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HomeMy WebLinkAbout02-14 Comments (4)Members* Chris Collins 'ccollins @fcva.US Gary A. Lofton gary@garylofton:org -' .Gene E. Fisher, gfisfer @visuallink:com -'Richard Shickle rshickle @gmail.com ,Robert Hess rhess @feva.us Robert W. Wells (robertwells946 @comcast:net) . robertwells946 @comcast.net z 1 ;Pam` D"eeter To;; Charles: S. DeHaven '(cde haven @cr'osslink.net) Subject: Heritage,Common. o'd'(esecond comments! letter) .Good afternoon; I, have attached a letter from, Caridic& Perkins, responding to t:he'revised proffer f6r,Herita,ge. Commons rezoning. If you have any questiohs, please contact,Candice:, ;Pam. D_eeter Frederick;Cdunty Planning Dept: 107.N., Kent'Street, Suite 202 Winchester, VA 22601 540- 665 - 565'1. 1 Pam Deeter From: Mail Delivery System <MAILER'- DAEMON @co.frederick:va.us> To: . - cdehaVen@crdsslink-.net. Sent: Tuesday, September,23, 20143OO PM Subject: Relayed` Heritage Commons .Project (second comments letter) Delivery to these recipients or groips'is complete, but no delivery notificafion .,was sent by=the destination server: cdehaven @crosslink.net Subject:.Heritage Commons Project.(second. comments letter) Pam °Diieter From: MAILER- DAEMON @admin nni.com ` - o: cdehaven @crosslink.net " Sent: Tuesday; September 23; 2014 3:00 PM Subject: Delivered'. Heritage. Commons Project (seco.nd comments letter) Your message _has been delivered to the - following recipients: cdehaven @cros "slink.net Subject: Heritage Commons Project (second, comments letter) 1 Pam Deeter To: Chris Collins;.Gary' Lofton, (gary @garylofton.org) Subject: Heritage Commons Project (second comment letter) Attachments: SK,MBT_PLAN14092,M330.pdf Good afternoon, I have attached a letter'from Candice =Perkins re'spondi'ng to the revised proffer'statementIor Heritage Commons rezoning. If you have any questions, please contact Candice. Pam Deeter Frederick County Planning Dept. 107 N. Kent Street, Suite 202 Winchester; VA 22601 540 =66575651 i 1 Pam Deeter From: Microsoft Outlook . 101 Chris Collins Sent: Tuesday, September 23; 2014 3:14 PM Subject:, Delivered: Heritage Commons Project (second comment letter) Yo,ur.message has ' b :eenAe.livered'tothe,following recipients: Chris-Collins (-t-tqllins@ftvg.us) <mailto ccollins @fcva.us> Subject. Heritage Commons Project (second comment letter) 1 4 From, Mail Deliveiy System < MAILER - DAEMON: @co:frederiek:aa.us> To: gary @garylofton ..org 4. Sent: Tuesday September 23, 2014 3 14 Plvl Subject:' Relayed Heritage Commons Project (second comment; letter) pelivery to these recipients or groups' is,complefe,, but no delivery notificatiomwas sent'by the destination server:, gary@karylofton or ' Subject,. Heritage Commons Project (second commepf`letter) Pam Deeter To Gary Lofton ( ga,ry, @`garylofton!orgj;,Ric'hard C: S.hickle;(rshickle @gmail.com) `Subject: Heritage .Commons; Project (Second` comment letter) Attachments SKMBT PLA,N14092313330.pdf Good' afternoon, I have attached 6' letter from Candice Perkins resppndiLn Ad the revi'sed'profferstatement for Heritage Commons rezoning. ,If`you hav&any questions, please ;contact ";Candice. r PamlDeeterj rrederick "Courity;Planni'ng Dept, 107'N. Kent Street; Su'ite:2Q2 1Ninchester, \( 22601 540 = 665 -565'1 Pam C eeter Subj Robert W N/el{s (robertvvells946 " @,comcast nett'; Robert' Hess, (rh "ess@co.ftoderick.va.us), ect:. Heritage Commons=Pro�ect'(second comment`le'tter)' Attk ments: SK.M,6T_PL-gN14o92313330.pdf Good.afteehoon„ ..: . I have attached:a letter from. Can dice Fe'rKin "s, responding to: the' revised; pro ffe r, fafdr6nt for Heritage Commons rezoning. If`yoo have 'any questions, prlease�contact Candice. ;Pam Deeter Frederick County P, lannirg pept. 1071N. Kent Stree-t,;Suite202 Winchester; VA.22601 540- 665 -5651 .G t ,'Pam Deefier 'To: John Riley Subject: Heritage Commons Project (second comments letter) Attachments:: SW BT_PLAN 14092313330.pdlf Good afternoon,, I have attached a letter from Candice Perkins responding °to the revised proffer statement for Heritage Commons rezoning. I.f.you "have any questions; pl ,,easecontact Candice. Pam teeter Frederick County Pianning'Dept. 107,N. Kent Street, Suite 202 Winchester, VA 22601. ,540- 665 - 5651 1 Pam -Deeter From: Mail: Delivery System <' MAILER- DAEMON@co:frederick.va.us> To: ,gary@garyloftomorg; rshickle @gma_il.com. Sent: Tuesday September 23, 2014 3:18 PM Subject: Relayed: Heritage Commons Project (Second comment letter) Delivery to these recipients or groups`is completes but no delivery notification was sent by the destination server: ga ry' @ga rylofton.org rshickle @gmail.com Subject: Heritage Commons. Project (Second comment letter) 1 Pam DeeterF From:. Microsoft Outlook To: Robert Hess Sent:_ Tuesday; September 23; '2014,123 PM Subject: Delivered: Heritage Commons Project .(second comment letter) Your message has been deliJer'ed to the followingresipientss Robert Hess (chess @fcva.us) <mailto:rNe s' @fcva.us> Subject: Heritage Commons Project (second comment letter) E Pam .Deeter ;From: Mail. Delivery System �z MAILER- DAEMON @co:- freder.ick.Va.us> robe rfwe I Is946 @ co mcast. rief- Sent: Tuesday;, - September 23; 2014.1,23- PM S601eet: Relayed: Heritage Commons'Project (second comment letter) Delivery to these recipients or:groups is,corrplete but no del ivery'notification was`sent by the destination server: . robertwells946`@'comcast.net Subject. Heritage Commons Project (second, comment letter) I 1 Pam Deeter From: Microsoft Outlook To, John, Riley .Sent:-- Tuesday, September 231 2014 1,26 PIVI Subject: Delivered: Heritage Commons Project (second comments letter) Your message has. been delivered to the.fol.lowingnrecipients: John Riley (iriley @fcva.us) <mailto:iriley@'fcva' us> Subject: Heritage Commons Project. (second comments letter) 1 Pam Deeter Froft, John Riley To: Pam, Deeter 'Sent Tuesd.a,y, Sep"Iember 23; 20143:27 PM Subject: ;R6acl: Heritage Cb mirrions- Project (second comments letter) You-r message To: -John Riley :Subject: Heritage ..Commons Project (second comments letter) Sent- Tuesday,,, September 23, 20143:26x12 PM (UTC-65:00) Eastern Time (US,&,Canada) was, read on Tuesday, September. 23, 2014 . 126:51"1 PM (,UTC-05:00) Eastern Time (.US.& Canada). 1 Pam Dizeter, From; Robert Hess To: Paim Deeter Sent: Tuesday, September 23_2014 739 PM -ct: comment letter) Su.bjL Read: Heritage Commons Project (second comm Your messag e To: RobeM Hess Subject: Heritage Commons Pr QJ Ject (second comment,letter) Sent: Toesday,'S6ptember 23, 10,14 3:23:18 PM.,(UTC-05:00) Eastern Time .(QS:-& Canada) was read on Tuesday, September 23,-2614 7:35-21 PM (UTC-05:00) Eastern Time (US & Canada). I GY'• 4 'C OUNTS' of FREDERICK. - �, D `Pla 'Department d , nnmg_:and Development 540%665=5651 FAX; 540/665 -6395 1736 _ - . _ September.24., 2Q14-." = _ Mr. Thomas Moore, Lawson ^ Lawson.and..Silek, P.L 0. .,P.O.- Box-2740 y Winchester, Virginia :22604 Rezoning RE: _ #02 14 -of the Heritage Commons Pr..oject (former Russell 150) Property ;Identification °Number (PIN) • 63 -A- 150, 644­1o, 64442 Dear Mr Lawson: This letter contains my comments on the updated ,proffer;�statenieftf. for the above noted rezoning received ,in "this office qn 09/18/2014 at approximately. 4.;00 p.m.. ;and, with, a revision date Hof September 18; .2014. ' Thank you for the opportunity,,- to comment. -- Please. note. that .I am commenting . from.the transportation perspective; My comments are as f911ows _ 1. 'The version 1 received dido6i'ir itially have a"GDP' wh ch was referenccd:Jn tl e`proffers. However;.;a GDP (uricliarigedfromthe original) was 'received in our�office,on September. ' „ 23; 2014 and I will ;consider that as the. GDP• being referenced If for some - reason this, is . incorrect, I 7can modify. my comments; as needed.: - 2. Regarding the GDP;..as 1 noted at the .work session on :September: 3;: 20.14,: it, denotes, _. :- several entrances that. have not been .modeled or evaluated and should be removed from., _ _ , this graphic.- _ .Proposed entrances should stand. on :their own - merits relative io the prevailing VDOT'standards.for design and safety-as well as local - planning and should not -be proffered unl what is being.proffered s.more restrictive°than'thOvurrent: °standard.` 1- do not `have concern' with the updated general alignment that is shown'. . While residential units are capped', there is no .such, imitation of office; and commercial;. This , leads' me, to be concerned that this.. application may not be in compliance with Chapter 527. -•1' have'requested a determination on this from, VDOT: 'To avoid this issue; I would . recommend proffering; a, deVelopment• -.cap that would keep trip ' eneraflon in 'line. with what was considered'',at `the -previous .rezoning: The current narrative in- "the third- paragraph of 'section 4 does not accomplish 'this. Right'now that paragraph only seems to state. what, the author's interpretation :of-what .studies have .,said; and what the applicnnt''s engineer, has said; and doesn.'t really appear to proffer anything.. As such, it likely should not, be, in the _.proffer statement, 'but- would more. appropriately be - included: in another p,✓ ortion- ofithe: application. _ 107 'North Kent,Street, _Suite 202. • Winchester, Virginia 22601 -5000 Page! 2 Mr, Thomas Moore Lawson Re.- Rezoning'Heritage Commons September 24;'20'14- 4._ As noted on S'eptetnber 3, 2014 the proffer continues to lack the detail', 'assurances, -and performance triggers that were 'included -in 'the existing proffer.' The existing proffer is " very specific in "regards to Tevis Si ; Airport Rd, Warrior'Drive,,;and the'bridge over I-4.1. ~ This proposed proffer- relies instead on the GDP, which does not include an appropriate level of detail :and does not have, any performance triggers. While it is clean that the applicant' intends to enter into. agreement with the :County for revenue sharing,, there is no protection should the applicant and County be unable to come to terms. I would note °that the existing proffer package guarantees, the,- roads, details the roadways and performance triggers, and notes that the,roads will be built even. if'the CDA is unable to do 'so.. 5.. This proposed proffer has no mention of the currently proffered bridge over I -81,, 6. The roffered. ,.,000,00,0 in,fund p s toward the transportation system has. been :removed as previously:noted. on, September 3, 201=4. 7: .Paragraph l of section 4 continues to place the - County into'the position of agreeing that what is being proposed ;is substantially similar to what is 'already proffered. As noted -o.n .September 3, 2014, this is inappropriate. Thank you. for the opportunity to. comment; If I can``be of further assistance, please do hesitate to contact: me. Sincerely, -. o. A. Bishop, AICP Deputy'D'irector- Transp ion JAB/pd bcc: John,R. Riley-, Jr. Frederick County Board "of Supervisors. Pam Reefer To: Charles.S.,.DeHaven (cdehaven @crosslink.net)- . .,S, ubjpct* Heritage Commons (Transportation) Attachments: SKMBT, PLAN 14092414460.pdf Good afternoon I,have attached. a letter frorn'Mr. Bishop aodressing the transportation issues with the. Heritage-Commons proffer statement., If you have any'questions,; please contact. Mr. Bishop. Pam Deeter Frederick County Planning Dept... 107 N. Kent Street, Suite; 202 Winchester,, VA 22601 540 - 665 -5651 1. Pam Deeter From: Mail ,Delivery System, , < MAILER- DAEMON @co .-frederick.va.us -> To: ,cdehaven@crosslink.net Sent: Wednesday, September 24, 20143:50 PM Subject: Relayed:.Heritage Commons. (Transportation) Delivery to these recipients or groups is complete,. but no delivery notification was -sent by -the destination server: cdehaven @crosslink.net Subject: Heritage Commons (Transportation) 1 Pam Deeter To: Chris Collins; °Gary Lofton (gary @garylofton.org); Gene E. Fisher (gfisher. @visuallink.com) Rober l "W. Wells (robertwells946 9comcast.ne0; Robert Hess (r ess_ @co:frederick.va.us) Richard C. Shi'ckle (rshickle. @gmail.cdm) Subjects Heritage Commons.(Tra.nsportation) Attachments: SKM BT_PLAN 14092414460.pdf. Good afternoon, I have attached a letter from Mr. Bishop addressing the transportation issues with the Heritage Commons proffer statement: If'you have any questions,'please,contact Mr. Bishop. Pam Deeter Frederick County Planning Dept. 107 N., Kent;Street, Suite 202 = Winchester, VA 22601 540 - 665 -5651. 1 Pam Neter From: Microsoft Outlook, To: Robert: Hess Sent: Wednesday, September 24, 2014 3:54 PM Subject:- Delivered: Heritage Commons (Transportation) Your message has.been delivered to the; following,recipients: Robert Hess ( chess @fcva.us) <mailto:rhess @fcva.us> =Subject: Heritage Commons (Transportation) 1 Pam .Deeter From: Microsoff`Outlook To: Chris Collins Sent: Wednesday, September 24,2014 3:54 PM Subject: Delivered: Heritage Commons` (Transportation) Your message has.been delivered to,the following recipients: Chris'Collins (ccollins @fcva.us) <mailto:ccollins @fua.us> Subject: Heritage Commons (Transportation) 1 Pam Netee Feom Mail Delivery System.< MAILER DAEMON @co;frederick.va:us> To: robertwells946 @comcest .net ; .,rshickle, @gmail.com; gary@garylofton.org gfisher, @viisuallin_k.c.orh Sent: Wednesday, September 24,.2014 3:54. PM Subject: Relayed: Heritage Commons (Transportation), Delivery tor these recipients or groups is complete but,naclelivery'notification Was sent by the destination server: robertwel N94&Pcorncast: net r§hickle'@gmail.com fary @garylofton.or gfisher. @visuallink.com r Subject: Heritage Commons (Transportation) 1 Pam Deeter To: John Riley Subject:, Heritage Commons:(Transportation) Attachments: S KM BT_P.CAN 140924,14460 ;pcif' Good afternoon, I have attached 'a letter from. Mr. Bishop addressing, the. transportation: issues With the Heritage Commons�proffer statement. Ifyou have any questions, please contact. W. Bishop. Pam Deeter Frederick. County Planning Dept. 107-N. Kent Street, Suite 202' Winchester, VA 22601 5`40 -665` -5651 1 Pam Deeter From: Microsoft Outlook To John Riley Sent: Wednesday, September 24'2014 4:O0 . PIVI SUbjeet: Delivered: Heritage Commons (Transportation) Your message has been delivered to the fol low- ing:recipients John Riley (iriley @cva.us) <mailto:iriley. @fcva.us> _ Subject: Heritage Commons (Transportation') 1 Pam Deeter' From: Robert, Hess To: Pam Deeter Sent: Wednesday; September 24; 2014 5:21 PM Subject Read: Heritage Commons (Transportation) Your message To: Robert.Hess Subject: Heritage Commons (Transportation) _ Sent- Wednesday, September 24, 2014 3 :54:18 PM (OTC- 05:00) Eastern Time (US &.Canada') was read on Wednesday, September 24, 2014' 5:21:12 PM: (UTC= 05:00) Eastern Time (US & Canada). 1 Pam Deeter From: cdehavon@crosslihk,.net To ParA.Deeiter' Sent- Wednesday, Septembef,24,2014 7:12 PM Subject- ..Read:,He6tage Commons (Transportation) Your message To: Subject: Read: Heritage CornmOns-(Triansportati-6n) Sent,: Wednesday, SepteMbler 24,20174 7:0.7-."18 . M Eastern, Time (US & Canada) Was read on Wed nesday,,Se ptern ber 24;,,2014 7-.-11:46.PM (UTC-05,00) Eastern Tirne.(US & Canada). 1 LAWSON AND SjLEKq P.L.C. 126 EwrEkDwV , Surm-200 POST OFFICE Box'274.0 WiNowsAR, VA-22604 TELEPIJONE.:,,(,,�4Q) FACSIMILE: (540) 722-4051 TnoMAs MOORE 1AWSON - 171,AWSONna%SP1,CCOM .September 26, 2014 John A. Bishop, AICP Deputy :Director- Transportation. 'County ,,of 'Frederick Department of Plaiining arid. Development 1'07 North Kent Street,.Suite,202 Winchester, VA 226011 Re: Heritage Commons Rezoning Application Our rile No. 10550.001 VIA- E=MAJL AND HAND-DELIVERY i Dear John- - I am in receipt of your cornrnents� to the revised proffers dated September 1:8, 2014 relating to the dbbVe:- feferenced matter. 'In response to your numbered . comments received by letter dated September 24, 201.4,, Lproyide the following. 1. You are correct, the Generalized Development Plan ('QDP").has not been revised with the September 18; 2014 proffer-revisions. 2. With re 11 need gard,to, your comment about the entrances reflected, on the GDP, a to be,reminded that theroad and bridge network running g across not only the; Heritage Commons property, but also across the �,adjoining ,(Gjaize)' property is being conducted- as a joint project 'between . VDOT and Fredefick County with the Frederick County Engineer, having. the primary role but—not limited to, Ifie design arid of coordinating the work on the project,, including, 'engjppe I ri - ng. The, Applicant has intentionally engaged Pennoni & Associates to prepare, exhibits, ic ng such as, the GDP, because that engineering Erin: is the firm that has been selected by Frederick County and approved by VDOT to design and engineer the above- referenced road network. Any entrances I reflected iff the, GDP are, therefore', shared with. the design team working with Frederick I County and VDOT. To the .extent any further consid6ration of those entrances needs to. occur,, t I he Applicant I .1 I believes that is being, conducted . by t . he, Frederick County /VDOT design team as the work progresses; - Certainly, the Applicant will defer to that process with regard to the location of entranqe& Provided that there is reasonab-IP access to the Applicant's property. Likewise, the s I uggeAori that all entrances shown on the GDP should be removed, from- the graphic i -'s not appropriate.,Cfeafly the this s:roa:d network is notbrily,to -allow through traffic to and from the C-fty'of 'Winchester and Rt. 522, but also to access the Heritage Commons property- FROP4 ROVAL Amlms: P.O. BOX 602, FRONT ROYAL, VIRGINIA 22630, TELEPtIONE: (540)6359415 - FACSIMIU: ( 540) 635 - 9421•. E -MAIL: JSILFKra)1.1NV50NAND5ILEKCONI John A: Bishop,'DeputyDirector- Transportation September 26, 2014 'Page 2 3. The Applicant understands that Frederick County Deputy Director of Transportation is requesting. a determination from VI OT as to what; if anything, ought to be required by way of';furtl er traffic study. As soon as that. information has been provided from VDOT, we: assume that wilLbe forwarded to the Applicant. The Applicant does appreciatei the suggestion4hat there be a„developmentcap in order to ".._.keep trip.:generation : in line with what was considered at the previous rezoning." The 'Applicant; submits, however, that the development types and mix as submitted and included, in the rezoning application should be all that is required. The Applicant -has intentionally restricted residential unit development. to no greater tthan 1,200, but not, capped the commercial, which would include uses such as office and retail because those uses are very positive from a fiscal and iax,revenue perspective to Frederick _ County.,.. The App_ licant also .submits that the significant road network` being installed across its property -and across the adjoining property is more than adequate to accommodate the potential maximum b ild :out,, which is described in the rezoning °application. Indeed, the Applicant is aware that VDOT has conducted several traffic,studiesia of its own that has resulted in the new road alignment, which, is reflected in ,the GDP to include a.dual lane traffic:circle and, further still, that, this road network.;has been designed to accommodate' a detour of trips which is to occur when the Rt. 50 bridge that crosses: I41 is removed and, reconstructed. To this end, the Applicant is curious as to- what benefita traffic study would provide because if this road network has already been deemed to be satisfactory to VDOT, what purpose would another traffic study serve? Certainly it would hot serve to allow for the installation of a lesser road network given the fact; that Frederick County and VDOT have decided on the network as. depicted on the GDP.. The Applicant .commits to. continuing to work with the Frederick County Deputy Director of Transportation on these. issues; but we would expect that'. after there has been a thorough review of the traffic studies that were conducte& with the original "rezoning and the 'subsequent traffic studies commissioned 'by VDOT that there has been more than adequate study of this road network and that it more than adequately addresses impacts from not only this proposed development, but also the impacts that would come from the region, as a. whole. 4. References to the existing rezoning, and proffer ,approved in 2005 makes the evaluation of this proposed rezoning unnecessarily confusing and. challenging. As stated in response to previous comments, the existing rezoning and proffer pis for a much different project with different aspects; all of'which for a multitude of reasonsl . are not buildable. As it relates "to transportation, the existing' proffer describes a road 'network that VDOT has determined is unacceptable. `Therefore, to 'make. references to an, existing proffer- that calls for specific road ` installations as set-,forth in the 2005' proffers is not especially helpful ,because VDOT does not approve of said road alignments and - configurations. Instead, the. Applicant has proffered !to pay the Frederick County share :of the road project described as part of the cost sharing. agreement with VDOT: It should be pointed out that as the'firial design work is completed there will be more definition given to all parties and the Applicant as to what the exact :final' costs will be and the mechanism for the payment of same: The Applicant does agree that the exact terms of said John A. Bishop, Deputy Director.-Transportation September 26, 20;14 . Page 3 p agreement will be the subject of a separate agreement between the :Applicant and Frederick County. 5. The Applicant is not sure what i's meant by this coinmen1 about the bridge over I- 8.1. As the Applica it' understands ;the cost 'sharing project for -the road improvements .across the Heritage Commons, property and the;,neighboring (Glaize). property, it includes a bridge which crosses I -81 and connects "to Tevis Street in the City where another project has been committed to and'wl ich would attach'TevisStreei to the br:i'dge. 6. This is again a reference to,a prior proffer. All need to be: reminded that there are no CDA funds to pay for any transportation improvements on the, Heritage Commons property. " The Applicant has committed to .paying Federick County's share of the cost sharing agreement with VDOT to construct the road network, which is depicted on the GDP. The final cost of said project is not yet known, "but iris: anticipated to "be nn ekcess of $10,000,600. The Applicant's commitment to pay. Frederick, County's share ,of same.,is for a significant amount of money. To commit further still to pay additional sums,, 1'et -alone an additional $1.;000,000,, is not ,possible. Further still; given the fact that a significant transportation, network is being, installed on the Applicant's property;: which is being designed .to address not only ;tlie - impacts from the .Heritage Commons property, but also -from the region as a whole, the Applicant does not understand why it'would be expected io,pay additional sums to,address "impacts'." 7. Please see prior comments to references approved in 2'005. Thank you for your continued: assistance and cooperation. If, after you have reviewed this letter you have any other comments, br concerns, please do. not hesitate. to contact me. TML.jk M- R 150 SPE,;LLC Heritage, Commons,, L- LC' , BOG 1LX 4 �.a COUNTY of FREDERICK - � Department ofPubllc Works 546/ :665,"5643 September ;26j,'2014 -Mr. Thomas Moore. Lawson Lawson and Silek PLC = 12Q'Ezeter °Drive,'SuiteI00: 0'0: Box 2746, V1!inc hest er,`Virginia 22604 RE_ Heritage Cominons Rezoning Application Frederick.:County.,'Virgin is Dear,lvlr.;Lawson;: We have compleied our rev iew'of'the revised Proffers for the Hertage Commons development. . Our review was;raided in ,part by,your timely response to our request forthe latest copes.of.Exhibits A and B.. Contrary to[yourresponse thatthese exhibits h4n& been changed fiom tiie•l'ast,subn ittal „our review reveal0mumerous�chan'gesIo boih•documen'ts. ' If should be noted; that our'prevtous,review was based on documentsldnd exhibits!dated September 5 2013. We neyer received any respgnses'fo this previous'review daied' September 20, 2013. I have attached copies of°ttiese prevrousJCOminents so that you will not2need,to' go- to`the,troubles:of researchng=your_fi lesi The following comments `are related to ourreview of.the,Se,ptember P8, 614 proffer 6wi'sions,. and relate- xhit itfA and „. dated August 7,, 2014 =and July 30, 2014, respectively. 1, Referto,fie Executive Su.`mmary Page. L The,�sum`maty-In icates that the`proffered iinprovementsMsl alI bepro - &-ci _at the time }of development °of that portion o'fthe site adjacent fo theamprovement .This statement g a riarked deviation :from th'e!approved rezoningAated September 5, 2005 wilkh indicates that'•all improvements wili,be constructed prior•to granting•the. •ftstLbuilding permit._ .. pa p ty gp g ay. y market analysis 2 was tibv ncluded.w th the rev ew �lacka ea Therefore t}aere ►s o wa s t determine if�the actual construction of cotnmercial.deveI pmeni will offset.the �mpact.of the development of "1,200 •residentialun'its 1'07 North' Kent> Street, Second Floor, Si ite 200 4 Winchester. Virginia 22601, -5000. 4eriiW -e` Common's,Rezonm : A l g - g pp cation p4ge 2. 'Septemiber 26, 2014 3 Refer,to Paragraph 4 „Muff► Modal Transportation Improveinents,,Page4: The applicant has made the assumpt ot: thatrevenue sharing.will lie- available1or theFconstruction-ofthe road ne.twork�within the proposed development. This.assumption.is'a markedAeviation,from °the approved rczoning which indicates that tfie applicant w.ill,be responsible for `the;d'esign'.and. construction of the °entire.;road network within the, proposed development.• It should .,also'be noted that the approved 'proffers includedtthe design and construction,of the Tevis Bridge ;over:'I -81. Accepting a prot>fersfatement- in;the proposed format could'possibly obligate�Frederick County to pay for half the cost of the ` road network -if the 'Virginia pepartrrient of Transportation (VDOT) ,fai edJ approve t o revenue shat ng_reguest. The d� "scus "sion related to;the consfruction,of Warrior „Drive;ls ambiguous a- nd again assumes that a revenue sharing w,ll;be available: This paragraph shoufdbe,revised to indicate;that the applicant W , ll :be; responsible for providing th_ e,.right =of -way; design and consfruction:ofVi!arrior Drive within the,project limits., 4 Refer to Paragraph 8 , Phasing„ Page, 6/7: The; discussion .of_tNe,residentialAevelopment' in paragraph 8A limits fh gonstruction;;to, no,more,than four'hundred (4.0%,,units every • two "(2) years.. Consequently, Frederick:CouniyAcould, anticipate that.fhe proposed 1:,200,res1 dential units could con ceivahly he built;out'imsix (6) years,. F The subsequent discussion ih paragraph 86 attempts to provide 'hasmg'between residential'and commercial d' evelopment: However, the construction of residential umfs isyonly limited'to obtaining bnilding,permits'for thercommercial development T€ a phases,should be specifically ' tied toactual completed constructionJnot'jiist obtaining building permits, ln'a,1- -- n,; this discussion does' not acedunt,for tf a entire 1 200?;residential developnientrand only references a total' of 10000,square f er eet of cotnmc al•development, We anticipate that1h ctual market analysis includes consideiably;more commercial development?to,Justify.a positive benefit. However, without a copy, of the:.capttal itripact analysis, i't is impossiblesto determine "if the proposed °phasing will p'rov�de.an�actual benefit to Freder ck'County. 