 2003 Proffer Statement otherwise remain in full force and effect. • Regarding the table included for the revision to Proffer 3(A)(2) of the 2003 Proffer Statement, and the corresponding table shown on the Generalized Development Plan, the reference to 6 baseball fields and 6 soccer fields is now obsolete and should be deleted. Consistent with the full provisions of original Proffer 8, Stephenson Associates, L.C. in 2015 executed a deed to the County for the school and park parcels, in which deed Stephenson Associates, L.C. agreed, among other things, that the site need not contain as many as 6 baseball fields and 6 soccer fields. Space and engineering limitations on the site precluded the construction of that many playable fields on the site. • Regarding the revision to Proffer 9(A) of the 2003 Proffer Statement, in line 1 of the replacement text, for consistency with the other language in the revision, and to avoid use of an awkward reference, the term "non-active adult recreational component" might perhaps better read as "non-age restricted recreational component". • The provision regarding the deletion of Proffer 14 of the 2003 Proffer Statement should simply state that Proffer 14 is deleted. The purpose of proffer statements is not to contain extraneous statements. I have not reviewed the substance of the proffers as to whether the proffers are suitable and appropriate for this specific development, as my understanding is that review will be done by staff and the Planning Commission. Sincerely, Rod Roderick B. Williams County Attorney Frederick County, Virginia 107 North Kent Street Winchester, Virginia 22601 540-722-8383 rwillia@fcva.us i From:Thomas Moore Lawson, Esq.<tlawson@LSPLC.COM> Sent:Wednesday, February 28,2024 10:30 AM To: Rod Williams <rwillia@fcva.us> Subject: '[External]'Snowden Bridge Rod, Just following up on my letter of January 31 s'. Let me know if you have any comments to the proffers and rezoning package. Thanks, Ty Thomas Moore Lawson, Esquire Thomas Moore Lawson, P.C. Of Counsel-Williams Mullen P.O. Box 2740 Winchester, VA 22604 Ph: 540-665-0050 Fax: 540-722-4051 Email: tlawsonAlsplc.com The information contained in this message is information intended only for the use of individual or entity named above, and may be attorney/client privileged and confidential. If the reader of this message is not the intended recipient, you are hereby notified that any dissemination, distribution or copying of this communication is strictly prohibited. If you have received this communication in error, please immediately notify us by telephone and return the original message to us at the above address. 2 ECEI E Rezoning Comments Frederick County Department of Public Works i Mail to: Hand deliver to: Frederick County Dept. of Public Works Frederick County Dept. of Public Works Attn: Director of Engineering Attn: Director of Engineering 107 North Kent Street 107 North Kent Street Winchester, Virginia 22601 Suite 200 (540)665-5643 Winchester,Virginia Applicant: Please fill out the information as accurately as possible in order to assist the Department of Public Works with their review. Attach a copy of your application form, location map, proffer statement,impact analysis,and any other pertinent information. Applicant's Name: —.11Staph� Vilsp.L.L.C.wd an5rW9- .LL.C. Telephone: (540)665-0050 Mailing Address: c/o Thomas Moore Lawson,Esquire Winchester,VA 22604 Location of property: at the terminus of Snowden Bridge Boulevard Current zoning: R4 Zoning requested: R4 Acreage: 330.46 Department of Public Works Comments: We B 6#-P"M -n � 7 '`Al Public Works Signature&Date: Z-a?7-0674? Notice to Dept.of Public Works-Please Return This Form to the Applicant 22 F�IJAN 312024 �Rezoning Comments Frederick County Fire Marshal Mail to: Hand deliver to: Frederick County Fire Marshal Frederick County Fire&Rescue Dept. 1800 Coverstone Drive Attn: Fire Marshal Winchester,Virginia 22602 Public Safety Building (540) 665-6350 1800 Coverstone Drive Winchester,Virginia Applicant: Please fill out the information as accurately as possible in order to assist the Frederick County Fire Marshal with his review. Attach a copy of your application form, location map, proffer statement,impact analysis,and any other pertinent information. Applicant's Name: 6WwA—W.".`-L°.°"°SI-W-9096 Hobdiw}eiL.L.C._ Telephone: (540)665-0050 Mailing Address: clo Thomas Moore Lawson,Esquire P.O.Box 2740 _ Winchester,VA 22604 Location of property: at the terminus of Snowden Bridge Boulevard Current zoning: R4 Zoning requested: R4 Acreage: 330.46 Fire Marshal's ,:o men s: S Fire Marshal's Signature&Date: LT. Notice to Fire Marshal-Please Return This.Form to the Applicant 23 Frederick County Fire and Rescue Department Office of the Fire Marshal 1080 Coverstone Drive Winchester,VA 22602 Phone: 540-665-6350 Fax: 540-678-4739 fmo@fcva.us Plan Review Rezoning Status: Approved with Conditions Business Name Stephenson Village II Stephenson Village li Snowden Bridge Blvd Winchester,Virginia 22603 Printed Date: 02/02/2024 Engineering Firm Greenway Engineering General Information ih a Received Date: 01/31/2024 Occupancy Type: Review Begin Date: 02/02/2024 Property Use: Review End Date: 02/02/2024 Activity Number: 10110077 Hours: 0.5000 Review Cause: Revision Comments: Any and all future development SHALL comply with all applicable Fire and Life Safety codes of Frederick County,Virginia.This shall include fire department access in the design of recreational facilities. William Pifer Lieutenant/Assistant Fire Marshal Page 1 of 1 Rezoning Comments Frederick County Department of Parks& Recreation Mail to: Hand deliver to: Frederick County Frederick County Department of Parks& Recreation Department of Parks&Recreation 107 North Kent Street County Administration Bldg..2nd Floor Winchester, Virginia 22601 107 North Kent Street (540)665-5678 Winchester,Virginia Applicant: Please fill out the information as accurately as possible in order to assist the Department of Parks & Recreation with their review. Attach a copy of your application form, location map, proffer statement,impact analysis,and any other pertinent information. Applicant's Name: arWIffAHSWPhWWn„OLD.LLCanasnowdwBnapm sI.LC Telephone: (540)66 50 Mailing Address: do Thomas Moore Lawson,Esquire P.O,Box 2740 Winchester,VA 22604 Location of property: at the terminus of Snowden Bridge Boulevard _ Current zoning: R4 Zoning requested: R4 Acreage: 330.46 Department of Parks & Recreation Comments: l Q.i✓�J• '� ';�� r`7[1n �'1 G�.1 Y�0 C,(Ni1 wW.a.'�1 � `FSA�\ fI W�.e.. Pks. &Rec. Signature& Date: jig 2 ! Notice to Department of Par & Recreation-Please Return This Form to the Applicant 24 FREDERICK �1V ATE R 315 Tasker Road PH(540)868-1061 Eric R.Lawrence Stephens City,Virginia 22655 Fax(540)868-1429 Executive Director www.FrederickWater.com February 12, 2024 Brookfield Stephenson Village LLC Snowden Bridge Holdings, LLC c/o Thomas Moore Lawson PO Box 2740 Winchester, VA 22604 RE: Rezoning Proffer Application Review Comment Snowden Bridge and Stephenson Village II Tax Map Numbers:44-A-293;44-A-31A;44-A-31B 330.46 acres Dear Mr. Lawson: Thank you for the opportunity to offer review comments on the proffer amendment package for Snowden Bridge / Stephenson Village II, dated January 31, 2024, and received at Frederick Water on January 31, 2024. Frederick Water offers comments limited to the anticipated impact/effect upon Frederick Water's public water and sanitary sewer system and the demands thereon. The project parcel is located within the sewer and water service area (SWSA) and the Urban Development Area (LIDA), and therefore by county policy, Frederick Water's water and sewer services are available. The application's Impact Statement is silent on the projected quantities of water and sewer generation from the proposed proffer amendment, but the anticipated land use changes are not expected to deviate from current planned land uses in terms of daily water demands. Please keep in mind that water supplies and sanitary sewer conveyance capacities change daily; with each new customer connection brings additional demands and generated flows. Additional Page 2 Snowden Bridge and Stephenson Village II Proffer Amendment application Thomsas Moore Lawson February 12, 2024 upgrades to the sanitary sewer system may be necessary for the project to connect and contribute to the system once the site's sanitary sewer generations are known. This letter does not guarantee system capacities to accommodate your development proposal. Thank you for the opportunity to offer review comments. Sincerely, Eric R. Lawrence Executive Director Frederick County Public Schools Planning Office Wayne Lee, Coordinator of Planning and Development leew@fcpskl2.net February 21, 2024 Mr. Thomas Lawson Thomas Moore Lawson, P.C. 120 Exeter Drive, Suite 200 P.O. Box 2740 Winchester, VA 22604 Re: Stephenson Village II—Proffer Amendment Application Dear Ty: Frederick County Public Schools has reviewed the Stephenson Village II Proffer Amendment application submitted to us on January 31, 2024. We offer the following comments: 1. We note that 240 units are proposed to be changed from age-restricted units to market rate units, units where children could live. This change would impact Jordan Springs Elementary School, James Wood Middle School, and James Wood High School. Enrollment at James Wood HS currently exceeds capacity. We project that current construction at James Wood HS will add enough capacity to meet enrollment until the Fall of 2029, at which time enrollment will once again exceed capacity. Enrollment at James Wood MS is currently under capacity. We project that enrollment there will exceed capacity beginning in the Fall of 2024. Enrollment at Jordan Springs ES currently exceeds capacity and is projected to remain that way. Please refer to the County's Development Impact Model for the estimated fiscal impacts of these changes. 2. On page 3 of the Impact Analysis Statement, a statement is made that"Frederick County Public Schools(FCPS) has stated that approximately half of the students at Jordan Springs Elementary School live in Snowden Bridge". The exact number, as of September 15, 2023, is 400 students out of 607, or 65.9%. This impacts calculations later in the analysis. 3. On page 5 of the Impact Analysis Statement, there is a calculation of the number of students based on the proposed development. We calculate 89 students. The difference is in the elementary students generated by single-family detached units. This impacts calculations later in the analysis. 4. We note that, on that same page, the number of students enrolled is from our December 8, 2023 enrollment report. However, on page 6,the total number of students in the district, as of December 8, 2023, should be 14,207. This impacts calculations later in the analysis. 5. We are planning for the Jordan Springs Expansion project to begin this year, and to be complete and open in the Fall of 2026. An attendance zone rezoning would be coordinated with that opening. Our intention is that the rezoning would limit the Jordan Springs ES attendance zone to Snowden Bridge. 1415 Amherst Street https://www.frederickcountyschoolsva.net/ 540-662-3889 ext.88249 P.O. Box 3508 Winchester,Virginia 22604-2546 6. On page 5 of Dr. Fuller's analysis, he mentions a county population that appears to combine Winchester City and Frederick County. Please verify that all numbers in the analysis are Frederick County only. 7. On page 6 of Dr. Fuller's analysis, a 2022 FCPS total enrollment is mentioned. Our official enrollment on September 30, 2022, as reported to VDOE, was 13,997 students. This impacts calculations later in the analysis. 8. On page 8 of Dr. Fuller's analysis, in Table 4a, we count 456 school-age children generated by Snowden Bridge phase 1 and 638 children total. This impacts calculations later in the analysis. 9. On page 1 of Dr. Fuller's supplemental analysis of the impacts of the proposed proffer amendments, we note that the number of single-family detached units and single-family attached units varies from the Impact Analysis Statement. Please feel free to contact me at leew(a)fcpsk12.net or 540-662-3888 x88249 if you have any questions or comments. Sincerely, Not U K.Wayne Lee, Jr.,ALEP Coordinator of Planning and Development Cc: Dr.George Hummer,Superintendent of Schools Mr.Shane Goodwin,Assistant Superintendent for Administration Mr.Logan Sheppard,Director of Transportation Mr.Calvin Davis,Assistant Director of Transportation Mr.Wyatt Pearson,Planning Director,Frederick County Planning Mr.Tyler Klein,Senior Planner,Frederick County Planning 1415 Amherst Street www.frederick.k12.va.us 540-662-3889 ext.88249 P.O.Box 3508 Winchester,Virginia 22604-2546 To be completed by Planning Srajf` Fee Amount Paid $3 tc+ ' Zoning Amendment Number ? - Anticipated PC Hearing Date _. 41 1-11aq Date Received,-' I _7 Anticipated BOS Hearing Date REZONING APPLICATION FREDERICK COUNTY,VA DEPARTMENT OF PLANNING & DEVELOPMENT 1. Property Owner(s) (please attach additional page(s) if more than two owners): Name: Brookfield Stephenson Village, L.L.C. Specific Contact Person if Other than Above: Scott Gookin, Senior Land Development Director Address: 3201 Jermantown Road, Suite 150, Fairfax, VA 22030 Telephone: (571) 581-4791 Email: scott.gookin@brookfieldpropertiesdevelopment.com Name: Snowden Bridge Holdings, L.L.C. Specific Contact Person if Other than Above: Scott Gookin, Senior Land Development Director Address: 3201 Jermantown Road, Suite 150, Fairfax, VA 22030 Telephone: (571) 581-4791 Email: scott.gookin@brookfieldpropertiesdevelopment.com 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. Law firm, engineering firm, or other person, if any, serving as the primary contact person for this application: Firm Name: Thomas Moore Lawson, P.C. Specific Contact Person at Firm: Thomas Moore Lawson, Esquire Address: P.O. Box 2740, Winchester, VA 22604 Telephone: (540) 665-0050 Email: tlawson@lspic.com 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. 1 4. Project Name(if any): Snowden Bridge and Stephenson Village II 5. Property Information: a. Property Identification Number(s): 44-A-293; 44-A-31 A; 44-A-31 B b. Total acreage of the parcel(s): 330.46 c. Total acreage of parcel(s) to be rezoned(if other than whole parcel(s) is being rezoned): P 330.46 d. Current zoning designation(s)and acreage(s) in each designation: R4 (330.46 acres) e. Proposed zoning designation(s)and acreage(s) in each designation: R4 (330.46 acres) f. Magisterial District(s): Stonewall 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): at the terminus of Snowden Bridge Boulevard h. Adjoining Properties: Parcel ID Number Use Zoning see attached 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. 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. Brookfield Corporation and Brookfield Asset Managment, Ltd. are the real parties in interest to both Brookfield Stephenson Village, L.L.C.and Snowden Bridge Holdings, L.L.C. The stock of both real parties in interest are traded on a national stock exchange, and both have more than 500 shareholders. Please attach additional page(s) if necessary. 7. Checklist. Please check that the following items have been included with this application: R✓ Location Map 21 Plat Depicting Metes/Bounds of Proposed Zoning Q Impact Analysis Statement R1 Proffer Statement(if any) ❑✓ Agency Comments 0✓ Fee ❑✓ Copies of Deed(s)to Property(ies) R1 Tax Payment Verification ❑✓ Digital copies (pdf's) of all submitted items 3 8. 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. I(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 of my (our)knowledge. Brookfield Stephenson Villa e, L.L.C. Owner: Date 02/20/2024 If signing on behalf of an entity, please state name of entity and your title: Neil Patel, Vice President of Land Development Snowden Bridge Holdings, .L.C. Owner: Date 02/20/2024 If signing on behalf of an entity, please state name of entity and your title: Neil Patel, Vice President of Land Development 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. 