1't!is recommended thai'the phasing,be, revised so that' the; board ofsupervi'sors can caear ydeteiinineAhe potential' impact 'to Frederick'County. l can:be reached at 722 - 8214= if you should have ^any comments:regardingAhe above corrmments,. Sincerely; ;Harvey, E. trawsnyner; Jr; P.E. �ffeCtOeOfPQbIiC Works JAES /rls ,Attachments; gas stated cc:' P,lanning;'and Developmenl, file a L A ID I L 0 C A T E 0 --_� -�- a COUNT of 'YtED#,!U _ Degartmerit_ 47fibtic Works • '540 /6bS -5643 +orrm ;FAX: 540/678= 11682: September 20,, M" Mr. Thomas M ;Dawson; E'sguire, Law son'and S.1 I6k, RI C., 110. Exeter Drive; !Suite 200 PO. 'Box-1740 Winchester, Virginia 22604 . RE RezoningApplication for Heritage Commons , f /kLa Russell 150 - 'Frederick CL ounty; V irgin`ia Dear Mr. Lawson: We,have�completed our review of the proposed: rezoning application for Heritage t'Commons (:f /k/aRussell i 50,, `and offer the;following comtj ents 11.. Refer to the amended proffer +statement; :page 4 paragraph 4 „multi -modal transportation. improvements, ExpandAhe narrative to adequately describe the,.f6ad 'network that will be installed by the:owner..Al`so revise Ftlie Gerieralied Development Plan included as proffer . Exhibit'`'A” to adequately depict the road network that will beahe respoiisibility of the owner T. outlined on,this`rezoning applica {on. For. examp'fe,•the.0),P`does norclearly1i �dicate that .the bridge:over' 1,81 i`s d e total °responsibility of fl e owner. The amended proffer indi'caies:�ihai4there•will,be a.newAcsigh and installation that wil'I occur as a result ©fia Revenue Sharing. Agreement entered into by °and between the "Vi rginia'Department of Transportation,(VDOT) and,Erederick''County. This<stayement should be revised to�indicate;that, thisopportunity•inay be a potntal possibility, but doesmoixelieve.the owner 'of the ultimate respon`sib'ility for` installing th___'roa& network,ultimateiy approved`in,this rezoning'application. ` 2 Refer to Wdificafion 4R, Phasing Phasing will be critical to the impact +of this, development on the; services provided by Frederick County. Without phasing accountability, the a Aua financial impact cannot,b-e'xealistically, modeled: •1_t could conceivably bid. possil le to develop tl e<enti're cesidential.:component of 1,200 ur %its:vitFiout developing any4fthe commercial development: Tl s occurrence would liave:d."sign`ificahtnegative impact ow Frederick C-bunty. 3 :•Refer toithe,linpact AnalysispStatemeni: Provide separate ,narratives- eyaluatingjhe impact of the prop osed,d'evelopinent on ;.services provided by'Freder.ick,County'including but not °iii -nite.d to, •water,sewer,` §olid'waste and�transportati'on. A Refer to Impact Anal' nalysis, As* sumpfion eor'Development, Program, Item #.1: The tabulation of assumptions indicates that;table. #''] was based on' I !.OWhousing�units. The narrative, furnished f Heritage; Commons. Rezoning Application Comments Page 2 . 'September 2`Q, X2,0`13' with theareyised proffer statement-indicates ihat.the propose d:developmenvwiII include 1,200 units ,Rectify the: confliot.�ih the,nuniber of residential units. a can be Leached at 722::8214. if °you should have any questions regarding the above comments. Sincerely, AArv_ey E Strawsnyder; Jr„ RE Director of Public Works 'HES /rk cc; `Planning and Development file LA WSON ' AN,, SILEK9� P.L.C. D 120 EXETER Djun, Sufft 200 POST OFFICE BOX 2740 WINCHESTER, : _HFS.Tg�,YA22604 TELEPHONE;' , (540)465 6050 MCSIMILE:'(540) 7224051 Thom"- M06RE LAwsoN * TLAwsoNAtmc.com September 29, 20.1141 Harvey E. Strawspyder, Jr.,. RE. N'reptor of Public Work& Frederick, County DqpaftmentofPiib1icVorks 10.7 North Kent Street Winchester, VA 22601 Re: Heritage Commons Rezoning Application Our File No, 1050.001 VIA E-MAILANDHAND-DELIVERY Dear. Ed: Thank you for,your up dated comments the e revised proffers .for Heritage Commons. I am resp6ndifig to your comrnerits' by -number as they appear in your letters of September .20, -2011 and September 26, 2014. Stptembel 20, 2013 , -comments: L This comment appears to. refer to the road networkwhich will be installed, on the Heritage Commons' site and as depicted on the Generalized Dev . el6piinent Plan. Ian. As the Frederick "County Department of Public Works well knows,, the road network is, being designed: by Pennoni,Associates; -which was engaged to.,do the Work that. is the subject of a cost sharing agreement between Frederick County, and Virginia Department of TrOnsportAtilbn ( "VDOT ") for not only the road network, which runs across Heritage Commons, but also connects to the City's Tevis Street by bridge over 141, and also crosses property owned by, th eneighbor Oalze to ,connect to, Rt.. 1522 at a trafficIight)edintetsectibn. 'The Applicant does understand there will be multi -modal (pedestrian/bike) lanes incorporated, into. thi's system; but, -the, exact details are not -yet known beca use the final design has, not ' yet been,approved by Frederick County and VDOT. The Applicant and owner are . not able to Commit to the exact details of said transportation system until :such time as that desigfi.has been approved by Frederick. County and VDOT. F"" ROYAL AMR=: ^P.O.-B6x6A IRON ROYAL, VMGU4ffAiZMTn"HDMR-.(-% 0*33 -9415 -,FACSII&U (540ffiW9421�F JSUik@UW8014AM)MLIULCON Harvey E:. Strawsnyder, Jr., P:E.; September 29, 2014 .Page 2 - 2. This, comment. raises` a question about .phasing. We believe that the revised proffers, do address in greater detail phasing and `in particular, a commitment to the delivery of 50,000 square. feet of commercial for every 300 multifamily residential units.. The Applicant further' points out that according to"` the, economic analysis perform- ed -by S, Patz and Associates, Inc:, the multi= family.componeht,as t .is° proffered ;as. a market.rate project will, in fact,, have, a,net positive; fiscal impact on Frederick County and, as such; - phasing of same is.not warranted. 3. With :regard to the impact analysis for water, 'sewer, solid waste and transportation, the application has received a positive, comment on the availability .of water and sewer services from the Frederick County Sanitation Authority. With- 'regard ;to solid waste, the Applicant has ,proffered_ to install dumpsters as'. part of its development, which will through private service arrangements, dispose of any and all solid waste generated by the development on 'the property. With regard, to transportation, impacts,, it; 'is understood that a traffic study had been performed for °the rezoning dated 2005 and provided that under the current zoning; the impacts of the proposed transportation system are more than sufficiently addressed by the- proposed road: improvements. The current ,. rezoning that provides for a mix of uses and allows !for an internal capture of trips is 'by definition a lesser impact to' the transportation system than what had previously'been proposed. Further still, the Applicant is aware of traffic, ' studies that have been commissioned ,and performed at the direction of VDOT, which confirm that the transportation system being designed by Frederick. County and VDOT is sufficient not only .to address -the trips being generated by the Heritage 'Commons; rezoning, but also to accommodate significant through trips'that are contemplated as a result of the installation of'the, two connections from Rt. 522 to Tevis Street. 4. The comment regarding the cap on residential units of 1,200 is correct. September, 26, 2014 comments: 1`. The comment correctly confirms that development of the site -,can commence after rezoning is approved. It should'be noted,.'however,',that road transportation 'improvements are on a construction- schedule wherein. all :road. and bridge improvements are anticipated to be completed and installed by ,the, summer of 2016. The Applicant would very much. to commerce construction and delivery of the. -improvements described by the rezoning, but as, a practical matter, it is believed that under -the aforementioned schedule the road and bridge improvements will be Harvey ,E. Strawsnyder, Jr.' F.E. September.29 2014 Page: 3 completed before. the Applicant receives certificates of occupancy :for the grope ties,which would be 7allowedw.ith an approved rezoning. 2. This paragraph appears to address :questions about, the capital facility impacts. '.A, :copy of- the most recent ,report has been. provided to the Department of Public Works: p ort The. report pre b y S. Patz, and Associ s confirms the. cp' development and the multifamily, devpment tes d.separa ely, provide for ' net positive 'fiscal, impacts to' Frederick County,. The revised proffer,. which provides there will be •a minimum of 50,000 square feet of commercial . delivered with every 300 multi - family units delivers an even greater net positive fiscal .iinpact to Frederick County. 3,. Paragraph 3' appears to question the viability of the cost sharing agreement between. Frederick' County and VDOT. The Applicant does understand that. VDOT has approved a cost sharing agreement, that allows for 'the construction ,of the road transportation system across Heritage Commons and"also the adjoining property (Glaize) and then provides for a connection to Tevis Street by a. bridge crossing over I4 1.. The Applicant is further aware, that : there is yet :another agreement entered into between the adjoining property owner ° (Glaize) and the City - of Winchester, which provides for the connection of the bridge to Tevis Street -.. The comment appears to, question. the interpretation of the cost sharing agreement. As the Applicant understands this said agreement.there'lis -an obligation on both the locality .(Fred'enck County) and the Commonwealth (VDOT) by virtue of the cost sharing agreement to complete construction and pay for said improvements. Those agreements are only available, in fact, by and between °municipality - and V.DOT and are ,eommonly used throughout the Commonwealth to complete and deliver necessary road systems. The Applicant has proffered to pay for Frederick County's share of said costs pursuant to the terms of'said agreement. The discussion.of Warrior Drive is by no means ambiguous and in point of-. fact, there is a proffer to dedicate Warrior Drive, when -.there is a need for same and, in 'particular, when the connection of Warrior Drive is made available- through the dedication and construction of Warrior, Drive owthe adjoining property to the south. The Applicant does not see: any' benefit `in building a °road at great, cost and expense that dead -ends and >` provides no additional, access at this point in time: The Applicant is certainly most interested p la g ' Warrior O ddoes•connect to adjoining pro andtherefothead constructedwi_ be put�inuse for • erty not only vehicular,, but al_so;multi -modal transportation. 'Harvey-E. Strawsnyder, Jr., P.E. September 29,:2014 Page=4 4. This: paragraph appears to% correctly restate the limitation and delivery of ,residential units as set forth in-the-proffers. As stated previously; it should be, that the multi- family 'residential units° are a net -positive fiscal impact to Frederick County and, therefore; limiting same does .not seem to be in.Frederick County's.ainterest. With., regard to the comment about the proffer to deliver commercial along =with multi- family residential, the Applicant is, in fact; committing to deliver at least .50;000 square feet of commercial for- every 300 'multi=family. units. To the extent Frederick County ,believes this is ambiguous, the Applicant will- be pleased to re- phrase the proffer.to,confirm same.. Thank you. for ',your :continued assistance and cooperation. If, after, you have reviewed this letter you have any other comments' or concerns; please do not hesitate to contact me. TMUatd cc: R 150 SPE, LLC Heritage Commons, LLC Frederick County Public Schools tcs _',OsUr µIll stun tt-s g 161.collt: rat eclucati n K. Wayne Lee, Jr. LEED AP _. Coordinator of Planning and Development . ,leew @frederick_k12 va.us'. September 25, 2014 Mr.. Ty Lawson.. Lawson and `Silek, P.L.O. P.O. Box 2740 Winchester; VA 22604 Re: Heritage Commons Rezoning Application Dear, Tyi. Frederick County_ Public Schools has reviewed the Heritage. Commons rezoning application submitted to us on September °18, 2014. We offer .the "foll'owing comments: 1. It is noted that ihere,are;no cash proffers,and that the applicant's,consultant'has used an impact calculation different from the County's Development Impact Model_ The applicant's calculation uses student .generation; rates based on only one existing development in Frederick County and does notmatch countywide student generation data. Pleasevrefer -to the County's Development Impact. Model foustudent,generation rates based on countywide data. 2. The cumulative impact Of this development and other developments in Frederick County will require construction,of,new schools and,support facilities to'accommod'aie increased student enrollment. This de-velopmentproposal:includes a range of possibilities. The case;that.generates the most students is 1,84 townhouses,and 1,016- apartments. We _estimate that, in ahis case, the, development will. house 309 students:;. 81' high - school students, 69 middle, khool:students; and 159 elementary school .students In order to properly serve these additional students,. Frederick County Public School's would spend an estimated $3;482,000 more per`year in operating costs (or $2,902 average per unit per,year).and an`estimated ..$12;693;00.0 in one -time capital, expenditures (or &10,578' average pet unit). You will find, enclosed with this letter,; amore detailed assessment of the estimated impact of Heritage Commons on FCPS, including attendance zone information. Please;,feel free to contact <meat leew(iDEredenck.kl2.va:us or 540 - 662 - 3888 x88249 if you have any questions or comments. Sincerely, IC. Wayne Lee; H', LEED AP Coordinator of Planning and Development enclosure 'cc: Dr: David 'Sovine, Superintendent of Schools Mr. Albert' „Orndorff:Ass stant Superintendent for Administration Mr. John Grubbs, Transportation Director Mrs:,Elizabeth,Brown, Supervisor of Driver Operations 1,415 Amherst Street www.frederick.ki 2.va.us 540-662-3869 EA. 88249 P.0'. Box 3508 540- 6624237 fax Winchester; Virginia 2260472546 619 N x O' :i ..D.- Vi �•. x 01. n 'A ; � 00 00 r-+ O• O QQ CD o a et d CD o C C a. CD M. EA 6o9 [J' � O � fD O, fD N �p C O � � CD tJ •� x oil ''o. EjS O O S 4 dZ O 000 W O A7 A ,O N A�. n. W 0 H AA 'a' o O` 619 N x O' :i ..D.- Vi �•. x 01. n 'A ; � 00 00 r-+ O• O QQ CD o a et d CD C C a. CD M. EA 6o9 [J' � O � fD O, fD N �p C O � � tJ •� x O EjS O O S 4 dZ O 000 W O A7 A ,O N A�. 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TELEPHONF +,(540) 665 -060550 EACSIMILE.,(540) 722 -4051' l IIOMAS'VIOOREIL'AWSON • TL'AWSONnLSI'LC.COM September'26, 2- 0,14 K. Wayne Lee; nr LEE-D'.AP Coordlnator0Planrling;and Development Frederick County`Public Schools . 14_.`15 Amh' t-st °Street P.O: Box - 3 0.8: Winchester, VA 22664 Re:; Heritage Commons Rezoning. APO] ica_tion, Our File No, 1050.001 VIA E =MAIL AND .IJAN.D; DELIVERY Deai° Mt. l c& I am in receipt! `of your comments to the revised proffers dated September 1`8; 2014 letter dated h t above -refe ence,.1 utter. In res onse g our . numbered comments received by relating toy the above referenced nn p y p provide :the. followin . land 2 You are, correct that there are ;no cash proffers :and that the ;Impacts Analyses;conducted by`Stu Patz•and Associates use calculations,that aihe different from Frederick County's Developrnenf Impact .Model. Specif cally, Mr. Patz noted .that Frederick County's Development Impact: ;Model uses: student; generation calculations: -that are .based on actual' numbers, :from existing apartment; projects within R.ederick 'County. Thee developers of the Impact, M del very forthrightly. bdil ted out this fact and by doing. so acknowledge, that: market rate apartment' projects, which,, are proffered as part of the Heritage Commons rezoning; cannot be _used as to comparable for trying-, to estimate anticipated students coming from a project.. Further still, 1VIr: Fatz ri his,report has pointed .out thath_e. has examined market rate :multi= family prgjectsl and' that the students ;gerier?ated. from (those projects. are minimal 'and far fewer than what ,is projected In i e, Frederick ,County model Mr. Patz goes into -further detail in, his report `t explain the'reasoris °why, ,including;. but. not limited to the: rents that are charged at the market rate projects arse such that 'if a family would, !have; school age children 1t would tie: more economical for, them to own. a, `si`ngl'e- family..detached residence'with.'a.yard, more living; space and :bedro�onis; ;etc: Simply. put, and�as Mr. P,atz states in, his report-, the °market rate multi- family projects Have 'tenants Who— ar e younger or Gilder professionals with- a higher than. average Household income° who do not have school children. Asa result of the same; the school Impact FRONT ROYAL ADDRESS P.O.60X 602; FRONT - ROYAi:, VIRGINIA 22630;YEI:EPHONE: I5401635- 94I5• Fn61311LE:, 154016359421i• E- AiAIL _:ISILEK(dI:AWSONANDSILEK:COAt K. Wayne Lee, r LEED AP September 26, 2014 Page .2' .models that have been generated from actual students living in existing apartment stock in Frederick County have °.no application to the, L-Ieritage Commons proposed rezoning. Indeed, surveys of actual occupants of market rate apartments, in the immediate region and other locations within the Commonwealth result in student ratios significant y less than what is ,mod.eled even in Mr. Patz's- analysis. Further still, and As 'Mi. Patz has noted in his report, the mix proposed by the -Heritage Commons 'rezoning, generates a net positive tax generation to. Frederick County taking into account all expenses ncludirig, ,but. not limited to, :the' school expenses incurred by Frederick County. Using actual .market. data„ as opposed to the intenti'onally.conseruative estimates by Mr. Patz, results in an additional $5,000,000 in benefits over ten years to Frederick County. Looking at, Mr': Patz's economic analysis even more critically, onewill note; that by- themselves .the market rate .multi- family projects are tax, positive to Frederick County taking into account all expenses ,including, but not limited to,. school expenses. On examination of the towrhomes which are `included as a possible component of the Heritage Commons mix, the anticipated expense of same is very minimal because what is being proffered are. higher cost units that pay higher taxes to Frederick County and from which itj s, expected there, w.iII be. few, if any, students. Thank you, for your continued _assistance And. _coo peration If, after, you have reviewed this letter; you have any, other °comments or concerns please' do not hesitate to contact ine.. TML:jk cc: '_RJ 50 SPE, LLC Heritage Commons,. LLC ►wson � x `= 'md s a, 3, CL, ,C), -0'; +J` Y. c +, v' O top ao v: of 'L+ ro L ,Qi QJ C E O -0` 'X C m E; rd' C � N -O; Q. O O,. 'f'fr' �p al 4 L si .. CU, r 11 C E d �^ O N D U «O, O a+ e N ..0� N CJ. o, o C �N 4J:. >: �F �. N NN t ih ,� . c; p O, AVL Y .CCr,. �. v d, v O, UJ: ' w lJ.l .,:. 41. zl ho- w; il 14 -Ng r - ++.s�P r''k.- L + H p ko O 00� C ei ti Diu �. (7 Is R t .v C L � L O �+ E- 10 U �. "• C Nye O' C, m YI Im * J, u: = co 35 U 0 m C, 3: O I' 4: a� CCam' C4 -C C O', .N :O; aj L Q '•V tab �' 0..C: > N � O. L ++ L; 'In a c. m A) N` N O p: O` :•� 4-- , O .� O +� ±' X to c; i; FL. V •ice rc rc a, C O ';0, > r+ Cp OL � •+- �Q A � O +, E , C. It 3 �' GJ ++ >E N F L' L5'"Ja CL �r v+ Q 5o. :^ a C; w E a YL# E 3y tcaw o0, Ln, t/1 0 %—< .. cl r� _ —CL Pillik W, 4-J O C '�Ir LL, LF 0, fit, 0 fu-,wn- m EAP .0 (A fV cc m CL 9 6, 0 Qr 0 L- 0 0 LL • 0 .4 OC m Q. 0 0 0 LL 0 A. (U OJ a) 0 tW 0 u, E Vt 0 O. C '�Ir LL, LF 0, fit, 0 fu-,wn- m EAP .0 (A fV cc m CL 9 6, 0 Qr 0 L- 0 0 LL • 0 .4 OC m Q. 0 0 0 LL 0 9; 1VIODIF'ICATION: #1 r § 1 -65 50 +1 °02 RezomngWProcedure -Ordinance Requirement' In. order to have land rezoned to the R4 District; a master. development plan meeting all requirements ofthis. chapter; ;shall be; submitted with rezoning1 application. Alternative Design Standard: In;. Order •to "have land; rezoned to the.R4- District;a proffered Generalized. Development Plan identifying the concept of the overai1 acreage, and its 'relation"ship ao adjomirig ,properties and :a a 0ming,roadways_shall be subrrutted w tl • rezonmg application., The Generalized Development Plan for Heritage Commons will provide Land 'Bays ryto demonstrate the. proposed ' general: `1and use; plan layout.;for the entire acreage: The Proffer S`tatenient for :Heritage. Commons, will. also I provide. a matrix identi'fymg ;the residential and anon- residential `land , uses within each. Land Bay, the; projected acreage of each Land: Bay and the= percentage ,of residential and commercial land. E. use ithin.each Land Ba - classified as Mixed Use Commercial/Residential. Ju "stificaton for;Mod' ification: A densely planned community on;150'.28 + acres of °land4cannot 'be `coi pletely master` planned asp a condition of rezoning approval These communities; 'are .dynamic, due to the market; teeefore, the. exact. location of residential units, internal roads; neighborhood commercial, recreational amenities, open; space, and significant environmetiW. features are difficult, to identify -Pp. at this stage in, the ,process;, The, A licant ,should, be; prepared to: identify basic information - p-d rungi to the overall development of the planned community to inform ;decision :makers and, interested,, citizens how the• general. far d use patterns and major road systems will be developed should a rezo ring be., approved , : The ,use of 'a Generalized Development Plan'. and, Proffer s Statement as a, tool:. for this purpose: is reasonable,. as it contains illustrative and:.gerieral development information; that can :assist in understaridmg ttie basic; °concepts of a , plaanned community and guide Ahe more formalized;Master Development Plan ;process• following, rezoning approval. ' Therefore, it pis, ;requested that �a Generalized ,Development .Plan be permitted to s function in the place, of a detailed Master. Development Plane during the rezoriirig process: A Master Developmerita Plan will be 'provided subsequent 'ao fhe. rezoning approval rocess, to' P. ensure consistericy -v�nth subdivi "siori design plans;and site:design plans;withn'the project. ' MODIFICATION #2.' §165- 501:03 Permitted' - Uses: Ordinance Requirement:.. ` AII. uses are allowed jin the R4'Residential Planned Community D strict.that'are allowed in the following zoning districts RP Residential Performance District Neighborhood``Business :District » 92 Business General Distnci 93 Industrial Transition: District MI Light Industrial District Alternative ,Design Standard: „ The Mixed Uses 6ommer6 t /Residential Land, Bays; ;identified on the =':proffered Generalized'. s Developii erit Plan aie slated, -for dersew an commercial and residential land use,, which may,,. includecominercial: and residential land. uses;`that aze located within tfie 'same structure; or thin wi connecfed structures. Justification for Uodifi'cation: Heiiiagie Commons ;is planned as 'an urban center-design forth'tl at will. contain single - family attached; `multi'- family, units; commercial, - retail ,arid office structures; .and structures that may p a combination of these land uses; Theaability to provide: "for mixed =use residertial and commercial; retail and/or office land, use within'the'same structure orwitl'in connected structures is °in kee `in with -urban form design; which p ovide-s' a very efficient ruse of land and' provides P ga opportunities fof °residents to live ;,shop,, and work within the sameearea of their.community. L i MODIFICATION #3 §16$- 501.05 Mixture of Housing Types Required Ordinance Requirement: Each planned community halt be expected to contain: a mixture'.of housing types that isaypical for existing and planned residential neighborhoods in Frederick County. No more than 40% of the aredof portions of•the: planned community designated for residential uses shall be. used for any,of the following housing types` duplexes; "multiplexes, atrium houses, weak -link townhouses, townhouses or garden apartment& or any combination of those housing types. Alternative Desian Standard: .''The Mixed -Use C'ommer "_cial/Residential Land Bays identified on the proffered' Generalized Development Plan, are slated for dense urban residential, housing types. To: achieve this "type of urban. residential.' development, s' ingle -'farnily detached residential units will.not be required 8 a component of . the _residential .mix; and 'single- family :attached and.m.0164amily residential units will be allowed to comprise 100,% of the residential housing- units within, the Heritage - Commons. project. Justification for M dilkation: Heritage Co mmons ;is planned as -an urban center design form that' will ;contain single- family attached and' multi- family housing_ .units within a mixed -use commercial, retail ' and office development. The Residential Planned.Community, District promotes suburban .residential.design form that is predominately residential with a minimum percentage of non= residential land use. The implementation, of significant percentages of :non- residential 'land use within .Heritage, . Commons, dictates the need for higher density residential land-use 'to facilitate this 'form of devel'opment.. MODIFICATION #4 §165= 50.106(C,) Residential.Density Ordinance. Reauirement: Residential Density,.