4 5h. Adjoining Properties Parcel ID Number Use Zoning 44-A-29 Residential/agricultural RA 44-A-26G Vacant land M1 44-A-26D Vacant land Ml 44-A-26C Vacant land M1 44-A-28B Residential/agricultural RA 55-A-6 Residential/agricultural RA 55-A-7C Agricultural RA 55-A-7E Agricultural RA 55-A-8 Agricultural RA 55-A-9A Residential RA 55-A-10 Residential/agricultural RA 55-7-13 Residential RA 55-7-13C Residential RA 55-7-15 Residential RA 55-7-14 Residential R.A. 55-7-14A Residential RA 44-A-294A Vacant land B2/RA 44-E-19-Al-1939A Open space R4 44-E-19-B1-1958C Open space R4 44-E-19-BI-1903 Residential R4 44-E-19-BI-1902 Residential R4 44-E-19-BI-1958D Open space R4 44-E-19-B1-1958F Open space R4 44-E-14-1-66 Residential R4 44-E-14-1-65 Residential R4 44-E-14-1-64 Residential R4 44-E-14-1-63 Residential R4 44-E-14-1-82A Open space R4 44-E-14-1-58 Residential R4 44-E-14-1-57 Residential R4 44-E-14-1-56 Residential R4 44-E-14-1-55 Residential R4 44-E-14-1-82B Open space R4 44-E-14-1-54 Residential R4 44-E-14-1-53 Residential R4 44-E-14-1-52 Residential R4 44-E-14-1-51 Residential R4 44-E-14-1-54B Open space R4 44-E-14-1-50 Residential R4 44-E-14-1-49 Residential R4 44-E-14-1-48 Residential R4 44-E-14-1-47 Residential R4 44-E-14-1-46 Residential R4 44-E-14-1-45 Residential R4 44-E-14-1-44 Residential R4 44-E-14-1-43 Residential R4 44-E-14-1-42 Residential R4 44-E-14-1-41 Residential R4 44-E-14-1-54A O ens ace R4 44-E-AA-1 A-1674A Open Space R4 44-E-AA-IA-1674C Open Space R4 44-E-AA-1B-1585B Open Space R4 44-E-AA-1 A-1034 Residential R4 44-E-AA-1 A-1033 Residential R4 44-E-AA-1 A-1032 Residential R4 44-E-AA-1 A-1031 Residential R4 44-E-AA-1 A-103 0 Residential R4 44-E-AA-1 A-1029 Residential R4 44-E-AA-I B-1558 Residential R4 44-E-AA-1 B-1557 Residential R4 44-E-AA-1 B-1556 Residential R4 44-E-AA-1 B-1555 Residential R4 44-E-AA-l B-1554 Residential R4 44-E-AA-1 B-1553 Residential R4 44-E-AA-l B-1552 Residential R4 44-E-AA-1 B-1551 Residential R4 44-E-AA-1 B-1550 Residential R4 44-E-AA-1 B-1549 Residential R4 44-E-AA-18-1548 Residential R4 44-E-AA-1 B-1585 Residential R4 44-E-22-1-2295C Open Space R4 44-E-22-1-2295A Residential R4 ADJOINING PROPERTY OWNERS Name and Property Identification Number Address Judith McCann Slaughter 562 Milburn Road Tax Map No. 44-A-29 Winchester,VA 22603 Graystone Corporation of VA P.O. Box 2530 Tax Map Nos. 44-A-26G Winchester,VA 22604 Graystone 201 Prospect LC P.O. Box 2530 Tax Map No. 44-A-26D Winchester, VA 22604 Graystone 101 Prospect LC P.O. Box 2530 Tax Map No. 44-A-26C Winchester,VA 22604 Virginia D. Unger 288 Milburn Road Tax Map No. 44-A-28B Winchester,VA 22603 Joseph F. T. Hulver, Jr. 1023 Redbud Road Tax Map No. 55-A-6 Winchester,VA 22603 Gary K. Oates 1071 Redbud Road Constance J. Oates Winchester,VA 22603 Tax Map Nos. 55-A-7C; 55-A-7E Jeremy Lynch, et ais. 1105 Redbud Road Tax Map No. 55-A-8 Winchester,VA 22603 Craig Allan Elsasser 1119 Redbud Road Jennifer Lee Elsasser Winchester,VA 22603 Tax Map No. 55-A-9A Dawn R. Biggs 106 Crestwood Lane Glenn Penton Winchester,VA 22602 Tax Map No. 55-A-10 Jonathan Hall 261 Lick Run Crossing Sarah E. Tucker Stephenson,VA 22656 Tax Map No. 55-7-13 Mark S. Dinsmore 235 Lick Run Crossing Carolyn E. Dinsmore Stephenson, VA 22656 Tax Map No. 55-7-13C Saunie D. Sirbaugh 290 Lick Run Crossing Rosanna L. Sirbaugh Stephenson,VA 22656 Tax Map No. 55-7-15 William G. Meier, I1I 270 Lick Run Crossing Barbara E. Meier Stephenson,VA 22656 Tax Map No. 55-7-14 Kevin R. Meier 274 Lick Run Crossing Jordan V. Meier Stephenson,VA 22656 Tax Map No. 55-7-14A Tonie Wallace Aitken 1160 Jordan Springs Road Tax Map No. 44-A-294A Stephenson,VA 22656 Snowden Orchard Community Association 3201 Jermantown Road, Suite 150 Tax Map Nos. 44-E-19-A1-1939A; 44-A-19- Fairfax,VA 22030 B1-1958C; 44-E-19-B1-1958D; 44-E-19-B1- 1958F;44-E-14-1-82A;44-E-14-1-82B;44-E- 14-1-5413; 44-E-14-1-54A Srinivas Satya Pinisetty 622 Stonecliffe Road Kamla Pinisetty Malvern, PA 19355 Tax Map No. 44-E-14-1-66 Anndrea Leshay Wilson 318 Starry Way Drive Tax Map No. 44-E-14-1-65 Stephenson,VA 22656 Anushree Singhal Manning 316 Starry Way Drive Tax Map No. 44-E-14-1-64 Stephenson,VA 22656 Patricia S. Gorksi 314 Starry Way Drive Tax Map No. 44-E-14-1-63 Stephenson,VA 22656 Chiranjeevi Puttaswamy 43392 Wheatlands Chase Court Charithra Bettegowda Ashburn,VA 20148 Tax Map No. 44-E-14-1-58 Sourabh Khosla 230 Crofton Court Yashika Khosla Stephenson,VA 22656 Tax Map No. 44-E-14-1-57 Brittany Lee-Brooke Snyder 228 Crofton Court Tax Map No. 44-E-14-1-56 Stephenson,VA 22656 Ramesh Kalluri 42700 Red Shale Court Tax Map No. 44-E-14-1-55 Ashburn,VA 20148 Kofi B.Addo 220 Crofton Court Tax Map No. 44-E-14-1-54 Stephenson, VA 22656 Andrea Cardona 218 Crofton Court Tax Map No. 44-E-14-1-53 Stephenson,VA 22656 Jessica Elene Shimp 216 Crofton Court Tax Map No. 44-E-14-1-52 Stephenson,VA 22656 Randy Allen Weir 214 Crofton Court Tax Map No. 44-E-14-1-51 Stephenson,VA 22656 Kimberly Sue Dickinson 206 Crofton Court Tax Map No. 44-E-14-1-50 Stephenson,VA 22656 James Edward Quante 204 Crofton Court Theresa Rose Quante Stephenson,VA 22656 Tax Map No. 44-E-14-1-49 Daniel Whitacre 202 Crofton Court Tax Map No. 44-E-14-1-48 Stephenson,VA 22656 Jason Michael Skidmore 200 Crofton Court Rose Ivonne Perez de Skidmore Stephenson, VA 22656 Tax Map No. 44-E-14-1-47 Suzanne Therese Serene 110 Crofton Court Tax Map No. 44-E-14-1-46 Stephenson,VA 22656 Thomas D. Clupp 100 Crofton Court Tiffany A. Clupp Stephenson, VA 22656 Tax Map No. 44-E-14-1-41 Joseph M. Moore 108 Crofton Court Nelly A. Moore Stephenson,VA 22656 Tax Map No. 44-E-14-1-45 Michael Navarro 102 Batik Way Rosa A. Perez Stephenson,VA 22656 Tax Map No. 44-E-19-B1-1902 Hiatt Pointe Community Association 3201 Jermantown Road, Suite 150 Tax Map Nos. 44-E-AA-1A-1674A; 44-E- Fairfax,VA 22030 AA-IA-1674C; 44-E-AA-1B-1585B Hiatt Landing Community Association 3201 Jermantown Road, Suite 150 Tax Map Nos. 44-E-22-1-2295C; 44-E-22-1- Fairfax,VA 22030 2295A The following adjoining properties are owned by Owner Brookfield Stephenson Village, L.L.C.: - Tax Map No. 44-E-19-BI-1903 - Tax Map No. 44-E-14-1-44 - Tax Map No. 44-E-14-1-43 - Tax Map No. 44-E-14-1-42 The following adjoining properties are owned by Owner Snowden Bridge Holdings, L.L.C.: - Tax Map No. 44-E-AA-lA-1034 - Tax Map No. 44-E-AA-lA-1033 - Tax Map No. 44-E-AA-lA-1032 - Tax Map No. 44-E-AA-lA-1031 - Tax Map No. 44-E-AA-lA-1030 - Tax Map No. 44-E-AA-1 A-1029 - Tax Map No. 44-E-AA-1B-1558 - Tax Map No. 44-E-AA-1B-1557 - Tax Map No. 44-E-AA-1B-1556 - Tax Map No. 44-E-AA-1B-1555 - Tax Map No. 44-E-AA-1B-1554 - Tax Map No. 44-E-AA-1 B-1 553 - Tax Map No. 44-E-AA-1 B-1 552 - Tax Map No. 44-E-AA-1B-1551 - Tax Map No. 44-E-AA-1B-1550 - Tax Map No. 44-E-AA-1 B-1549 - Tax Map No. 44-E-AA-1 B-1548 - Tax Map No. 44-E-AA-1 B-15 85 Gt< C°a Special Limited Power of Attorney County of Frederick, Virginia Frederick Planning Website: www.fcva.us Department of Planning& Development, County of Frederick, Virginia 107 North Kent Street,Winchester,Virginia 22601 Phone (540) 665-5651 Facsimile (540)665-6395 Know All Men By These Presents That: Brookfield Stephenson Village,L.L.C. Name of Property Owner/Applicant Please note: If the property owner/applicant is an entity,the name of the entity should appear above. If multiple persons own the property or are applicants,an executed power of attorney from each owner will be needed. 3201 Jermantown Road, Suite 150, Fairfax,VA 22030 (571) 581-4791 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: 44-A-293;44-A-3IB do hereby make,constitute,and appoint: Thomas Moore Lawson, Esquire Name of Attorney-In-Fact P.O. Box 2740,Winchester,VA 22604 (540) 665-0050 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 follow in ,for the above identified property: x❑ Rezoning Subdivision Conditional Use Permit Site Plan Master Development Plan(prelim. or final) Variance or Zoning Appeal and,further,my attorney-in-fact shall have the authority to o er 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 or dify it. Signature Title(if signing on behalf of an entity) Neil Patel,Vice President of Land Development State of Virginia ,County/City of Fairfax ,To wit: 1, Paula Lynn Johnson a Notary Public in and for the jurisdiction aforesaid,certify that the person who signed the foregoing instrument personally appeared before me and has acknowledged the me befo mein the jurisdiction aforesaid this 20 day of February ,20 24. My Commission Expires: Sept.30,2027 Notary P c Paula Lynn Johnson Registration Number: 7391295 NOTARY PUBLIC Commonweafth of Virginia Reg.#7391295 My Commission Expires September 3�, I— 0"IMPIR 3,_ c ca Special Limited Power of Attorney County of Frederick, Virginia Frederick Planning Website: www.fcva.us Department of Planning& Development, County of Frederick,Virginia 107 North Kent Street, Winchester,Virginia 22601 Phone (540)665-5651 Facsimile (540)665-6395 Know All Men By These Presents That: Snowden Bridge Holdings,L.L.C. Name of Property Owner/Applicant Please note: If the property owner/applicant is an entity,the name of the entity should appear above. If multiple persons own the property or are applicants,an executed power of attorney from each owner will be needed. 3201 Jermantown Road, Suite 150, Fairfax, VA 22030 (571) 581-4791 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: 44-A-31 A do hereby make,constitute,and appoint: Thomas Moore Lawson, Esquire Name of Attorney-In-Fact P.O. Box 2740,Winchester,VA 22604 (540) 665-0050 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 follow in ,for the above identified property: Q Rezoning Subdivision Conditional Use Permit Site Plan Master Development Plan(prelim. or final) Variance or Zoning Appeal and,further, my attorney-in-fact shall have the authority to offer proffered conditions and to make amendments to previously approved proffered conditions except as follows: This appointment shall expire one year from the day that it is signed,or at such sooner time as I otherwise rescind or modify it. Signature Title(if signing on behalf of an entity) Neil Patel.Vice President of Land Development State of Virginia ,County/City of Fairfax To wit: 1, Paula Lynn Johnson a Notary Public in and for the jurisdiction aforesaid,certify that the person who signed the foregoing instrument personally appeared before me and has acknowledged the me before me in the jurisdiction aforesaid this 20 day of February ,2024, My Commission Expires: Sept. 30,2027 Notary Pu c egistration Number: 7391295 iReq. ynn Johnson RY PUBLIC Commonwealth of Mr9inis #7391295 .,Ay Commission Fatpkes 3sptember 30,2027 110007387 DEED OF BARGAIN AND SALE AND OF EASEMENTS a THIS DEED OF BARGAIN AND SALE AND OF EASEMENTS is made this 1�i day of mut 2011, by and between STEPHENSON ASSOCIATES, L.C., a Virginia limited liability 0 company, its successors and assigns (hereinafter referred to as "Grantor" or "Stephenson o CZ) Associates") and BROOKFIELD STEPHENSON VILLAGE, L_L.C., a Virginia limited liability company, its successors and assigns (hereinafter referred to as "Grantee" or"Brookfield"). WITNESSETH WHEREAS, Stephenson Associates is the owner of the properties known as Tax Map Nos. 44-A-31 A, 44-A-31 B, 44-A-292, and 44-A-292A located in the County of Frederick, Virginia, by Deeds recorded in the Office of the Clerk of the Circuit Court of the County of Frederick, Virginia as Instrument Numbers 030005765 and 030005766 and the Subdivision Plats approved by the Frederick County, Virginia Subdivision Administrator on March 11, 2011 attached hereto as Exhibits A and B (Parcels 44-A-31 A and 44-A-292 hereinafter collectively referred to as "Stephenson Associates Properties"); and WHEREAS, Brookfield is the owner of the property known as Tax Map No. 44-A-293, located in the County of Frederick, Virginia, by Deed recorded in the aforesaid Clerk's Office as Instrument Number 040021293; and Document prepared without benefit of title examination by: Return to: Thomas Moore Lawson, Esquire Thomas Moore Lawson,Esquire P.O. Box 2740 P. O.Box 2740 Winchester, VA 22604 Winchester, VA 22604 Tax Map Nos.44-A-3 i A,44-A-3 l B,44-A-292, 44-A-292A,44-A-293 Grantee's Address: Consideration: $ iF�U51,5-3,3,46 Brookfield Stephenson Village, L.L.C. 8500 Executive Park Avenue, Suite 300 �I 1 Fairfax, VA 22031 WHERAS, Grantor hereto desires to grant, bargain, convey and sell to Grantee Tax Map , '. Nos. 44-A-31 B and 44-A-292A, more particularly described below; and ? 0 WHEREAS, Grantor hereto further desires to grant and convey unto Grantee several easements as shown on the surveys titled "Final Subdivision Plat on the Land of Stephenson Associates, L.C., Tax Parcel 44-A-31A, Stonewall Magisterial District, Frederick County, Virginia" by Ernest S. Holzworth, Land Surveyor, Greenway Engineering, Inc., dated February 25, 2011 attached here to as "Exhibit A," and "Final Subdivision Plat on the Land of Stephenson Associates, L.C., Tax Parcel 44-A-292, Stonewall Magisterial District, Frederick County, Virginia" by Ernest S. Holzworth, Land Surveyor, Greenway Engineering, Inc., dated February 25, 2011, attached hereto as "Exhibit B," which shall be perpetual and run with the land, and shall be binding upon each party and their respective successors and assigns. It is expressly provided, however, that the easements described below may be amended by an instrument in writing signed by Stephenson Associates and Brookfield only, whether or not any portions of the properties described on Exhibits A or B have been conveyed to others subsequent to the date hereof and provided that the amendments shall be null and void and of no force and effect as to any portion of the properties described on Exhibits A or B upon which a residential dwelling unit or commercial or industrial building has been constructed and which has been conveyed to a bona fide purchaser thereof. I. DEED OF BARGAIN AND SALE NOW, THEREFORE, for and in consideration of the sum of Ten Dollars ($10.00)cash in hand paid, and other good and valuable considerations, the receipt of all of which is hereby 2 acknowledged, Grantor does hereby grant, bargain, convey and sell with General Warranty of title, unto Grantee, in fee simple, the following described real estate, with appurtenances l thereunto pertaining,to-wit: iGr3 PARCEL I: CZ) 0 All that plot or parcel of land with all improvements thereon, containing 18.9534 acres and designated as parcel 44-A-31 B and shown on the plat of subdivision ry prepared by Greenway Engineering entitled "Final Subdivision Plat on the Land of Stephenson Associates, L.C., Tax Parcel 44-A-31A, Stonewall Magisterial District, Frederick County, Virginia" dated February 25, 2011 and approved by the Frederick County, Virginia Subdivision Administrator on March 11, 2011 and recorded as Exhibit A attached hereto. AND BEING a portion of the land conveyed to Stephenson Associates, L.C. by Deed dated March 19, 2003 of record in the Office of the Clerk of the Circuit Court of Frederick County, Virginia as Instrument No. 030005765 and as reduced in size by that Deed of Boundary Line Adjustment dated.Oq-Ab-I I of record in the aforementioned Clerk's Office as Instrument No. J J_ Z3$(o Tax Map No. 44-A-31 B PARCEL II: All that plot or parcel of land with all improvements thereon, containing 122.2656 acres and designated as parcel 44-A-292A and shown on the plat of subdivision prepared by Greenway Engineering entitled "Final Subdivision Plat on the Land of Stephenson Associates, L.C., Tax Parcel 44-A-292, Stonewall Magisterial District, Frederick County, Virginia" dated February 25, 2011 and approved by the Frederick County, Virginia Subdivision Administrator on March 11, 2011 and recorded as Exhibit B attached hereto. AND BEING a portion of the land conveyed to Stephenson Associates, L.C. by Deed dated March 19, 2003 of record in the Office of the Clerk of the Circuit Court of Frederick County, Virginia as Instrument No. 030005766 and as reduced in size that Deed of Boundary Line Adjustment dated-P7,96-I l of record in the aforementioned Clerk's Office as Instrument No. Tax Map No. 44-A-292A 3 (collectively with Tax Map No. 44-A-293 hereinafter referred to as "Brookfield Properties") Reference is hereby made to the aforesaid instruments and the attachments and references , ' therein contained for a further and more particular description of the property hereby conveyed. Metes and bounds descriptions of Tax Map Nos. 44-A-31B and 44-A-292A are attached hereto 0 0 as"Exhibit C" and"Exhibit D"respectively. `D This conveyance is made subject to all duly recorded and enforceable restrictions, easements,and rights-of-way. Grantor covenants that it has a right to convey said properties to Grantee; that it has done no act to encumber said properties; that it will execute such further assurances of title to said properties as may be requisite; that it is seized in fee simple of the properties conveyed; and that Grantee shall have quiet possession of said properties, free from all encumbrances. II. EASEMENTS A.Access Easement NOW, THEREFORE, for and in consideration of the sum of Ten and 00/100 Dollars ($10.00), cash in hand paid, the receipt and sufficiency of which is hereby acknowledged, Stephenson Associates does hereby grant and convey unto Brookfield, a permanent access easement on Tax Map Parcel 44-A-292 for the purpose of constructing a turn-around on the future public school site, and as more particularly identified as "Access Easement Hereby Granted" in Detail A on Sheet 7 of Exhibit B, and to include a temporary grading easement not to exceed 25 feet in width during the construction of the turn-around described above and to 4 allow for the installation and maintenance of permanent drainage from the above-described easement between Tax Map Nos. 44-A-292 and 44-A-293. B. Storm Sewer and Drainaize and Grading Easements NOW, THEREFORE, for and in consideration of the sum of Ten and 00/100 Dollars c� ca ($10.00), cash in hand paid, the receipt and sufficiency of which is hereby acknowledged, each party does hereby grant and convey unto the other party, several permanent easements on Tax Map Parcels 44-A-31 A and 44-A-31 B for the purposes of installing, constructing, operating, maintaining, repairing, replacing, adding to or altering present or future storm drainage ditches, lines, or other drainage structures and facilities, plus necessary inlet structures, manholes and appurtenances for the collection of storm water and its transmission through, upon, and across those portions of Tax Map Parcels 44-A-31A and 44-A-3113, more particularly identified as "Storm Sewer and Grading Easement Hereby Granted," "20' Storm Drainage Easement Hereby Granted," and "25' Storm Drainage Easement Hereby Granted" in Details A-D on Sheet 9 of the Plat. The above-described easements are subject to the following conditions: 1. All drainage lines and appurtenant facilities that are installed in the easement areas on Tax Map No. 44-A-31A shall be and remain the property of Stephenson Associates, its successors and assigns. 2. All drainage lines and appurtenant facilities that are installed in the easement areas on Tax Map No. 44-A-31B shall be and remain the property of Brookfield, its successors and assigns. 5 3. Stephenson Associates, its successors and assigns, and Brookfield, its successors and assigns, shall each have full and free use of said easement areas for the purposes named, and shall have all rights and privileges reasonably necessary to the exercise of the rights granted in the easements including the right of access to and from the easement areas and 0 the right to use adjoining land where necessary; provided, however, that this right to use o adjoining land shall be exercised only during periods of actual construction or to maintenance, and then only to the extent necessary for such construction and maintenance, and further, this right shall not be construed to allow either party to erect any building or structure of a permanent nature on such adjoining land except as otherwise provided for herein. 4. Each party shall have the right to trim, cut, and remove trees, shrubbery, fences, structures, or other obstructions or facilities that are exclusive to the proffered road efficiency buffer area that fall within the easement areas being conveyed, deemed by it to interfere with the proper and efficient construction, operation, and maintenance of said storm drainage lines, storm drainage facilities, and appurtenant facilities; provided, however, that the party who initiated the maintenance at its own expense shall restore as it deems appropriate for easement use, all land or premises which are disturbed in any manner by the installation, construction, operation, and maintenance of said storm drainage lines and appurtenant facilities. Such restoration of the impacted elements within the proffered road efficiency buffer area shall include the backfilling of trenches, the replacement of shrubbery, the reseeding or resodding of lawns or pasture areas, and the replacement of structures and other facilities, as appropriate, located outside the easement areas. 6 5. Each party shall have the right to demolish all paving, curbing, and/or guttering in the easement areas being conveyed, deemed by it to interfere with the proper and efficient construction, operation, and maintenance of said storm drainage lines, storm drainage " facilities, and appurtenant facilities; provided, however, that the party who initiated the 0 demolition at its own expense shall immediately restore all paving, curbing, and/or t� w rn guttering which are disturbed in any manner by the installation, construction, operation, and maintenance of said storm drainage lines and appurtenant facilities. b. Each party reserves the right to make use of the easement areas, including, but not limited to, the addition or removal of trees, shrubbery, fences, and structures exclusive to the proffered road efficiency buffer area, as well as the paving, curbing, and/or guttering, herein granted which may not be inconsistent with the rights herein conveyed, or interfere with the use of said easement areas by the other party for the purposes named. C. Temporary Construction Easements NOW, THEREFORE, for and in consideration of the sum of Ten and 00/100 Dollars ($10.00), cash in hand paid, the receipt and sufficiency of which is hereby acknowledged, each party does hereby grant and convey unto the other party, several temporary construction easements not to exceed 25 feet in width, provided the land encroached upon is undeveloped land and only as necessary for temporary grading and construction purposes on the party's property, on the common boundary of the Stephenson Associates Properties and the Brookfield Properties as needed for the purpose of constructing improvements that would impact undeveloped land on the adjoining property; provided, however, that the party who initiated the 7 demolition at its own expense shall immediately restore the adjoining property to meet or exceed c.rn conditions just prior to the commencement of the work referenced above. = Ill. MUTUAL RECIPROCAL RIGHTS INTERESTS AND EASEMENTS � 0 NOW, THEREFORE, for and in consideration of the benefits accruing hereunder, the parties hereto agree as follows: 1. Stephenson Associates, as the owner of Tax Map Nos. 44-A-31A and 44-A-292, grants to Brookfield and/or agrees to dedicate for the benefit of Brookfield to the appropriate public body, the following mutual reciprocal rights, interests, and easements set forth below. 2. Brookfield, as the owner of Tax Map Nos. 44-A-31B, 44-A-292A and 44-A-293, grants to Stephenson Associates and/or agrees to dedicate for the benefit of Stephenson Associates to the appropriate public body, the following mutual reciprocal rights, interests, and easements set forth below. 3. The mutual reciprocal rights, interests and easements are: a. Such perpetual and non-exclusive easements for the construction, installation, maintenance, repair, replacement and operation of any public and private utility lines and related facilities necessary to serve either the Stephenson Associates Properties or the Brookfield Properties which shall include, but not be limited to, storm drainage lines, sanitary sewer lines, water lines, electric, gas, telephone and cable television lines, and any necessary temporary construction and grading easements necessary to develop and construct either the Stephenson Associates Properties or the Brookfield Properties provided that none of the foregoing shall materially interfere with the 8 permitted uses on the granting party's property, and no party shall unreasonably condition, delay or withhold its agreement to any such reasonable location(s), provided that such location(s) shall be defined and depicted according to an Ur" appropriate plat to provide the precise location(s) through a recorded instrument and shall be perpetual and run with the land. a i. Grantor and Grantee hereby acknowledge that certain interior i JO roadways and related improvements (such as curb, gutter, sidewalks, public utilities) constructed on the Stephenson Associates Properties and the Brookfield Properties will eventually need to be tied in and connected. To the extent needed and necessary in conjunction with such tie-ins, Grantor and Grantee agree to consent and permit the constructing party to come on to the property of the non-constructing party to construct and install all of the tie-in improvements and perform all work required in conjunction therewith at the expense and cost of the constructing party. The party whose property is entered upon by the constructing party shall grant the required temporary easements to permit the construction of the tie-ins. b. Stephenson Associates agrees to cooperate in providing any future easements, dedications, and/or rights-of-way to Brookfield when needed for the further development of the Brookfield Properties. c. Brookfield agrees to cooperate in providing any future easements, dedications, and/or rights-of-way to Stephenson Associates when needed for the further development of the Stephenson Associates Properties. d. The parties hereto further agree to execute all such documents which are required to facilitate and effect the terms of Section III(3)(b) and(c) above. 9 e. Grantor and Grantee hereto further agree to dedicate and convey all contributions of land to the County of Frederick, Virginia as and when required by the Proffers approved by the Frederick County Board of Supervisors on September 24, 2003 in rezoning application #06-03 and the Development Cooperation Agreement entered 0 into by Grantor and Grantee_ a 4. Brookfield has obtained a Department of the Army, Corps of Engineers wetlands permit No. 2006-7418 issued September 17, 2007 along with maps showing the location of mitigation areas pursuant to the Finalized Mitigation Plan (the "Wetlands Permit"). As conditions of the Wetlands Permit, it is required that a performance bond be posted and maintained which is in the current amount of One Hundred Thousand Dollars ($100,000.00). Wetland mitigation areas must remain undisturbed and must be maintained, monitored and inspected until September 2017. Wetland mitigation areas are located on both the Brookfield Property and the Stephenson Property. Brookfield agrees to maintain the Wetlands Permit in good standing, including the maintenance of the performance bond, maintenance of wetland mitigation areas, monitoring and inspecting wetland mitigation areas through September 2017. Stephenson hereby grants Brookfield an easement to access all wetlands mitigation areas located on the Stephenson Property for the purpose of maintaining, monitoring and inspecting these wetland mitigation areas as required by the Wetlands Permit. Stephenson shall have the right, at its sole cost in connection with a change in the Generalized Development Plan, either to amend the Wetlands Permit or to obtain a new wetlands permit for the Stephenson Property, provided that in either event, such action shall not adversely affect Brookfield's 10 development rights on the Brookfield Property or increase the costs thereof and further provided that Stephenson complies with the following applicable provisions: # ; . [A] Amendment Conditions: 3 (1) Stephenson shall provide at its sole cost a bond to cover the increase, Q if any, in the performance bond to be posted pursuant to the Wetlands Permit; (2) O Stephenson shall assume any additional maintenance, monitoring and inspection CD obligations fo rthe Project and costs thereof pursuant to the Wetlands Permit as revised; OR [B] New Permit Conditions: (1) The new wetlands permit for the Stephenson Property shall be submitted and processed at Stephenson's sole cost; (2) Stephenson shall prepare and submit an amendment of the existing Wetlands Permit, excluding the Stephenson Property from the Wetlands Permit, to Brookfield for Brookfield's written approval prior to its submission to the U.S, Army Corps of Engineers also at Stephenson's sole cost; (3) Stephenson shall submit and obtain approval of an amendment of the existing Wetlands Permit (as approved by Brookfield) to exclude the Stephenson Property from the Wetlands Permit at its cost and (4) Stephenson shall be responsible thereafter for all maintenance, monitoring and inspection obligations for its portion of the Project covered by its own independent permit and all costs thereof pursuant to such permit. 5. The parties hereto further agree that all costs and expenses incurred in connection with the preparation of easements and accompanying plats for easements shall be incurred by and solely the cost of the party requesting and requiring the easement(s) according to the terms of Section IV.2 of the Development Cooperation Agreement entered into by 11 Grantor and Grantee. All easements and dedications shall be conveyed at no cost or 01 expense to the requesting party as and when appropriate. ,L;9'" 6. After the construction, installation and, where applicable, dedication of the facilities in the easement areas described herein, then there shall be no further obligation between the p parties and said obligations shall then terminate. o WITNESS the following signatures and seals: GRANTOR: STEPHENSON ASSOCIATES, L.C. By: S:-i_�nojlA Shoe 10-TIL. Its: COMMONWEALTH OF VIRGINIA, CITY COUNT OF Fcebe_r -ot_ - ,to-wit: The foregoing instrument was acknowledged before me this I7-1h day of _, 201 1, byZ)�, ld Slr,xaqb-Te P_J of STEPHENSON ASSOCIATES, L.C. Notary Public My commission expires: if 3DEBRA C.POPE O I1q NOTAW PUBLIC Registration Number: Commornw"Pth of Wginia lor7 M Commisslon Ex�N.30.2044 12 fI7-K L� G TTEE: 0 BROOKFIELD STEPHENSON VILLAGE, L.L.C. o ry By'. G. 01c— C_ FC. , VV S COMMONWEALTH OF VIRGINIA, Cly'/COUNTY OF � ,to-wit: � The foregoing instrument was acknowledged before me this 17�- day ofay c&a , 2011, by la b QYt .`�1.c.b b e_1L Pre S i 44 a Y+-1 " of BROOKFIELD ST PHENSON VILLAGE, L.L.C. Not Public My commission expires: O!3i-o�oe3 \��`�\`�1`JE'AN .� Registration Number: 3 8"!oa o�c"Wf:A.. W�REGISTRAZ�ON NO•';� =_ 238607�RES _ rn co*n�e. `• ' 13 FINAL SUMMON PLAT ON THE LAND OF STEPHENSON A SSO CIA TES, L.C. TAX PARCEL 44-A-31A STONEWALL "4GISTERW DISTRICT, FREDERICK COUNT}; VIRGINIA FEBRUARY 25, 2011 00 co ..... ..... ----- -- ------ I> ............... --- ----- ---------- .................. . ..... .......... .. ................ .... ..... ........... ..... .................. . ........ .. .. ............. ---------------- ........... ........... ................................. ............... --------------------- -- --------------- ---------------------- - - -- -- -- --------- .-............ ..... . ..... ...................... .......... ................... .. .............. ... . ------------------------- ............................ .. .............- -...... ....................... .. ....... ............................ .. ... ............................ ------------------------- ...................... ............... ------------------ VICINITY .......... I' = 2000' 0174ER'S CERTIFICATE THE ABOVE AND FOREGOING SUBDIVISION OF THE LAND OF STEPHENSON ASSOCIATES, L.C., AS APPEARS ON THIS PLAT, IS WITH THE FREE CONSENT AND IN ACCORDANCE WITH THE DESIRES OF THE UNDERSIGNED OWNERS, PROPRIETORS, AND TRUSTEES, IF ANY. C- ^spd Ali VI COMMONWEALTH OF VIRGINIA CITY / OLIN OF OF F7,�PAe,-i, IL TO WIT zlo THE FOREGOING OWNER'S CER77RC.47E WAS ACKNOWLEDGED • BEFORE ME THIs 4+ a4y OF Mnv-o�, 20--�J- BY LQ- h, 4 Gne� r- MY COMMISSION EXPIRES -at, -2-ci REGISTRATION No. 10 L, NOTARY PUBLIC SURVEYOR'S CERTIFICATE I HEREBY CER77FY THAT THE LAND CONTAINED IN THIS SUBDMSION IS A PORTION OF THE LAND CONVEYED TO STEPHENSON ASSOCM7ES, LC. BY DEED DATED MARCH 19, 2003 OF RECORD IN THE FREDERICK COUNTY CIRCUIT COU T CLERKS gJ77CE AS INSTRUMENT No. 030005765. ERNEST S. hPrZWOR77-1, L.S. PARENT TAX PARCEL IDEA&FICA STEPHENSON ASSOCIATES, L.C. T.M. 44-A-31A 405.1966 ACRES ZONE.• R4 USE.• VACANT APPRDEALLV fORITY DA7E- 555QRTA 77ON RA TF X ED RICK COUNTY SUBDMSION ADMINISTRATOR a4 TE . WORTH :0- LIC. P O. 1837 GREENWAY ENGINEERING /11 4. 151 Windy Hill Lane t Engineers Winchester, Virginia 22602 Su SuAwyors Telephone: (540)662-4185 FAX.• (540) 722-9528 Founded in 1971 www-greenwayeng-corn 127808 SHEET 1 OF 9 AREA TABULATION: T.M. 44—A-31A (ORIGINAL AREA) 405.1968 ACRES AREA OF PARCEL 44 A-31 B —18.9534 ACRES RESIDUE OF T.M. 44—A-31A 386.2434 ACRES LEGEND BLDG = EXISTING BUILDING C = CENTERLINE R/W = RIGHT OF WAY ® = PROPERTY OWNER INFORMATION ADJACENT PARCEL OWNERSHIP TAX INDEN77RCA77ON NO. CURRENT OWNER RFFFRFN!'F 70AIF 1SF O T.M. 44—A-294 GREIG D.W. AITKEN. ET UX INST. NO. 020008453 WB2 COMM./VAC4NT © T.M. 55-7-14A WM G. MEIER, Ill, ET UX DB 744 PG 437 RA/RESID. O T.M. 44—A-29 JUDITH McCANN SLAUGHTER INST. No. 020000469 RA/AGRI PROFFERS 1. PROFFERS ON FILE IN FREDERICK COUNTY, WRGIN14 AS REZONING APPLICATION f 06-03. NOTES 1) THE BOUNAARY INFORMAT70N SHOWN HEREON IS BASED ON FIELD SURVEYS PERFORMED BY THIS FIRM AND ON BOUNDARY UNE AUMUSTx1ENT. SUSDMSION AND RIGHT—OF—WAY DEDICATION PLATS OF RECORD. 2) NO TITLE REPORT FURNISHED. EASEMENTS MAY EXIST WHICH ARE NOT SHOWN. 3) THE PROPERTY SHOWN HEREON UES WITHIN ZONE C, AREAS OF MINIMAL FLOODING, AND ZONE A, AREAS OF 100—YEAR FLOOD; BASE FLOOD ELEVATIONS AND FLOOD HAZARD FACTORS NOT DETERMINED, PER N.F.LP. FLOOD INSURANCE RATE MAP No. 510063 0110 B, DATED JULY 17, 1978. THE APPROXIMATE UMITS OF SAID ZONE A ARE SHOWN HEREON AS DETERMINED BY GRAPHIC PLOTTING UPON SAID MAP. 4) ADJOINING OWNER INFORMAnON WAS OBTAINED FROM THE ON—UNE REAL ESTATE RECORDS OF THE FREDERICK COUNTY COMMISSIONER OF 7HE REVENUE — REAL ESTATE DMSION. 5) THE BOUNDARY LINES OF THE ORIGINAL TAX PARCEL BEING SUBDIVIDED BY 7HIS PLAT WERE ESTABLISHED BY BOUNDARY LINE ADJUSTMENT PLATS RECORDED AS INSTRUMENT Nos. 040020874 & 070005227 AND BY THE BOUNDARY UNE ADJUSTMENT PLAT RECORDED IMMEDIATELY PRIOR TO THIS SUBDIVISION PLAT: SEE THE AFOREMEN77ONED PLATS FOR A RECORD OF THE PROPERTY UNE MONUMENTA77ON OF TAX PARCEL 44—A-31A. 6) ALL NEW PROPERTY LINES ESTABLISHED BY THIS PLAT ARE MONUMENTED WITH 1/2" IRON REBAR AND CAP SET. FINAL SUBDIVISION PLA T ON THE LAND OF S TEPHENSON A SSOCIA TES, L.C. TAX PARCEL 44-A-31A � STONEWALL MAGISTERWL DISTRICT, FREDERICK COUNTY, WRGINW FST S TN SCALE: NIA DATE: FEBRUARY 25, 2011 LEC. O. 1837 GREENWAY ENGINEERING 151 Windy Hill Lane �iSf \,--T� Engineers Winchester, Virginia 22602 S Rte' Surveyors Telephone: (540) 662-4185 FAX. (540) 722-9528 Founded in 1971 www.greenwayeng.com 2760H SHEET 2 OF 9 L L �O Q G'7o 44-A-293 (EAST) C!i 156.6023 Acnes m 44-A-293 (WEST) z 33.6097 Acres o z m� w to 44-A-318 L4 18.9534 Acres RESIDUE OF 44-A-31A 386 2434 Acres F. SHEET INDEX 1- COVER 2_ NOTES AND LEGEND J. SHEET INDEX 4. LINE TABLE/CURVE TABLE 5. PLAN VIEW 6. PLAN VIEW 7. PLAN VIEW 8. PLAN VIEW 1000 0 1000 9. EASEMENT DETAIL GRAPHIC SCALE (/A( FEET) FINAL SUBDIVISION PLAT ON THE LAND OF S TEPHENSON A SSOCIA TES, L.C. p.LTH pF yj TAX PARCEL 44-A-31A STONEWALL AMGISTERWL DISTRICT, FREDERICK COUNTY, WRGIN14 a SCALE: 1 = 1000 DATE: FEBRUARY 25. 2011 Lic. N 1837 GREENWAY ENGINEERING 2) SU 4. 151 Windy Hill Lane Engineers Winchester, Virginia 22602 d SIJR ' S '�'QS Telephone. (540) 662-4185 FAX. (540) 722-9528 Founded in 1971 www_green wayeng.corn 2760B SKEET 3 OF 9 LINE TABLE UNE BEARING DISTANCE LINE BEARING DISTANCE Ll S 83'1100" E 97.30' L29 N 26.06'37" E 98.18' f L2 S 22'01'01' E 225.34' L30 S 63'5323' E 148.50' L3 S 0739'10' E 240.50' L31 S 26'06'37" W 23.00' L4 S 49'04'53" E 207.04' L32 S 63'53'23" E 125.00' L5 S 4138 30" W 251.44' L33 N 26'06'37" E 6.30' L6 N 32'48'56' W 119.03' L34 S 63'53'23' E 168.00' L7 N 29'4526" E 131.76' L35 N 47'08'01' E 209.93' , L8 N 19'3506" W 394.80' L36 N 26'06'37" E 97.77' L9 N 29'19'12' W 185.29' L37 S 1X10'07' W 70.37' L10 N 51 53'53' W 354.22' L38 S 08-J54 I" W 25.08' Lll N 1030'50' W 140.00' L39 S 13'1007" W 275.00' L 12 S 79 29'10' W 365.17' L40 S 17'44'33" W 25.08' L 13 S 5557'14' W 67.62' L41 S 13'10'07" W 75.00' L 14 S 79 29'10" W 209.41' L42 S 08'35'41" W 25.08' L 15 S 15'51'27' E 159.53' L43 S 13'10'07" W 333.07' L 16 N 13'10'07" E 70.28' L44 S 17'44;33' W 150.48' L 17 N 0835'41' E 25.08' L45 S I Y 10 07" W 97.44' L 18 N 13'10'07' E 204.93' L46 S 13'10'07" W 56.00' L 19 N 493324' W 398.82' L47 S 7649'53' E 12.00' L20 N J9'31'48- E 44.91' L48 S 13'10'07" W 258.49' L21 N 77'51'16" W 15.19' L49 S 1744'33" W 25.08' L22 N 22'46'05" E 174.83' L50 S 13'10'07" W 85.00' L23 N 23'08'03" E 32.67' L51 S 08'3541" W 25.08' L24 N 12'41'12' E 65.87' L52 S 13'10'07" W 34.58' L25 N 24'53'28- E 34.32' L53 S 76495J" E 112.00' L26 N 2247'43" E 106.42' L54 N 13'10'07' E 49.30' L27 N 2126'i3" E 26.61' L28 S 64'3223" E 160.08' CURVE TABLE CURIE RADIUS DELTA ANGLE ARC LENGTH TANGENT CHORD BEARING CHORD LENGTH Cl 54691.24' 0'22'00' 350.00' 175.00' N 22'57 06" E 350.00' C2 765.59' 10'2654" 139.61' 70.00' N 175439" E 139.42' C3 561.23' 12'12'16' 119.55' 60.00' N 18'47'20" E 119.32' C4 4100.23' 2'05'45' 149.98' 75.00' N 23'50'35' E 149.97' C5 6328.14' 121'29' 149.99' 75.00' N 22'06'58' E 149.99' C6 1611.28' 1 57'05' 54.88' 27.44' N 222446' E 54.88' C7 40.00' 90'00'00' 62.83' 40.00' S 58'10 07" W 56.57' C8 40.00' 90'0000' 62.83' 40.00' S 31 4953' E 56.57' FINAL SUBDIVISION PLAT ON THE LAND OF STEPHENSON ASSOCIA TES, L.C. �AL'rx �FYl� TAX PARCEL 44 A-31A STONEWALL MAGISTERIAL DISTRICT, FREDERICK COUNTY, VIRGINIA U ERNE R `" SCALE: NIA I DATE: FEBRUARY 25, 20119 ��I�LIC.