- The. maximum allowed gross density for residences in the planned community development shall be four .units per acre. Alternative Design'Standard The Mixed -Use Commercial/Residential Land Bays 'identified .on the proffered Generalized Development Plan are slated for d`e_nse'-urban residential housing , types: To achieve this type of y urban residential .development; ihe: gross densities specified in. Section 165- 402.0513 for multi family and-:single- family:attached residential land use shall be.pern itted., Justification for Modification: Heritage Commons is planned as an urban; center design form ,that will contain single-family attached and multi= family housing- units within ' a mixed'-use commercial, retail and office development. The Board OPSupervisom, recently approved increased densities for residential development within the Urban Development Area (UDA) to maximize the residential development potential within this portion of the County.. The 2030 :Comprehensive Plan identifies, -this, property as ,being planned 'for, e M-ptoymeht acid high- density residential (1246 units /acre). land use; therefore, it-i& appropriate to allow -this type of,residential density within the Heritage Commons development. MODIFICATION #5 § 165- 501.06(D) Commereial & Indust'rial Areas .Ordinance. Requirement: Commercial and :industrial areas., The areas for commercial or industrial uses shall not exceed 50 % of the gross area of the .total. planned community. Sufficient commercial and industrial areas shall be provided to :meet the, needs of the - planned' conmunity, to provide an appropriate balance, of uses grid to lessen the overall impact of the,planned community on frederick, County. A minimum of 10% of the" gross: armo` f the project shall -be used -for business and industrial uses. Alternative Design Standard: Given, the dense planning for the Heritage: Commons 'Land Bays, the area& for commercial areas' may exceed'' '.and should be encouraged to, exceed 50%-,of the gross .area. Further, to be consistent_ with the Comprehensive-Plan, industrial uses should ho(be encouraged, :and 'therefore; not allowed in,thel Heritage"Conuiions; Land -Bays By doing this, the balance in the dense areas will ,allow for higher density residential uses -arid will create Land, Bays that. lend themselves to creating' a' "community where residents, can truly live, work" ,and -play all in, the same. immediate community:. -R Land Bay Breakdown Table has been incorporated: into the Heritage Commons Proffer Statement to demonstrate the minimum and maximum acreages for. commercial and residential development ,throughouithb:project. Justification for Modification A densely blanned community in an area that is designated under `the Comprehensive Plan as such should proyide4or a "higher percentage mix of commercial uses Given the intensity and extent of coiiimercial uses they would he more harmonious if ,they were nixed- in with" or adjacent to higher density residential development. The Generalized Development Plan will p y p higher city residential and commercial de _ict the Land' Ba ""s where'it is antic-i ated that-the tit er den .uses will be mixed and also ,areas: th'a't will be designated purely :for, commercial. With the transportation networks and connectivity of all. the Land Bays, however; it is anticipated `that the activity level of :residences, :commercial shopping, dining and work, will: be laid out so that, the residents will: be able to walk back and forth between 'these uses and not need. use their automobiles to access these facilities:and:amenities. MODIFICATION #6: • §165= 501.06(E) Open'Space Ordinance Requirement: Open, Space. A minimum;' of ,30 %6' of the gross area of _ any proposed development :shall be :designated as common open° space. Alternative Design- Standard: A minimum of 15% o of the. gross area of 'the Mixed -Use C'ommerciat /Residential. Land Bays, and 1`000/0 of the, gross area of .the',Buffalo Lick Run Stream' Valley Land, 'Bay identified on the coffered Generalized. Development,Plan shall be designated p ` as;common open space. Justification for ModificAtion Heritage Commons, is planned as, an urban center design forr6 that wily contain single- family attached "multi-family housing units within a mixed -use commercal;� retail 'and office development. This type of 'urban cente design provides opportun ties`for- indoor and .outdoor recreational, amenities and!-facilities, 'pedestrian - sidewalk and trail systems, central plazas and squares; small' exterior ' urban =scale ,green -space areas, and rooftop green- space or rooftop amenity areas;, therefore, ,vast expanses of green. space area are ,not: conducive for this type of development. The location of open space .areas and the types of recreational amenities will be F _ p identified on the. Master Development-Plan to ensure 'conformity with ordinance requirements. Ordinance Requirement: §165- 501A6(G) Buffers and Screening Buffers and Screening_ . Buffers and screening ,shall be provided ,between various :uses and housing.aype&as if the uses were located within,the;RP; B1,, B2, or MI. Zoning District according ;to -the :uses allowed, in. those districts: Buffers, and screening shall be provided accordingly as ,specified in Section 165 203.02 of this Chapter. Road, efficiency buffers 'shall The provided :according, to the requirements oUthat •section. In addition; ,along the perimeter' boundary of the Residential. Planned Community. District' 'buffers and screens shall be provided in relation to adjoining-properties as if the uses in the planned community were located'in the RP,_ B1; B2, or -,Ml Zoning,Districts. Alternative Design. Standard: Buffers and, screening shall be provided along, the perimeter; boundary of the Residential Planned Commun ty,District where proposed Commercial Retail and Office Land Bays adjoin existing presidential land use, or where - single- family attached and multifamify residential units adjoin °existing single- family detached residential land use. Buffers, arid- screening shall be provided. -accordingly as specified :in; Section 165 - 203.02(0), Section '165-203,02(D), and Section 165 - 203.02(E) of this Chapter. Justificationfor Modification: Heritage Commons is;,planned as an urban center design form. that will 'incorporate mixed -use commercial and residential.. land' use'imrnediately adiacenf to, each. other. Land uses within this form -of" development aze intended' to be integrated, and 'in some instances located within the same structures; therefore, the requirement for internal buffers and screening .are,not practical in ;achieving this type of urban. design: The alternatiye design standard provides for` adequate buffers and screening along the perimeter of the Heritage Commons; project :to protect existing residential; land uses., -Tlu's buffer .arid screening standard, is,consistent with'applicable residential separation buffers and zoning district buffers utilized in other portions of the Urban Development. Area E MODIFICATION; #8 §165- 501.06(I) R6ad Access Ordinance Requirement: Road. Access: All planned .community developments shall have direct access to an tarterial or collector road or ao roads improved to 'arterial or collector standards; `The planned community development shall be provided with a complete system of public streets dedicated to the Virginia Department of Transportation. Alternative Design Standard: The proffered. Generalized `Development Plan.shall provide for :major collector road'systems identified in the Comprehensive Policy Plan; which will. -be public streets dedicated. to the Virginia Department of Transportation. All' other street systems -located within the Heritage Commons development may, be designed and constructed as, •private. streets;, which will be maintained by a master associatioln r sub'= associations created during the-,§ubdivision,design and site plan design process., All pnvate `streets shall be, designed in general to n eet vertical base design standards utilized by the Virginia Department of-Transportation based on projected traffic - volumes for the identified land uses within the project. ° All lots created within the Heritage Commons development may `be located' on private streets, which shall not be subject 'to distance limitations from planned public streets within the project. Justification for Modification: Heritage Commons is planned' as an, -urban, center design form that will contain a variety of street. systems that are, designed in general to meet vertical base design standards, utilized. by the g Department -Transportation based on,projected traffic volumes for the identified land uses within the ro ect. The •a Virginia e artment of r b p bility to utilize private street design will provide design flexibility throughout the project -that would `otherwise not be practical due to rigid Virginia Department of Transportation, street; design. standards.. The ability to utilize private street design will also allow for innovative;storm water management .low - impact ,design and landscaping design to assist in meeting water qualitylmeasures,for the project. MODIFICATION #9 §165- 501.06(1Vn Phasing Ordinance;Requirement ;Phasing. Aachedule of phases, shall be submitted with each proposed planned community. The ,schedule shall specify the- year 'in which, each phase-will be completely developed. No subdivision or site plans shall be approved in the planned community unless they are in accordance with the approved schedule. Alternative Design Standard: A Phasing Plan: and Phasing. Schedule shall :not. be required for the Heritage. Commons .project. Justification" for'M'odification Heritage Commons is, planned:as an urban. center design° form that will contain mixed, land use includingcommercial, retail, office, single= farnily attached' and' multi``= family,housing�units' within a'master planned project. Heritage' Commons exceeds the commercial, retail and office land use percentages from conventional residential planned community .prgjects and may incorporate mixed commercial ,and. residential land use within the same structure.. 'Therefore, it is not practical to require, a phasing schedule and time line that ,limits the ability for the project to develop, as this -will be dictated by market ;conditions. MODIFICATION #10 §165'= 261.03.(B)(6) Height Limitations §165 =601 02 Dimensional and :I"ntensity Regairements Ordinance ,Requirement:` General. .office buildings -in the B2 and B3 Districts and hotel and motel buildings in the B2 Zoning District shall'be exempt from the maximum height requirements of those zoning districts. .In' h6 case shall the. height of'auch buildings exceed _60 feet. When such exemptions are ;. proposed, adjacent. to existing residential, uses; the Board. of. Supervisors` shall review the site development, planpursuant- to.the provisions of Section.165-20102AQ). Altemative:Design Standard: mmercial buildings; retail buildings; office buildings, hotel buildiiigs;.:an& shared commercial Co ' and residential Buildings may be :constructed up to 80 :feet in' height, not to include, architectural screening features and antenna structures. •Additionally, •commercial building_ s,•, retail buildings, office buildings; hotel buildings, � and shared- commercial and residential buildings may be developed with a floor °area to ,lot area-rafio:(Mk) of 10. Justification for Modification, Hentage Commons is planned' as.a dense urban center design form ,that will promote 'vertical construction throughout the project: The ability to construct buildings to 80 feet in height is m, consistent with ihe. 'height :allowance for. multifamily :residential buildings, which will be developed within the.-project': Other zom' 'it districts within the County allow_fo_r office 'biiildings and other structures to be constricted up to;90 feet, in height and alloW for a floor area to lot area ratio, of 2:0 therefore, the:: Heritage Commons urban center design form is,consistent'with these more intensive,types; oNevelopment currently,permitted by County.Code. MODIFICATION ! #11 §f65-402 09(J)(pl) Multifimily:Residential Buildings Ordinance Reouirement: Principal building (max) .60 feet, °.provided-that a multifamily -residential building may be erected tp•a maximum of 80 :feet, ifit Js set. back from.ioad right -of -.ways and from lot lines in addition to each of the required :minimum yard dimensions - a distance of not; less than one foot for each one }foot of height that it exceeds the sixty- foot limit Alternative'Design Standard:-. :Commercial buildings, retail buildings; office buildings;--,hotel buildings,: and shared commercial and residential buildings may be constructed within 20 feet of public or private street, systems serving,thc community. Justificatiori'for Modification:: Heritage Commons is planned as a dense urban center design form that will promote vertical- construction throughout the project. This design form should provide: flexibility to. promote building construction that abuts wide pedestrian walkway areas 'that adjoin public and private street `systems. Urban center design promotes build -to setback=lines, which are not proposed as a requirement for Heritage Corn however; this <A' ternati,ve. design standard will allow for this form of design, should; it. be desired bythe ;developer of they project. MODIFICATION #12 §165- 4002.09(I) Modified Apartment Building . :Ordinance Requirement: . This ,housingtype consists of buildings,that contain multiple dwelling ,units that share a common yard, area. The entire dwelling unit does not necessarily 'have to. be' on the same floor. Garden apartments shall be at least ,two stories high but-no more•than four"stories and shall contain six or more. units in. a :single structure; ,not. to, exceed; 16 units within a, single structure: Dimensional requirements shall be as follows: k -i'ot 'Dimensions Al Maximum site impervious surface ratio 0:60 B. Building - Setbacks BI Froni public road right =of =way 35,feet B2: From - private road right -of= way; off = street.parking lot or 20166t dri eway 133 Side .(perimeter) 20 feet. B4. Rear (perimeter)',' 25 feet B5'Rear;for baleonies;and decks. .20 feet B6 Minimum on -site building; spacing: Buildmg°s;placed side:to side s hall. have a,minimum distance of 20,,feet between buildings;. buil-dings,place.d side o back.:shall have,a minimum distance of.35 feet between buildings . Buildings back to back,shall have�'a minimum distaiiee•of'50 feet between. buildings. C. Minimum- Parking , Cl Required':off- street °,parking, 2 per unit D. Height Di Principal 'buildirig (max):, 55 feet D2 - Accessory building'(maxj 2U feet Alternative Desijzn.Standard:.. This housing type consists of buildings that rconta n'nnultiple =dwelling *units that share a common, outdoor. area: Dwellings can be on multiple floors with buildings `being at, least two .;stories but not: more than, six stories., Dwellings can have , internal or external corridors at the, discretion ,of the developer. Modified _apartment buildings shall contain a minimum of 1'6 dwelling units but may,noi exceed more- than.64 dwelling units within,-,a single structure. Dimensional•regWfements shall be as,follows B, Building:Setbacks B °l From public. road right =of way 20 feet 132 From private road right -of -way, off- street parking lot or1:0'f6et driveway B3; Side (perimeter) 1,5 -feet B 4 Rear (perimeter) 15 feet 135 Rear for balconies and decks 20 feet B6 Minimum on -site building spacin'& .15 feet side to side; 15 feet side to back, 151eet.back'to back C.:Minimum Parking (I Required off - street parking 2 per-unit, inclusive of garage. D.. Heiglit - Df nnicipal building (mak): 80 feet: D2 Accessory building (max): 50 feet 1b3 Maintenance. buildings (max): 20 feet Justification for Modification: Heritage Commons is-planned as a dense urban center design form that will promote rnassing of dwelling- units throughout, the project. 'This design `.form should `provide.:flexbility to promote building :construction `that accoriimodates an appropriate'number of dwelling units within a single structure; The dimensional requirements provided for the Modified Apartment Building achieve appropriate setbacks for siting of buildings and protection ;of adjoining properties,. while providing densities more in keeping, with a dense urban center design form. HERITAGE COMMONS DESIGN MODIFICATION DOCUMENT PROFFER EXHIBIT B Svptembe. 5, '043 July 30, 2014 MODIFICATION 1. § 165 - 501.01 Rezoning Procedure. Ordinance Requirement: In ,order to have, land rezoned, .to the R4 District, :a piaster development plan meeting all requirements of 'this• chapter, shall be submitted with rezoning application. Alternative Design Standard- In order to have land ,rezoned to the R4 District, a proffered Generalized .Development Plan Identifying the concept of the :overall. acreage and its relationship to adjoining properties and adjoining roadways shall be submitted with rezoning application. The Generalized Development Plan for Heritage Commons °`will provide .Land''Bays to demonstrate the proposed general land use plan layout for the entire acreage. The Proffer Statement for Heritage Commons will also provide a matrix identifying .the residential and, non_ residential land uses within each Land Bay, the projected acreage .of each -Land Bay and the percentage of-.residential and commercial land . use within.each Land Bay,classified as. Mixed -Use Commercial /Residential. Justification for Modificafion: A densely planned community on 15.0.5928 +- acres of land cannot be completely master planned as a condition of rezoning approval. These communities are dynamic due to :the market; therefore, the :exact location, of residentiat units; internal, . roads, neighborhood commercial, recreational amenities, open space and significant environmental .features are difficult to identify at this ;stage in the process. OwnefThe .Applicant should be prepared to - identify basic information pertaining'to the _overall development of the planned. community to inform decision makers and 'interested' citizens how the; general land `use patterns and major`road systems will be developed °should, a rezoning be approved. The use of a "Generalized Development Plan and Proffer Statement as a: tool for this purpose is reasonable, as At contains: illustrative and general development inforrnatfon that can assist in understanding the basic concepts of a planned cornmunity:and guide the more formalized Master Development' Plan process following rezoning appr_ovaf. Therefore,; it, is requested that a Generalized Development Plan he permitted. to fanction in the place of a detailed Master Development Plan during the rezoning process. A Master .Development Plan will ber provided subsequent to the rezoning. approval _ process to ensure consistency with subdivision design plans and site design plans within the project. MODIFICATION #2 Ordinance Requirement: §165 - 501':03: Perinitted Uses All uses are ,allowed in_.the R4 Residential Planned Community District_ that are allowed in the followin "zg onin'g districts: RP Residential, Performance District IBa Neighborhood. Business.Distnet Alternative Design Standard:, 'The Mixed -Use Commercial7ResidIential Land Bays identified on the proffered Generalized Development Plan are slated for dense urban commercial and, residential land use, which may include commercial" and residential_ land uses that are located within the same structure, or within connected. structures. Justification' for Modification: Heritage Commons is planned' as an urban center design 'form. that will contain single- family attached multi- family `units commercial retail and offi'ee structures; and structures that may comprise a combination of these land uses. The ability to provide- for mixed -use residential and commercial retail and/or office land use within the same structure or within connected structures is in keeping with urban 'form design which provides a, very efficient use of land and provides opportunities for residents to live shop and work within the same area of their community. MODIFICATION43 :x.165 - 501.05 Mixture,of Housing Types `Required Ordinance Requirement: Each planned community shall be expected to contain a mixture ,of housing types that is typical for existing and planned residential .neighborhoods 'in. Frederick County: No more than 40 %, of the area of portions of the planned community designated for.residential uses shall be used for any of the'following housing° types:: duplexes,, multiplexes, atrium houses, weak -link townhouses, townhouses or garden apartments or any combination of those housing types. Alternative'Desb n Standard: The Mixed -Use Commercial %Residential Land ' Bays identified on the proffered Generalized Development Plan are slated for dense urban residential housing types. To achieve this type of urban residential, development, single- family detached residential units will not be required as a component of the residential mix,. and single - family attached and -multi - .family residential units will be allowed to. comprise 100% o of the residential housing,units. within the, Heritage Commons prof ect. Justification.for Modification: Heritage Commons ,is planned as an urban center design. form that will contain single- family attached and - multi=family housing ,unfits within ,a mixed -use commercial, retail and office development'. : The Residential Planned Comm-unity y District p romotes a suburba n residential design that i's predominately `with a minimum p ercenta ge of non -residential land use. The implementatibn of significant percentages of non - residential land use within Heritage Commons' dictate's . the need. for higher density residential land use to facilitate this form of development. MODIFICATION #34 Ordinance Requirement: §165- 50i1.06(C) Res, idenfial Density Residential Density:_ The. maximum allowed gross density for residences in the planned community development: shall be four units per acre.. Alternative Design Standard`: The Mixed,-Use, Commercial /Residential Land Bays identified on the proffered Generalized Development Plan are: slated for dense urban residential housing types. To achieve this type of urban residential development; the gross densities specified in Section. 165402.05B for multi- family and single- family attached residential land use shall be permitted. Justification for Modification: Heritage Commons is. planned as: an urban center design form that will contain single- family attached • and. multi- family ,housing units within a mixed -use commercial, retail and off ce development. The Board' 'of Supervisors recently approved increased densities for residential development within the Urban - Development Area . (UDA) to maximize the residential development potential within this portion of the• County. 4The 2030. Comprehensive Plan identifies this property as being_t tanned for employment and high-density, residential (12 -16 units /:acre) land_use;; therefore, it is appropriate to allow this type of residential density within the Heritage Commons development: MODIFICATION #45 §165- 01.06(D) Commercial & Industrial. Areas Ordinance Reauirement -, Commercial and industrial areas. The areas for, commercial or industrial uses shall ,not exceed 50% of. the gross area of the total planned community. '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. A minimum of 10% of, the gross area of the project,, shall be used for business and industrial uses. Alternative Design Standard- Given the dense planning ''for -the. Heritage Commons ..Land.-Bays, , the areas for busifiess (commercial) areas may exceed,:.and, should. be encouraged to, 'exceed 5.0 % of the gross area. Further; to be consistent- with the Comprehensive Plan, industrial uses should. not be encouraged, •.and therefore; :not allowed: in the Heritage Commons'Land Bays. By doing this, the balance in the dense areas will allow for higher density residential uses and will create Land Bays that lend . themselves to creating"- a community..:where residentst can trulylive, work and play all in ,the same immediate community. I A Land Bay Breakdown Table has- been- incorporated,'into the Heritage Commons Proffer Statement to ,demonstrate the minimum •and maximum acreages for commerci`al.and residential development throughout the project: r tip tion fo - 44th fieat on. .. o• OWN o ' . . .. o• Justification for`Modificaton: NO Ims '11111111110 SOMT. o ' . . Justification for`Modificaton: NO Ims '11111111110 SOMT. A densely planned community 'in an .area that is. designated. under the Comprehensive Plan as such should provide for a higher percentage miz of commercial uses. Given the: intensity and extent of commercial uses they would be more harmonious .if they were mixed 'in with or adiacent to .higher density residential development. `The 'Generalized Development Plan, will depict the Land Bays where it is anticipated that the hip-her density residential and commercial uses will be mixed and also areas that will be, designated purely for commercial. With the transportation networks -and' connectivity .of all the Land Bays, however, it is anticipated that the activity level ,of residences commercial shopping dining and work will be laid .out_ so that the residents will be able, to walk back and, forth between these uses and not need use their automobiles to access these facilities and - amenities. MODIFICATION #6. §165- 501.06(E) Open. Space; Ordinance Requirement` Open Space A minimum of 30 % of the gross area of any proposed development shall be designated as° common open. space. Alternafive`Design Standard: A minimum ,of 15% of the gross area of the, Mixed-Use-Commercial/Residential 'Land Bays, and 1000/. nf' the gross area of the Buffalo :Lick Run Stream, Valley. Land-,Bay identified on the ed Justification for Modification:, Heritage Commons is -planned as an urban center design form that will contain single- family attached and multi-family housing units within a mixed -use commercial, retail and ,office development This' type of -urban center design provides opportunities for• indoor and outdoor recreational amenities and facilities pedestrian sidewalk and trail systems central plazas and squares small 'exterior- urban - scale gre, en- space - areas and rooftop green -space or rooftop amenity areas*, therefore; vast expanses of green space area are not conducive .for this type of development The location of open space--,areas- and the types of recreational amenities will. be identified on the Master Development Plan to ensure conformity with ordinance requirements. MOIDIFICATION #7 4165- 501.06(G) Buffers and Screening Ordinance Requirement` Buffers and Screening. Buffers and screening shall be provided between various uses. and housing types; a& if the uses were located within. the RP;, 91, B2, or M1 Zoning District'accord ng to the 'uses allowed in those districts. Buffers and screening shall be, provided accordingly as specified in Section- 165 - 203.02 of this Chapter. Road efficiency buffers shall be provided according to the re ixiremenfs of that section. In addition, along the• perimeter boundary of the _g q _Residential Planned Community District, buffers and screens shall be provided in relation to adjoining :properties as ;if, the uses in the planned, corrirnun ty were located in the,RP, ,B'l,, B2, or M1 Zoning Districts. Alternative Design Standard: Buffers and screen ng'sha11 be: provided `along the�perimeter boundary ofthe Residential Planned Community District where proposed Commercial .Retail and' Office Land Bays adjoin existing residential land use, or where single - family attached and multifamily residential units adjoin existing single- family detached residential land use. Buffers and "screening shall be, provided, accordingly as specified in, Section 165 - 203.02(0) , Section 165 - 203.02 (.Di and Section 165- 203:02(PE) of this Chapter-. Justification for Modification Heritage Commons is planned as.,an urban center design form that will ,incorporate mixed -use commercial and residential land use• mmediately adjacent to each other. Land uses within this form of development are intended to be integrated', and in some 'instances located. within the same: structures;: therefore, the requirement for internal buffers and screening are ;not practical in achieving this type of urban design. The alternative design standard provides for adequate buffers and screening along the perimeter of the Heritage Commons project to protect existing residential land uses. This buffer and screening standard is consistent with applicable residential I eparation, buffers and zoning dstrici, buffers utilized in other ;portions of the Urban Development Area. MODIFICATION #78 §165- 50.1.06(I).Road. Access Ordinance. Requirement Road Access: All planned community developments shall have direct.. access to an arterial or 'collector road or to roads improved to arterial. or collector standards. he planned community, development shalh be provided with a complete system -of public +streets, dedicated toi the Virginia Department of T,raftsportation. Alternative Desig_n'Standard: The. proffered Generalized Development Plan shall provide for major collector road systems identified in the Compreh'ens'ive Policy Plan,. 