//// 1837 GREENWAY ENGINEERING 151 Windy.Hill Lane Engineers Winchester, Vrginia 22602 SURF Surveyors Telephone. (540) 662-4185 FAX- (540) 722-9528 Founded in 1971 www.greenwayeng.com 2760B SHEET 4 OF 9 11 °NE ` ZDNE.• R�o LS � 11 11 ►4 1��►4 �' ( �r�4 S ��'�8:3G 11 GR2�� pN 3�vt L7NpR"" 0� / 1QFC G� o l ��'? 11 /o T.M. 44-A-292 ++ o 166.2656 AC. 00 INTERMITTENT STREAMS O9 . O \ - o�� lN7FRMI7TENT \ o STREAMS co 11 u, 41 y � EX 20' SANITARY \ SEWER ESMT. a o� z l� INST/ 070004495 ��% 3 Fj o APPROXIMATE L1MIT5 = OF FLOOD ZONE A /o PER F.I.R.M. TAI. 44-A-31 B 510063 0110 B. T.M. 44-A-293 0 18.9534 AC. 3 190.4120 AC. TOTAL • 156.6023 AC. EAST PARCEL 200 D 11 POND rn � h D 2 INTERMITTENT STREAMS cn STREAMS ` o w 1 L1 54 409.E TO INV- Ll L1 g 4 0�10� + CHS TOWN o� 1 w l -' �� L� co co BLDG jf1 O� X45 ,'�yos!� r c�i►�` 9 LAO Lo' L43 0 +o+o X46 47 Al- [37L, L3 0�� RESIDUE OF L¢1 T.M. 44-A--31A / SEE SHEET 9 386.2434 AC C, / SNOWDEN BRIDGE BLVD. FOR EASEMENT 4r / o INST 070006356 4i DWELLNG •t o , DETAILS o I= wj VARIABLE WIDTH R/W '�1 'p- APPROXIMATE ti APPROXIMATE LIMITS t 1 L36 ` N 26'06'37" E OF FLOOD ZONE A 4� { L i o ` o o PER F.1.R.M. �_ ' x m o $ ! 497.21 I510063 0110 B. N INTERMITTENT � N \ z 3L4 � STREAMS =3 2 i T.M. 44-A-293 co 190.4120 AC. TOTAL roe L31 1A► 45'13 Or 3>. 33.8097 AC. WEST PARCEL -+ I L2,9 ► N 0� 00T.M. 44-A-29 400 O 400 5 1 30 JUDITH McC4NN SLAUGHTER / _ ' INST. No. 020000459 GRAPHIC SCALE (IN FEET) of T. R4 USE. AGRI FINAL SUBDIVISION PLAT ON THE LAND OF S TEPHENSON A SSOC/A TES, L.C. LTH OF yj� TAX PARCEL 44-A-31A IdleG' STONEWAA4IGISM?W DISTRICT, FREDERICK COUNTY, WRGINW ERNEST S. WOR � LL SCALE: I" = 400' 1 DATE: FEBRUARY 25, 2011 LIC. ty6 1 37 GREENWAY ENGINEERING 151 Windy Hill Lane Engineers Winchester, Virginia 22602 SURF Surveyors Telephone: (540) 662-4185 FAX.- (540) 722-9528 Founded in 1971 www.greenwayeng.com 2760B SHEET 5 OF 9 MATCHUNE SHEET 5 ' _ROOD ZONE`C — RU s ` f7-OOD ZONE A 80' POWER RIGHT ' OF' WAY Ow— ZON£C r' INTERMITTENTf POTOMAC EDISON CO. STREAM DB. 359 PG. 521 y APPROXIMATE LIMITS OF FLOOD ZONE A W o [7,9 PER F.I.R.M. 23 510063 0110 B. N g351� o lN7FS MEAM 5C 62 N O � u, T.M. 55-7-15 X. RESIDUE OF SAUNIE D. SIRBAUGH, ET UX ` rn T.M. 44—A-31A �+ �'- DB 641 PG 1 JO - 386.2434 AC. - ZONE. RA USE. RESID. m G. o . a► mv� iLn N O o x 55-7-13A METON. ET UX tR T1MOTMy L- w .� M INST. NO`D020, 4800 �,�(_;iZONE: RA USE: RES e- 80' 80' POWER RIGHT OF WAY `3 za POTOMAC EDISON CO. c� DB. 359 PG. 521 CR d �O �1 �0 70NE: R4 0 c-v �► N W Z0N N 65'45'03- W g 4• �N,z o k c� 4000-71' 4 n o� oft ^�^ar Quic� waw �oCLa �3x4N �Q4f i to0 V0� � �� itf0kZ �� q�'et�a 5 �Y 002 4y pO Z q2 N c 400 O 400 GRAPHIC SCALE (1N FEET) FINAL SUBDIVISION PLAT ON THE LAND OF STEPHENSON A SSOCIA TES, L.C. Q*LTH OFp r TAX PARCEL 44 A—31A STONEWALL. MAGISTERAL DISTRICT, FREDERICK COUNTY, VIRGINIA � 9 SCALE: J' = 400' F DATE: FEBRUARY 25. 2011 Lic. No. 1837 GREENWAY ENGINEERING 151 Windy Mll Zane Engineers Winchester, Virginia 22602 SURF Surveyors Telephone: (540) 662-4185 FAX (540) 722-9528 ,Founded in 1971 www.greenwayeng.cam 2700B SHEET 6 OF 8 MATCHUNE SHEET 5 RUlit N S 621"01'37- E FLOOD ZONE A r _ — PROXIM,4TE LIMITS OF FLOOD ZONE A 1525.27' FLOOD ZONE C N 48'20'14 E PER F.I.R.M. k 701..37' 510063 0110 B. O RESIDUE OF TM. 44–A-31A 386.2434 AC. c� APPROXIMATE LOCATION OF EX. GAS PIPELINE EASEMENT SHENANDOAH GAS CO. DB 235 PG 269 (UNSPECIFIED WIDTH Lca "O LU (n Ir M M a Ln z o o 5 z z a U �p>CA V 80' POWER RIGHT OF WAY POTOMAC EDISON CO. DB. 359 PG. 521 ZONE.- R4 N 65 45'03' W - -- 4000.71' x a ui T.Ai 44 A-288 co KENNER. UNGER, ET UX cflCk- w TH � �� h DB 460 PG 736 Q 4i ' 1 ZONE. RA USE. RES/D. o ' yut�� xoo N m Z a L N 400s O 400 GRAPHIC SCALE (IN FEET) FINAL SUBDIVISION PLAT ON THE LAND OF STEPHENSON ASSOCIA TES, L.C. p,LTH OF yj� TAX PARCEL 44-A-31A STONEWALL WGIVERAL DISTRICT, FREDERICK COUNTY, VIRGINIA � SCALE. 1' = 400' I DATE: FEBRUARY 25, 2011 LIC. 0. 1837 GREENWAY ENGINEERING 151 Windy Hill Lane xS Engineers Winchester, Vrginia 22602 S Rte' Suiveyo's Telephone: (540) 662-4185 FAX• (540) 722-9528 Founded in 1971 www.greenwayeng.com 27608 SHEET 7 OF 9 L G7N tC O x°- ��Ztr,alts` O . Z o ZONE: R4 S 60'37'05 L2;--gZONE. R4 999.34' o C5-1 BARN o O — L26-j -- O C4-1 L25-00 a L24-4p C2-A L2�o RESIDUE OF T.M. 44-A-31A 386.2434 AC. ¢- U U N A O w iF n' W +i W Y7 .J N T `o (ZO 0 w N z W o—N 65'45'03' ZONE. R4 O 4000,71' Z)NE. R4 T.M. 44-A-28B KENNETH R. UNGER, ET UX DB 460 PG 738 ZONE: RA USE: RESID_ 400 O 400 GR4PHIC SCALE (IN FEET) FINAL SUBDIVISION PLAT ON THE LAND OF S TEPHENSON ASSOCIA TES, L.C. £,LTH OFy TAX PARCEL 44-A-31A 140, STONEWALL MAGISTERML DISTRICT, FREDERICK COUMX,, WRGINM SCALE: 1' = 400' DATE: FEBRUARY 25, 2011 LIC. o. 1837 GREENWAY ENGINEERING 151 Windy Hill Lane SURF Engineers T�inchester, Virginia 22602 LL Surveyors Telephone: (540) 662-4185 FAX.- (540) 722-9528 Founded in 1971 www.greenwayeng.corn 27608 SHEET 8 OF 9 DETAIL A 1"=100' N 67,55'40- w I — 39.36' p _ �r S 67'S5%f0" E -- 0 IX. 20' SANITARY ti 4 S 14725109" w 403.09' o T.SEWER ESMu ^ „ 16.22' s\ \ -4 INST 1070004495 O O o0 ,O STORM SEWER AND �. GRADING EASEMENT HEREBY GRANTED w SEE DETAIL A �a — DETAIL B 1"=100' os- p ��x- 20.00s IX10.07" W +• p 35.08' 0 �►' 20' STORM z T.M. 44-A-293 of 22 DRAINAGE EASEMENT o 190.4120 AC. TOTAL �" W HEREBY GRANTED �0 156.6023 AC. EAST SEE DETAIL B 32 PARCEL O r- �. c vov DETAIL. C 1"=100' I -O I� � -r- O �' �" 20.00' O 13.10 07- o 102.41 r O 1 `\ OA-C7 1 L47- \`;o E DETAIL D 1"=100' � S 7649'53" 20' STORM DR4INAGE � 0 689.02' O cn EASEMENT HEREBY GRANTED r- N 56-26'55- W O!— �y SEE DETAIL C r' $ 26.11' O° T.M. 44-A-,318 0 N 13,10107" E #v 20' STORM DRAINAGE O L49 r 18.9534 AC. 33_�' EASEMENT HEREBY GRANTED p O SEE DETAIL D L50 + O ` VI O O� N '53`06'• l O 9�+��„h. L51 p �� >g W O ?�9se'`ry L,52-10 L,530 fit 88437• 200 0 200 25' STORM DRAINAGE EASEMENT HEREBY GR4NTED GRAPHIC SCALE IN FEET SEE DETAIL D FINAL SUBDIV7SION PLAT ON THE LAND OF STEPHENSON ASSOCIA TES, L.C. p.L'TH TAX PARCEL 44-A-31A -01 STONEWALL WGIWERIAL DISTRICT, FREDERICK COUNTY, VIRGINIA N $ WOR a SCALE: I" = 200' DATE: FEBRUARY 25. 2011 LIC. Wo. '1837 GREENWAY ENGINEERING le 4. 151 Windy Hill Lane V Engineers Winchester, T/uginia 22602 SUR Surveyors Telephone. (540) 662-4185 FAX. (540) 722-9528 Founded in 1971 www.greenwayeng.corn 2780B SHEET 9 OF 9 FINAL SUBDIVISION PLAT ON THE LAND OF STEPHENSON A SSOCIA TES, L.C. TAX PARCEL 44-A-292 STONEWALL WGISTERW DISTRICT, FREDERICK COUNTY, VIRGINIA FEBRUARY 25, 2011 arien-To ........... ooy Rr Sq ............... ............ .......... ...... .. Old Ch rie ow Ro ---- --------- 0 .......... ..... . ... ......... . ......... ...... ........ ..... --------------------- ...................... viciNrff MAP ...... ... I- = 2000' y'ptt OMER'S THE ABOVE AND FOREGOING SUBDIVISION OF THE LAND OF STEPHENSON ASSOCIATES, L.C., AS APPEARS ON THIS PLAT, IS WITH THE FREE CONSENT AND IN ACCORDANCE WITH THE DESIRES OF THE UNDERSIGNED OWNERS, PROPRIETORS, AND TRUSTEES, IF ANY. (\d AU b? COMMONWEAL7H OF VIRGINIA C17-Y /<&' _q qN OF F -eA e,-kCL TO WIT- :io THE FOREGOING OWNER'S CEWIF7C.47E WAS ACKNOWLEDGED 0- BEFORE ME THIS 4 f DAY OF H a trolin 20 l I ......... BY -Jn kn P G6c)cl,- -Jr- MY COMMISSION EXPIRES Fe to 2-cl 20 L REGISTRATION No. 2—q(�,I c)i,. NOTARY PUBLIC SUBMWE S CERTIFICATE I HEREBY CERTIFY THAT THE LAND CONTAINED IN THIS SUBDMSION IS A POR77ON OF THE LAND CONVEYED TO STEPHENSON ASSOCM7ES, L.C. BY DEED DATED MARCH 19, 2003 OF RECORD IN THE FREDERICK COUNTY CIRCUIT COU T CLERKS OFF7CE AS INS7RUMENT No. 030005766. ERNEST 5. WORTH, L.S. PARENT TAX PARCEL IDENTIFICATION S7EPHENSON ASSOCIATES, L.C. T.M. 44—A-292 166.2656 ACRES ZONE: R4 USE. VACANT -APPRQVAL-5!!5;7 ERI viv I T --AOIWV a47E zz TH A VIDEP &WENT Of DEPA - . 7RANSPORTA770N DAYE a— ER S S. IFI mEDERicK COUNTY summsION ADRINIs TOW DATE Lic. . 1837 GREENWAY ENGINEERING 151 Windy Hill Lane Engineers Winchester Kawnta 22602 Surveyors Telephone: (540) 662-4185 FAX. (540) 722-9528 1 Founded in 1971 www.greenwayeng.corn 127608 SHEET 1 OF AREA TABULATION: TM. 44—A-292 (ORIGINAL AREA) 166.2656 ACRES AREA OF PARCEL 44 A-2924 —122.2656 ACRES RESIDUE OF T.M. 44—A-292 44.0000 ACRES C LEGEND - BLDG = EXISTING BUILDING c. C = CENTERLINE RIW = RIGHT OF WAY O = PROPERTY OWNER INFORMATION PROFFERS 1. PROFFERS ON FILE IN FREDERICK COUNTY, VIRGINH AS REZONING APPLICA77ON 06-03 _MEC15� 1) THE BOUNDARY INFORMATION SHOWN HEREON IS BASED ON FIELD SURVEYS PERFORMED BY 1 HIS FIRM AND ON BOUNDARY UNE AWUS7MENT, SUBDMSION AND RIGHT—OF—WAY DEDICA77ON PLATS OF RECORD. 2) NO 777LE REPORT FURNISHED. EASEMENTS MAY EXIST WHICH .ARE NOT SHOWN. 3) 774E PROPERTY SHOWN HEREON LIES WITHIN ZONE C, AREAS OF MINIMAL FLOODING, AND ZONE A, AREAS OF 100—YEAR FLOOD, BASE FLOOD ELEVA77ONS AND FLOOD HAZARD FACTORS NOT DETERMINED, PER M.FLP. FLOOD INSURANCE RATE U4P No. 510063 0110 B, DATED JULY 17, 1978. THE APPROXIM47E LIMITS OF SAID ZONE A ARE SHOWN HEREON AS DETERMINED BY GRAPHIC PLOTTING UPON SAID MAP. 4) ADJOINING OWNER INFORMA77ON WAS OBTAINED FROM THE ON—LINE REAL ESTA7E RECORDS OF 774E FREDERICK COUNTY COMMISSIONER OF THE REVENUE -- REAL ESTA7F DIVISION. 5) THE BOUNDARY ONES OF THE ORIGINAL TAX PARCEL BEING SUBDMDED BY THIS PLAT WERE ESTABLISHED BY BOUNDARY LINE ADJUSTMENT PLAT RECORDED AS INSTRUMENT No. 040020874 AND BY THE BOUNDARY LINE ADJUSTMENT PLAT RECORDED IMMEDIATELY PRIOR TO THIS SUBDIVISION PLAT. SEE THE AFOREMENTIONED PLATS FOR A RECORD OF 774E PROPERTY LINE MONUMENTA77ON OF TAX PARCEL 44—A-292. 6) ALL NEW PROPERTY LINES ESTABLISHED BY THIS PLAT ARE MONUMEWED WITH 1/2" IRON REBAR AND CAP SET. FINAL SUBDIVISION PLAT ON THE LAND OF STEPHENSON ASSOCIA TES, L.C. �pi,Tx °Fy l� TAX PARCEL 44-A-292 10 Z9 STONEWALL MAGISTERIAL DISTRICT, FREDERICK COUNTY, VIRGINIA v ERNES Iii 9 SCALE: NIA DATE: FEBRUARY 25, 2011 Lic. 0. 1837 GREENWAY ENGINEERING ;i 4. 151 Windy Hill Lane Engineers Winchester, Virginia 22602 L ,5"U Surveyors Telephone. (540) 662-4185 FAX (540) 722-9528 Founded in 1971 www.greenwayeng.com 2760B SBEET 2 OF 9 L O O 6�Z� L 040 RESAME OF T.AL 44-A-292 44,0000 AG ¢ T.AL 44-A-2924 11 122.2656 ACLS 19Q4120 AC. TOTAL S&WZ3 AG FAST G� V V � t SHEET INDEX 1. COVER 2. NOTES AND LEGEND 3. SHEET INDEX 4. ADJOINING OWNER INFORMATION 5. ADJOINING OWNER INFORMATION 6. LINE/CURVE TABLES 7. PLAN VIEW 8. PLAN VIEW 1000 O 1000 9_ PLAN VIEW GRAPHIC SCALE (IN FEET) FINAL SUBDIVISION PLAT ON THE LAND OF S TEPHENSON A SSOCIA TES, L.C. �p,LTH OF yj� TAX PARCEL 44-A 282 STONEWALL WGISTERW DISTRICT, FREDERICK COUNTY, NRGINIA ST TH 5 SCALE: 1w = 1000' 1 DATE: FEBRUARY 25, 2011 LIC. teb. 1837 GREENWAY ENGINEERING 151 Windy Engineers Winchesterr,a11M.Lane 22602 sufRtq � Surveyors Telephone: (540) 662-4185 FAX (540) 722-9528 Founded in 1971 www.greenwayeng.com 2780E SHEET 3 OF 9 KEY TO ADJOINING PROPERTY OWNERS TAX 1DEN77FIG477ON NO. CURRENT OWNER REFERENCE ZONE/US£ ® T.M. 44–A-148 a4WD C JENKINS & SCARLET M. JENKINS DB 847 PG 6 RA/RES#D © T.M. 44A-149 GERYL S: GETTS INST. Na. 070003383 RAIRESID © TM, 44–A–150 GLENN A S7U 1Z & BETTY A STUL7Z DB 253 PG 192 RRA/VACANT QD T.M. 44–A-151 GLENN A 57ULTZ & BETTY A 57ULTZ DO 337 PC 171 253 PG 196 R41REWD EO T.M. 44 A-153 1.i4RLA K. REDMOND INST. No. 060023285 R41RESID OF T.M. 44–A-154 ROBERT E. VUILLERMET & ROSE E WILLERMET DB 385 PG 687 RAIRESID O Q T.M. 44–A-155 JOHN R. SMTHER & VENELLL4 C. STROTHER DB 606 PG 542 WRESID — O T.M. 44–A-156 R. CHARLES HOTT & KAY K. HOTT DB 304 PG 68 RA/REWD C r! IQ TM. 44–A-157 WILLIAM G. LOUCH INST. No. 020015735 RAIRESID JO T.M. 44–A–158 ROBERT WILSON & A94RY BETH WfLSON INST. No. 030025387 R4/VACANT OK T.M. 44C-2–A WILLIAM R. ZIRKLE do HELEN C. ZIRKLE DS 805 PG 151 R41RESID © T.M. 44C-2-8 Q4RIN S. JOBE & JUSTIN C JOBE INDT. Na. 050025064 RAIRESID O T.M. 44C-2–D TERRY L BLY & CONNIE S BLY DB 924 PG 807 R4/RE51D NO T.M. 44–A-161 JEAN K. GRAY DB 277 PG 417 RAIRESID (PLAT–DB 785 PIG 199) OO T.M. 44–A-162 ELLEN E. GETTS (SURVMNG GRANTEE) DO 320 PG 274 RAIRESID © T.M. 44–A-163 JUANMA Al. RITTER DO 752 PG 1813 RVVAG4NT p0 T.M. 44A-164 JUWITA Mf R/1TER DIB 752 PG 1813 R41VACANT ® T.M. 44 A-165 JIWV?A Al. RITTER DIB 752 PG 1813 RAIRESID OS T.M. 44–A–IJ9 ANNA B. McKEE A: LESTER W. McKEr DIB 866 PG 1299 R4/6ARAGE OT T.M. 44–A-166 ROBERT H. RUSSELL, ET ALS DB 866 PG 1305 R41RESID OU T.M. 44A-208 ACTRESS 1. GOLLER INST. No. 010007462 WRESID & DB262PG7 O T.M. 44–A-20.9 RODNEY L AFFLECK DB 743 PG 1506 RAIRESID QW T.M. 44–A-210 WILLIAM C. JONES, JR. A: BRENDA L .TONES DB 758 PG 1072 RA/RESID OX TM. 44–A-211 RICHARD R. KNUPP & BONNIE R. KNUPP DB 294 PG 212 P41RESID OY TM- 44–A-212 JACK L HAYES INST. Na. 030010006 RAIRESID OZ T.M. 44A-218 DINAH G. KR451CH & JOHN E. KRASICH D6 925 PIG 1531 RVRESID © T.M_ 44A-213 ALLEN LEE LaFOLLETTE DIB 312 PG 173 RAIRESID ® T.M. 44A-214 DONALD LEE LICHUTER INST. No. 080013270 RAIRESID ® T M. 44–A-215 FRAN KY5EL4 /NST. No. 090004210 RAIRESID ® T.M. 44 A-2 i 6 BAKER B. TYSON & SH#RLEY P. TYSON DB 923 PG 583 RAIRESID ® T.M. 44–A-219 MICHAEL NELSON INST. No. 0180003007 RAIRESID ® T.M. 44–A-220 GARY BOHNENKAIIP #NST. No. 060008696 R,41RESLD ® T.M. 44 A-221 GEORGE O. TROVERS & A44RYLYN V. 7R4YERS DB 378 PG 656 RAIRESID ® TM, 44–A-222 ROGER A McGAfFTCK & MARY S Ak-GAFf7CK DB 482 PG 42 RAIRESID © T.M. 44A-223 DONALD L MILBURN & KIMBERLY M. MILBURN DB 765 PG 1554 Ra/RESID T m. 44–A-2-24 MITCHELL B. SMITH & PA77?=4 B. SMRH DIB 249 PG 182 RVAESID T.M. 44–A-225 STEVEN A LINK & DENNIS W. LINK /NST. No. 010017789 RA;/RESID FINAL SUBDIVISION PLAT ON THE LAND OF STEPHENSON ASSOCIA TES, L.C. p,LTH p�,Lj� TAX PARCEL 44-A-292 STONEWALL AWGISTERWL DISTRICT, FREDERICK COMM, WRGINW ERNES S y SCALE: NIA DATE: FEBRUARY 25, 2011 Ltc, p, 1637 GREENWAY ENGINEERING 151 Windy Hill Lane Engineers Winchester, Yraginia 22602 SURN Surveyors Telephone: (540) 662-4185 FAX.- (540) 722-9528 Founded in 1971 www.green wayeng.com 2760B SHEET 4 OF 9 KEY TD ADJOINING PROPERTY OWNERS rAX IDENnFIG47ION NO. CURRENT RFFFRFAICF- ZQNEIMSF O T.M. 44-A-226 JERRY M. WILLS & YVONNE WILLS INST. No. 040025803 R41REW ® T.M. 44A-228 SHAWN MICHAEL GORDON INST. No. 05000.5546 RAIRESID ® TM. 44-A-231 DONALD L ESTEP & HELEN L. ESTEP DB 785 PG 218 RV VACANT ® T.M. 44-A-229 DONALD L. ES'TEP 6' HELEN L. ESTEP DB 786 PG 218 RAIRESID O ® T.M. 44-A-23IB HARRY S FAUVER, JR. & JEAN= M. FAUVER D9 427 PG 335 RAIVACANT ® T.M. 44 A-230 STEPHEN K. HEPNER & HOLLY D. HEPNER DB 706 PG 786 R41RESID ® TM. 44A-231A HARRY S. FAUWR, JR. A': JEANETTE M. FAUVER DB 404 PG 199 R41VA04NT ® T.M. 44-A-232 STEPHEN K. HEPNER & HOLLY D. HEPNER DB 706 PG 786 RAIRESID O T.M. 44 A-233 STEPHEN K. HEPNER & HOLLY D. HEPNER DB 706 PG 786 R4/VACANT T.M. 44 A-234 ROME M. PEARSON INSr. No. 080003538 RVVACANT © TAI 44-A-2-T5 ROaWE AL PEARSON INST. NO. 080003538 RAIRESID T.M. 44 A-236 GERALD W. MERRRT & BETTY J. MERRIIT DB 388 PG 13 RA,/RES/D ® T.M. 44-A-286 .DIMES D. KINE,% ET ALS INST. NO. 000012262 R41VACANr ® T.M. 44-A-287 JAMES D. KINES, ET ALS INST: No. 000012262 RAIVAC.ANr ® TM. 44-A-288 WAYNE E. WALTERS DB 323 PG 430 RAIRESID ® T.M. 44-A-289 ELSIE A. LOEFTHOUSE INST. NO. 020004624 WREBID ® T.M. 44-A-291 BEVERLY B. WEBB INST. No. 090003467 R 1RESID 400 O 400 GRAPHIC SCALE (IN FEET) FINAL SUBDIVISION PLAT ON THE LAND OF S TEPHENSON A SSOCIA TES, L.C. ALTx of yf� TAX PARCEL 44-A-2492 STONEWALL WGISTERW DISTRICT, FREDERICK COUNTK WRGIN14 a SCALE: N/A I DATE: FEBRUARY 25, 2011 Lic. N0. 1837 GREENWAY ENGINEERING r 4. 151 Windy HillLane Engineers Winchester, T/uginia 22602 SUR Surveyors Telephone. (540) 662-4185 FAX (540) 722-9528 Founded in 1971 www_greenwayeng.com 27608 SHEET 5 OF 9 LINE TABLE LINE BEARING DISTANCE UNE BEARING DISTANCE Ll S 48'38'44- E 100.10' L38 N 46'1438" E 130.82' L2 S 48'1750" E 300.13' L39 N 35'15'01" E 161.85' L3 S 48'15'44' E 250.10' L40 N 5433 26" E 243.90' L4 S 50'02'51" E 310.10' L41 N 27'30'38- E 210.87' ' L5 S 28'5922" W 7.03' L42 N 21-05-37- W 289.66' L6 S 47'50'14" E 98.27' L43 S 66'12'33" W 124.87' L7 S 43'2654" W 19.15' L44 S 80'5738" W 134.23' L8 S 47'08'06" E 100.00' L45 N 80'20'59" E 159.00' L9 S 47'05'57' E 100.84' L46 S 6334 22" E 79.12' LIQ S 43'2627" W 4.45' L47 N 6557'50" E 137.31' L l l S 49 08'33 E 100.10' L48 N 24-06-16- W 93.82' L 12 S 49'08'55' E 99.29' L49 N 24'06'16` W 213.72' L 13 S 49'02'24' E 97.64' L50 N 06'28'31' E 77.31' L 14 S 4921 21' E 200.12' L51 N 28'52'50' W 164.95' L 15 S 49'17'34" E 218.63' L52 N 34'43'42" W 331.65' L 16 S 494849' E 300.37' L53 N 32'52 31' W 201.35' L 17 S 493621' E 99.48' L54 S 64'33'56- W 322.70' L 18 S 49'11'07' E 215.79' L55 N 78'06'37" W 330.80' L 19 N 45'18'31' E 137.79' L56 S 88'40'09" W 173.71' L20 N 45'16'06" E 318.27' L57 S 86'31'31" E 37.00' L21 S 34'05'06' E 162.64' L58 S 75'0731" E 300.00' L22 S 55'34'34" W 318.15' L59 S 71 2331" E 51.40' L23 S 34'00'54" E 200.00' L60 N 18'06 29' E 290.62' L24 S 30'04'05" E 103.73 rL61 S 71'43'04' E 200.86' L25 S 30'3357' E 103.67' L62 S 18'21'2 1' W 295.22' L26 S 24 24 39" E 192.01' L63 S 73'5539' E 100.10' L27 N 5624'04- E 304.10' L64 S 742224' E 203.52' L28 S 055544" E 9.85' L65 S 71'4808' E 140.35' L29 S 08'57'25" W 53.08' L66 S 72'26'10" E 195.98' L30 S 58'55'05" W 360.79' L67 S 57'03'44" E 64.70' L31 N 59'09'25" W 374.22' L66 S 554446' E 104.50' L32 S 16'56'40' W 279.59' L69 S 40'4952' W 200.00' L33 S 25'46'33' E 140.06' L70 S 55'4446' E 201.33' L34 S 36'36'28' W 98.99' L71 S 455257- E 30.78' L35 S 47'11'19' E 234.13L72 S 40'00'02' W 321.23' L36 S 44'08'59' W 290.08' L73 S 463357' E 112.00' L37 N 37'42'53' W 363.19' L74 N 43'26'03' E 31.9.21' L75 S 46'08'17" E 171.32' CURVE TABLE CURVE RADIUS DELTA ANGLE ARC LENGTH TANGENT CHORD BEARING CHORD LENGTH Cl 615.11' 05 03'50' 54.36' 27.20' S 08'27'39" E 54.35' C2 573.13' 14'53'09' 148.90' 74.87' S 01 30'50' W 148.48' C3 95500' 042224" 72.90' 36.47' N 24'5138" W 72.88' C4 1555.00' 0733 51" 20-5.29- 102.80' N 30'49 45" W 205.14 FINAL SUBDIVISION PLAT ON THE LAND OF S TEPHENSON A SSOC/A TES, L.C. Q,I,'rx of°rte TAX PARCEL 44-A-292 STONEWALL WGISTERIAL DISTRICT, FREDERICK COUNTY, VIRGINIA SCALE: NIA DATE: FEBRUARY 25. 2011 Li C. 837 GREENWAY ENGINEERING 151 Windy Hill Lane Engineers Winchester, Vuginia 22602 ry SURv�' e3' Telephone: (540) 662-4185 PAX.- (540) 722-9528 Founded m 1971 www.greenwayeng.com 27608 SHEET 6 OF 9 ACCESS EASEMENT LINE TABLE LINE BEARING DISTANCE ELI N 19'3,3'41- E 18.92' ACCESS EASEMENT CURIeFE TARL CURVE I RADIUS I DELTA ANGLE ARC LENGTH TANGENT I CHORD BEARING CHORD LENGTH IjA EC1 1 68.00' 1 238'57'16' 283.60' 1 120.30' 1 S W 80'05'03' W 118.40' WWI' ' c Sio C> c, o N O �N z� TOWN ROAD �z OLD CHARLER/W S p8 432 FG 55 VA ROUE 761 VAR"LE WIDTH 61 o Lr�o E- 0© H / O O C D r `� S L65 xp �o.o a LSoo '�59 / 4s/ T.M. 44-A-136A ZONE. 84 RESIDUE OF ao T.M. 44-A-292 0 r- NORWOOD T. OIRGARK. ET UX 41 44.0000 AC DB 537 PG 709 ZONE. RA USE RESID. r.y ACCESS EASEMENT w HEREBY GRANTED z (SEE DETAIL A) o�o N 73'12;r5?1t T.M. 44-A-,31 0 782,80 T.M. 44 A-293 STEPHENSON ASSOCIATES LC 190.4120 AC. TOTAL INST. No. 030005766 156.6023 AC. EAST PARCEL (SEE /NST. NO. 040011938) ZONE. RA USE AGRI � SNOWDEN BRIDGE BLVD. APPROXIMATE LOCATION OF INST f 070006356 NATURAL GAS PIPELINE VAR14BLE WIDTH R/W SHENANDOAH GAS CO. EASEMENT DB 235 PG 269 (UNSPECIFIED WIDTH) DETAIL A SNOWDEN BRIDGE = 200, SECTION 1 1 INST.I 070006358 AccEss G1% POND�-� EL 1 � EASEMENT / HEREBY GRANTED O L55 73-12'52 W 1.56 782.80' 400 O 400 N 88'40'09� E 63.39' GRAPHIC SCALE (IN FEET) FINAL SUBDIVISION PLAT ON THE LAND OF STEPHENSON A SSOCIA TES, L.C. LTH TAX PARCEL 44—A-2492 STONEWALL MAGISTERIAL DISTRICT, FREDERICK COUNTY, WRGINIA a SCALE: I" = 400 DATE: FEBRUARY 25, 2011 L.ic. 1837 lot\ GREENWAY ENGINEERING 151 Windy Hill Lane •�� Engineers Winchester, Virginia 22602 SI7R�' Surveyors Telephone: (540) 662-4185 FfIX.• (540) 722-9528 [Founded in 1971 www.greenwayeng.com 2760B SHEET 7 OF 9 G 04,0 �O TpWC- NA ��, 13 � o o �'� Ro N RO z Qui FRES ' 761 AD © 0 0�0- CS/p R/I 30 LLB7 4 R L.66 0�0 0v 0U Q �+.O RESIDUE OF ' T.M. 44—A-292 ' 0-7,--00 44.0000 AC •� W cc Lw �s� �� f3*o�• F o �o I o�0 40 o`er " (s 04 �o INTERMITTENT k1\ r STREAMS rn r L46 / T.M. 44—A-292,A 122.2656 ACRES W z 6rO � o z 1'1?'$ INTERMITTENT o` STREAMS C O Ex. 20' &WITARY o SEWER ESMT. INST.;f 070004495 DWELLING I 1NTERMITTENT 11 STREAMS o T.M. 44—A-293 190.4120 AC. TOTAL / 156.6023 AC. EAST PARCEL POND O 4 v� 7 2' W •a �s SNOWDEN BRIDGE BLVD. INST.�V 070006356 0 VARABLE WIDTH R/W 400 0 400 GRAPHIC SCALE (IN FEET) FINAL SUBDIVISION PLAT ON THE LAND OF S TEPHENSON A SSOCIA TES, L.C. Lis TAX PARCEL 44-A-292 STONEWALL "4GISMUM DISTRICT, FREDERICK COUNTY, MWNL4 WUR 9 SCALE: I' = 400' 1 DATE: FEBRUARY 25, 2011 LIC. o. 1837 GREENWAY ENGINEERING 151 Td'indy HillLane �O Engineers Winchester, 7/uginia 22602 su Surveyors Telephone: (540) 662-4185 FAX_- (540) 722-9528 L-=d in 1971 www.green3vayeng.com 27608 SHEET 8 0F 9 Y J,! U w v.� d oo� i-/ SS 6 �J o w �o , O W [�° JR4 QD o 4.i� ` .o' ZEE I 7S 0 0-sl 0 o Cl ® oc28 INTERMITTENT T.M. 44-A-2924 o -2924 �o STREAM 122.2656 ACRES G�SO �^ 2 C2 0 9 EX. 20' SANITARY SEWER ESMT. INST.,f 070004495 ,^ W N 62-01 X56' w-----A- w 772'29 INTERMITTENT J+ N N STREAM TM. 44-A-293 /P> p 0 �0 190.4120 AC. TOTAL Tom,' ►�` !�Qry'41Q 7 156.6023 AC. EAST PARCEL �i! Q4 �•y� p- 733.83' � N _ o_ � '�• O ' r T.M. 44-A-294A GREG D.W. AITKEN, ET UX INST. NO. 020008453 ZONE. 84/82 USE. COMM./VACANT INT-RMI7TE STREAM 400 O 400 GRAPHIC SCALE (IN FEET) FINAL SUBDIVISION PLAT ON THE LAND OF S TEPHENSON A SSOCIA TES, L.C. �,ALTH of yf� TAX PARCEL 44-A-292 STONEWAU A44GISTERW DISTRICT, FREDERICK COUNTY, VIRGINIA � ST ili y SCALE: 1A = Woj I DATE: FEBRUARY 25, 2011 Li C. N16. 1 37 GREENWAY ENGINEERING 151 Windy Hill Lane ~� �O Engineers Winchester, Vrxginia 22602 SURF Surveyors Telephone: (540) 662-4185 FfIX.• (540) 722-9528 Founded in 1971 www.greenwayeng corn 27608 SHEET 9 OF 9 METES AND BOUNDS DESCRIPTION TAX PARCEL 44-A-31B o Stonewall Magisterial District, Frederick County, Virginia Being a portion of the land conveyed to Stephenson Associates, L.C. by deed dated March 19, 2003 of record in the Frederick county Circuit Court Clerk's Office as Instrument No. 030005765. Tax Parcel 44-A-31B is shown on a plat of subdivision prepared by Greenway Engineering entitled "Final Subdivision Plat on the Land of Stephenson Associates, L.C.,Tax Parcel 44-A-31 A, Stonewall Magisterial District, Frederick County, Virginia"dated February 25, 2011 and approved by the Frederick County Subdivision Administrator on March 11, 2011, and is more particularly bounded as follows: Beginning at a corner to Tax Parcel 44-A-293 as described by deed and plat of boundary line adjustment dated December 7, 2006 and recorded as Instrument No. 070005227, also being a point in the easterly right-of-way line of Snowden Bridge Boulevard; thence departing the right-of-way tine of Snowden Bridge Boulevard and with Tax Parcel 44-A-293 the following seven courses: S 76049'53" E—689.02'; thence N 80015'57" E— 781.80'; thence S 0958'06" E—785.82'; thence S 8311'00" E —97.30'; thence S 22'01'01" E —225.34'; thence S 07039'10" E --240.50'; thence S 49°04'53" E —207.04' to a point in the line of Tax Parcel 44-A-31 A as shown on the aforementioned subdivision plat; thence with Tax Parcel 44-A-3IA the following twelve courses: S 41038'30" W — 251.44'; thence N 32°48'56" W — 119.03'; thence N 2945'26" E— 131.76'; thence N 19035'06" W —394.80'; thence N 29019'12" W — 185.29'; thence N 51 53'53" W —354.22'; thence N 1030'50" W — 140.00'; thence S 7929'10" W —365.17'; thence S 55057'14" W —67.62'; thence S 7929'10" W—209.41'; thence S 15°51'27" E— 159.53'; thence N 5706'19" W —884.37' to a point in the aforementioned right-of-way line of Snowden Bridge Boulevard; thence with the right-of-way line of Snowden Bridge Boulevard the following three courses: N 1310'07" E— 70.28'; thence N 08°35'41" E— 25.08'; thence N 1310'07" E— 204.93' to the point of beginning, Containing ............_...............................-........__._............................................... 18.9534 Acres. (2--�V)t 6J t - , METES AND BOUNDS DESCRIPTION TAX PARCEL 44-A-292A Stonewall Magisterial District, Frederick County,Virginia ' + Being a portion of the land conveyed to Stephenson Associates, L-C. by deed dated March 19, 2003 of record in the Frederick county Circuit Court Clerk's Office as Instrument No. 030005766. Tax Parcel p 44-A-292A is shown on a plat of subdivision prepared by Greenway Engineering entitled "Final Subdivision Plat on the Land of Stephenson Associates, L.C.,Tax Parcel 44-A-292, Stonewall tv Magisterial District, Frederick County, Virginia" dated February 25, 2011 and approved by the N Frederick County Subdivision Administrator on March 11, 2011, and is more particularly bounded as follows: Beginning at a corner to Tax Parcel 44-A-292 as shown on the aforementioned subdivision plat, also being a corner to Actress I. Goller; thence with Goller S 4838'44" E - 100.10' to a corner to Rodney L_ Affleck; thence with Affleck, then William C. Jones, Jr., et ux, and then Richard R. Knupp, et ux S 4817'50" E -300.13' to a corner to Jack L. Hayes; thence with Hayes and then Dinah G. Krasich, et vir S 48015'44" E - 250.10'; thence continuing with Krasich S 5002'51" E - 310.10' to a point in a line of Michael Nelson; thence with Nelson for the following two courses: S 2859'22" W-7.03% thence S 4750'14" E - 98.27' to a point in a line of Gary Bohnenkamp; thence with Bohnenkamp for the following two courses: S 43026'54" W - 19.15'; thence S 47008'06" E - 100.00' to a corner to George O_ Travers, et ux; thence with Travers S 4705'57" E - 100.84' to a point in a line of Roger A. McGaffick, et ux; thence with McGaffick for the following two courses: S 4326'27" W - 4.45'; thence S 4908'33" E - 100.10' to a corner to Donald L. Milburn, et ux; thence with Milburn S 4908'55" E - 99.29' to a corner to Mitchell B. Smith, et ux; thence with Smith S 4902'24" E -97.64' to a corner to Steven A. Link, et al; thence with Link and then Jerry M. Wills, et ux S 4921'21" E -200.12' to a corner to Shawn Michael Gordon; thence with Gordon S 4917'34" E - 218.63' to a corner to Donald L. Estep, et ux; thence with Estep and then Harry S. Fauver, Jr., et ux S 4948'49" E -300.37' to a corner to Stephen K. Hepner, et ux; thence with Hepner for the following three courses: S 4938'21" E -99.48'; thence S 4911'07" E - 215.79'; thence N 4518'31" E - 137.79' to a corner to Robbie M. Pearson; thence with Pearson and then Gerald W. Merritt, et ux h L L),t l S 3400'54" E -400.41' to a corner to Gerald W. Merrit, et ux; thence continuing with Merritt N 4516'06" E - 318.27' to a point in the centerline of Jordan Springs Road (Va. Secondary Route 664); thence with the centerline of said road S 3405'06" E - 162.64' to a point; thence departing said road centerline and with James D. Kines, et al Ur'-' for the following two courses: ' S 5534'34" W—318.15; thence S 3400'54" E - 200.00' to a corner to Wayne E. Walters; thence with Walters ry C_J S 30004'05" E - 103.73' to a corner to Elsie A. Lofthouse; thence with Lofthouse S 3033'57" E - 103.67' to a corner to Beverly B_ Webb; thence with Webb for the following two courses: S 24°24'39" E - 192.01'; thence N 5624'04" E -304.10' to a point on curve in the centerline of Jordan Springs Road (Va. Secondary Route 664); thence with the centerline of said road for the following four courses: 54.36' along the arc of a curve to the right having a radius of 615.11', a central angle of 0503'50" and a chord of 54.35' which bears S 08°27'39" E to a point of tangency; thence S 0555'44" E - 9.85' to a point of curvature; thence 148.90' along the arc of a curve to the right having a radius of 573.13', a central angle of 14°53'09" and a chord of 148.48' which bears S 01'30'50" W to a point of tangency; thence S 0857'25" W —53.08' to a corner to Tax Parcel 44-A-293 as described by deed and plat of boundary line adjustment dated December 7, 2006 and recorded as Instrument No. 070005227; thence departing said road centerline and with Tax Parcel 44-A-293 for the following twenty--eight courses: S 58°55'05" W -360.79'; thence N 59009'25" W -374.22'; thence N 62001'56" W - 583.30'; thence N 75058'14" W - 772.29'; thence S 16°56'40" W - 279.59'; thence S 2546'33" E - 140.06'; thence S 3636'28" W - 98.99'; thence S 47'11'19" E -234.13'; thence S 4408'59" W - 290.08';thence N 4711'19" W - 665.51'; thence N 8244'12" W - 733.83'; thence N 3742'53" W -363.19'; thence N 46014'38" E - 130.82'; thence N 3515'01" E - 161.85'; thence N 54033'26" E - 243.90'; thence N 2730'38" E - 210.87'; thence 'L7 N 2105'37" W - 289.66'; thence N 29°33'15" W - 1082.20'; thence p S 6612'33" W - 124.87'; thence ry S 77028'59" W - 595.24'; thence S 80°57'38" W - 134.23' a point on curve; thence 72.90' along the arc of a curve to the left having a radius of 955.00', a central angle of 0422'24" and a chord of 72.88' which bears N 24°51'38" W to a point of compound curvature; thence 205.29' along the arc of a curve to the left having a radius of 1,555.00', a central angle of 07°33'51" and a chord of 205.14' which bears N 3049'45" W to the end of said curve; thence N 8020'59" E - 159.00'; thence N 6632'09" E - 583.68'; thence S 6334'22" E - 79.12'; thence N 6557'50" E - 137.31'; thence N 24006'16" W—93.82' to a corner of the aforementioned Tax Parcel 44-A-292; thence with Tax Parcel 44-A-292 for the following two courses: N 5451'04" E —608.19'; thence S 4838'44" E —474.01' to the point of beginning, Containing .......................................................................................................... 122.2656 Acres. VIRGIMA:FREDERICK COUNTy.SCT. This instrument of writing was produced to rite on ----C—)l- C)—I[ at /: 51 2M _ and with certificate aekno),Vledgement thereto annexed was admitted to record.Tax imposed by See.58.1-802 of s4,663.,6 and 58.I-801 have been paid,if assessable. Clerk w 0 A 0 0 2 3 THIS DEED, made and dated this 15 day of October, 2004, by and between STEPHENSON ASSOCIATES, L.C., a Virginia limited liability company, hereinafter referred to as GRANTOR, and 13ROOKFIELD STEPHENSON VILLAGE, L.L.C., a Virginia limited liability company, hereinafter referred to as GRANTEE, with an address of 8500 Executive Park Avenue, Suite 300, Fairfax, Virginia 2203 1. WITNESSETH : That for and in consideration of the sum of Ten and 00/100 Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Grantor does hereby grant, bargain, convey and sell, with General Warranty and English Covenants of Title, unto the Grantee, in fee simple, together with all rights, rights of way, privileges, improvements thereon and appurtenances thereto belonging, all of the following described property: ALL of that certain tract or parcel of land, with all improvements thereon, together with all appurtenances thereunto belonging, lying and being situate in the Stonewall Magisterial District, Frederick County, Virginia rcontaining approximately 206.49 acres, as more particularly described in the Adjusted Tax Parcel 44-A-293, attached hereto as Exhibit A. J AND BEING a portion of the property conveyed to Stephenson Associates, L.C., a Virginia limited liability company, by Deed dated March 19, 2003, recorded in the Clerk's Office of Frederick County as Instrument No. 030005766. C Reference is hereby made to the aforesaid document and deed and the references contained therein for a further and more particular description of the property conveyed herein. This conveyance is made subject to all legally enforceable restrictive covenants and easements of record affecting the aforesaid property. E '21 C, FILE# --S�VoLrQ� Vr, 2L,82 CONSIDERATIOU•LuAN AIA()U14T TAX MAP/ACCT# 0,ckz> A L+Q- - pt-Q-q 144 _,a -a133 4c.- A-3 C-0 The Grantor does hereby covenant that it has the right to convey to the Grantee; that the Grantee shall have quiet and peaceable possession of the said property, free from all liens and encumbrances; and it will grant such further assurances of title as may be requisite. WITNESS the following signature and seal: STEPHENSON ASSOCIATES, L.C. Its:- 44 44 A �- COMMONWEALTH OF�VI G IA AT LARGE -/COUNTY OF � i�/� , to-wit: The foregoing instrument was acknowledged before me this day of i� 2004 by of STEPHENSON ASSOCIATES, L.C., a Virginia firyited liability company/ S u Notary Public My Commission expires: b �� = �'•_ r ..pClxl. 