'which will be public. "streets dedicated to. the Virginia Department of Transportation. All other street systems located within the Heritage Commons development may be designed and constructed as private streets, which will be maintained by a master association or sub - associations created during-the, subdivision design and site plan design process. All, private streets shall be designed in general to meet vertical base design standards utilized by,the Virginia Department of Transportation based :on projected traffic volumes for the identified land uses within the project. All lots created 'within the. Heritage Commons development- may be located on, private streets, which shall not bet subject to distance limitations from planned public streets within the project. Justification for Modiff cation: Heritage Commons is planned as an, urban center, design form`that will contain a variety of street systems that are designed in, general to meet vertical base design standards utilized by the Virginia Department of Transportation based on projected traffic volumes for the identified land Uses -within, the-project. 'The: ability to utilize private street design will provide desi "gn flexibility throughout. the project that would oiherwise,,not_ be,practical due-to rigid Vi` rgmia�Department of Transportation street design standards. The ability to .utilize ,private street design will also allow for innovative storm water management low - impact design and land Iscaping, design to assist in meeting water quality measures for.the project. .MODIFICATION #$9 §165- 501.06(M) Phasing Ordinance Requirement: Phasing.. A schedule of phases shall be submitted with each proposed., planned community,. The schedule shall specify the year in which,. each phase will be completely developed'. No . subdivision or site ;plans shall be approved in the planned community unless they are in accordance,With the approved schedule: AlternativeDesig_n Standard:' A.Phasing Plan and Phasing.Scheduleg hall not,be required forthe Heritage.Commons project. Justification for Modification . Heritage Commons is,, planned ,as an Urban center design .form that, will contain mixed land use including bust_ Ecommercal4, retail, office, single - family attached and multi- family housing units withiri a master planned project. Heritage. Commons exceeds; the; (commercal4; :retail and offi,ce,land use percentages from'-conventional residential planned community projects, and may ;incorporate mixed OusinesscommerciaI4 and residential land use within -:the same structure: Therefore, it is not, practical to require a phasing schedule and.-time line that limits, the ability for the project to develop, as this will be dictated by market conditions. MODIFICATION #110 §165 - 201.03(11)(6) Height, Limitations §165- 601.02 Dimensional and Intensfty Requirements Ordinance Requirement: General office buildings in. the B2 and B3 - Districts and hotel and motel buildings, in the B2 Zoning' District shall be exempt from the maximum heightrequirements of those zoning districts. In no case shall the height, of "such buildings; exceed 60 feet. When such exemptions are proposed adjacent to existing residential uses, the Board of Supervisors, shall review the site development plan pursuant to the provisions of Section "165- 203.02A(3). Alternative Design Standard: Business / e .,11 Commercial- buildings, retail buifdi'ngs, offibei buildings, hotel buildings, and shared business �commerciaI4 and residential buildings may be constructed up to 80 feet in height not to include architectural screening features and antenna structures. Additionally, 13commercial) buildings, retail :buildings, office buildings, hotel buildings, and shared business - (commercial) and residential .buildings may be developed with a floor area to lot area ratio (FAR) of 20'. Justification for Modification: Heritage Commons is planned as a dense. urban center design form that will promote vertical construction throughout. the project; The ability to construct 'buildings to 80 feet in height is consistent' with the height allowance for multi - fam r ily esidential buildings,, which will be developed within the project, Other. zoning" districts within the.County allow for office buildings and other structures to be constructed up 'to 90: feet in height and allow ° for a floor area to lot area ratio of'2.0 therefore, the Heritage Commmons -. urban center design fonn- is consistent with these amore intensive types of development currently permitted by County Code. MODIFICATION #10 11 § 165- 402.09(J)(D1)' Midtifamily Residential Buildings, Ordinance Requirement: Principal building (max): 60 feet, •provided "that a multifamily residential building may be erected to a in of 80 feet i f it is set back from, road right-'of-ways and; from lot lines in addition to each of the required minimum yard dimensions, a distance of not less than one foot for each one foot of height that it exceeds the sixty -foot limit. Alternative Design Standard: Business (e6nim eial)Commercial buildings, .retail. buildings, office buildings; hotel buildings, and shared business commercial) and residential buildings maybe constructed within 20 feet of public or private street systems serving the community. Justification for Modification: Heritage Commons -is planned as a dense urban center, design form that will promote vertical ,construction throughout the project., This design form should provide flexibility to promote building construction that abuts wide pedestrian walkway areas that adjoin public and private street systems. Urban center design prorri6tes build -to setback,lines; which are not proposed as a requirement for Heritage Commons; 'however;,tliis :alternative design standard will allow for this form -of design should it, be desired by'the developer of the project, MODIFICATIONI 12 165-_4002.09(6 Modified Apadmietit Buildin Ordfn'ance Rea uirerfiehf-f This,hausin2lwe, consists, , sts, of-buildings, that contain. ffiultiOle: dWellifig -tiflits that share °a coma ydr,&dfe7d.- The entire 'dwelling unit does 'not necesswify-lave to -be: orr the sq'rn-e floor, Gqti ��Pqrtrneftts shall be, At least- fwu st'Origs. hi ;h biftgo more than four stories :arid shall contain six more ,uni ts,in a. I singlel��stfuctufe, not to exceed-I 6 units, within a. single: structure. Dimensto requirements. shall hey as follows.. A--Loi Dimensions Al Mdk-fiftiffn site ,im-per;Vib-as.slir-fdCieratio Bl. Buildihg_Setbkks, B I 'From public roAd, right -of-way 3'S feet B,I-, From private roadmiht-oofl-way, :off,kreet paTkirikIdt of d&ewq, .20 feet; B3 Sl&, (perimeter) 20 feet, B4 Rear (perimeter) .25 feet, BS' Rear-for 'b,ql'r,on'l'eg,Snd.'dec'ks 20, feet, - B6 Mifliffitini, on -site building �spmdng. Buildings placed , s ide 'to side shall have q minimum disf-aft'mof'20 -feet-beiween buildings, .buildings placed side tot 9ck,sh'q'll",haVea rnihiffiuftvdistgffceof 35 feet'between buildings.. Buildings bkUb, back shall hgV&q' nfinirmirn disiance,'of 50- feet between buldri s: C. Minimum u-m Parkin C-,'I,,Requi,red'off=§freet,par-k,,ing' 2 per. unit DI �l Widingl Principal M 47X 55 'feet IDIAccessory -buflfihmqx), 20 feet Alteffiative0e4go Standard:; Tfils,hbi�i hpLVe consists l 4 buili .outdoor ,area..'.' wellihi4s cqh-,4(5 ,c llnu units tti t' share: a;common st two stories Wt. i not more than six stories. Dwellings can have. into the developer. Modified apartment-buildings shall may not exceed more than 64 dwelling units within shall be: as follows: - it.extemal corr -idors at the - discreti in a minimum of 16. dwelling. uni A: Lot Dimensions A 1- Maximum site ihipervious surface ratio 0.60 B. Building Setbacks BI From public road ri t -of -.way 20 feet) B2 From private' road;ri ht- of -wa, off- street Larking lotor LO.- t� driveway B3: Side (perimeter-) 15 feet ;. B4 Rear (perimeter) 15', feet BS,-:'Rear for balconies' and .docks 20feet B6 -Minimum on -site buildin -sg pacing: 15 feet side to side; -15 .feet side to, back, 15 feet back to back C. Minimum Parking C1 Required off-street parkin; 2 per unit, inclusive of ag rage D: Height D1 Principal building ,(Lmaxj: 80 feet 02 Accessory building (max): 50 feet D3 Maintenance building max j— 20: feet Justification for Modification: Heritage Commons .is planned as a dense urban center design. form "that will promote massing of dwelling units throughout the project... This design form .should. provide flexibility to promote building construction that accommodates an approp "riate number of'dwelli'ng units within a single structure The dimensional requi"rement�rovided for °the Modified- Apartment Building achieve ��priate setbacks for siting of buildings and protection of adjoining properties, while providing densities more in keeping with a dense urban center design form. DRAFT Market and Fiscal ImpactsAnalyses Heritage Commons Frederick County, Virginia Prepared for: Mr. Bruce A.,Griffin Mrs Matt Millstead Frederick CountywCenter, LLC October, 2013 S. Patz and Associates, Inc.. 46175 Westlake , Drive, Suite 400 Potomac Falls,, Virginia 20165. Introduction The following 'is the market study and Fiscal. Impacts Analysis (F.IA) in support of the proposed .mixed -use development of 'the 150.6 -acre - Heritage Commons development- proposal (formerly Russell 150, LLC) located 'along the west side of Front Royal Pike. (U.S. Route 522), south of the 1- 81 /U.S. Route: 50 interchange and opposite Airport Road. The ,site extends approximately 1,250 feet along Route 522 and has .frontage (1,300 feet) on. the east: side of I =81, at a location where a, new overpass is planned that will` extend East Tevis 'Street in the `City of Winchester east into the Heritage Commons site'and, ultimately to an intersection with 'U.S. Route 522 at two locations. The following report is ,prepared in two sections. The .first section, presents the market analysis in support of 'the mixed -use development proposal' for Heritage Commons. The market analysis demonstrates that market support for the Heritage Commons proposal exists and is based on evolving .market trends in a. market area that, consists, of the "City of Winchester and 'Frederick ,County'. The expected development p eriod for this 150± acre ro er,�, � based on `the development proposal', is approximately 15 years, from thel projected start of`building development in 2015. The second section of the report is the Fiscal Impacts Analysis, which.shows the het revenues projected from project build -out compared with increased expenses to the County from the, proposed on -sife development. Given the fact that the development proposal has' considerable commercial space planned within the 40± acres of commercially zoned, area, or 30.0% of the total developable acreage,.,Heritage Commons will' generate a positive `VIA and' will' provide- considerable new net 'tax revenue to Frederick County over the 2015 to' 2030 period and beyond. The, FIA is prepared in three five -year development phases to ;illustrate that, net revenues will. accrue to the County during the entire 15+ year development period. All revenue -and 'expense data are presented in constant 2013 dollar values. `The phasing -of new development is, based, in part; on the sponsor's existing ccimmitments for site 2 development at the time of, the start of development, and in part, on, the evolving development trends within -the market area as calculated by the.market analysis. The following chart summarizes the overall development plan for Heritage Commons. It shows a :master plan for 1;200 housing units on 75.3 acres of residential zoned land and 700,000 square feet of commercial development; including the new Frederick County office building. The planned development program will be more fully expanded upon in the following analysis. • Market,Rate.Apartments 1,050 • For =Sale Townhomes 150 (subtotal residential) (1;200) • Office Spac_.e,, excluding .County Bldg. 450,000 County Office•Building 150,000 * Retail & Service Commercial 100,000 The site setting map of the Heritage Commons site is .shown next. The ,site is adjacent to the, City of Winchester. along I -81 and just over one mile south of the Route 50/:17 interchange with 1 -81 ;near the Shenandoah University Campus. Number 5 on the, map shows the location. to the primary site entrance to Heritage Commons across from. Airport- Road. Number 6 is the location of the proposed new bridge over I -81. The Shenandoah University Campus is shown by Number 7. The site frontage runs north from just' south of Buffalo Lick Run (No. 8) to the small residential subdivision along Front Royal Avenue on the north. Map .A also shows the ,sites close proximity to several of the Winchester area's regional highways. The Winchester Regional Airport, Shenandoah University. Campus, . historic downtown Winchester and Apple Blossom Mall (Number 9) are all, within close proximity to the site. The new bridge over I -81, along with the extension of East Tevis Street, will provide direct access to the Pleasant Valley Road corridor and to J.ubal Early, 3 Drive,; both:area,road.ways with an abundance of retail space,rnedical office space and employment centers, MqA - 'Heritage Commons- Site Location Map M Site Description.and Development Proposal Site Description The Heritage Commons site is a slightly rolling, ir- regularly shaped, 150 -acre: property located between`Interstate 81 on the west and Front.Royal Pike (U.S. 522) on the east at a location directly across from thei entrance to Airport Road. The property is vacant and partially covered. with small trees and bushes, but the property is predominantly meadowland. Part.of the Buffalo Run stream runs through the property in, an east -west direction and will be retained as .open space, and an amenity featuere for the development. Following are photos of the site and it's settirigalong U.S.`Route 522. The photos show views into the property from U.S. Route'522 West into the site and photos of the Route 522 corridor. At_present; this is an undeveloped section of Front Royal Pike, but'a second development proposal, adjacent to Heritage Commons, called Madison Village, is, also being. studied for new developmenf; as described below. View,Into Site Showing Topography and Tree Coverage 5 Photos of Heritage Commons & Route 522 Corridor View`West,From US. Route 522 View North Along U.S. -Route 522 Expanded View of 'Site View South From U'S. Route 52VAirport Road Intersection Adjacent land uses consist of residential, developments and vacant land. Development north of the site consists of` the 40± unit FunkhCouser single family subdivision, which was developed in the mid- 1990s. East o'f the site, along Front Royal Pike; are;mature single- family homes in the Miller Heights subdivision. Land'south of'the Heritage Commons site is largely vacant, but,with the adjacent parcel of 513 acres planned for a. mixed -use development with a mix of towns_ and 6 apartments,. called Madison Village (see Number 10). The developers of Madison Village is currently, in ' the early" stages of :rezoning from 'RA (Rural Area) to 46.26 acres of RP (Residential Performance) and 5 acres to B2 (.General Business). Collectively, this rezoning application pis, planned to .accommodate 480 ,apartment units, 160 townhomes and 107,000 square feet of retail space'. `The application was tabled by the Planning Commission in August,. 2013 to allow the applicant to work out issues required by County staff. The Planning Commission could revisit- the:application by the end of 2013. A northern.aerial'View of the, HeritageCommons. site -is�showin below. Aerial of Heritage,'Commoris The ;Heritage Commons site, is presently only accessible via. Front Royal, Pike (Route 522). Route 522 is a regional arterial that' runs .north =south ,from the Frederick County line into the City of Winchester and then north somewhat circulating into West Virginia.. Relevant for the Heritage. Commons proposal is its interchange with Route. 50 and close proximity to the Route 50/17 interchange with 1-81. In. front of' the subject, Route, 522 is a four lane, undivided roadway that runs in a generally -north -south direction parallel to Interstate 81. ,Route 522 provides quick access 7 to :Millwood Pike (U.S. Route 68), about one: mile north, which accesses Interstate 81's Eidt,313 and the City of Winchester. Route 522 also provides direct access to a 150;000± square foot Walmart south at its intersection with Tasker Road that opened in early - 2012. About 3,00 full -time, employees work at the retailer, which includes ,a full grocery store, garden center and pharmacy. �Pd;�`�D +-,.` .�� `�F��. 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S�IPn• BR a�Ra�r .iZ*h 14 9j,�k'f'ti tom. hf L ' .I . 1ry. 4V oha .''• ,� t ry� y- },�+ y „�,y� i �r�'4�5 �R 1�+,�.,t4 Y'P `°,'��i�.� °�j• % � RnBwnel i �"N e > s ,y F r a aiils6', C :- i � �" a� s'� i � PaFu t �- �' � �±a '' � �V'� �' �a � '3�' '� �n� �h �m � ✓ J R� . hp;,pte ,..fi` <,:ry"Sr 3 '�°. "} -• arO < e`°R S n.�'°� :�i `�'$'` o, 4 Nk �'��� „R" A ry: 4 4 � t . �t'8 6 ?* �t4� •f � . - S 'tt 4 o- y �•-{ °1 '�v�.�( a"ak ..e; Z4.+J 2, +'>,'+�*,. �y S.. ° R, ... /). ..L .4 ..rmS- �..u...r�a.�•'Y,r�t #'�.�..te &.. ^J�i ., a,S1'lO�ar �9 °J it' '•�'d V3 � `Heritage Commons Site Setting Adjacent .to. the'Walmart Are two small industrial, parks: Eastgate Industrial Park and Jouan Global Center, which collectively:- include four tenants. The largest tenants in the ;industrial park pare the FBI Records Management. Division, which occupies 160,300± square feet at 170 'Marcel Drive, and Horne. Depot Distribution Center; which occupies F. 755,860± square -feet of space. at 201 Rainville Road. Tenants in these parks are detailed in the table below. Developments at.Eastgate Industrial Park and Jouan Global Center 170 Marcel:Dr 106;296 (Subtotal) (176, 296) Total 238,151 Years, Tenant Built 2003 Comcasf Cable Communications. 2003 Home Depot Distribution Center 1998 SpecialMade ,Goods & Services FBI Records Management 1997 Division The next, important development area near Heritage Commons is located along and; off of_ Airport „Road, 'immediately east of the Heritage Commons,site.. Developments along Airport°Road-, which include residential, office and industrial uses,..are detailed in the, paragraphs below. ➢ Preston Place. East of the single- family homes that front Front Royal Pike is: Preston Place,, a, 236 -unit affordable apartment complex that was built in three phases under the federal LIHTC program during he 1992 to 1997 period. This property is typically fully occupied and was recently renovated. ➢ Winchester Regional, Airport, a public use airport, owned. by the Winchester Regional. Airport Authority, is.located along this roadway. The. airport covers 375 acres and has one asphalt paved runway. Approximately 45 people work. at the airport. ➢ Airport Business Park-, is ,located across the street from the Winchester Regional. Airport along Airport Road. The park consists of a total of nine: structures on Aviation Drive;, Airport Road, Admiral Byrd Drive and Muskoka Court. Collectively,'developineht'in this' park contains 724,760± square feet of office and industrial space on 110± acres, though much of this space' is flex;space with office :and industrial use. The largest tenant in the 'industrial park is Kohl's, which operates a 422,660± square foot distribution center that opened on a 64.27 -acre parcel in 1997' and G0 Building Size Industrial Park, f Su Ft) Eastgate Industrial`Park: 195 Rainville Rd 20;453 . 201 Rainville Rd 755,855 (Subtotal) (7761308) Jouan GlobaWenter. 141 Marcel Dr 70,000 170 Marcel:Dr 106;296 (Subtotal) (176, 296) Total 238,151 Years, Tenant Built 2003 Comcasf Cable Communications. 2003 Home Depot Distribution Center 1998 SpecialMade ,Goods & Services FBI Records Management 1997 Division The next, important development area near Heritage Commons is located along and; off of_ Airport „Road, 'immediately east of the Heritage Commons,site.. Developments along Airport°Road-, which include residential, office and industrial uses,..are detailed in the, paragraphs below. ➢ Preston Place. East of the single- family homes that front Front Royal Pike is: Preston Place,, a, 236 -unit affordable apartment complex that was built in three phases under the federal LIHTC program during he 1992 to 1997 period. This property is typically fully occupied and was recently renovated. ➢ Winchester Regional, Airport, a public use airport, owned. by the Winchester Regional. Airport Authority, is.located along this roadway. The. airport covers 375 acres and has one asphalt paved runway. Approximately 45 people work. at the airport. ➢ Airport Business Park-, is ,located across the street from the Winchester Regional. Airport along Airport Road. The park consists of a total of nine: structures on Aviation Drive;, Airport Road, Admiral Byrd Drive and Muskoka Court. Collectively,'developineht'in this' park contains 724,760± square feet of office and industrial space on 110± acres, though much of this space' is flex;space with office :and industrial use. The largest tenant in the 'industrial park is Kohl's, which operates a 422,660± square foot distribution center that opened on a 64.27 -acre parcel in 1997' and G0 employs 300± people. M.I.C. Industries, a company that manufactures machines that' build steel buildings, operates 'its International Manufacturing Facility in a 150;000± square foot facility :at'390 Airport Road. The company opened with 100 employees And added an.additional 139 employees in 2004. The most recent building to open: in the industrial park is a, 17,340± square foot structure at 170 Muskoka Court, a service center operated by.Averitt,Express, a provider of freight transportation and supply chain; management. ➢ Westview Business Centre is located east of they Winchester Regional Airport along Millwood Pikes intersections with Arbor. Court and Victory Lane. This industrial park consists of 27 structures. Collectively, 'Westview' Business Centre includes 802,310± square feet of space. The average structure size in this industrial park, is 29,720±. square feet. Several tenants in WestView Business Centre are not, industrial in nature such as Valley Cycle. Center and Grove's Winchester Harley - Davidson; two auto dealers that occupy over 50,000 square feet in the park. The largest structure in the park is a 100,000± square foot warehouse owned by Virginia Storage Services. Larger tenants in the "park include: ■ Blue: Ridge Industries is a Winchester -based company that specialize in .manufacturing custom injecting molding. Blue Ridge Industries employs 60,± people. Annandale Millwork and Allied Systems Corporation is a Winchester - based manufacturer of wall panels, hand rails and stairs. The company employs 100± people on 40,000 square foot facility. ■ Cl'ariant: Corporation, a 30- employee chemical merchant wholesaler, occupies, 30,000 square feet. ■ Winchester Woodworking Corporation, a manufacturer of custom millwork, employs 30 people and occupies 56,920 "square feet. ■ Probuild; a manufacturer of wall panels, roof, and floof trusses, employs over 100 people and occupies 28,320 square feet. ■ Creative Urethanes, a manufacturer, of castable and reaction injecting molding and stamping, employs 30 people and occupies 30,000 square feet. 10 ■ A. Prolawn Service Corp., a 15- em0oyee Winchester -based landscaping company that occupies 12,150 square feet. ■ Acti`on. Concrete Supplies, a 15- employee material merchant wholesaler that occupies'24,000- 'sgivare feet. Navy Federal Credit Union, which operates in a 109,300 square foot office. structure on Security Drive, where: it employees 900± people. These area industrial and manufacturing firms employ approximately 3,000 people and represent a ready market for new retail space at. Heritage Commons. There are also five modest sized office buildings 'along Airport Road with a total of nearly 70,000,square feet. These likely have 150± employees. The paragraphs to follow describe the developments north of Heritage Commons along Front. Royal -Pike and Millwood Pike; east of Interstate 81. Included in this area are 'structures occupied by FedEk Freight and Wilson Trucking Corporation, among others. This area consists primarily of hotels, retailers, and offices. There, are older facilities - but, in addition to the 3,000± employees at the industrial and office buildings along Airport. Road,. another 1,500± employees are located here in the following businesses. Costco Warehouse. The Costco store is 129,220± square -feet with 200± employee. Delco Plaza is a 162,630± square foot retail center with a '52,690± square foot Gabriel Brothers, a 29,000± square foot Food. Lion; a 24,480± square foot: Room Store and :a ,14,400± square foot Body Renew. Horizon Development Shopping Center has a 34;150± square foot Big Lots Store and;a.13,440 ±;square foot Jo -Anne Fabrics & Crafts, ➢ Restaurants in this area include: Cracker Barrel; 1140P, Texas Steakhouse & SalbonjIibac-hi Grill & Supreme Buffet, Golden Coral, Blue Fox,Billiards Bar -and Grill Waffle House, Subway and Los T.oltecos Mexican'Restaurant. ➢ Gas Stations in this area.include Citgo, Exxon, Shell and BP. Office. The newest office developments built -in this area were constructed.in the laie4980s and account for 73,100± square feet. The offices of the Middle East District, U.S. Army Corps of Engineers,.has 6001 people employed here. ➢ Hotels.. Eight hotels consisting of a total of'808 rooms are located within this area. Four were built during the 1980s, none were built in the 1990s and .four were built during the 2000s decade. The newest of" these hotels is the 70 -room, six- story Aloft. Winchester, which opened in June, 2010. In- summary, approximately 4;500± people are::employed near the Heritage Commons property in the locations described above: The .larger County _employers, chose to the He"r"itage Commons site are shown in the map below. The purpose of the detailed analysis of area employment is for the evaluation of one..s "ours of demand for market support`for the- retaitspace planned for Heritage Commons. 