2 w tv EXHIBIT A ADJUSTED TAX PARCEL 44-A-293 Beginning at(93) a point in the center of Jordan Springs Road(Va_ Secondary Route 664), about 0.73 mile southeast of the intersection with Old Charles Town Road(Va. Secondary Route 761), comer to Greig D. W. Aitken, et ux; thence with Aitken for the following five courses: S 5815505" W, passing over a'/2" iron rebar found at 18.99' and continuing, 1,177.22' in all to(94) a '/z" iron rebar found;thence N 43025'08" W-291.00' to (95) a set stone found; thence S 43002'25" W -822.79' to (96) a corner fence post in concrete; thence N 40020'51" W-813.15' to (97) a set stone found;thence S 41038'30" W—897.32' to (98) a '/2" iron rebar& cap set, corner to Adjusted Tax Parcel 44-A-3IA described herein; thence along new division lines through the land of Stephenson Associates, L.C. and with Adjusted Tax Parcel 44-A-31 A for the following eighteen courses: N 49004'53" W- 207.04' to (99) a ''/2" iron rebar& cap set; thence N 07039'10" W-240.50' to (100) a %2" iron rebar& cap set; thence N 22001'01" W- 225.34' to (101) a '/z" iron rebar& cap set; thence N 83011'00" W- 97.30' to (102) a %2" iron rebar& cap set; thence N 09058'06" W- 795.82' to (103) a '/Z" iron rebar& cap set; thence S 80015'57" W- 779.74' to (104) a '/s" iron rebar& cap set; thence N 76049'53" W-686.99' to (105) a %z" iron rebar& cap set; thence N 131110'07" E -378.32' to (106) a 1/2" iron rebar& cap set at the point of curvature of a curve to the right; thence 434.95' along the are of said curve, having a radius of 945.00' and a chord bearing N 26'21'14" E for a distance of 431.121, to (107) a '/2" iron rebar& cap set at the end of said curve; thence N 50027'38" W- 110.00' to (108) a '/z" iron rebar& cap set at a point on curve; thence 806.67' along the arc of a curve to the left, having a radius of 845.00' and a chord bearing N 12011'28" E for a distance of 776.38', to (109) a '/z" iron rebar& cap set at the end of said curve; thence S 74050'35" W- 220.00' to (110) a '/z" iron rebar& cap set;thence S 02025'12" W- 234.45' to (111) a '/2" iron rebar& cap set; thence N 67055140" W-383.95' to (112) a lfz" iron rebar& cap set; thence S 21044145" W- 279.88' to (113) a %i" iron rebar& cap set; thence N 7025'50" W- 196.99' to (114) a '/z" iron rebar& cap set; thence S 20047140" W -566.93' to (115) a '/z" iron rebar& cap set;thence N 6403223" W- 522.23' to (116) a %2" iron rebar found, corner to Judith McCann Slaughter; thence with Slaughter N 63053'23" W-681.99' to(117) a 1/2" iron rebar &. cap found, corner to other land of Stephenson Associates, L-C. (Tax Parcel 44-A-31); thence with said other land for the following five courses: EXHIBIT A 40, N 20027105" E - 659.32' to (118) a 1/z" iron rebar& cap found; thence 0 N 21039137" E -376.59' to (119) a '/z" iron rebar& cap found; thence W cJa N 21031102" E - 561.64' to (120) a /2" iron rebar& cap found; thence N 26035'10" E -610.00' to(12 1) a '/z" iron rebar & cap found; thence N 33034'15" E - 117.39' to (122) a %2" iron rebar& cap found in a line of Norwood T. O'Roark, et ux; thence with O'Roark S 47041'53" E -33.08' to (88) a set stone found, corner to Adjusted Tax Parcel 44-A-292 described herein; thence along new division lines through the land of Stephenson Associates, L.C. and with Adjusted Tax Parcel 44-A-292 for the following thirty-six courses: S 73012'52" E -782.80' to (87) a %2" iron rebar& cap set; thence N 88040109" E- 173.71' to (86) a 'h" iron rebar&cap set; thence S 19033'41" W-319.03' to (85) a 1/z" iron rebar& cap set; thence S 65026139" E -372.22' to (84) a '/2" iron rebar& cap set; thence S 23009120" E - 193.32' to (83) a 1/2" iron rebar& cap set; thence N 66037110" E - 659.77' to (82) a 1/2" iron rebar& cap set; thence S 28052'50" E - 164.95' to (81) a 1/2" iron rebar& cap set; thence S 06028'31" W- 77.31' to (80) a '/z" iron rebar&cap set; thence S 24006116" E -307.54' to (79) a %2" iron rebar& cap set; thence S 65057'50" W- 137.31' to (78) a 1/2" iron rebar& cap set;thence N 63034'22" W- 79.12' to (77) a '/2" iron rebar&cap set; thence S 66032'09" W - 583.68' to (76) a 1/2" iron rebar& cap set; thence S 80020'59" W— 159.00' to (75) a 1/2" iron rebar& cap set at a point on curve; thence 205.29' along the are of a curve to the right, having a radius of 1,555.00'and a chord bearing S 30049'45" E for a distance of 205.14', to (74) a Y2" iron rebar& cap set at a point of compound curvature of another curve to the right; thence 72.90' along the arc of said curve, having a radius of 955.00'and a chord bearing S 24051'38" E for a distance of 72.881, to (73) a 1/2" iron rebar& cap set at the end of said curve; thence N 80057138" E— 134.23' to (72) a 1/2" iron rebar& cap set; thence N 77028'59" E -595.24' to (71) a 1/2" iron rebar& cap set; thence N 66012'33" E— 124.87' to (70) a 1/2" iron rebar& cap set; thence S 29033'15" E- 1082.20' to (69) a 1/z" iron rebar& cap set; thence S 21005'37" E -289.66' to (68) a %2" iron rebar& cap set; thence S 27030'38" W- 210.87' to (67) a %2" iron rebar& cap set; thence S 54033'26" W- 243.90' to (66) a %2" iron rebar& cap set; thence EXHIBIT A S 35015101" W- 161.85' to (65) a t/z" iron rebar 8r. cap set; thence Q W S 4614138" W- 130.82' to (64) a '/z" iron rebar& cap set; thence S 37042'53" E -363.19' to (63) a '/z" iron rebar& cap set; thence S 8244'12" E -733.83' to (62) a '/z" iron rebar& cap set; thence S 47011'19" E - 665.51' to (61) a t/z" iron rebar& cap set; thence N 44008'59" E - 290.08' to (60) a t/z" iron rebar& cap set; thence N 47011'19" W - 234.13' to (59) a ''/z" iron rebar& cap set; thence N 36°36'28" E - 98.99' to (58) a t/Z" iron rebar& cap set; thence N 25046'33" W- 140.06' to (57) a '/z" iron rebar& cap set; thence N 1656'40" E - 279.59' to (56) a t/2" iron rebar& cap set; thence S 75058'14" E - 772.29' to (55) a '/z" iron rebar&cap set; thence S 6201'56" E - 583.30' to (54) a %z" iron rebar& cap set; thence S 59009'25" E -374.22' to (53) a '/z" iron rebar&cap set; thence N 5855105" E, passing over a '/2" iron rebar& cap set at 341.20' and continuing, 360.79' in all to (52) a point in the center of Jordan Springs Road(Va. Secondary Route 661); thence with the center of said road for the following two courses: S 0857'25" W -49.64' to (123) the point of curvature of a curve to the left; thence 15.48' along the arc of said curve, having a radius of 550.00' and a chord bearing S 0809'01" W for a distance of 15.48', to (93) the beginning. Containing ...................................................................................... 206.4900 Acres. ................... Surveyed .......................................................I............................................... October 6, 2004. VIRUINIA:FREDERICK COUNTY,SCT. This instrument of writing was produced to me on 10- 9-mat ,3= 1 -P-/14 . an.E with certificate of.tcknowledgem nt thereto annexed was agdmittudd tto rKcord.T i,uposcd by Sec. 58.1-1302 of IOL �-Vv and 58.1-801 hi-ve been paid,if ass—able ^ ,t 230011221 DEED THIS DEED made this J STday of . ni 2023, by and between STEPHENSON VILLAGE H LLC, a Delaware limited liability company, formerly known of record as SNOWDEN II LLC, a Delaware limited liability company (the "Grantor"); and SNOWDEN BRIDGE HOLDINGS, L.L.C., a Delaware limited liability company, (the "Grantee"). WITNESSETH: THAT, for and in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration, the receipt of which is hereby acknowledged, Grantor does hereby sell, bargain,grant and convey,in fee simple with SPECIAL WARRANTY of title,unto Grantee,the following described real property located in Frederick County,Virginia(the"Property"): ALL that certain parcel of real estate in Stonewall Magisterial District, Frederick County,Virginia,being RESIDUE OF T.M.44-A-31A,CONTAINING 318.4798 ACRES, MORE OR LESS, as shown on that certain plat entitled "Final Subdivision Plat, Stephenson Village 1I, Section AA-113, Frederick County, Virginia"dated August 23,2023,prepared by Greenway Engineering as attached to and recorded with that certain Deed of Dedication,Subdivision,Easement and Conveyance recorded in the Office of the Clerk of the Circuit Court of Frederick County,Virginia,as Instrument No.230009757. and Lots 2201 through 2281 and Lots 2286 through 2295, inclusive, Section 22, Stephenson Village II, as duly dedicated, platted and recorded by Deed of Dedication, Subdivision, Easement and Conveyance recorded as Instrument No. 230009753 among the aforesaid land records. and Lots 2282 through 2285, inclusive, Section 22, Stephenson Village II, as duly dedicated, platted and recorded by Deed of Boundary Line Adjustment recorded as Instrument No.230010793 among the aforesaid land records. UNDERWRITER: Commonwealth Land Title Insurance Company Grantee address: 3201 Jermantown Road,Suite 150 Prepared by: Vincent A.Tramonte,II,Esq. VSB4: 08136 Fairfax,Virginia 22030 Tramonte,Yeonas,Roberts&Keegan PLLC Return to: Premier Title,Inc. Consideration: $24 00, 0.00 8245 Boone Blvd.,Suite 410 Assessed Value: S 00 Vienna,V 22182(TD) Tax Map No.: 44-A-31A Sj� l This Deed is tax-exempt pursuant to VA Code See.58.1-811.A.10. 1 and Lots 1001 through 1110, inclusive, Lot 1607, Lots 1671 through 1674, inclusive, Section AA-IA,Stephenson Village Il,as duly dedicated,platted and recorded by Deed of Dedication, Subdivision, Easement and Conveyance recorded in Instrument No.230009755 among the aforesaid land records. and Lots 1548 through 1585, inclusive, Section AA-IB, Stephenson Village II, as duly dedicated, platted and recorded by Deed of Dedication, Subdivision, Easement and Conveyance recorded in Instrument No. 230009757 among the aforesaid land records. AND BEING the same property conveyed to SNOWDEN Il LLC, a Delaware limited liability company, by virtue of a Deed, dated December 22, 2021 and recorded December 22, 2021 in the Clerk's Office of the Circuit Court of Frederick County,Virginia as Instrument No.210021357. This conveyance is made expressly subject to easements,conditions,restrictions and rights- of-way of record contained in the instruments forming a chain of title to the Property. (SIGNATURE PAGE FOLLOWS) 2 WITNESS the following signatures and seals: STEPHENSON VILLAGE II LLC, a Delaware limited liability company By:Brookfield Washington,L.L.C. clawarc li ited liability company,its S e Member By; I (SEAL) Name: i Title: l STATE OF UI COUNTY/CITY OF FA I MA X ,to-wit: 1,the undersigned Notary Public,in and for the State and Count /Cityaforesaid,do hereby certify that R'16 U),uf 16 - as 11 71 �N of Brookfield Washington, L.L.C., a Delaware limited liability, the sole Member of STEPHENSON VILLAGE 11 LLC, a Delaware limited liability company, signed to the foregoing Deed, has personally appeared before me in my jurisdiction aforesaid, and acknowledged the same to be his act and deed on behalf of the company. GIVEN under my hand and seal this 2, day of 0LZ 2023. EAL) Notary Public r s.e;Arsaerc,,,.f My Commission Expires: 311 Z ,Y° 01D S�''oo�W Notary Registration Number: 3Z ;0 • ra a a INSTRUMENT 230011221 RECORDED IN THE CLERK'S OFFICE OF °eo ti'• vIN�;�:�'�VO�` FREDERICK CIRCUIT COURT ON 3 saA��gR4�p R0�Sao DECEMBER 22, 2023 AT 09:23 AM REBECCA P. HOGAN, CLERK RECORDED BY: MLS Frederick Home Frederick County Virginia LIFE ar 7-HE rop Pay/Lookup Taxes Payment Home Personal Property Real Estate Dog Tags Pay Parking Violation Pay FOIA Charges Other Payments ShoppingCart(0) Pin Options Change Email Real Estate Ticket Detail Previous 2023 REAL ESTATE Dept/Ticket# RE2023/391120002 Frequency 2 Supplement# 0 Name STEPHENSON VILLAGE II LLC Map# 44 A 31A Account# 8029941 Name 2 Bill Date 04/15/2023 Acreage 386.240 Address 3201 JERMANTOWN RD STE 150 Due Date 12/05/2023 Improvements $0.00 FAIRFAXVA Desc 386.24ACRES Land Value $3,283,000.00 Land Use $0.00 Zip 22030 2875 Minerals $0.00 Penalty Paid $0.00 Interest Paid $0.00 Last Transaction Date 12/06/2023 Current Payment Status I Original Bill Payments Principal Balance Due Penalty Interest Balance Due $8,371.65 ($8,371.65) $0.00 $0.00 $0.00 $0.00 Transaction History Date Type Transaction# Amount Balance 4/15/2023 Charge 0 58,371.65 58,371.65 12/6/2023 Principal Paid 12541 ($8,371.65) $0.00 Previous Frederick Home Frederick County Virginia LIFE ar 7-HE rop Pay/Lookup Taxes Payment Home Personal Property Real Estate Dog Tags Pay Parking Violation Pay FOIA Charges Other Payments ShoppingCart(0) Pin Options Change Email Real Estate Ticket Detail Previous 2023 REAL ESTATE Dept/Ticket# RE2023/45280002 Frequency 2 Supplement# 0 Name BROOKFIELD STEPHENSON VILLAG Map# 44 A 31 B Account# 8048281 Name 2 Bill Date 04/15/2023 Acreage 7.260 Address 3201 JERMANTOWN RD STE 150 Due Date 12/05/2023 Improvements $0.00 FAIRFAXVA Desc 7.26ACRES Land Value $138,800.00 Land Use $0.00 Zip 22030 2875 Minerals $0.00 Penalty Paid $0.00 Interest Paid $0.00 Last Transaction Date 12/06/2023 Current Payment Status I Original Bill Payments Principal Balance Due Penalty Interest Balance Due $353.94 ($353.94) $0.00 $0.00 $0.00 $0.00 Transaction History Date Type Transaction# Amount Balance 4/15/2023 Charge 0 5353.94 $353.94 12/6/2023 Principal Paid 12541 ($353.94) $0.00 Previous Frederick Home Frederick County Virginia LIFE ar 7-HE rop Pay/Lookup Taxes Payment Home Personal Property Real Estate Dog Tags Pay Parking Violation Pay FOIA Charges Other Payments ShoppingCart(0) Pin Options Change Email Real Estate Ticket Detail Previous 2023 REAL ESTATE Dept/Ticket# RE2023/45300002 Frequency 2 Supplement# 0 Name BROOKFIELD STEPHENSON VILLAG Map# 44 A 293 Account# 8009168 Name 2 Bill Date 04/15/2023 Acreage 4.720 Address 3201 JERMANTOWN RD STE 150 Due Date 12/05/2023 Improvements $0.00 FAI RFAX VA Desc 4.72 ACRES Land Value $96,800.00 Land Use $0.00 Zip 22030 2875 Minerals $0.00 Penalty Paid $0.00 Interest Paid $0.00 Last Transaction Date 12/06/2023 Current Payment Status I Original Bill Payments Principal Balance Due Penalty Interest Balance Due $246.84 ($246.84) $0.00 $0.00 $0.00 $0.00 Transaction History Date Type Transaction# Amount Balance 4/15/2023 Charge 0 5246.84 $246.84 12/6/2023 Principal Paid 12541 ($246.84) $0.00 Previous The Economic and Fiscal Impacts of Snowden Bridge on Frederick County, Virginia By Stephen S. Fuller, Ph.D. University Professor Emeritus Founding Director of the Stephen S. Fuller Institute George Mason University Arlington, Virginia Prepared for Brookfield Properties Fairfax, Virginia May 2023 The Economic and Fiscal Impacts of Snowden Bridge on Frederick County, Virginia Executive Summary Snowden Bridge is a 2,465-unit, 795-acre master-planned residential community being developed in Stephenson (Frederick County), Virginia. Snowden Bridge's first phase includes 1,233 housing units. It began construction in 2007 and likely will be built out in 2023. It includes 676 single-family detached homes, 557 townhomes, and amenities including a pool and clubhouse and 10,000 square foot private day care center. The plan for Snowden Bridge also provides for a 20-acre school site on which the county constructed an elementary school for 500 students that opened in 2020 and 24-acre were set aside for a regional park that has yet to be developed by the county. Snowden Bridge's Phase 2 is the focus of this economic and fiscal impact analysis. It will consist of a mix of 1,232 housing units to include both single-family attached and detached units as well as housing designed for and restricted to active adults in a private gated community with its own pool, clubhouse, and recreational facilities. Additionally, Phase 2 will include 250,000 square feet of commercial space for retail and office uses. Amenities will include a pool and fitness center for use by residents of both Phases 1 and 2. While the focus of the analyses presented herein are on Phase 2 of Snowden Bridge, the report will also present the economic and fiscal impact analyses of Phase 1 as it approaches completion for comparative purposes. Inputs to the project review process by Frederick County are the economic and fiscal impacts of proposed residential community to establish how its development would contribute to the current and future benefit of the county. Economic impacts include the income stream and jobs that will be generated during the construction period of Snowden Bridge and the annual flows of income and jobs that will be supported following the completion of construction and occupancy of its new housing units. Fiscal impact analysis has the objective of determining what the fiscal consequences of new residential land uses might be before project approval—will these be a burden to the county's budget and existing taxpayers, generating more demand on county-funded services (county expenditures) than the off-setting revenues it would generate, or will the proposed project be a fiscal asset to the county, generating more revenues than expenditure demand on the county once the project is completed and fully operational? The Economic Impacts of Snowden Bridge on Frederick Countv The analyses presented in this report confirm that the development of both phases of Snowden Bridge would generate significant positive economic impacts during their extended construction periods and would continue to generate important economic benefits for Frederick County on an annual basis over its life span due to the local spending at retail and consumer service establishments by the 2,465 new 1 households attracted to Frederick County to reside in this new residential community. These economic impacts are summarized in Table 1. With an aggregate hard cost and soft cost multiplier of 1.5435, the total direct outlays of$769.4 million (all dollar values are for 2023) for the full development of Snowden Bridge, Phase 1 and Phase 2 as proposed including site development and on-site infrastructure, soft and hard costs for all buildings, and landscaping and amenities, would contribute $1.188 billion to Frederick County's economy over the full construction period. These direct outlays would support a total of 5,319.3 full- time, year-round equivalent jobs worldwide, and generate $307.3 million in new personal earnings accruing to an estimated 3,457.5 workers residing within Frederick County. Table 1 Summary of the Economic and Fiscal Impacts of Snowden Bridge, Phase I and Phase 2, on Frederick County (economic impacts in millions of 2023$s, fiscal impacts in 2022$s) Economic Impacts' Direct Total Personal Total Jobs Outlays Output Earnings Supported Phase 1 Construction Outlays' $323.0 $499.3 $128.8 2,228.7 Post-Construction3 $57.3 $81.6 $20.5 490.7 Phase 2 Construction Outlays' $446.4 $688.3 $178.5 3,090.6 Post-Construction3 $47.2 $66.8 $17.0 384.3 Total Snowden Bridge Construction Outlays' $769.4 $1,187.6 $307.3 5,319.3 Post-Construction3 $104.5 $108.4 $37.5 875.0 Fiscal Impacts Revenues - Expenditures = Net Impact Phase 1 $3,800,841.30 - $5,991,975.40 = - $2,191,134.10 Phase 25 $4,955,575.20 - $3,654,823.90 = +$1,300,751.30 Source: calculations by author 'see Table 5b,page 11 for heading definitions. 'hard and soft costs including site development,infrastructure,buildings,landscaping,amenities. 3post-construction spending by builder for marketing and management during project closeout. 4annual resident spending potential for locally supplied retail goods and personal services. 5included both residential and commercial land uses. 2 Additional annual economic benefits will accrue to Frederick County with the completion of Snowden Bridge and many of these benefits will continue to recur annually. These economic benefits will be generated by Brookfield Properties' post- construction spending to market, sell, and maintain the community through close out and the new annual spending potential generated by the 2,465 households residing in Snowden Bridge; this annual spending potential for local retail goods and consumer services is estimated to total $49.0 million. This new annual local spending by Snowden Bridge residents, with an aggregate multiplier of 1.45, would contribute a total of $71.0 million to the county's economy annually and support a total of 472.4 full-time, year-round equivalent jobs, of which 307 jobs would be held by workers residing in Frederick County with annual personal earnings of $17.1 million. Total post-construction spending of $55.5 million for marketing, sales and management at Snowden Bridge for both phases over their respective closeout periods that extend throughout both construction phases to project completion. This spending will contribute a total of $77.4 million to the county's economy over this period, generate new local labor income of$20.4 million and support 402.6 full- time, year-round equivalent jobs locally and regionwide of which 261.7 would be held by Frederick County resident workers. Fiscal Impacts of Snowden Bridge on Frederick County The fiscal impact analysis presented herein found that had Phase 1 of Snowden Bridge been fully occupied in FY 2022 with 4,485 residents, including 446 student- age children, it would have generated a net fiscal cost totaling $2,191,134.10 or a fiscal cost of$488.55 per capita. This compares to a fiscal cost of$668.21 per capita for existing county residents. The fiscal impact analysis for Phase 2 of Snowden Bridge as proposed found that had it been fully developed and occupied, its 2,895 residents, including 182 school- age children, it would have generated a net fiscal cost of$881,388.20 or a per capita fiscal cost of $304.45. However, when combined with the fiscal benefit of $2,182,139.24 of Phase 2's 250,000 square feet of commercial development, the land uses proposed for Phase 2 generate an overall net fiscal benefit of $1,300,751.24 or$326.08 for each resident and each job housed on site. The answer to the central fiscal question,would the residential and commercial uses proposed for Phase 2 of Snowden Bridge generate a fiscal burden or a benefit to the Frederick County, is that the 1,232 single-family housing units and their 2,895 residents, including 182 school-age children and the proposed 250,000 square of commercial land use, combined would have generated a positive fiscal impact on the county in FY 2022. Had Phase 2 of Snowden Bridge existed and been fully occupied in FY 2022, it would have represented a net contribution of $1,300,751.30 to the Frederick County budget for an average fiscal benefit of $326.08 per resident and on-site job. 3 The Economic and Fiscal Impacts of Snowden Bridge on Frederick County, Virginia Introduction The objective of the economic and fiscal analyses reported herein is to calculate the impacts of Phase 2 of the Snowden Bridge, a master-planned residential community being developed in Stephenson (Frederick County), Virginia. As proposed, Phase 2 will consist of a mix of 1,232 housing units to include both single-family attached and detached units as well as housing designed for and restricted to active adults in a private gated community with a pool, clubhouse, and recreational facilities. Additionally, Snowden 2 will include 250,000 square feet of commercial space for retail and office uses. Amenities for Snowden 2's non-active adult units will include a pool and fitness center that will be designed to serve Snowden Bridge's residents in both Phases 1 and 2. Phase 1 of Snowden Bridge includes 1,233 housing units and began construction in 2007 and likely will be built out in 2023, with 676 single-family detached homes, 557 townhomes, and amenities including a pool and clubhouse and 10,000 square foot private day care center. The plan for Snowden Bridge also provides for a 20- acre school site on which the county constructed an elementary school for 500 students that opened in 2020 and 24-acres were set aside for a regional park that has yet to be developed by the county. While the focus of the analyses presented herein are on Snowden Bridge's Phase 2, for comparative purposes this report will also present the economic and fiscal impact analyses of Phase 1 as it approaches completion. The results of these economic and fiscal impact analyses will provide important information to public sector professionals and decision-makers regarding the magnitudes of economic benefits and fiscal impacts that will be generated by the development of Snowden Bridge's Phase 2. The Economic and Fiscal Impacts of Residential and Non-Residential Land Uses on Frederick County The impact of Snowden Bridge's Phase 2 on Frederick County's economy is based on the sources of these economic flows and the timing of when these would occur. These economic impacts are grouped as follows: (1) Construction-phase benefits that include soft and hard costs for all buildings and infrastructure, site development, and related expenditures resulting from the development of Phase 2 and the impacts these will have on the Frederick County's gross county product (GCP) or its total output, the new personal earnings generated to the benefit of workers residing in Frederick County, and the overall employment effects supported by this spending; and, 4 (2) Post-construction impacts that will be generated by the annual household spending potential of the 1,232 new households residing in Phase 2 and the post- construction expenditures associated with the marketing, sales and management of Phase 2 between completion of construction and project closeout. The values used in the economic impact analysis are expressed in 2023 dollars and reflect estimated construction and post-construction outlays, and sales data provided by Brookfield Properties. Multipliers used to calculate total output effects, personal earnings generated and jobs support by the direct expenditures associated with residential and non-residential construction and post-construction outlays are provided by the U.S. Bureau of Economic Analysis for Frederick County and reflect the most recently released values (March 2023). The fiscal impact analysis is based on the expenditure and revenue data presented in the most current Frederick County Comprehensive Annual Financial Report (CAFR). All data utilized in this fiscal analysis are for FY 2022, the most current and available at this time. The first step in this analysis is to divide the county's expenditures and revenues into those that serve or are generated by the residents of the county (its population) and those that are related to or generated by the county's non-residential functions, including tax exempt properties, with these being assigned to the workers (jobs) who work within the county regardless of place-of-residence. This assignment of expenditures (demands for county services) and revenues is expressed for the county's 121,609 residents (2022 U.S. Census estimate) on a per capita basis and for the county's non-residential functions based on its estimated 35,957 at-place jobs (2nd Quarter 2022, BLS) across all sectors (private and public) on a per employee basis. This analysis of the county's revenues in FY 2022, including all taxes, fees, permits, fines, user charges, and intergovernmental transfers, found that these were divided between residential and non-residential functions, respectively, on a 44.5% and 55.2% basis. An analysis of the county's expenditures (demand for services) for FY 2022 found that these were distributed between residential and non-residential functions, respectively, on an 90.3% and 9.7% basis. These differences in the percentage shares for revenues and expenditures between residential and non- residential land uses explain why, on average, Frederick County's existing residential uses generate a fiscal cost to the county and existing non-residential land uses generate a fiscal benefit to the county. As the county's operating expenditures include debt service outlays (and perhaps for other reasons), the county's revenues and expenditures were not initially balanced and required transfers and other adjustments to ultimately produce a balanced operating budget (in FY 2022 revenues exceeded expenditures; the budget ended the year with a surplus). Annual capital outlays are not included in this fiscal analysis as these vary from year to year. However, the payment of principal and interest on accumulated debt obligations are included in the operating budget and allocated in the fiscal impact analysis. The results of this countywide fiscal analysis are presented in Table 2. 5 Table 2 Fiscal Flows in Frederick County for Residential and Non-Residential Land Uses, FY 2022 (in 2022 dollars) Source Per capital Per Job' Expenditures: County-wide average $1,382.18 $499.69 Education Only 759.52 All Other Expenditures 622.66 Revenues: Countywide average $685.19 $2,856.95 Real Property 430.37 574.51 All Other Sources3 254.82 2,282.45 Net Fiscal Impact - $696.99 $2,357.26 Source: calculations by author 'the county's population in 2022 totaled 121,609 (U.S.Census estimate for 2022), includes the City of Winchester. 'the county's at-place employment in 2nd quarter 2022 totaled 35,957 (BLS). 3includes property tax,other local taxes and permits,charges for services,inter- governmental(state and federal)transfers and others. This analysis of the FY 2022 fiscal data found that on average each resident of Frederick County cost the county $1,382.18 for the services provided during FY 2022. This value represents the cost of making county-funded services available to all residents whether or not they used these services during the year. The largest single source of county expenditures, accounting for 55 percent, was for public education. While on a per capita basis this education cost (this is all assigned to the county's population as they are the direct beneficiaries of these services) was $759.66 per capita, for the 12,876 students enrolled in the county's public schools in 2022 the county's per student cost of education was $7,173.42. On average, during FY 2022 each resident of Frederick County generated revenues directly or indirectly (e.g., intergovernmental transfers) that totaled $685.19, with real property taxes accounting for $430.37 or 62.8 percent of this total. Subtracting expenditures from revenues yields a per capita annual deficit of $696.99; that is, each county resident cost the County$696.99 in FY 2022. On a per job basis in Frederick County, non-residential land uses generated revenues averaging $2,856.95; real estate taxes accounted for 20.1 percent of these non-residential revenues. In comparison, non-residential land uses cost the county $499.69 for services on a per (at-place) job basis while generating revenues of 6 $2,856.95 per job, resulting in a fiscal benefit of $2,357.26; that is, each job in the county resulted in a positive fiscal impact of $2,357.26. This fiscal benefit, in effect, offsets the fiscal cost generated by the county's residential uses (and tax-exempt properties), as measured on a per capita basis. Snowden Bridge: Land Use, Population and Jobs The Snowden Bridge consists of two phases: Phase 1 includes 1,233 single-family housing units (detached and townhouse) and Phase 2 is planned to include 1,232 housing units: 236 single-family detached and 256 townhouse units, 740 active adult (age restricted) units, and 250,000 square feet of commercial space for retail and office uses plus supporting amenities. The estimated construction costs of Snowden Bridge—hard costs including site development, infrastructure, and amenities—are presented in Table 3. Table 3 Snowden Bridge: Land Use Profile (in millions of 2023 dollars) Unit Type Units Construction Hard Costs' Snowden 1 1,233 $302.153 Snowden 2 1,232 $393.760 Totals 2,465 Commercial 250,000 sf $23,000 Source: Brookfield Properties 'includes hard costs for all structures and infrastructure,site development costs and amenities but excludes soft costs,land value,taxes,insurance,permits and financing costs. The housing units planned for Phase 2 will accommodate a total of 2,895 residents at full occupancy, including 182 school-age children. Estimates for Phase 1 place its total built-out population at 4,485, including 446 school-age students. These new households will place demands on publicly funded services provided by Frederick County as well as generate revenues to the benefit of the county. Additionally, Snowden Bridge's new residents will support economic activity that will benefit Frederick County's local retail and consumer and professional services establishments. The population profile for Snowden Bridge shown by unit type in Table 4a. These household sizes are based on profiles associated with new housing in the county while school-age generation rates were provided by Frederick County. These student generation rates reflect countywide averages and are not specific to the unit sizes and values in Snowden Bridge. 7 Table 4a Snowden Bridge: Estimated Population and School-Age Children' Unit#/ Type Persons/ Total School-Age Unit Residents Children' Snowden 1 676 Single-family Detached 3.75 2,535 252 557 Single-family Attached 3_5 1.950 204 Totals: Snowden 1 3.64 4,485 446 Snowden 2 236 Single-family Detached 3.54 836 88 256 Single-family Attached 2.87 734 94 300 Active Adult (2100 so 1.85 555 0 440 Active Adult (1900 so 1.75 770 0 Totals: Snowden 2 2.35 2,895 182 Totals: Snowden Bridge 2.81 7,380 628 Sources: Frederick County Student Generation, County Planning; author 'resident population and households based on 100%occupancy. 'based on Frederick County countywide calculations irrespective of unit sizes. The plan for Phase 2 provides for 250,000 square feet of commercial land uses. At the time of the initial development plan was formulated and approved there was little commercial space available designed to support the new market demands of Snowden Bridge's new households. Over the construction period of Phase 1 some of these market demands have been fulfilled by the development of new commercial services elsewhere in the county. With changing markets for retail and office users, the mix of commercial users that would occupy the proposed 250,000 square feet of commercial space planned for Phase 2 can only be generalized at this time as outlined in Table 4b. Table 4b Snowden Bridge, Phase 2: Estimated On-Site Employment Non-Residential' Square Feet/Job Total Jobs Retail @ .25 = 62,500sf 475 132 Office @ .75 = 187,000sf 195 962 Total = 250,000sf 1,094 Sources: Brookfield Properties,author 'illustrative mix of commercial uses that could include medical, personal services,educational,non-profit,specialized retail and full range of local-serving and non-local serving office uses. 8 The Economic Impact of Snowden Bridge on Frederick County The economic impacts of Snowden Bridge are measured by the magnitude of direct expenditures generated by (1) the construction of its structures and supporting infrastructure and amenities including site development and infrastructure, soft and hard costs, landscaping and amenities, and (2) the builder's operating outlays for marketing, sale, and management during the project's close-out phases and the annual post-construction spending of its households for goods and services in local business establishments. The multipliers, provided by the Bureau of Economic Analysis, RIMS II, for residential and non-residential construction and site development spending and related soft costs, and local spending for retail and consumer services spending by the 2,465 new households residing in Phases 1 and 2 of Snowden Bridge and the builder's post-construction outlays for marketing, sales, and management in Frederick County are used to calculate the full economic impacts of this direct spending. These impacts are presented in Table 5a for both phases of Snowden Bridge and the economic impacts for each phase are presented independently in Table 5b. The economic impacts show that the projected total outlays of$769.4 million for the full development of Phases 1 and 2 of Snowden Bridge will generate $1.19 billion in total contribution to Frederick County's Gross County Product (GCP) during the full construction period, reflecting a total output multiplier of 1.5435. This direct construction spending will also generate new personal earnings (labor income) totaling $307.3 million that would support a total of 5,319.3 full-time, year-round equivalent jobs locally as well as throughout the Commonwealth and beyond, over the full construction period of which an estimated 3,457.5 or 65 percent of these workers (full-time,year-round equivalent) would be residents of Frederick County. Snowden Bridge will continue to generate economic benefits following the completion of construction. These benefits will include outlays by the builder for marketing, sales and project management during the project close-out period and annual market potential for locally provided retail goods and personal services from the new spending by Snowden Bridge's 2,465 new households. Post-construction outlays by the builder would total $55.5 million. With a multiplier of 1.395, these outlays would generate a total of $77.4 million to the county's economy during the post-construction periods. This spending would generate $20.4 million in new personal earnings accruing to an estimated 261.7 workers (full-time, year-round jobs) residing in Frederick County and support a total of 402.6 full-time, year-round equivalent jobs across the broader economy. 9 Table 5a The Economic Impacts of Snowden Bridge Phases 1 and 2 on Frederick County (in millions of 2023 dollars) Sources by Direct Total Personal Jobs Parcel Outlays Output' Earningsz Supported3 Construction Outlays Hard Costs* $725.91 $1,121.13 $281.00 4,966.5 Soft Costs** 43.50 66.46 26.31 352.8 Totals $769.41 $1,187.59 $307.31 5,319.3 Post-Construction Post-Construction*** $55.50 $77.42 $20.38 402.6 Resident Spending**** 48.95 71.01 17.12 472.4 Totals $104.45 $148.43 $37.50 875.0 See Table 5b for footnotes. The spending by Snowden Bridge's residents in the county's economy will have important economic benefits that often are overlooked. The magnitude of residential economic benefits is determined by their income levels with an estimated 24 percent of this household income, on average, being spent on locally provided retail goods and consumer services. These economic benefits generated by Snowden Bridge's new residents will recur annually and continue contributing to the county's economic vitality by supporting local businesses and the local workforce over the long term. The annual impact of this new household spending on Frederick County's economy is presented in Table 5a for the sum total of both Phase 1 and Phase 2 and in Table 5b that presents the economic impacts of each Phase independently. Based the weighted average household incomes of Snowden Bridge's residents (in 2023 dollars), these new households represent new market potential totaling $49.0 million annually for Frederick County's retail and consumer service businesses and have an overall $71.01 million annual impact on the county's economy reflecting a multiplier of 1.45. This new spending will generate $17.12 million in new personal earnings (labor income) to the benefit of an estimated 307.1 workers residing in Frederick County and support a total of 472.4local, regional, and national jobs (full- time, year-round equivalent) annually across multiple sectors including retail trade and consumer and business services, health care, restaurants and recreational services, and local government. 