12 Several retailers are located west of Interstate 81 along S °Pl'easant Valley Road and Millwood., Pike, south of Shenandoah University and near the Heritage Commons site: Retailers in•th's�area are shown in the aerial below. The above .retailers consist of a mix of the large, enclosed Apple Blossom Mall, :several' retail strip centers (Winchester Commons, Winchester Station, Apple Blossom Corners), and several large free- standing retailers such as K -Mart; Wal -Mart; Lowe's, and Best Buy. Major_ retailers,in this area'are listed in the chart below. Retailers Along S. Pleasant•Valley Road Name Size Anchors Apple Blossom Corners 240,560 Martin's, Office Max, Kohl's, Books -A- Million Apple Blossom Mall 440;600 Belk, JCPenney, Sears: Delco Plaza 162,6.30 Gabriel Brothers, Food:Lion, Room Store,, BodyRene_w FreeStanding -- K -Mart; Lowe' s,'Wal'mart, Best Buy Pleasant Valley Marketplace 1`20,000 Staples;Dollar Tree Winchester Commons 173,790 Target, T.J'. Maxx', PetSmart, Home' Depot, Pier 1 Imports; Winchester Station . 167,000 hh re , Ross, Bed Bath.& Be and „Michaels, O1d.Nav Source: S. Patz & Associates -field survey Shenandoah University. The only university in Winchester- Frederick County is Shenandoah University, a comprehensive private university, located approximately two 13 miles north of the, _Heritage Commons site. The' university currently employs 229 full- time and 171 -part time employees for a total of 400 employees'. Enrollment trends are :presented in the table below, and show a Fall, 2,012 enrollment of 4,176 students, of which 58% are' undergraduate. students and 42 % are graduate students in master's or doctoral - degree: programs:. FaH Enrollment Historical Trends by Student Level <2005 2007 8008 2009 2010 1011 2612 Undergraduate First -Time Freshmen'Oniy 309 398 402 '435 - 408 343 457 A11,17reshmen 405 487 697 .553 506 520 519 Sophmor'es 397 389 301 423 460 421 362 Juniors 261 310 '229 312. 376 365 394. Seniors 352 374 444 416 498 506 536 NDSsUnciassified 26 71 49 50 31 478 500 DS U ictassi6ed 86 27 0 13 11 0 91 UndtrgmiluateMotal 1,527 1,658 1;720 1;767 1;882 2;290 2,4021 Ftmt'.Professional ,First Professional. 408 440 - - 420 434 463 456 499 NOS First - Professional 0 0 0 - 0 4 5 5 .rirst- limlesslonal Total 408 440 420. 434 .. 467 461 4941 Graduate Masters - _ 629 620 720 768 - - 783 781 771 Doctoral.. 275 329 -377 417 423 390 377 NOS Unclassified GR -. 271 346 274 '233 124 130 132 Graduate -Total 1,175 -1,295 1,371 1,418 1,330 4,301 -1,280 - Total' - Headcount 3,110 3,393 3,511 3,619 3,679 4,052 4,176 NOS, - Non - Degree, Seeking DS = Degree Seeking In terms of "pro*ecfed enrollment, Shenandoah University officials anticipate a rough enrollment growth of about 5 percent by Fall 2017: This would push the enrollment headcount to 4,380± students by Fall 2017. Most of this growth will be realized.in, the undergraduate, population. Shenandoah, University currently has 840 on= campus dorm beds for undergraduates; which are, typically fully occupied, with the remaining non - commuting undergraduate and, graduate students residing in, off- campus, non - institutional. supported housing. No exclusive graduate housing is provided at the University. Seventy -six percent <of all First Year students (including transfer students) have lived on- campus in recent,years. 14 Shenandoah University has early plans, to increase their on- campus bed count from 840,ito a target of 1,300 beds, which would allow the University 'to increase enrollment. New construction in a phased - approach is planned to achieve thi's goal. With, the net gain of "'beds, several existing residence halls will be phased out while the 115 -bed Parker _Residence Hall will be remodeled for first year _students and reduced to 95 beds. Due to planned expansion at the university, , the existing 840 beds could increase to 950 beds by -2017; 1,1'90 beds by 2022 and 1,310 beds by 2027: This expansion plan 'could be speculative,. but will clearly 'be set in place well after 'Heritage Commons is started and the addition of on- campus beds will be modest in the early stages, of 'expansion. Data indicates that about 3,400± university students ,currently live off - campus, primarily in private apartments with some students .living at. their family home. Even with the expansion of on- campus beds to 1,300± in the future, there will be at least 3, 000± students.living°off- campus not iincluding increases in enrollment over the next 5+ :years (e.g. a five: percent growth is anticipated by 2017). The presence of these students creates a strong market for apartments at nearby locations. Summary. The above analysis has a three =fold purpose. :First and foremost is to identif #fie site location and`determine whether the setting is marketable for the e,s of Y g tYp, land uses proposed,.. The site has excellent highway access; proximity to employment centers, and commercial. facilities and no nearby blighting land uses. If is an ideal Tocation for students and:staff,from Shenandoah University: Second,; Heritage Commons will have 100;000+ square feet of retail spa_ceat build out. The 4,500± employees working in the immediate, area, along Airport Road and Millwood Avenue, and 2,500±,, new employees in office and retail space to be built on site, rep "resent a1eady market for new retail tenants. 15 The third issue is; to establish °that, along, with the new County courthouse that is planned for, the site, _this location will be competitive for new office space development. The data presented. above shows that between office space and ,flex industrial space, the Route 522 /Airport Road corridor, have an abundance of office, and flex space, albeit primarily- mature space, Heritage Commons 'Development.Plan The proposed Generalized Development Plan _(GDP) for Heritage Commons is presented below. It shows- five commercial land. bays with a total 'of, 45t acres. These are located on the'north;side of the. property. Two have frontage along Front Royal Pike and two have frontage on the new bridge that is planned for a I -81 crossing. The new 150,000 square foot county administration building-is to be located in Land Bay Mat the corner of Freedom,Pfaza and Front Royal Drive. The residential area consists of two large land bays with about 75 acres. These are designated for apartment unit development and townhonie +development, as shown on page 3; above. The GDP has 12.12, acres set aside for open space and.an internal site trail system. The open space. area includes the attractive Buffalo Lick .Run Stream Valley. There are 23.42 acres of road' network planned within the 150-acre property., including the traffic circle that "connects Freedom Plaza Boulevard, Warrior'Driveand Center'Boulevard. 16 The GDP is prepared in a 'general format at this time, as the site requires rezoning with Frederick County staff input to the.,plan. A. more detailed development plan will be prepared as the planning process progresses,., However, at: this time, 1,050 :market rate, upscale apartment unit's 2are planned :and fhese will likely be built in several phases 6f'150 units per phase. This, of course, can change based on- market trends, but a phased development is likely. 'The following, elevations represent- ;a design concept under study for the first phase of` the ,apartment unit, development. It is possible that several apartment developers will,be involved so.that other designs are likely for f"uture:phases. 17 � HfxED =,15E _ ' GpTgSly:,tg9DF.RiaL `IN G}A ���I LREt6L,�CRF�CE -15e Nito 6 %a� -13 � Mfx ®:UEE -CCIT1ERLtGyrtSEbiGflJTW The GDP is prepared in a 'general format at this time, as the site requires rezoning with Frederick County staff input to the.,plan. A. more detailed development plan will be prepared as the planning process progresses,., However, at: this time, 1,050 :market rate, upscale apartment unit's 2are planned :and fhese will likely be built in several phases 6f'150 units per phase. This, of course, can change based on- market trends, but a phased development is likely. 'The following, elevations represent- ;a design concept under study for the first phase of` the ,apartment unit, development. It is possible that several apartment developers will,be involved so.that other designs are likely for f"uture:phases. 17 The townhomes are to be priced at approximately $240,000,,including any "add - ons" to, the base price., These will also be built in, phases, with an expectation of 30t 'home sales per - year,-w"ith'the development pace dependent on the expected sales pace. (Townhome Prototype Elevation Here) TBD 18 Frederick. County officials have selected the Heritage. Commons property for the location of a new County administration building, which will be relocated from downtown Winchester. ➢ The Countys current 65;000+ square foot office building at 107 No. Kent Street: and. other County- occupied buildings contain :approximately 100,000 square feet. The new building at ;Heritage Commons will have 150 000 square feet and may include employees of the County's School Board. In total, at least 300 people are expected. to work at the building. Project opening 'is likely in 2015/16. Following is' the conceptual rendering for the building with an exterior that is designed to resemble a historic- textile mill. County Office. Building Elevation 'With the County office,'buildmg on site, the sponsors of Heritage. Commons have committed to construct -an adjacent 70,000±, square foot office building to have offices for companies? that do business with County .government staff. This building is planned to be built at the. same time frame: as the County office building. These two buildings will account: for 220;000 square feet of° the proposed 600,000 square foot, office:. space. The remaining 380,000 square feet will be .built over the 19 following ;15± years,, at. a rate of 25,000 square feet per year on average; based on market trends, as presented` in the paragraphs which follow: 'Heritage Commons will also'have'100,000± square feet of retail space.. At this fime .the, Heritage Commons sponsor has verbal `commitments. for at least' 30,000 square feet, including: ➢ A,convenience center Two restaurants ➢ Bank ➢ Child day care :center This total is likely 'to be expanded to at least 50,000 square feet by project opening. Retail/ Commercial, space includes a wide range of uses for both residential consumers and area businesses. Thus, at °project opening, Heritage Commons is likely to -have: T50t apartment units available for lease, 30t townhomesi for sale '220;000f square °_feet of office space built ➢ 50,000 square feet of retail "space within a small center, /on pad sites or as ground floor space°within office buildings The remaining portions of the development will be built over time, as described in the market= =analysis for each.land use. East Tevis`,Street/Freedom Plaza Bridge. In addition to the new.County office building on;site,'Winchester..City officials and Frederick County officials have approved the construction of the East. Tevis Street extension through the Glaize; Property in Winchester east and on to the Heritage Commons property via a new bridge over I -81, as shown in the, aerial to. follow. The road. alignment; through the Heritage Commons property is also rioted. It is possible that the roadway improvements will start'in 2014 and be completed in 2017. 20 r The Glaize .Property is a proposed commercial' site that will likely be developed with new retail space, in time. The original -site proposal, for the Glaize Property was a project named The Shoppes at Tevis, but this is rip longer acti ve. The connection of the bridge to East,°Tevis Street at Legge Boulevard provides a direct connection to the Apple Blossom Mall area and the adjacent, retail. centers, along `Legge Boulevard and Pleasant Valley Road. The: bridge connection at Freedom Plaza Boulevard' through Heritage Commons extends to the primary site entrance at Front Royal-Pike. Center Boulevard is another major arterial through Heritage Commons and could 'be , extended past the site to Front Royal Pike; near Patsy Cline Boulevard as part -of this project; 'but thatIseetion is not part of the bridge funding. This will;be a major roadway improvement for the Heritage Commons site.and is likely to be greatly used in time due-to the planned replacement of the 1 -81 bridge at Exit 313 at, the Route 50/522 interchange, as the current bridge requires replacement. This construction project;could take 1'O years before construction begins.. Alignment of East Tevis Street Extension and New I -81 Overpass 21 Section I Market Analysis j This section of the report is a summary market analysis:in support of the four land uses proposed for Heritage Commons, including apartment unit development, for- sale townnhomesales, office space and retail space. The analysis of each land use follows a demographic and economic analysis of the market area of Winchester and Frederick County. Demographic Analysis The Census total population count for 2010 for the two jurisdictions of the market, area, is a, combined' 104,510. The 2010 °market area census is nearly 22,000 above the 2000 count, which. Js an, average net population growth of-'2,000 per year. The majority of the market area population, and most of the growth, over the past 30f years, has been in the County. The population. forecast of 118;800 by 2018 is based on a,lower growth rate in the market area compared with the 2000 decade. The growth during the 2010 to 2013 period has been slower due to the past recession and the effects of expected continued modest growth in the', .new home sales market. This trend is reflected in the American Community Survey (ACS) by the Census, which shows a 2012 population of 107,200'. However, jobs and employment are now increasing and the FBI;, in particular; is expected to bring. `iri '1,200 eiployees to the market area by 2016'. While that is not a 'hard and, fast" date, many of the. new employees are likely to move to the market area by 2018. We used a five -year projection. period, as, that is likely the maximum period for a comfort level in ;,forecasting for real, estate development. The, first phase of development at Heritage Commons will occur during this period. Thus; for housing, in particular, currenf trends are -used for-the post -2018 time, frame. 22 Additionally, the comparison between at -place jobs and employment is modest in terms of out - commuting. The higher gas prices are a deterrent for market area workers to commute. to Northern Virginia. All of -these ,factors were taken into account for our forecast population of 1- 18;800 by 2018. Table 1: Trends and Projections of Population and Households`by Tenure and Income, Heritage Commons, VA Market Area, 1990 -2018 (Constant 2013 Dollars) 1990 2000 2010 2018 Market Area Population 67,670 82,190 104,510 118,800 Winchester City 27;950 21;590. 26;200 -- Frederick County 45,720, 59,210 78;3+10 -- Group Quarters Population 1,220 .1;570 1;940 2;100 Household, Population 66,450 81,220 102,570 116,700 Persons Per Household' 2.60 2.53' - 2:60 2.53 Households 25;550 32, 100 39;4,70 46,130 Percent Renters 32.9% 30.5% 30.2% 30.7% RenterHouseholds 8,500 9;780 11,940 14,160 Renters Within Income Category 1'/ 4,220 4,530 5,140 6,070 Percent Within Income .Category I/ 49.6% 46:4% 411 %, 42.9% Note- `17'Renter`households with incomes exceeding $40,000. Source: 1990,2000,rand 2010U.S.. Department;of Commerce „Bureau of'the Census;: and S. Patz and ;Associates;.Inc. Half of the market area's Group Quarters population consists of students in on- campus dorms; at Shenandoah University . The other part of the Group Quarters population i.s. persons in hospitals, assisted living, facilities 'arid institutions. The growth in Group. Quarters shown in Table 1 is based on °the new dorm rooms expected to be built by Shenandoah University by,2018. The subtraction of Group Quarters population from -` total population is Household Population, which are .the basis ,for the projection new housing unit demand. Rousehold'Trends. In 2010, the market area had 39,470 Households based on the census count.: This total is 7,400± more than in 2010. A key point in the growth of households Js that the average household size increased considerably during the 1000 decade from 2:53 to 2.60 -in 2010. This is the result of persons doubling, up during, the recession due to job losses and /or salary deductions. 'it is also theresult of persons not 23 forming their own ,household due to the overall economy. The increase in the average household. size meant that growth in 2010 was below the level normally created by population growth. For 2018; a reversal of the increase in the average Iiousehol'd size is expected to decrease-to 2.53, the same rate as in 2000. At this rate, households are expected to increase to 46,130 by- 2018', a net growth of nearly 6;700 households. Renter Households. .In .2010, the census count showed that 30.2 percent of all market area households were renters. That percentage would include Shenandoah University students who live off campus. The ,percentage :of renters in the market area declined over 'the, past. 20+ years. It has continuously been below, the state and national averages. However, based on the data to be presented below on new apartment unit additions to the market area, since 2010, and for the post- 20b, period,, a slight increase in the percentage of renters is expected. The market area is projected to have 30.6 percent _renter households by 2018, or 14,110 renters. Higher -lncorie Renter Households., We used $40,000 as the minimum 'household income fora renters, who can afford the rents at new apartment developments. Those: rents are approximately :$950 to $1,000 net for anew one - bedroom unit and $1,100 to $1,150 net for a.,two- bedroom -with two 'full baths. At 30 of income allocated to net rent, a household with an income of $40,000 can afford a net rent of approximately $1,000. That is,curreritly -the market for new apartment units. The 2010 Census did not provide income data. The ACS data are;not fully usable related to •household income calculation, as they are not consistent with °past biannual census counts.. Thus, the - 2010 estimate for renters with incomes of $40,000,. when i ncomes are- reported in 2013 dollars, is based on a calculation of trend data, from the 1990 and `2000 census by the staff of SPA. 24 Our estimates show that the .market area has 5,100+ renters 'in the income category under study in.2010 and that total, is expected to expand to 6;070 renters by 2018: The percentage of higher income renters is likelyto continue to decline; due to the expected increase in the for -sale home market, but the absolute totals are expanding. Overall,, there. has, been steady demographic .growth in. the, market area -and that trend should continue. There has been a sizable growth in _renters during the 2000 decade, with approximately ;30 percent of net household growth renter households. These data show a continued need for new rental,housing. In the paragraphs below, the rental household 'data and trends will be compared with past apartment unit �devel'opment and. .active proposals to calculate net apartment unit demand over the forecast period.. Owner Households. As of 2010, the market area had 15,000± owner households With incomes, reported in constant, 2013 dollars, of $75;000 and above. That is the income range identified as the target market for new home sales in the market area, including the type;, of for -sale housing proposed at Heritage Commons. By 2018; the number of home owners with incomes' of $75,000 and above is expected 1to increase by =3,500: Base Economic Trends. At -place jobs in the market area increased in 2010, 2011 and, 2012; after a decline in 2009 during the: recession. The "2013 data, not yet published, are. likely to show the market` area's at -place jobs, are at or above the peak year of 2008 and are likely to continue to expand with an improving; national economy. This trend is also true for employment, which differs from at -place jobs and refers to the number- of market area residents who are employed. Market area employment is increasing And unemployment is decreasing.. There. are, a few large developments in the `market area . that are expected to generate net population, employment and job growth, including: 25 FEMA., The federal government presence ''is growing ,in the; Winchester Region. The Federal. Emergency'Managernent Agency opened'an,operation headquarters at 430 Market Street in 2008. The facility houses, more than 600 FEMA staff and is the. agency'sVisaster Operations Center. ➢ Army Corps of Engineers. Also in the area is the US' Army Corps -of Engineers located at 255 Fort Collier Road. The industrial site houses office, printing, warehouse and secured facilities for headquarters of the agency's Transatlantic Division. ➢ The FBI is. currently planning on building a 256,430± square foot facility in .Frederick County, called the, Records Management _Facility. The facility will consolidate.FBI's paper records and also provides storage for National Archives and Records Administration's (NARA) compliant records in an environmentally conditioned,, fire- protected space. The proposed facility will include a record management building. This facility is anticipated to open in 2016 and could employ -.as many as 1,200 people. ➢ McKesson Corp., a healthcare services and information technology company; is, building a new - distribution center in 2013 that= will employ 205 people. The company will distribute medical and surgical supplies to physician offices, surgery centers, long -term care facilities: and home care businesses. Navy Eederal. Credit Union is building another facility on its Winchester, campus to add 400 jobs. The. credit union currently has about. 500' workers at its site on Security Drive in Winchester,.. Most of the new- jobs will be customer- support, positions with salaries above $40,000. The facility is scheduled to, open in late 2013. ➢ ,Rubberinaid Commercial Products Inc. announced that it. would :expand its operations.in Winchester.in 2011 and establish a distribution center in Frederick 'County as the company invests in high - technology, energy- efficient injection Molding machines, to upgrade the Winchester facility's•productiori capability into a state -of= the -art logistics center. The, result will be the creation of 71 new 'jobs. 'HP ;Hood' operates ,a 375,080±. square foot milk. plant. at 160 Hood Way where .it employs over 4-20 people. The: company announced that it would expand the facility to increase, ultra -high temperature production capacity; creating 75' new jobs. Apartment Market Analysis Following, is a summary market analysis for new apartment unit development in. the market. area. For this analysis,, we ;studied the market for 150 -200 new units for 26 initial 'project. development at Heritage Commons.: The study is for a new modern apartment complex with„ only one- and. two- bedroom units.. The forecast date for unit . delivery is 2016't17. Current market area.net rents (2013. dollars) for new units are $950 to $1,000 for atone- bedroom and $1,100+ net-for a'two- bedroom with two full baths. We also assume an apartment complex with a competitive mix of�on -site amenities. Within these_ parameters, market support is analyzed.for renter households with incomes of $40,000 and above. A $950'net rent will require an income of $38,000 and above, based on 2013 dollars. Thus; to be somewhat conservative, we used $40,000 as the minimum.household income.for the target market. The demographic analysis is presented in Table. 1 on page 23. , The key demographic factor under study for new apartment unit development is the magnitude and growth of renters with incomes of $40,000 and above. Our analysis shows that, the market ;area had approximately 5,100 renter households with ,incomes of $40;000+ in 2010, at, the: time of the :Census count. By 2018, this total is expected to increase. to about 6,100, or a growth of 900+ renters for the 2010 to. 2018 period, or '100.+ Households per year ;on average. - Competitive Apartment Market, The following. table shows °a list of existing rental. housing units `that ,would be competitive, or somewhat competitive, with new units at Heritage, Commons, once built. Except for twelve (out of 48 total) apartments at 'Cedar hill that were just leased in August, 2013; the market area has only three apartmentcomplexes that were built since 2003 and none since 2005. Summerfield and Stuart Hill are the two .newer and better apartment properties in the market area. In studying�the'Winchester area apartment market; only 40±, percent of the identified better ..rental units are in defined apartment complexes. There are condos for rent, a sizable number, of towns for rent by professional real estate companies, and currently 80' rentals in adaptive reuse buildings: in Old Town. 27 i .! This .list does not 'include rentals.,by individual owners — we found very few available units on Craig's. List and does not include. single- family rentals. Some of the units are rented -by university students,'but'fl at is a small total, of.the occupancy shown in Table 2. There are five ;key points, shown by the data in Table 2 in regard to the magnitude and quality of the Winchester apartment market: 1. For a marketplace with 5,400+ renters (in, 2013) with incomes of $40;000 +, the. total competitive apartment unit count is modest, at 1,360 ±, particularly given the fact that many 'of, the apartment units listed in Table 2, are below the rents proposed for new' apartment unit development and will not compete for the,$40000 +, income renter; 2. The vacancy rate is near zero for the identified. higher rent properties; 3. Most of the. new apartment units being placed on the market at this time are one - bedroom units in upper 'floors of, renovated Old Town buildings; (except for the units coming on line at.Cedar Hill as noted below); I. ,Nearly 60' percent of the apartment units that are listed 'in Table 2 were built prior to 2000; and 5. Tasker Village; with 64 units, is the only market rent newer apartment complex -in the market area. Many -of the other 'rental units in the County are at towns and condos for rent. W Table 2 Characteristics -of Competitive Apartment Complexes -and Other I igher End Rentals, Heritage Commons Market Area, September, 2013 Date Total Vacant Built Units Units Apartment Complexes Summerfield 2005 64 Treetops 1995 52 Stuart Hill 2003 180 Tasker Village 2005 64. Pemberton 1998 120 Peppertree 1987/89 11 941- (Subtotal) (672) (0) Other Rentals 1/ 1`;akeside:.Cond'o Mid- 2060's 50 Tevi's St. Apartments 1997 20 Fox Court 2002/03 25 Windstone TH's 2003 15, Limestone TH',s Mid- 2000's 20. Old Town,Rentals 2006/13 45 Saunders Construction. Rentals NA 120 Oakcresi Reaftors NA 130 Hables`Real.Esiate NA 210 (Subtotal) (695.) Total 11:359 '10 Notes: l /`Totals include rentals that are managed by these companies: Source: Field and tele 'hone survey by S. Patz & Associatesjnc. Pipeline Proposals. At this time, there are four active proposals for new apartment unit development- in.the market area: 1. 1ubal Square :is a 140 -unit, apartment proposal that -has been approved by City officials for rezoning. Jubal Square is expected', to attract Shenandoah University students' for at least40 of-the 140 planned units. This proposal will likely be ready for occupancy by sometime in 2016: It includes 28 three bedroom units and 20 two-bedroom units with dens. The ,remainder are one -. and two- bedroom units. 2. 'Old town- Properties. City officials have approved the addition of 80 apartment units in adaptive reuse buildings in Old Town. These will open.for.lease -up over the next year or so. 3. Cedar Creek.Place is a 132 -unit apartment proposal for a site.along'Cedar. Creek Grade ;.at the western side of the. City,. It is in a., preliminary study phase at this time; with a requirement for rezoning. The rezoning application will be reviewed by the City, planning: commission 'in early= 29 October. It is likelythat'Cedar Creek Place will`.. be Approved and open by early -2016. 4. Cedar Hill is a new construction _48 -unit apartment, building opening in 12 -unit phases The first building is now open and at least seven of 12 i nits, e occupied. The second building is under construction and will likely be ready, for occupancy prior to the end of 2013'. 'Site 'work has started for the last'two buildings. This.:is a non - amenitized property and likely an :attractive property for university. ,students given its location. The units' are two and three- ,bedroom. These pipeline_ 'proposal' data are summarized in the chart to follow with an adjustment .for apartment units expected to have some units 'occupied by Shenandoah University students. These data show; if Jubal Square is: built, and Cedar Creek Place are approved, the: number of competitive market area apartment units for families will be increased by 350 units: . Within the County; there are two _active: development proposals with apartment units as plan components. One is Heritage Commons; the other is Madison Village, . which is'located adjacent to the south side of Heritage Commons. Madison Village is ptanned for 640 housing units, of which 2501; units will be apartment units. The plan, as reported to us, is for the apartment unit development to be the -last phase of the development. Numheuof Planned Abartment`Units Jubal' Square 100' It Cedai "Hill 30 1/ Old'Town Properties 80 Cedar Creek Place 132 Total 346 (rounded) Note: l/ Adjusted to exclude college Conclusions., , Our demand analysis shows market support for 800± new apartment units for the 20.10 to .2018 period, excluding. units to be ,occupied by area college students. This projection could be conservative, given the large number, of rental units "in `investor =owned units and the recent increase and success of new apartment 30 complexes. The chart on page -30 shows that 340± units. are likely" to be built yin the near future, with 'the small Cedar Hill Apartment currently under construction and continued addition of the '80 units -'planned in adaptive reuse buildings in Old Town Winchester. The net demand for new units by 2018 is 460' "units. J.ubal Square will be an attractive apartment;, property, but will have a large percentage of`large twos and three's. Cedar Creek,Place is located on the west side of the City and will,contain all one's and two's in a mixture of four -story elevator buildings and three - story gardens. Both will: have a full range of arrienities: Both are likely to be in.marketing in,2016 and 2017. S Prototype for.jubal Square Cedar Creek Place Cedar Hill is a small, modest, non- amenitized apartment complex with a mix of two`s and three's: These unit's should be fully occupied by mid -2014. 31 .Cedar ,Hill Completed Building Building Under Construction Madison. Village, :if approved by County officials, will have apartment unit components, but likely the apartment units will not, be, developed for several years and likely after the; ;initial phases of development, at Heritage Commons. The city, of Winchester has a. future apartment site at Ward Plaza, if- that,site is redeveloped, and another further site exists along the north end of Meadow Branch Avenue, but only after Meadow Branch Avenue is extended to Route 50 in 2016 or after. Thus, our analysis shows both a pent -up demand for new apartment units currently and a net - demand for 460± units over' the next five years. There are no active apartment proposals for new development at this time other . than the apartment projects listed above. The,future apartment -proposals - Madison Village, Ward Plaza and Meadow Branch Avenue - are -,not yet ready to start 4and all of the- pipeline-proposals are still several years in the.future. -Thus; if the, first 150 to'200 units are built at Heritage Commons in 2015/16 and, availability for occupancy by 2017, market support will clearly exist. The market for better" apartment: units should continue to increase and, a successful phase one of apartment, unit development should be a catalyst 'for "future phases, as the ,market for quality rental housing expands. 32 Townhouse Market Analysis Heritage Commons will also have 1'50 townhomes 'that will be priced in the -$240,000 range, as an average,'wth upgrades to the base price, and reported in constant 2013 dollars. The chart below shows that there are four active new townhome subdivisions in, the market area at this time, and one, Orchard Hill, that was closed out earlier this year. I The average sales price for these homes is $225,700, but $236,300 without the lower priced Brookland Manor. These represent recorded sales prices with current- prices somewhat higher. These prices are in the same 'price range planned for Heritage Commons.; Current: Townhome Sale Prices at Active Subdivisions . 2013: Average Sales Price Autumn Glen $244,690 Brookland Manor $'1'$2;800 Fieldstone $240,000 Orchard Hill' $240,60.0.2/ Snowden _Bridge :$2=34,540 (Ayera e),1/ ($236;300) Note: l/- Excludes BrooklandManor 2/'Currently sold out There are only 'T00± lots available at these townhouse; subdivisions at this time; with :another 200 or so lots with ;approvals that could be developed in time. The Madison Village proposal' has a mix of singles and towns and could add more ' townhomes lots to this, total, ;if approved, and a second rezoning proposal, Willow .Run, will add 1,390 homes on •nearly 360 acres at build out, with approximately 400 of these homes planned for townhomes. The owner of Willow Run has proffered that no more than 200 homes- would be; built annually, so with other housing types planned, only a limited number• of towrihomes can be added annually at this subdivision, which is located .on the west side of the market area near the SR 37 bypass `near the Crest'`Hill neighborhood ' of =the County. The' rezoning application was approved in Fall, 2012. 33 0 Following are photos of townhomes at,four of the active subdivisions. Autumn Glen,is:not included; as it is marketed as age- restricted housing. Orchard 'Hill is now sold out and Autumn Glen is at near build out, as is Brookland'Manor:. Current competition forxtowns at_Heri'tage Commons will come from Fieldstone and Snowden Bridge. Madison Village is approved and should be in marketing.at :the same time as, Heritage Commons. Brookland.Manor Fieldstone Orchard Hill, Snowden Bridge The sales pace for new townhome sales in the market area was 72.in 2012 and 50± to date in 2013. The 2013 total will be near the,',2012 'fi'gure, when reported on an annualized basis. These -two years represent start -up years for new home sales after the recent recession.. The market area :annual average sale total should increase as buyer confidence improves.. These data and analyses show full market, support for the proposed price range for towns: at.Heritage Commons: Data.also show that.25 home sales annually during; the first year or two of marketing; at_ Heritage Commons. is likely the 'potential market, indicating that a .five to six year marketing period will be required for' sell out of 150 townhomes, at the `sale prices projected. The market area will have increased competition for new townhome sales, in 2014 and after. However; none'. of the competitive sites have: the locational advantages of Heritage Commons.. Attractive . and well' priced 'homes 'on Heritage Commons should. 'be fully competitive; but within an increasing competitive-market. 35 Office Space Heritage .Commons is planned for 600;000 square feet of office space. That total includes the proposed- .150,0.00 square foot County Office Building -and a, 70,000 square foot building, planned for development by the sponsor of Heritage Cornmons ,as :new space ,for business that; need_ close proximity`to County government offices. The County office building is ;likely to open in, 2015/16. The sponsor's planned building, will open at the same time. `In addition to the 220,000 square feet of office space :in these two buildings, Heritage Commons will have land and approved, master plan for 380,000 square feet of additional,space. Excluding some of the older office buildings `in the historic downtown of Winchester, and elsewhere in-the region, and the 6WI'dings occupied by City agencies, the market area has, .approximately 1.3 million square feet of newer office space, with newe,r" defined as space built since 1988. This . total also excludes the existing 65,300 square footCounty,office building: The following paragraphs summarize the findings of our research, on the market area office space: Of the 1.3± million square feet of office space in, the market area, 400,000 square feet (35 %) is medical office space. These buildings are clustered near the hospital • on Amherst Street and along Jubal Early Drive. Both are locations in the. City. The Heritage Commons site is not likely to be a competitive location for medical- office ;space. One condo ,medical building of 85,000 ,square feet is now under construction for early -2014-, openingiand is,nearly full. ➢ The medical office,spaceis,at a near 100 occupancy, rate. Excluding the large government, buildings, such as FEM,A and USAGE, the market area has 650,000± `square 'feet: of newer space. These are building buildings of mostly 10;000 to'50,000'square feet. For�the'2000 to 2009 period, 12-non-medial related, general purpose office buildings were built with a total' of 280,000 square ,feet. For the 2000 decade, the average annual building pace.for general purpose office space 36 was 28,000 square feet per year-. This space has a 13± percent vacancy rate: The 501 -519 Jubal Early Drive building with 39,500 square feet is the, newest office: building .in the market area. The building was started during the recession and completed in 2012. It was, recently purchased by a tenant who will occupy the majority of the building.. ➢ The office. space market in the market. area ":stopped'= during the post - 2008 recession period. At present; there are, no active proposals for new space. ➢ Along, Airport Road are; several "flex" office buildings' with a mix. of office and industrial space. These buildings, include 120;000 square feet of space, plus: the 110,000 square foot Navy'Federal Credit. Union. Overall, the general ,purpose office space.,market is somewhat stagnant with only ,the 39,000+ building on. ubal Early Drive built since 2009. -The vacancy rate is high. However, 'there. are three positive issues to reemphasizes 1. The Federal Government is increasing its, "pressure in the area and expanding the amount of officespace that it requires; 2. Over half of the general office space in the market area is mature; •and 3. The County's mature market area flex space represents an expansion market for new office space. The Heritage Commons site is well located for office space development, particularly with the.new County office building on site. Thus, Heritage Commons will .likely be competitive for new office space after the new County office building is open. At best, 'Heritage Commons can attract 25,000 square feet; of office space, per year, with expected additional County space and possibly a large federal government space. This pace of development would require 15t year for full build out of the "'available" sites for ',380,000 square feet of office space over and above the 220,000 committed square feet. Retail Space. Heritage Commons will have approximately 100;000 square feet of retail/ commercial space. 'This will `be primarily restaurant. space, personnel service 37 0 0 space and non - retail, space such as banks, -child day care: center, business service space, coffee shops, computer. store, etc. Only half of the space. is expected to be classified as retail space for resident expenditure potential. As shown on page 19, the sponsor already has discussions with businesses that would occupy 30,000 square feet, of which 20,000 square feet will compete for expenditure potential for consumer goods. At build. out, Heritage Commons will : Area:Emuloyee Retail Expenditure Potential. (2013 dollars) Number Oh-'Site and Area Employees 7;000 Lunchtime Daily Expenditure Potential (260 days) $10.00 Annual Lunchtime Expenditure Potential $1.81200,000 Heritage Commons Retail Store These two sources; of retail sales expenditure; ,plus a 20% inflow sales from other area households will. generate total retail sales of $7.13 million: At an average sales per square ,foot of $200,. this annual sales potential will support 35,600 square feet of retail ,space. Thus, to support 100,000 square feet of commercial space; on. Heritage Commons, the.rnajority of the space needs to be service ,and business,related. This could beufeasible with quality'office tenants on site. Market Study Conclusion The projection of'real. estate development over a 15+ year period is speculative, at best: However, there are sufficient data to provide a comfort level that full market support exists for the Heritage Commons proposal, as presented, with the following qualifications: Even with increased competition, the apartment unit and townhome totals are marketable within a 15 -year development period at ;Heritage Commons. To achieve 600,000 square feet of office space, ;in or beyond. the 15 ± 'year development period, will require one or more sizable users. The site setting and;new bridge over I -81 should -allow for - that.. IN ➢ To achieve. 100,000 square feet of retail space, given the nearby competition, at least one sizable tenant,of 15;000 +, square feet will be required. We used -the ,proposed land use totals for the FIA to follow. Adjustments can be made to this�eale .ulation, °if�required., .O Section II Fiscal and.Economic Impacts Analysis The fiscal and economic impacts analysis to follow is presented in two, ways- first; those impacts which occur directly from activities on -site, at, Heritage Commons; and, second, those impacts which occur off:-cite due to multiplier `or spin -off effects of resident and business expenditures in the County. The off =site impacts' will be explained further on in this report the present ^.section deals with the on -site impacts. The on =site impacts include; taxes generated by the development' that will.,accrue to the County, such as the real, property and personal property taxes for the development and its residents and businesses. The fiscal impacts analysis also projects the public service and facility costs to be incurred by Frederick County by development on -site, and for off -site spin -off effects. The results of the fiscal .impacts, analysis will be to compare the tax revenues generated by property development with, the tax - supported. costs incurred by the County to determine the, net fiscal impacts in terms of a revenue surplus or deficit over costs. This is done; for both on -site and off -site impacts. Total -annual impacts for the property at build-out of the project will be projected at the outset, to be, followed, by impacts by five - year phases. over the 15 -year course of development of the site.. Results are given in constant year 2013 dollars, rounded, to the nearestaen dollars. Summary of Fiscal. Impacts This section of the report for Heritage Commons will :detail the economic and fiscal impacts of the development over its 15 -year development period, with. the recognition thatthe, off -site impacts may lag somewhat ,behind development and on -site ;impacts as.'the market responds to changes in demand for goods and services. Table 3 ,presents a su "mmary, of the fiscal impacts that will be derived in this section of the report. It show, .s the sources of, net fiscal benefits, being the difference between tax revenues generated and tax- supported costs incurred by the County to serve Heritage Commons. These are, annual impacts, expressed in constant 2013 dollars, to .avoid projecting inflation rates. The overall yearly impact of Heritage Commons after buildout and full 41 response; `by the. local economy would be $4,3 million in,,net revenue surplus for Frederick County:. The - paragraphs to follow present the derivations of these;figures. Table 1 Summary, of Tax Revenues, Tax - supported Costs; and' Net. Fiscal. Benefits ;,On =site and,Off=site,'by'Development Components at Buildout, Heritage Commons, Frederick County, Virginia (constant 2013 Tax Tax- supported Net Fiscal DevelopmentCoinponent Revenue Costs Benefit Apartments, On- site;Impacts $1,840;540 - $1,264 880 $575,660 OfP. site Impacts $454,600- 4118;750 750 335 850 Total Impact $2,295,140 - $1,383;630 $911,510 Townhouses On -site Impacts $3899750 - $427,670 ., - $37,920 Off -site Impacts $130,920 - 31 380 $99,540 Total Impact $520,670 - $459,,050 $61,620 Commercial Floor. Space Onsite Impacts $445,240 - $66;280 $37$9960 Off -.site Impacts $637,270 -$118,750 518'520 Total Impact $1,082,510 4185,030' $897,480 Office Floor Space ' On -site Impacts $_1,421,61.0 - $45'1,930 $969,680 Off -site Impacts $1,887,940 -$399,700 $1,488,240 Total Impact $3,309,550 - $851,630 $2,457,920 Total: Herita$e..Conimons On -site Impacts.. $4,097,140 -$2',210,760 $1,886,380 Off -site Impacts $3;110,730 -$668,580 $2,442,150 Total Impact $7,207,870 - $2,879,340 $4,328',530 Sources: FY2014 Ad'opted.B,udget of Frederick County, Virginia, U.S. Department of•Commerce and 'S. Patz & Associates, Inc. 42 O,n -site Impacts: Tax Revenues The revenues to be- considered in this report are 'taxes collected by Frederick County for .General Fund .usel These include the property taxes; utility tax, and other smaller taxes: The;paragraphs to follow document;the derivation of the tax amounts for the on- site development.at the,property. ;Real Property .Tax. For convenience; the real property ('or real estate) tax is treated, first, for the residential development on -site; and then for, the non- residential development on- site., This separation is done to ,simplify the presentation. Total taxes for residential and non - residential will then be combined to give total on -site taxes. Table 4 presents the findings for the "real property tax for the residential units to be built at Heritage Commons, which include both rental apartments and for -sale townhouses'. The. table is straightforward: - numbers of units are multiplied by ;average market value per unit, and the, result is taxes at the County tax rate of $0.585 per $100 of value. Market values per unit were confirmed by field research on competitive projects: The total tax from residential units at the property would` be almost $920,000 at buil'dout. Table 4. Derivation of Real Property Tax for Residential. Units On- site�at iHeritage Commons, at.Buildout, Frederick County,'Virginia (constant $2013) Apartments Townhouses Subtotal Value Per Unit $1.15,000 $240,000 $1'30.620 Number of Units, 1,050 150 1,200 Total Marker Value: $120,750,000 $36,000;000 $156,750,000 Real Estate Tax Per $100, $Q.585 $0.585 $0.585 Total Real `Estate Tax $706,390 $2101600 $919,990 Tax Per Unit` $673 $1,404 $.764 Sources: FY 2014 Adopted Budget for Frederick County, Virginia, and S. Patz &. Assoc_ Inc. 43 'Mar'ket Value for the _non= residential (commercial-and office) uses on site are based on developer hard costs, plus soft costs, land costs and, site work. The commercial space includes both retail and services space. For the office space, only the taxable amount is included, which is 450,000 ,square feet out of the` total of 600,000 square feet to be built on site. The remaining 150,000.square feet will be in public use and will be non- taxable. The methodology ,follows that for the commercial uses, with unit costs multiplied by number of square feet, and the resulting value multiplied by the real -property tax rate: Together, the non- residential uses would produce almost'$555,000 in faxesi per year. Table 5. Derivation of Real. Property Tax for Non - residential Units On -site at Heritaee Commons at.Buildout.(constant $2013) Non - residential Commercial Office Subtotal Cost Per Square foot $122.00, $183.50 $172.32 Number of Square Feet 100,000 450,000 550,000 Total Market Value' $12,200,000 $821575,000 $94 ,1775,,000 Real,Estate Tax Per $100 $0.585 $0.585 $0.585 Total Real Estate Tax $71,370 $483,060 $554,430 Tax Per Square Foot $0.71 $1.07 $1,.01 _Sources- FY 2014 Adopted Budget for Frederick County; Virginia, and S. Patz & Assoc., Inc. The chart below summarizes real. property taxes at the property for all resid'enti'al And non - residential, uses: The total real property taxes from on -site, development equals approximately $1.5 million at buildout: :Residential" Non - residential 'Total Total.Market Value $156;750,000 $94,775,000 $251,525,000 Real Estate Tax'Per. $] 00 $0.585 $0.585 $0.585 Total -Real Estate Tax $916,990 $554,430 $1,471,420 IF Personal Property Taxes. ' .Both .residents ,and businesses. are assessed personal. (business) "property taxes. For residents, this is a ,tax onmotor"vehicles; for businesses'it is a. tax on furniture, fixtures, and equipment. (FF &E). To address residential personal property "taxes; °the first step is to estimate the average depreciated value per vehicle in the County. The sequence of calculation to achieve this are .shown in Table 6 and summarized as follows: • The 'FY 2614 Adopted Budget for Frederick County, gives an ;allocation of $41 million for expected: personal - property taxes-. • Based on the percent of real estate assessments that are residential — 69 percent it.is:estimated that residential personal property taxes are,$28 million. • To this base is, added the. amount of Personal Property Tax, Relief Act (PPTRA) funding. the County is expected' to receive from the 'State of Virginia, at 48 percent, of residential property taxes, or about. $14 million, bringing the total to $42 million. • 'Divid'ing the total residential personal property tax by the 'tax rate. produces the total assessed'value of vehicles in the County, $864 million. • According to the; statistics' section of the current bud dget; `there are almost "30;000 households (occupied housing 'uni'ts) in the County, each having an average of 23 vehicles, for a Countytotal of almost 69,000 vehicles. • Dividing the number of vehicles into the total assessed value of vehicles gives an average"assessed value per vehicle of $12,600. w Table 6.,Estimation of the Average Depreciated Value of Residential. Vehicles, Frederick County, Virginia '(constant 2013 Amount Personal' Property`Tax FY 2014 $41;143,379. Percent Residential 0.69 Residential Prop: Tax $28;388,9,32. , PPTRA @48.