10 Table 5b The Economic Impacts of Snowden Bridge By Phase on Frederick County (in millions of 2023 dollars) Sources by Direct Total Personal Jobs Parcel Outlays Output' Earningsz Supported3 Snowden 1 Construction Outlays Hard Costs* $302.15 $467.52 $116.21 2,060.0 Soft Costs** 20.80 31.78 12.58 168.7 Totals $322.95 $499.30 $128.79 2,228.7 Post-Construction Post-Construction*** $25.900 $36.13 $9.51 187.9 Resident Spending**** 31.372 45.51 10.97 302.8 Totals $57.272 $81.64 $20.48 490.7 Snowden 2 Construction Outlays Residential Hard Costs* $393.76 $609.26 $151.44 2,684.5 Soft Costs** 22.70 34.68 13.73 184.1 Commercial*** 30.00 44.35 13.35 222.0 Totals $446.46 $688.29 $178.52 3,090.6 Post-Construction Post-Construction**** $29.60 $41.29 $10.87 214.7 Resident Spending***** $17.58 25.50 6.15 169.6 Totals $47.18 $66.79 $17.02 384.3 Sources: Brookfield Properties; Bureau of Economic Analysis, RIMS II; author *hard costs,site development and infrastructure excluding land cost. **soft costs-legal,A&E,consultants,project management; excludes fees,financial costs, and insurance. ***combined soft and hard costs ****total post-construction spending by builder including marketing,sales and management. *****local retail spending by residential households based on 24%of total household income being available to spend locally for retail goods and consumer services. 'the total value of goods and services generated directly and indirectly because of construction spending,annual operating outlays,and local spending in the Frederick County economy. Zthe additional earnings generated within the Frederick County economy accruing to workers residing in the county from outlays for construction and subsequent post- construction outlays and resident spending. 3the total full-time,year-round equivalent jobs supported locally and elsewhere by the spending and re-spending of direct expenditures for construction and post-construction. 11 The Fiscal Impact of Snowden Bridge on Frederick County The framework for the fiscal impact analysis of Snowden Bridge is provided by the per capita and per employee fiscal impacts calculated for Frederick County based on its FY 2022 comprehensive annual financial report (CAFR), as summarized on Table 2. These per capita averages for the county's expenditures and revenues provide the basis for calculating the fiscal impact of Snowden Bridge's housing mix, number residents and estimated school-age children. The results of the fiscal impact analysis are presented for each phase of Snowden Bridge separately in Table 6. There are three key drivers of Snowden Bridge's fiscal impact: (1) the number of residents residing in the 2,465 housing units proposed for Snowden Bridge-1,233 units in Phase 1 and 1,232 units in Phase 2—when completed and fully occupied, including an estimated 446 school-age children in Phase 1 and 182 school-age children in Phase 2, who are in residence and attending county public schools thereby placing demands (real and potential) on the county's budget; (2) the number of on-site jobs to be housed in the 250,000 square feet of commercial space delivered in Phase 2; and, (3) the county's taxes and related revenues that are generated by the residents residing at Snowden Bridge and the 250,000 square feet of commercial space including their projected real estate tax revenues reflecting the full value of its 2,465 new homes and the market value of the commercial space reflecting the amenities and other qualities of a planned community. The fiscal impact analysis for Snowden Bridge's Phase 2, both the planned 1,232 residential units and 250,000 square feet of commercial uses, found it would have generated a net positive fiscal impact of $1,300,751.24 on the Frederick County FY 2022 budget had these housing units and commercial space existed and been fully occupied during that fiscal year. Phase 2's residential units would have generated a negative fiscal impact of $881,388.20 or -$304.45 per capita while Phase 2's proposed commercial uses would generated a positive fiscal impact of $2,182,139.44 or +$1,994.64 per on-site job. Combined, Phase 2's residential and commercial land uses would have generated a per capita/per job positive fiscal impact of+$326.08. in FY 2022 had Phase 2 been completed and fully occupied. 12 Table 6 Fiscal Impact of Snowden Bridge on Frederick County in FY 2022 (in 2022 dollars) Source Per capita Total Fiscal Impacts Fiscal Impacts Snowden 11 Expenditures $1,336.00 $5,991,975.40 Education 713.34 3,199,345.30 Other Expenditures 622.66 2,792,630.10 Revenues $847.45 $3,800,841.30 Real Estate 592.63 2,657,973.60 Other Sources 254.82 $1,142,867.70 Net Fiscal Impact - $488.55 - $2,191,134.10 Snowden 2-Residential? Expenditures $1,073.63 $3,108,163.10 Education 450.97 $1,305,562.40 Other Expenditures 622.66 1,802,600.70 Revenues $769.18 $2,226,774.90 Real Estate 514.36 $1,489,071.00 Other Sources 254.82 737,703.90 Net Fiscal Impact - $304.45 - $881,388.20 Snowden 2-Non-Reisdential3 Expenditures $499.69 $546,660.86 Revenues $2,494.33 $2,728,800.30 Real Estate 211.88 $231,800.00 Other Sources $2,282.45 $2,497,000.30 Net Fiscal Impact $1,994.64 $2,182,139.44 Snowden 2 Total Net Impact $326.08 $1,300,751.24 Source: calculations by author 'based on a resident population of 4,485,including 446 school-age children. 'based on a resident population of 2,895,including 182 school-age children. abased on 1,094 on-site jobs. Summary of Findings Snowden Bridge is a 2,465-unit, 795-acre master-planned residential community being developed in Stephenson in Frederick County, Virginia. As planned, it would offer a mix of single-family detached and attached housing units including 700 active adult units in a gated community and 250,000 square feet of commercial space in Phase 2. Because of its substsntial construction outlays extending over a lengthy timeframe and the new market potential of the 2,465 new households who would reside there, Snowden Bridge would generate significant economic impacts to the benefit of Frederick County. Snowden Bridge would continue to generate 13 important economic benefits for Frederick County on an annual basis over its life span resulting from the spending by its new residents at local retail and consumer service establishments. Additional important economic benefits would flow from post-construction spending during the project's closeout phase. These economic impacts are summarized in Table 7. With an aggregate construction multiplier of 1.5435, the total of $769.4 million in direct outlays (in 2023 dollars) for the construction of Phases 1 and 2 of Snowden Bridge, including site development and on-site infrastructure, soft and hard costs for 2,465 housing units and related community amenities, and landscaping and 250,000 square feet of commercial space in Phase 2, would contribute a total of$1.19 billion to Frederick County's economy, its gross county product, over Snowden Bridge's full construction period. Over the full construction period, these outlays would support a total of 5,319.3 full-time,year-round equivalent jobs locally, in the Commonwealth of Virginia and nationally while generating $307.3 million in new personal earnings—labor income—that would accrue to and support an estimated 3,457.5 workers residing within Frederick County. Post-construction outlays generated by Snowden Bridge will continue to benefit the county's economy. Over the post-construction periods for Phase 1 and Phase 2, an additional $55.5 million will be spent locally for the marketing, sales, and management of the project by its developer. This spending will contribute a total of $77.4 million to the county's economy, generate $20.4 million in personal earnings that would be realized by workers residing in the county and support a total of 402.6 full-time,year-round equivalent jobs. Snowden Bridge's 2,465 new households represent a significant source of new spending power in the county that will recur annually for the lifetime of Snowden Bridge. This new local spending potential would total $49.0 million annually (in 2023 dollars), contribute a total of $71.0 million to Frederick County's economy annually, support 472.4 full-time, year-round equivalent jobs with 307.1 of these jobs being held by worker residing within the county. Snowden Bridge's fiscal impacts were found to vary reflecting the mix of housing units in Phases 1 and 2 and commercial space planned for Phase 2. With 1,233 housing units in Phase 1 representing 4,485 new residents including 446 school-age children, the estimated demand for county-funded services in FY 2022 would have totaled $5,991,975.40, with education accounting for $3,1999,345.30 or 53.4 percent of these annual expenditures. With the revenues generated by the residents of Phase 1 totaling $3,800,841.30, the net negative fiscal impact of Phase 1 was shown to be $2,191,134.70. This fiscal cost on a per capita basis totaled $488.55 which is approximately 25 percent smaller than the per capita fiscal cost, $668.21, of the county's current residents. 14 Table 7 Summary of the Economic and Fiscal Impacts of Snowden Bridge, Phase I and Phase 2, on Frederick County (economic impacts in millions of 2023$s, fiscal impacts in 2022$s) Economic Impacts' Direct Total Personal Total Jobs Outlays Output Earnings Supported Phase 1 Construction Outlays' $323.0 $499.3 $128.8 2,228.7 Post-Construction3 $57.3 $81.6 $20.5 490.7 Phase 2 Construction Outlays' $446.4 $688.3 $178.5 3,090.6 Post-Construction3 $47.2 $66.8 $17.0 384.3 Total Snowden Bridge Construction Outlays' $769.4 $1,187.6 $307.3 5,319.3 Post-Construction3 $104.5 $108.4 $37.5 875.0 Fiscal Impacts Revenues - Expenditures = Net Impact Phase 1 $3,800,841.30 - $5,991,975.40 = - $2,191,134.10 Phase 25 $4,955,575.20 - $3,654,823.90 = +$1,300,751.30 Source: calculations by author 'see Table 5b,page 11 for heading definitions. 'hard and soft costs including site development,infrastructure,buildings,landscaping,amenities. 3post-construction spending by builder for marketing and management during project closeout. 4annual resident spending potential for locally supplied retail goods and personal services. 5included both residential and commercial land uses. Phase 2 of Snowden Bridge, as proposed with its 1,232 housing units including 700 active adult units, has (1) fewer residents in total than Phase 1 due to its smaller average household sizes and (2) fewer school-age children. Furthermore, Phase 2 includes 250,000 square feet of commercial land use that would generates significantly more revenues than it generates in expenditure demand to the benefit of the county's budget. Education expenditures attributable to Phase 2 represent only 35.7 percent of Phase 2's total county-based expenditures, well below Phase 1's 53.4 percent. The real estate tax value of Phase 2 housing units is higher than for Phase 1 housing units due to it reflecting higher construction and development costs; Phase 1 was constructed between 2007 and 2023 thereby reflecting lower costs and valuations. The combined fiscal impacts for the residential and 15 commercial uses proposed for Snowden Bridge's Phase 2, if Phase 2 had been completed and fully occupied in FY 2022,would have been positive $1,300,751.30. The answer to the central fiscal question, would the residential uses proposed for Snowden Bridge's Phase 2 generate a burden or a benefit to the Frederick County budget, is that its mix of 1,232 single-family housing units and their 2,895 residents, including 182 school-age children, would have generated a positive fiscal impact on the county. Had Snowden Bridge's Phase 2 been built out and been fully occupied in FY 2022, it would have represented a net benefit of $1,300,751.30 to the Frederick County budget. Appendix: Measuring Fiscal Impacts Frederick County's FY 2022 Comprehensive Annual Financial Report provides the basis for the fiscal impact analysis as its audited expenditures and revenues provide the best available information on the distribution of public services and their beneficiaries and the sources of Frederick County's revenues. Fiscal data cannot be accurately projected into the future as both the future patterns of public service demands and the levels of revenues are subject to annual change: as the population grows and its spending patterns change, as the economy slows down or accelerates, as levels of local public services vary, and as the magnitudes of intergovernmental transfers change. Given these uncertainties, the best practice for assessing fiscal impact is to insert an existing or proposed project into the most recent budget year (FY 2022) and calculate the budgetary impact it would have had had it existed and been fully occupied, contributing revenues and placing demands on public services like those of other residents and businesses in Frederick County during that year. This analysis distinguishes between the revenues and expenditure demands place on the Frederick County budget by its residents and by its non-residential functions; that is, its business activities (including tax-exempt properties) and their employment base. This allocation of fiscal flows between residents and non- residential functions (as expressed on a per capita and per employee basis) assigns revenues and expenditures as averages although it is recognized that some residents and some businesses demand more services from the county than other residents and businesses and, similarly, some residents generate more revenues than others as do some businesses, while others may be largely exempt from taxes (e.g., county-owned properties, churches). Still, calculating the average per capita cost of providing services to the county's residents and its businesses (on a per employee basis) and the per capita revenues generated by residents and businesses (on a per employee basis) permits the actual (or potential) fiscal impact of any project—existing or proposed—to be measured using Frederick County's current expenditure and revenue structure. Most importantly, this analysis will show is that not all residential projects will have the same fiscal impact. It will show whether these fiscal impacts are positive or negative as well as the magnitudes of these fiscal impacts. Where specific revenue and expenditure determinations for a project cannot be differentiated from the 16 countywide averages (e.g., cost of General Government), these countywide averages can be used in the equation. But where a specific expenditures or revenue flows can be estimated for the proposed mix of land uses and especially for residential structures (e.g., real estate tax revenues, public school per student costs), these can be substituted for countywide average costs per capita or per job to reflect the differences between a specific project's land use mix and quality of construction and other residential and commercial properties in Frederick County. The results of this fiscal analysis will provide public officials a definitive answer to the question: will the proposed project and its proposed mix of residential and commercial uses be a fiscal asset or a fiscal burden to Frederick County? Several underlying assumptions are reflected in the calibration and application of this fiscal model. The principal assumption is that all residents and workers working within the county have access to the public services provided and funded by the county and therefore their allocated share of the related costs of providing these services should be considered the average cost (per capita or per job) and not be based on actual demand. The provision of these services as and when needed supports using average costs or expenditure demand. For proposed projects, the expenditure demand placed on the county's annual operating budget will be determined by multiplying the average (per capita or per job) costs by the number of residents proposed to live in the project based on average household sizes for the types and tenure type of the units existing or proposed for the project. School-age children generation rates developed by Frederick County are utilized in the absence of an actual count of school-age children living in a similarly designed and located project even through these rates would be expected to vary depending on the size and number of bedrooms and the value of the proposed units. Estimates for real estate tax revenues generated by the proposed project are based on the market value of the finished building including all land development, infrastructure, and tenant improvements (market value). This full value basis is used for the assessed value in calculating the real estate tax revenue that would be generated from the new land use. The fiscal impact analysis of proposed projects assumes 100 percent occupancy of residences. This provides the worst-case fiscal impact result; that is, the fiscal impact results are based on the greatest potential demand for publicly funded services. 17