% $13;626,687 Total Residential. Tax $42;015;619 Residential Depreciated Value $864,518',902 Number -of Households 29,858 Ave Vehicles Per Household 2`.3' Number of Vehicles 689673' De 'pr66ated Value per Vehicle $'12,589 Source's: FY 2014.Adopted Budget,and Statistical Section for Frederick County; Virginia, and Frederick County Department of Revenue• Table'7 applies the :dver`age assessed value per vehicle and the. personal tax rate do the County to the numbers of' apartments and townhouses to be built at Heritage Commons. This yields, a personal property tax of ;$796;000 -for- the apartments and $166,000 for the townhouses; for a residential. total of $1.1 million. In the analysis,_ an occupancy rate of 95 percent is assumed to account for normal vacancy and turnover. Thisds a conservative figure,,as actual occupancies may be, higher. .o Table 7: Personal Property Taxes For Residenti Sources: S. Patz &=Associates; Inc. For non - residential floor space, an, average and total -FF &E cost is shown in Table 8. This is depreciated to an average of 40. Multiplying° by the tax rate yields the projected business property .tax for the proposed development, a. total of $248;000 for the ,non- residential properties: Table Apartments Townhouses Subtotal Number of Households @95% 998 143 1,14-1 Vehicles Per Household 1.60 1.90 1.64 Number,of' Vehicles 1;596 271 1,867 Value.Per Vehicle $12;589 $12;589 $12,589 Total Depreciated.Value $20,091,799 $3;408,430 $231500,229 Tax. ,@ $4.864100 $976,460 $165;650 $1,142,110 Tax- Per Unit $930 $1,104 $1,002 Sources: S. Patz &=Associates; Inc. For non - residential floor space, an, average and total -FF &E cost is shown in Table 8. This is depreciated to an average of 40. Multiplying° by the tax rate yields the projected business property .tax for the proposed development, a. total of $248;000 for the ,non- residential properties: Table 47 Comwerclaf Office, Subtotal Total Floor'Space (Sq. Ft.) 100,000 450;000 550,600 FF &E /Square Foot $15 $25 $23 T6taLFF &E- $1,500,000 $11,250,000 $12,7.50,000' Depreciated t640% $600,000 $4;5001000 $5,100,000 'Tax @ $4:861$100 $29,160 $218,700 "$247;860 Tax Pe"r Square Foot $0.29 $0.49 $0.45 Sources:, S. Patz & Assoc:, Inc: 47 In the:'chart below; the 'on -site re "sidential and non- residential personal property taxes at Heritage Commons are added to give $1.3 million'. in annual taxes after buildout. Residential Non - residential Total Total Depreciated Taxable Value $23,500,229 $5,1:00;000 $28,60012.29 Tax at,$4.86 Per $'100 $'.1,,142,110 $247,860 $1;389,970 Tax Per Unit/Square�Foot- $1;002 $0,45 Retail Sales Tax. iOf the: 100,000 square feet of commercial space, at Heritage Commons it is .estimated that -80 percent will be in convenience retail or restaurant space, both subject-4o the, retail sales tax. The remaining '20 percent would be comprised of non- taxable personal ,and business "services. This is ;a "best_ guess' est9mate at ,this time., However„ for the fiscal impacts analysis, it is a small tax and any changes will not greatly, :affect the overall net"Jax revenue analysis. With sales at buildout of'.$200 per square foot (an estimate, that may change over time depending. on the retail /'service space mix), sales receipts, for the. retail and restaurant space would come to $16 million annually. These are'� modest levels of business receipts because this center will not have an anchor tenant such as a big box store or 'supermarket. These`taxable sales yield $160,000'at`1.0`percent tax rate. i; Table 9. Retail Sales Tax'forlthe Commercial Suace.aYHeritage Commons at Buildout (constant $2013) Amount Commercial. Floor. Space 100,000 Percent Retail/Restaurant 0.80 Retail/Resiaurant Sq. Feet 80,000 Sales Per Square Foot $200 Total. Taxable, Sales. $16,000,000 Sales Tax Rate 0.0.1 Total Sales Tax $1'60,000 Sales Tax Per Gross. SF $`1.60 .Source: S/ Patz & Assoc.; Inc. Business 'License Taxes, Certain businesses are taxed 'in the County under the Business; Professional, and Occupational License (BPOL)_ tax. The two cases in effect here are taxes' on retail sales and professional services, which 'include all private office space. The commercial, space is limited to retail space;. and the office space excludes government, space. In Table 10 the respective BPOL tax rates are applied to the taxable receipts .in commercial and private office space; yielding a total of $685,000 in BPOL taxes annually. 49 Table 10.- Business, Professional, and Occupational. (BPOL) flax at the Non - res idential Uses at Heritage, Commons at Buildout• (constant $2013) Commercial Office Total Taxable Floor Space 80,000 450000 530,000 Receipts Per Square Foot $300 $2501 Total-Receipts $24,000,000 $112500,000 $136,500,000 Tax Rate Per $100 $0.20 $0.58 BPOL Tax $32,000 $6521,500 $684,5.00 Tax Per Gross. Square Foot $0.32 $ L45 $1.29 Source: S. Patz &-Assoc„ Inc. Consumer Utili!y Taxes. Expenditures on utilities are typically taxed in Virginia municipalities on at. least three Hof the following utilities- electric; gas, water, land line, cell phone, and internet. For households most utility taxes are. approximately $100. per :month per utility; for three utilities this is $108 per household per year. For the approximately 1,000 househol'ds.in apartments, this .comes to a tax of $107,,730, .and for .the approximately 140 households in townhouses this tax comes. to $15;390, fora total in ,residential units off$123,120. Non- residential utility taxes are determined by backing residential utility taxes out.of the total County FY 2014_budget,for utilities of $4:25 million. This is done in Table '11, resulting. in an estimate of $40 in utility taxes per employee per year.. With an estimated. 200 employees. in commercial .space, the utility tax for that space would come to ,$8,060. Similarly, with 1,500 employees in private: office space; the: utility ;taxes in offices would come to $60,470,,:for total non - residential utility taxes of $68,530. 50 0 Table 11. Utility Taxes,Per Employee,, Frederick County, Virginia' (constant 2'01'3 Sources: -FY 2014 Adopted Budget and Statistical Section for Frederick County, Virginia • Total residential and non - residential utility taxesi would total $191,660 annually after buildout'in constant year.2013 dollars. Meals Tax. Of the 100,000 square feet of commercial. space at the site, up to 80,000 square feet could be convenience retail or restaurants, the latter comprising 10,000 square approximately. 'Restaurants are fairly receipts intensive, here assumed. at $300 per square foot, for sal es(iece pts) of $3.0 million. Tax on $3.0 million of sales at four percent gives an amount of $120;000, as Table 12:shows. 51 Amount County Utility Taxes FY 2014 $4;250,000 Number of Households 29,85.8 Utility Taxes Per Household $708 Residential. Utility Taxes $3;224,664 Non - Residential Utility Taxes $1,025,336 .Employment 25,433 Taxes Per Employee. $40 Sources: -FY 2014 Adopted Budget and Statistical Section for Frederick County, Virginia • Total residential and non - residential utility taxesi would total $191,660 annually after buildout'in constant year.2013 dollars. Meals Tax. Of the 100,000 square feet of commercial. space at the site, up to 80,000 square feet could be convenience retail or restaurants, the latter comprising 10,000 square approximately. 'Restaurants are fairly receipts intensive, here assumed. at $300 per square foot, for sal es(iece pts) of $3.0 million. Tax on $3.0 million of sales at four percent gives an amount of $120;000, as Table 12:shows. 51 Table .12: Meal Taxes at Heritage' Commons at Buildout (constant $2013). Amount Restaurant :I loor,Space Sq. Feet 10,000 S'al'es Per Square Foot $300 Total Sales $3,000,000' 'Tax at'4.0% $1`20;000 Tax Per 6ross:SF .$1.20 Sources: S. Patz & Assoc., Inc.. Motor Vehicle ,Lkenses. The analysis ..for, personal property. taxes estimated 1,596 vehicles at the, apartments, and 271 at the townhouses. The license fee is. $25 per vehicle, giving total fees 'of $39,900 ,at the apartments and $6,770 .at the townhouses: Total fees would be $46,670. Recordation Tax. Real, estate ownership transfers are taxes at the state level at the :rate of $0.25 per $100 of value. One third of this ,is ,returned 'to the municipality, a rate of .$.0833 per $100. Assuming that townhouse units .are registered for recordation three times, in 20 years initial recordation plus resales every 10 years, - and' apar,tnients and 'non =residential are recorded twice. in 20 years, the following ,annual average recordation'taxes would accrue (see Table 13). 52 Table 13: Annual Average Recordation Tax at Heritage Commons, at Bu ldout1constant $2013) Total 20- Annual Taxable Value Year'Tax Ave: Tax:. Apartments $241,500,000 $201,250. $10,060 Townhouses $1'08,000,000 $90,000 i4ID Residential $349,500,000 $291,250 $1,4;560 Commercial. $24,400,000 $20,330 $1,020 Office $165,150,000 $137,63-0 $6,880 Non- residential $189,550,000 $1157,960 $7;900 Total Recordation Tax $539,050,000 $449;219 $22,460 Source: S. Patz:& Assoc.-, Inc. Summary of 'On -site Tax Revenues. Table 14 summarizes' the taxes by type for residential uses at -the site; and Table 15 presents those taxes for non = residential uses. Both tables are for project buildout. Residential taxes total '$2:2 million and non- residential taxes total $1.8 million. As Table 16 shows, the; total tax revenue to accrue to Frederick County atbuildout.of the site would come to $4.1 million, annually, in constant year 2013 dollars. Among the residential taxes, the major source is the apartments, as they comprise, many more, iiiiits than do the townhouses. - 53 Table ;14. Summary of Taxes Residential Uses at Heritage "Commons, at Buildout, Frederick County, VirWnia. (constant $2013) Apartments Townhouses Residential Real Estate Tax $706,390 $197,440 $903,830 Personal Property Tax. $976,460 $165, $1,142,1'.10 Retail Sales Tax $0 $0 $0 BPOL -Tax $0 $0 $0 Consumer Utility Tax $107,730 $15,739.0 $123;120 Meals Tax $0 $0 $0 Motor 'Vehicle Oc -,Fee $,39,900 $6,770: $46,670 Recordation Tax 10060 $4j,500 $14,560 Total Annual Taxes $1,840;540 $389;750 $2,230,290 Taxes Per Unit $1,753 $2,598 $1,,989 .Sources: S. Patz &:Assoc:,, Inc. Commercial space, being much less than office space, contributes a much smaller portion of`.the rion- residential, tax revenue, just less than 25 percent. The total non- residential tax of $1.8 million - averages $3:35 per square foot in taxes., 54 Table 15. Summary of Taxes Non - residential Uses at Heritase Commons; at Buildout, Frederick County, Virginia ('constant'$2013) Commercial Office Non- resid., Real Estate Tax $71,370 $483,060 $554;430 Personal Property Tax. $29,160 $218;700 $247,860 Retail Sales' Tax' $160,000 $0 $46040,00 BPOL Tax $32,000 $652,500 $684,500' Consumer Utility Tax $8,060 $60,470 $68,540 Meals Tax $1'20,0.00 $0 $120,000 Motor Vehicle Lic. Fee $0 $0 $0 Recordation Tax: $1,020 $6,880 ' 7 900' Total Annual Taxes $421,610 $1,421,610 $1,843,230 Taxes Per'-Sq. Foot $4.22 $3.16 $3.35 Sources-s. S'., Patz & Assoc., Inc. Among all taxes from the site, the two predominant ones are the two property taxes, with approximately $1.4 million in tax receipts each for the County.: This is about 35 percent of the taxes, in each case, meaning that the property taxes account.for almost 70 percent of total taxes. The BPOL taxis third in size, and $0.7 million, or 17 percent of the total. This tax derives primarily from the office, space 55 Tab_ le 16. Summary of 'Taxes From Residentiahand Non- "residential Uses°at>Heritame Commons, at Buildout`(constant $20131 Residential Non- Resid. ' Total'.Amount Real Estate Tax' $903,830 $554,430 $,1,458,260 Personal Property Tax $1,142,110 $247,860 $1,389,970 Retail Sales Tax.. ` $0 $160,000, $1' 60,00& BPOL Tax $0 $684,500 $684,500. Consumer Utility `Tax $123,120 $68;540 $1,91,660 Meals Tax $0 $120,000 $120,000 Motor Vehicle Lie, Fee $46,670 $0 $46,670 Recordation Tax $14,560 7 900 $22,460 Total Annual Taxes $2,230,290 :$1,843,230 $41'073,520 Sources: S.. Patz,.& Assoc., Inc.. Costs to the County The previous section has derived the major tax_ revenues that would accrue to Frederick County from the on -site development at Heritage Commons. The fiscal impacts.analysis compares: revenues with costs. In this case, since taxes are deposited in the County's General Fund, those revenues for the site are compared with the tax - supported' costs that; the County would incur in serving the residents. and businesses at the site. Other sources of revenue and costs ;are excluded, since they accrue to separate funds in•which.expenditures generally equal revenues. The source for the tax - supported costs the County would incur for service to, the residences; and businesses at Heritage Commons is the County's FY 2014 Adopted Budget. In, the "succeeding paragraphs the budget; is presented both, in terms of budgeted revenues and budgeted expenses:. The tax- supported portion of-the, budgeted expenditures is derived and expressed on a per capita basis - for population (representing residents); employment (representing businesses), and pupils 56 (representing costs of public education. The per capita costs to -the County will. be applied to the population, employment and pupils at the site :. to determine the overall costs -to the- County from the development of the site. Couritp Budget 'Expenditures. The recent history of expenditures in the Frederick County `budget is presented in Table 17. FY 2012 is ..the actual audited expenditure; FY 2013 'is the: estimated expenditure, and FY 201-4 is the current adopted budget for the County. The total budget for FY' 2014 of .$133 million,shows a small but steady progression from FY 2012 through FY 2013. Of the total in FY '2014, the 'transfer to the School Fund of V5 million represents 56 percent of the General Fund budget.. The School Fund .has other sourcesi of funding besides these, tax transfers; such as state and federal grants. 57 Table 17. Trends Annual General Fund Budgets, Frederick County, FY2012 to `FY2014 Virginia, FY2012 FY2013 FY2014 Actual Estimated Adopted Functional Areas Administration $7,807;957 $8,616,459 $8;3,94,217 Judicial.Administration $1,909;957 $1,961,826, Public Safety $23,653,636 $24,924,782- $25;469,242 Public Works $3,518;554 $39405,482 $3;940,814 Health and' Welfare $6,690, 169 $6,411,1;08 $6,935,132 Community College $56,493 $56;493 $569493 P,arks., Rec. & Cultural $5,91`5,974 $4,690,909 $5;107;445'. Community Development $1,680,290 $1,676;928 $1,818,346: 'Subtotal $50,235,750 $51,653;587 $531,846,441 .Non - departmental Transfers School $71,0219559 $72,024,61,3 $75,353,,472 Other $2,514;594 $2,561;645 $2,561;645 Subtotal $73,536,153 $74.,5861-258, $77;915,117 Other $335,501 $1,601,'128 $1,262,849 Subtotal Non- departmental $73,871,654 $76,18,79386, $79,1779966 Total General Fund $124,107,404 $127,840;973 $133,024;407 Sources: FY 2014 Adopted Budget for Frederick County, Virginia County Budget Revenues:, The purpose of presenting a summary of County revenues in Table 18 is to :show What portion is from by taxes. This proportion represents the "tax burden' for the budget, representing the amount of the County's revenues that County, residents and, businesses must make up in 'taxes.. Table 18: shows that of the budgeted revenues for the last three fiscal years, taxes comprise 69 percent =to 70 percent. of the revenues for non- school expenditures. This is the :non= school tax burden., The transfer to the: schools is 100. percent tax - supported A Table 18: Summary. of General Fund Revenues, Frederick County, Virghiia, FY2014 Actual Estimated, Adopted, Revenue Source FY2012 FY2013. FY2014 General Property Taxes $86;822,543 $87,253;512 $87;1.68,379 Other Local Taxes $28,344,455 $30,134,962 $28,429,460 Total Taxes $115,166,_998 $117;388,474. $115,597,839 Other Local Revenue $5;950,460 $7;078,590 $4;824,957 Total Local Revenue $121,1-17,45,8 $12'4.,467,064. $120,422,796 Non -local Revenue $13,498,942 $13,21.5,840 $12,601,611 Total General "Fund $134,616,400 $`137,682;904 $133;024,407 Local Taxes $115 „166,998 $1,17„ 388,474 $1153597 „83.9 Less: School Transfer - $71,021,559 - $72;024;613, - $75,353,472 Taxes Except School' $44,1451439 $45,363,861 $40,244,367 Total General Fund $134,616,400 $137,682,' 904 $133;024,407 Less: School Transfer - $71,021,559 - $72,024,13 - $75;353,472 Non - School Expenditures $63;594;841 $651658,29:1 $57,670,935 Tax Burden Except'Sch'ools 69.417, 69;:1% Sources: FY 2014 Adopted Budget for Frederick County, Virginia Per 'Capita ,County ,Costs.. In Table 19 budgeted General Fund :expenditures ,for FY 2014 are allocated to population, employment, and public school pupils. One hundred percent of the General Fund transfer to the School Fund is tax. supported, meaning that General Fund tax - supported costs per pupil are $5,767 based on recent enrollment of 13,066 pupils in thee County school system. Non - school expenditures. are allocated by department to theAwo other classes. of users, population and employment:. For most functional non- school departments, total FY 2014 :expenditures are allocated °to the users in proportion to their numbers, 76 percent population and 24 percent employment. The exceptions are health and welfarej community college; and parks; recreation and culture, which are allocated in their entirety to population. The table 59 shows that the per capita cost of services and facilities 'for the population ,average $407 per capita; for employees; the amount is $301 per capita. Table 20. General Fund Expenditures for Population and Employment; County, * Virginia, FY2014 Frederick Population, Employment Total Gen. Fund Administration $6,371;592 $2,022,625 $8,394;217 Judicial.Admini'siration $ 1,612,783 $511,969 $2,124,752 Public Safety $19,332,311 $6,.136,931 $25,4,69;242 Public Works $2;991,257 $949,557 $3;9401'814 Health and Welfare: $6,935, 132' $0 $6,935,132. Community. College $56,493 $0 $56,493 Parks, Rec. & Cultural . $5,107,445 $0 $5,107 „445 Community Development $1380,207 $438,139 $1,818,346 Other $2,902,965 $911,529 $3,824494 Subtotal $46;690,184 $10;980,751 $57,670,935 Percent'T,ax Burden 69.9% 69;:8%. 69:8% Total Tax Burden $32,581,697 $7,662,670 $40,244,367 Number of Persons, 80,1 -18 25;433 105,551 Per Capita $407 $301 $381 Schools Transfer $75,353,472 $0 '$75,353,472 Percent Tax;Burden 100.0% 0.:0% 100.0% Total Tax Burden $75',353,472' $0 $75,353,472 Number of Pupils 13,066 0 13,066 Per' Capita $5,767 $6 $5,167 Total General Fund $122,043,656 $10,980,751 $133;024;407 Sources: .FY' 201'4 Adopted ,General Fund Budget and Statistical Section, Frederick County, Virginia, and S. Patz & Assoc., Inc. On =site Costs to the: County. Per capita costs for the- County are multiplied ,by population; employees .and pupils at. Heritage Commons to estimate the costs that' Frederick County will incur in serving the Heritage Commons development at buildout. The following paragraphs derive the estimated costs to the County from the development, ,first population, next pupils, and finally employment. Data in Table 21 show the number of "households at 95 percent of all. residential units, which it has been 60 i • shown .is conservative. At -$407 per capita, the apartments. entail County population costs of $690,000 annually; in constant year. 2013 dollars.. By comparison, the townhouses entail $156,000'in populationcosts. Table.21; General Fund Costs for Frederick County Allocated `to Residents -at Heritage' Commons,(constant '$2013) Apartments Townhouses', Total No. of'Households 998 143 1140 Population/Household 1.7 2.7 1:83 Total_ Population. 1,696 385 2,081 Cost Per Capita $407' $407 $407 Population,, Costs $689,610 $156,470 $846,080 Costs Per'Unit $657 $1,043 Sources: FY 2014 Adopted General FundBudgetand Statistical Section, Frederick County, Virginia, an&S. Patz & Assoc., Inc. School costs have the - greatest cost impact from the site on the County. The key to school costs is the pupil generation rate, that is, the. number of public school pupils that can be expected, on average., from each Housing unit. The pupil generation rate.for apartments -is based on `the area's two better and most comparable apartments. Both happen to be in Winchester; there;is only one. non - subsidized apartment complex in the County, and it is not: of the quality that will be developed at; the Heritage Commons site. There areJew decent apartment comparables to evaluate student generation -rates for the study of Heritage Commons, as ,most area apartment communities are at lower rents. Pepper Tree and Stuart Hill are the two best .examples of .comparables -to Heritage Commons. Pupil. generation rates for those two apartments are shown in the chart below and used for the analysis of apartment unit pupil generation at. Heritage Commons. 61 Apartments Pupils Units Rate Pepper Tree 20 194 0.103 Stuart Hill 9 180 0.050 Total 29 374 0.078 • To be more conservative; to pupil generation rate of 0.1 pupils per apartment unit is, assumed.. For townhouses, the rate for better properties is. 01:3 pupils, per unit: For the Townhouses, a similar approach had been taken, in the survey of existing new, active comparable townhouse ;developments to - assess their, pupil generation rates. Overall, these are 0:33 pupils per townhouse, as follows (these data, are from the Frederick County School District). Townhouses Pupils Units Rate: Brookland.Manor 20 68 0.294 Snowden Bridge 20 44 0.455 Fieldstone 8 34 0.235 Total 48 146 0.329 At $5;767 in General Fund taxes per pupil, the 147 pupils expected at the site would :generate $0.8 million in tax - supported school :costs for, the County, $0.6 million from the apartments and $0.2 million for the townhouses. 62 Table 22. °Costs to Support Public School Pupils at Heritage Commons by Housing Type (constant. $2013) Sources: FY 2014 Adopted General Fund, Budget and Statistical Section,;Frederick County, Virginia; Frederick County School 'District, and S..Patz & Assoc.,, lnc., The following chart summarizes the costs to the County Irom the: residential development proposed 'fovthe site: Apartments Apartments Townhouses Total. No: of Households 998 143 1,140 Pupils Per H'Hold '0.100 0.330 0.129 No. of Pupils 100 47 147 Cost Per Pupil $5,767 $5,767` $5,767 School Costs, $575,270 $271,200 $846,470 Cost Per Unit $548 $1,808 $705 Sources: FY 2014 Adopted General Fund, Budget and Statistical Section,;Frederick County, Virginia; Frederick County School 'District, and S..Patz & Assoc.,, lnc., The following chart summarizes the costs to the County Irom the: residential development proposed 'fovthe site: Apartments Townhouses Total Population Costs $689,610 $1- 56,470 $8461080 School Costs $57.5,270 $271,200 $846;470 Total. Costs $'1,264 880 $427,670 $1,692,550 Costs from the businesses: at Heritage Commons come from the number of employees at the establishments. Costs are relatively small from the commercial space since it is ,of limited extent, at„$60,000 annually.; Costs attributed to employees' in office space Would cometo:$450,000 for 1,500 employees. 63 Table 23. Costs for "to Support Employees at Heritage Commons (constant $2013) Commercial (Taxable), Total F]oor -Space SF 100,000 450,000 55000 Sq..,Ft:/Employee 5.00 300 324 Employees 200 1,500 1,70Q Cost Per Employee :$301 $301 $301 Ernployment' Costs $60,260 $451,930 $512,190 - Costs Per Sq, Ft; $0.60 $1.00 $0.93 Sources: FY, 2014 Adopted General Fund Budget and Statistical Section, Frederick County, Virginia,, and'S. Patz & Assoc., Inc. Net Fiscal Impact: The net fiscal impact is the net benefit in, terms of the surplus (or deficit) of tax, revenues compared to tax - supported costs for .Frederick County from Heritage Commons, as, planned. At buildout Heritage Commons " would produce a total net surplus revenue, of $1.9''million, as shown in Table 24. This is the difference,between revenue of $4.1 million and costs of $2.2 million 'annuallIy. Over 70 percent of the net benefit would come from the non- residential components of the development because of the high costs of` public! school education for the residential components. M Table 24. Source: S. Patz.&: Associates, Inc. Off -site Impacts: Economic.and Fiscal In addition to the revenues and costs that accrue to Frederick 'County from the development -"6n - site;" as described above, there, are also off- site'impacts that occur as a. result of residents; employees and businesses expenditures throughout the County County; acid as other businesses re -spend the business receipts off -site for, the purchase of goods and services from other vendors in the County. The multipliers used in this analysis are specfic'to Frederick County, Virginia. Consumer budgets Are identified by the US. Bureau of Labor Statistics by area and income level. There. is no direct budget information for Frederick`County; and the income level,for the Washington,, D.C. areais 65 Apartments Townhouses Residential Total Tax Revenue $1,840,540 $389;750 $2,230;290 Tax - supported Costs.. -$1,264880 - 427 670 - $1,692,550 Net Fiscal 'Benefit $575;660 - $37,920 $537,740 Number of Units 1,050 1'50 1,200 Net - Benefit Per Unit $548 -$253 Source: S. Patz.&: Associates, Inc. Off -site Impacts: Economic.and Fiscal In addition to the revenues and costs that accrue to Frederick 'County from the development -"6n - site;" as described above, there, are also off- site'impacts that occur as a. result of residents; employees and businesses expenditures throughout the County County; acid as other businesses re -spend the business receipts off -site for, the purchase of goods and services from other vendors in the County. The multipliers used in this analysis are specfic'to Frederick County, Virginia. Consumer budgets Are identified by the US. Bureau of Labor Statistics by area and income level. There. is no direct budget information for Frederick`County; and the income level,for the Washington,, D.C. areais 65 Commercial Office Non; residential Total Tax Revenue '$421,6.10 $1,421,6,10 31,843,220 Tax- supported Costs $60;260. -$451,-930 - 512 190 Net Fiscal Benefit $361,350 $9691680 $1;331,030 Number °of Sq. Feet 100,000 45.0,000 550,000 Net.Benefit.Per S.F. $3.61 $2.15 Residential Non- residential Total Total Tax Revenue $2,230;290 $11,843,220 $4,073,510 Tax - supported Costs 41;691550 4512,190 =$2,204;740 Net Fiscal Benefit' $537,740 $1,331;030 $1,868,770 Source: S. Patz.&: Associates, Inc. Off -site Impacts: Economic.and Fiscal In addition to the revenues and costs that accrue to Frederick 'County from the development -"6n - site;" as described above, there, are also off- site'impacts that occur as a. result of residents; employees and businesses expenditures throughout the County County; acid as other businesses re -spend the business receipts off -site for, the purchase of goods and services from other vendors in the County. The multipliers used in this analysis are specfic'to Frederick County, Virginia. Consumer budgets Are identified by the US. Bureau of Labor Statistics by area and income level. There. is no direct budget information for Frederick`County; and the income level,for the Washington,, D.C. areais 65 too high to be applicable here: Instead, national data for budget for'household income 'in the $50;000's has been chosen for the apartments, and household incomes, of $90,000 for residents in the, townhouses. About -77 percent ofJhis income is spent, other uses! being taxes, savings, and transfers to others not living 'in the household. It is assumed that 40 percent of all consumer and 'busiriesses expenditures from the on -site development' are made outside of Frederick County, 'and 60 percent are retained within the County. Among the, larger expenditures by consumers are 19 percent for shelter and 27 percent for retail trade, ,including automobiles. Consumer expenditures made off -site in the County are translated into economic impacts in the County using multiplier' matrices provided for the. local 'area by the U.S. Bureau of Economic. Arialys.is. These multipliers capture the. round- by-round flows of expenditures "in the County initiated `.by residents and businesses from on -site. There are separate matrices for busiress'receipts,; employment and employee: earnings. The items in the consumer 'budget.are multiplied in turn by these, expenditure- specific categories in each. matrix and summed to .give. the "ripple effect," ",spin- off;" or "multiplier effect" of circulation of money through the economy. The ripple effects, plus the original -consumer; expenditures; equal the 'total .economic 'impacts of apart nent,residents on the City economy. Business Receipts° 'The, chart. below .,sets .forth. the economic dollar flows set in motion by expenditures off -site by residents, and businesses at the Heritage Commons. The ,direct . expenditures represent the. expenditures by on -site :residents and businesses off -site directly.. They, total 1170 million when housing units are occupied and businesses in operation. The, largest component would come from the 450,000 square-feet of privately- occupied office space. 66 This $170 million in expenditures for goods and services would be expected to comprise 60 percent in -county dollar flows,. which would create another $220 million in ripple effeots ' or spin -off: within the County: The ripple effect would be two to three 'times direct expenditures;. The exception is commercial, where retail trade can be expected to make most of its wholesale purchases of goods and services from sources outside 'the County. Residents of townhouses create relatively greater impacts than do apartment renters because: of'higher, income, of households in townhouses. Altogether; the business impact in Frederick County would come to $390 million. These off -site impacts also create tax receipts and costs to the County, as do on -site 'impacts (see above). Direct Expenditures Indirect Spin-off 'Effect Total Business Receipts Employment and Earnings Commercial $23,2071000 $5,967,000 $28,000,000 $1.12,500,000 $41,255,000 $16,564,000 $8,026,000, $147,938,000 $70,462,000 $22,531;000 06,026,000 $260,,438,000 Previous analysis identified 1,700 employees that would be on-:site at the property; most being occupants of office space. Another 2,240 jobs would Tbe. created off- site. by the spin -off from the on -site development. The office .space on -site at Heritage Commons would have the greatest.impact, creating over 1,360 off :-site jobs off -site in the County. These off =site employment, impacts would generate, $1,49:million `in employee earnings, in the County. This would. be an ,average of about,$67;000 per employee. This is,heavily influenced 1 y the higher °income,jobs spun -off from the offices on site. Off -site Fiscal Impacts The methodology used in projecting fiscal impacts off -site mirror those. used to project fiscal impacts on -site. As before, revenues will be. limited ` #o taxes, and costs will be those that must be tax- supported, as based on employment: The RIMS II' multipliers 67 from, the Bureau of Economic Analysis break receipts, employment and earnings impacts down into 21 different sectors,, and the impact dollar amounts (business revenues) `in the "sectors form_ the basis for determining taxest. Many taxes can be calculated directly from these receipts; or from employment created off-site 'in 'the -same fashion as for on -site taxes. Costs; ,to the County can likewise ;be calculated ;from off -site employment created. Because of their: commercial nature, the non- residential components at. Heritage Commons would 'be. expected to yield considerably ;greater off -site 'impacts than would the: off-site ,expenditures of residents at the site. ,'This is the case, with the .non - residential components having a net fiscal benefit, of '$2:0 million annually, compared to $0.5 million for the, residential components, for a total' of $2.4 million annually after buildout in constant 2013 dollars. Table 25 below summarizes the off =site fiscal impacts by type�of use'. Appendix Tables A -4; A -5 and A -6give the individual tax sources for each typeof use. .: Table 25. Summary of Off -site Spin -off Impacts for Heritage - Commons; at Buildout, by Tvne,,of Use (constant $2013)' Tax Tax- supported Net Fiscal Tytie of `Use Revenue Costs Benefit Apartments $454,600 - $118;750 $335,850 Townhouses $130,920 - $31,380 $99,540 Commercial $637,270 4118,750 $518,520 Office $1,887,940 7$399,700 .$1,488,240 Total Off -s,ite Impacts $3,110,730 -$668,580- $2,442,150 Sources` Bureau of Econonii& Development and Bureau of 'tabor Statistics, U.S. Department of Commerce, Adopted FY2014 Budget.for Frederick County,,, Virginia, and S. Patz &.,Associates ;:Inc. Summary of On- and Off-site, Impacts The overall annual impacts, both on -site and off -site spinoff, would be substantial from Heritage Commons for Frederick County. Total tax revenue each year would be $7:2 million, compared to costs to the County of, $2:9,million. This would leave a net fiscal benefit of $4.3 million annually for the County. These overall impacts are summarized in Table 26 by type of'use on -site at.Heritage Commons. Table,3, above in the introduction to this section, and Appendix Table A -7 provide detail on both the on- site and off- site.impacts °from the development. M Table 26. Summary of Total On -site andOff= site,lmpacts.for Heritage Commons, at Buildout, ,'by Type of Use., (constant $2013) Tax Tax = supported Net Fiscal Revenue Costs Benefit Apartments $2,295;140 - $1,383,630 $9,1,1.,510 Townhouses $520;670 - $459;0.5:0 $61,620 Commercial $.1,058,880 - $179,010 $8791870 Office $3,309,550 -$85.1,6M $2,457,920 Total Off -site Impacts $7,1'84,240 - $2,873;320 $4,3.10,920 Sources: Bureau of Economic Development:and.Bureau oftabor Statistics; U.S. DepartmenVofCommerce, Adopted FY2014 Budget for Frederick County; Virginia, and S..Patz & Associates; Inc.. Phasing of.Heritage Commons The development ;of Heritage Commons is planned for'three five =year phases, for' a buildout period of 15 years: The chart .below sets forth the phasing scheme for Heritage Commons, and the ,discussion following the chart >addresses the net fiscal benefit.to.accrue tolhe County for each type of use for each phase,, `Phasing By Use 1stf'yrs 2nd 5'Yrs 3rd.5'Yrs Total, Apartment Units 300 375, 375 1,050 Townhouse, Units `100 50 150 Commercial.Square:Feet 50,;00.0 25,000 25,000 1,00;000 Office Square:Feet 100;000 175,000 175,000 4-50,000 The net fiscal benefits for each phase are calculated by multiplying the number of units or square feet of development for each development component times the net benefit per unit (for residential) or'siquare foot (for non - residential). All of these benefit parameters have .been derived and set'forth in previous. tables in this'economic and fiscal 70 impacts, section of.,the report, or .in. Appendix tables in the case of off =site benefits. The calculations are summarized in. Appendix Tables -A -8 and A -9. Heritage Commons would generate on -site net benefits .of $500;000 to $700,000 during each ,phase .of the. three. five -year phases in the '15 -year development program. Only the townhouses show' any deficits, as has been shown previously, due to the high cost of educating public 'school students living in townhouses. These are annual amounts, in constant.2013 dollars.. Total on -site benefits over the 15 =year development program would come•to $1.9 million each year. Off- site::net fiscal benefits average about $800,000 each year, for a total of-$2.4 million over the 15 -year buildout.period. It should be reiterated actual, off -site benefits may lag behind on -site development. and impacts due to give the market time to. respond to increased. demand in the County from Heritage Commons. Total net fiscal benefits - on -site and off site would be- in•the $1.3 million to $1,5 million range for each five year development phase: in the -15 -year development program. The apartments and the commercial space would contribute about.$900,000 in benefits over buildout,, with, the office space contributing $2.5_ million.. The total annual net fiscal. benefit for Heritage Commons°would be $4.3 million. Total on -site and off -site net fiscal benefits are summarized in Table 33 by type of development component and five =yeat phase (see Appendix Table A -8 and A -9 for details). 71 Table 27. Total.Omsite.and Off= site'Net Fiscal Benefits for Heritage Commons; By ;Five -Year Phase; at Buildout, Frederick .County, Virginia (constant $2013) Phases Ist 5 yrs 2nd 5 Y.rs 3.`d.5 Y,rs Total Apartments $260,430. $325,540 $325,540 $911,510 Townhouses $41080 $20,540 $61,620 Commercial F1oorSpace $439,935 $2 >19,968 $219,968 $879,870 Office, Floor Space $546,200 $955,860 $955,860 $2,457,920 Total Net Benefit ..$1,287,645 $1,521,908 $1;501,3'68 $4,310,920 Source: S. Pat & Associates, Inc c. 72 APPENDIX TABLES 73 Table A -1. Annual General Fund' Expendif ire Budgets, by Department or Function; Frederick County, Virginia, FY2012- FY2014 FY2012 FY2013, FY2014 Actuat Estimated Adopted Functional Areas Administration $7,807,957 $8;616,459 $8,394,217 Judicial. Administration $1,909;957 $1,961,826 .$2,124,752 Public Safety $23,653,636 $244924,782 $25,469,242 Public Works $3,51`8,554 $3,405,482 $3,940,814 Health and Welfare $6,690,169 $6,41' 1,108 $6,935,132 Community College $56,493 $56,493 $56;493 Parks, Rec. & Cultural $5;91'8;974 $4,690,909 $5;107,445 Community Development $1,680,290 $1,676,928 $1,818,346 Subtotal $50,2351750 $SL653,5$7 $53,846,44 Transfers School Operating Fund $55,456,793 $571398462 $.60,727,321 School Debt Svc., Fund $14;626,151 $14,626;151 $14,626,151 School Construction $600,000 $0 $0 School Special Grants $41,499 $0 $0 School Capital Fund $297,116 $0. 50 Subtotal School $711021,559 $72,024,613 $75,3'53,472 Other'Transfers Unemployment Fund $15,473 $0 $0 Co. Debt Svc. .Fund $2,499,`121 $2,561,645 $2,561,645 Subtotal Other Trans_. $2,514,594 $2,561,645 $2,561,645 Subtotal Transfers $73,536,153 $74,586;258 $77,915,117 Other Expenditures -Merit/Fringe/COLA $335,501 $1;301,128 $606,507 Operating Contingency $0 $300,000 $6561342 Subtotal Other 335501 $11601,128' $'1,262,849 Subtotal Non= depart. $73,871,654 $76,1871386 $79,177? :966 Total General Fund $124,107,404 $127,840;973 $133,024,407 Source: Adopted „FY2014 Budget, Frederick County, Virginia 74 Table A -1. General 'Fund Budgeted' Revenues and Expenditures by'Source, Frederick County: V_ eginia,.FY20I2= FY2014 Tax Burden,Except Schools 69.4% 69.1% 69.8% Source Adopted FY2014.Budget, Frederick County, Virginia 75 Actual Estimated Adopted Revenue Source FY2012 `FY2013 ' FY2014 General Property Taxes $86,822;543 $87,253;512 $87 „168;379 Other Local Taxes_ $28,344,455 $30,434;962 $28,429,460. Total Taxes $115,166;998 $117,388;474 $115,597,839 Other Local Revenue $5,950,460 $7,078,590 $4;824;957 Total Local Revenue $121,117,458 $124;467;064 `$120;422,796 Non -local Revenue $13;498,942 $13,215,840 $12;601,611 eneral Fund Revenue Total General” $134;616,400 $137,682,904 $133,024,407 Local Taxes $115,166,998 $1' 17;388;474 $1.15597,839 Less: School Transfer - $71,02J,5159 - $72;024,613; - $75,353,472 Taxes Except School $44;145,439 $45,363,861 $40,244,367 Expenditures Total General.Fund $134,616;400 $137,682,904. $133024,407 Less: School Transfer $71,021,559 $72;024;613 $75,353,4.72 Non- School Expenditures. $63,594,841 $65,658,295 $57,670,935 Tax Burden,Except Schools 69.4% 69.1% 69.8% Source Adopted FY2014.Budget, Frederick County, Virginia 75 Table, A 3: Allocation .;of-.General Fund Expenditures to Population (residents) and Department or Function Population Employment Total Gen. Fund Administration $6;371;592 $2,022,625 38,394,217 Judicial Administration $1,61 -2,783 $511;969' $2,124;752 Public Safety $19,332;31.1 $6,136,931 $25,469,242 Public Works $2;99:1,257 $949,557 $3;940,8.14 Health and'Welfare $6,935,132 $0 $6,935,132 Community College $56,493 $0 $56,493 Parks, Rec. & Cultural $5,107;445 $0. $5,107,445 Community Development. $11380;207 $438,1`39 $1,8- 1'8,346 Other $2,902,965 $92 IJ29: $3;824,494 Subtotal $46,690,.1,84 $1,0,980,751 $57,6704935. Percent Tax Burden 698% 69.8 % 69,8% Total Tax Burden $32;581,697 $7,662,670 $40,244,367 Number of Persons 80,118 25,433 105,551 Per Capita $407 $301 $381 Schools Transfer $75,353,472 $0 $751353',472 Percent Tax Burden 100.0% 0.0% 100.0% Total Tax. Burden $75,3533472 $0 $75,353,472 Number of Pupils 13,066 0 13,066 Per Capita $5,767 $0 $5,767 Total General Fund $'122,043,656 $10,980,751 $L33,024,407 S6urce:.Adopted FY20,14,Budget and Statistical Section,.F.rederick,County, Virginia 76 Table A -4. Summary of.Annual Tax `Revenues,'County Costs, and Net Fiscal Benerit Created. Off-site by the Residential ;Units at Heritage Commons, at Buildout (constant,$2013) Apartments. Townhouses Residential Impacts Impacts. Impacts Real Estate Tax $103;750 $28,820 $132,570 Business Property Tax $86,200 $23,950 $1;1.0;150 BPOL Tax $81,440 $21;370 $102;810 Retail Sales Tax $73;020 $23,350 $96,370 Motel Tax_ $12,810 $4;1'00 $16;91'0 Meals Tax ,$64,740 $20;700 $85;4'40 Motor Vehicle;Licenses $16,750 $4;430 $21,180 Utility Tax, 15`890 4200 20 090 Total Revenue $454,600 $130,920 $585,520 Less Costs -$118,750 - 31, `380, - 150 130. Net Fiscal Benefit; $335,850 $99,540 $435,390 Number ,Of Units 11050 150 1,200 Net Benefit Per Unit $320 $664 $363 Sources: Bureau of Economic Development and Bureau of Labor Stafistics, U.S. Department of Commerce, Adopted. FY2014 Budget for Frederick County, Virginia, and S. Patz &_ Associates, Inc. 71 Table A -5. Summary of:Annual Tax,Wvenues, County Costs, and Net Fiscal &nef t'Created :Off -site by the Non - residential Components-at Heritage Commons, at:Buildout fconstant -' 2013 Commercial Office Non- residential, Impacts Impacts Impacts ,Real Estate Tax $1'03,750 $349,240. $452,990 Business Property Tax $86,200 $290,140 $376,,340 BPOL'Tak. $10,900 $961,280 $972,180 Retail Sales Tax ,4241;290 $21,040 $262,330 Motel Tax $4,220 $7.1,780. $76,000 Meals. Tax . :$170,5.90 $84,600 $255,190 Motor Vehicle Lic6pses $4,430 $56,380 $60;810 Utility Tax $15,890 '$53,480, $69,370 Total'Revenue $637,270 $1,887,940 $2,525,210 $0 $0 Less Costs - '118 750 -$,399,760 - 518 450 �$0 $0 Net Fiscal Benefit; $518,520 $1.,488,,240 $2,006_,760 Number of S Feet 100,000 450,000 550,000 Net Benefit Per S.F:" $5.19 $3.31 $3.65 Sources: Bureau of Econ6mic.Development and Bureau of Labor Statistics, U:S. Department °of Commerce, Adopted FY2014 Budget for Frederick County, Virginia, and S. Patz & Associates., Inc. W. Table A -6. Suminary o£Annual Tax. Revenues, County Costs, and Net Fiscal Benefit Created Off -site by the Residential and Non= residential Components at Heritage Commons,.at.Buildout, Frederick County, Virginia (constant $2013) Residential Non- residential 'Total Impacts Impacts Impacts Real. Estate Tax $132,570 .$452,990 $585,560 Business Property Tax $110,150 $376,340 $486,490. BPOL Tax $102,810 $972,1280 $_11074.,990 Retail Sales Tax $96,370 $262,330 $358,700 Motel Tax $16;910 $76,000 $92,910 Meals Tax $85,440 $255,190 $340;630 Motor Vehicle Licenses $2,1,1'$0 $60,810 $8 +1,990 Utility Tax $69,370 $89,46 0 Total. Revenue $585,520 $2,,525,210 $3,110,730 Less Costs 7'$150,130 -$518,45 7$668,580 Net Fiscal -,Benefit $4,35,390 $2;006,760 $2,442,150 Sources: Bureau of Economic Development�and Bureau of Labor Statistics, U5.- Department of Commerce., Adopted FY2014 Budget for Frederick County, Virginia, and -S. Patz'& Associates-, Inc. 79 Table A -7. 'Summary of All Annual On -site and.Off -site Impacts or Heritage Commons by Type of Use on Site, at Buildout, Frederick County, Virginia (constant $2013) Apartments Townhouses Residential Total Tax Revenue $2;295,140 $520,670 $21815,8 =10 Tax - supported Costs - $1,383,630, -$459.,,05 - $1,842,680 Net Fiscal Benefit $91.1,5.10 $61,620 $973;130 Units 1,050 150 1,200 Net Benefit Per Unit. $868 '$411 Commercial Office: 'Non- residential Total Tax Revenue $1,,0 ,2 10 $3,309,550 $4;392,060 Tax- supported Costs - 185 030 -$85,1,63'0 - $1;036,660 Net Fiscal Benefit $897,480 $2,457,920 $3,,355,400 Square Feet 1007000 450,000 .550,000 Net Benefit'Pe"r S.F. $8.97 $,5.46 Residential Non - residential .Total Total Tax Revenue $2,8151810 $4,392,060 $7,207,870 Tax- supported Costs $1,842,680 $1,036,660 $2,879,340 Net Fiscal' Benefit $973,130 $3;355,400 $4,3281,530 Sources: Bureau of Economic Development and Bureau of.La6m,Statisti'cs,. U.S. Department of Commerce, Adopted, FY2014._Budget.for Frederick County, Virginia„ and S. Patz & Associates, Inc. :1 1 • Tahle.A -8. Summary of On- site.Nei Fiscal Benefits for Each Development Component for.Each Phase of the Development Program, Heritage Commons at 'Buildout, Frederick County, Virginia ,(constant $2013) Phases Number of Apartment Unit's' Net Benefit.at $548/Unit Number of Townhouse Unfits 'Net Benefit at 4253/Unit Number of Commercial Sq. Ff. Net: Benefit at $3.796F' Number of Office,Square Feet, Net Benefit, at $2. i 5iSF Total Net On- site - Benefit Source: S. Patz &.Associates, Inc. 1st 5 yrs 2nd 5 Yrs 3rd 5'Yrs Total 300 375 375 1,050 $164;470 $205;590 $205,590 $575;660 100 50 150 - $25,280 - $12,640 - $371920 50,000 25,000 25000' 100,000 $'180,675 $90,338 $90,338' $361;350 100,000 175,000 175,000 450,000 $215,480 $377,100 $377,100 $969,680 $535,345 $660,388 $673,028 $1,868,770 RE w • Phases 1st 5:yrs ` 2nd,5 "Yrs 3rd 5 Yrs Total Number of Apartment Units 300 375 .375 1,050 Net Benefit at $320/bnit $95,960 $119,950 $1 19,9510 $335,850 Number of Townhouse Units 100 50 150 Net Benefit,at'$664/Unit $66,360 $33,180 $99,540 Number of Commercial Sq. Ft. 50,000 2 -5,000 25,000 100,000 'Net-Benefit at $5.198F $259,260 $129,630 $129,630 $518,520 Number of Office,Square Feet 100,000 175,000 175,000 450,000 Net Benefit at $3.31 /SF $330,720 $578,760 $578,760 $1,488,240 Total Off -site Benefit; $752,300 $861,520 $828,340 $2,442,150 Source-. S. Patz & Associates,, Inc. W'O DLAND ,PARK !EAST; I; 'PRO'FFERS RZZ 2003-13WO46 PCA 20U0` -JM1 =044 October 18., 2004 Pursuant, to 'Stet i'riia, 150 mad 'su d, ject to the Bt�ard °oE Stiperti,isors' approving .a. rezoning and proffered 'condit on uamendment to the PL�;C District` for property tdcnt"f ed as Tax Map 16.4 , {(1,)) 42, 43,,, 44, 45 and, 4.(i {hereinafter refcrrcd tows tlte, "App P " ; TST vaodla �'the Appliea t ' RZ 2003 -HM -046 and operty } C PGA 2000-HAT-0,444 "proffers :fors themselves their successors, _and. - assi,gr s the following =conditions. hi the ',e cnf that this Ap.plicaiiori is; approu;ed, any prca'ious proffers for the rlpplie�ition property; arc hcrcbv d'eenied hull and void and hereaftcr'shall have no. effect on the Applicafia n P'ropertu: 1: Develorment Man., `,De-Velopmcn`t of the Appli0ii, o_"n Property shall be 14 su stan(ial cunfonz�ance ;with 3lie . 'Conce'pzual l'Pa 1 F- al De�aelopn ent Plari (.('T3PIFDP Plat) prepared by William' H. Gof b:' Associates', lrct, consisting of fifteen (15) sheets dated January, 23,° 20x4 througl ,August 23, 20,04,. which. CDP,.FDP proposes a arnax rnum of L77,1621, gross aguare feef °of building area. The:,follLgNy ng Principal and Secondary Uses n7aybe permitted w, i iibAM bwl'd'ihg shown on,thc,CDP /FDP:, y - _ a: Acccssor =uses and: accessory servtce uses.. b; Business serti•iee<an supply setti %ice estabJishrnents; Cm Eattng:establishrii&hts, d . Estarlishment for scientific research, developmenf and, trairiing� w�hcr¢ assembjy; ntcgratiori•. and tesfink of products in a; cornplete ly +erklosed''build`ing' s incidental to the principal use of sc e,ntific.research, development and'training_, C% Fast 'food restaurants, only f`locatcd in line,wt}i ;other principal orsecoridaryuses (arid not:fo iriclude:acirive- through. f. I ii�aneal ,institu "tiUns; iticl,ud�ng a drive- thru`hank, fcir; ;Build'lg B only: ''IIcalih•cTubs. - - _ fi. . liZStitttionaluses. `Medical offices' _ J. Personal'scry ce,establislinlents., k'� "ces %1, Private.:clubs.and;public benefiteassociaiions. _ m Public uses. n. Quick service) food stores. o Repair service establishments, p: Retail 'sales 'establishments. Al an teller machines: T. Child care,centersand nursery_ schools. s., ;Dwell'istg;ur it. s t. Affordaiile dwell'iiig units PROFFERS' RZ'2003-HM-0.46/PCA 200-HIM-044-1 'Page '2 U Hotels v. Privatc,schoois of'ueneral educatibri %V_ Private school of sp.ect,al, education. X;. Colleues and Universities' Additional Pilnclpdl and Secondary uses not -listed above, may be permitted. with the royal of a Final :-T, 'Development -Plan Amendment (FDPA). oi- Special Exc�ptl6n (SE) I in substantial conformance florn ance with the CDP/FDP and proffers;. A Proffered Condition Amendhi-brit (PCA) appliuAtion.§liall not be required so long as the layout is In Substantial I /FDP. The gross floor ,area a o t, secondary uses, other than. coilfornidoce .,%k.-'th the COP. dwelling., units and affordable: dwelling units„ shall be limited to tell percent of the principal uses in the development. 2. CF)P Elements. Notwithstanding that the CDP,IFDP' is,prcsented on 'fi Fteen, (15) sheets, and said CDP/FDP''Is: the subject of Proffer I °abov,.e, it shall be understood that the CDP shall be the entire plan, showri on Sheets 2 and 3 relative to the points of access, the -000 square, fbct ofrcsidentU uses-, the aniOUIlt maximum square footage-, ji_iaxiniurn�'212.. of open, space- tlic general location and arraiigeiiie.jit,Of,ttYe1),Llildiiigs' the parking gara6cs a ll(l the central paek, and "the peripheral setbacks. , The.,Applicant, has the option to request a FDPA :for elements other than the CD1` element& frqjii #ic Planning ('Ornhilssion for all of or a portion of the C. DP in accotd.ance with the, provisions -set, forth tri Section 16i 401.of theiZbn1ng Ordinance, if,in.confbmiance,with the approv,0 CDP aiid,proff&.s. 3• Minor, Modifidation's., Pursuant to Pai.:*agraO 4,of ,Section, 1h-403 of the Zoning Qrdiharfce, minor :modifications to the FDP may be, petmiltod' asActernffined by the. -,Zoning Admlilisfrator. The Applicant shall have the. flexibility to modify the layouts show-n on the CDPI:'FDP2* W—ithout rcquirirfg approval of an amended FDP provided such changes are In substantial cUffi-rinance wAlhe FOP as d6t-&rnlned by,the Departnien'tof Planning aild:-Zlonifig ("D PT') and do not increase the total I amourit of squiarc footage, .decrease the arno'unt, of open space, decrease the setback from the peripheries, or increase building heights. credit I I his of 4', Density Credit., Dons,liy:cred shall 'be reserved as may be permitted by the prov's'd of ti -the, Fairfax Count. dinancc: f6r'all cligibl& Paragraph 5 Scd"on 2-308 of y Zoning.Q� I ,9 dedications described I herein or as: nia . V be required by Fairfax County or VDOT at'time. of'site, 01aft approval. A total of 1,77162 1 square: feetlof developpicP t, shall' be permitted -omailie Application Property, including 474,'978 square feet.dcrlvcd frorn the public street dedication. density. "thc,'public street dedicatibri: density credit of 474,9718.isquarc r Ic feet 'applied to 'the 'PDC AplylicAtioh.Prooerly as portrayed graphically aphi al -fy and in- tabular f6ffil ott—Sheds 2 and 13 of tltc CDP/'FDP, shall be utifiz.ed for d6velopillent. of t.hc Application Property only, unless othenvise revised I through approval 0 1 f a. 'proffered -c,oriditibfi zrrfbndM , Cht. j. Alterations. For Buildlhgss 1 -4, the Applicafit -rescrvcs� the right to alter. bu,ildi_ng,,footpri tit sizes, modify landscape playas, adjust pedestrian and vehicular circulation areas, and slift f PROFFERS 2003- HM- 046'PC'A 2000 HIV9-.044 -1 Page') building locations within designated building; envelopes _and /or .move building gross . square footage betw•ecn'huildinss provided Buildings I and.-.2 are between 1'-50,000 arid 300,000 square fect:cach acid there are no more than 500'"000 square fcct for Buildings I and 2 combined; Building's 3 and 4 are between 250;000 and 450,00( ) square feet each and iio more than 80.0400,0 square feet for Buildings 3 and 4 combined; the, total gross square footage for Buildings 1-4 does not exceed 1,,06`1,078 square feet; the buildings heights as' shown on .the -CbP /PDP are' not exceeded; and the minimum open space and peripheral diriensiorrs 4c, lot limes are not reduced; In addition, the parking garage fact prints may be- alteredr within the designated: " garage er VOlbpes" Ior Buildings 14 as shown pn Sheet 2 of`thc C:DP €FDP, provided the garage heights are ho exceeded and the minimum op'cn space and peripheral dimensions to lot lines are not,bbduced. 6.. RelailService Uses. . a. Retail, eatin g 'est abl' isht7tcnts, fast food restaurants; and scrvicc cstaYilishment uses may he provided; within, all buildings on the Application Property. The majorily° of the retail, restaurant and/or service uses, shall-be located on, the first floor of buildings with direct public access' and &ihdows oriented' to adjacent internal roads; in an effortto' create an inviting strcetscape, b. Retail, eating establishment, fast food restaurants, service and similar compatible establishments as listed in Proffcr I shall be provided within Buildings 6, 7, 8, 9 and in the:frsf floor�of Building 10. Such uses shall "have direct public access and windows oriented toNvard the internal roads. Buildings 8 and 9 shall be two stories'in height, NvIth at least 50 percent of the net square footage of the second story devoied to office uses. It is intended; that the ,principal use of Building 6 be. a grocery store of .approximately 40,00 {- 60;000 s q uare f eet. The Applicant shill use best efforts to ensumpro,vision of a grocery store as the initial tenant of Building 6. Best efforts shall `include retaining a qualified retail broker and inarketing 'the ,space for a twenty' -four (24) month. period beginning..no more,.than tv,enty -for (24) months prior to commencement oFeonstruction. Ifmarketing elforts.are not successful °in attracting a grocery store to Building 5, groof;of`besi.efforts to, lease this space for it grocery store,- shall be provided to ,the Director,.:Depatti lent ol' DP7'. to demonstrate the failed attempts. In the event tile, Director of DP7 agrees that, best, efforts! have been expended, the space within Btiilding 6 may be utilized for neigl } orliood ,retail /serv'celeafirig establishments /fast food "ri2staurant uses such that no oni: tenant shall occupy more than, 25;000 square feet: C. Buildings °5 -T1 shall be included an a consolidated site plan. d. Non -RUPs for: Buildings 6 and 7 shall :not be. issued, unless one or, more of Buildings 5, 10 and 11 are under construction. Non -ROPs for Buildings 8 and 9 shall not he issued unless one or more of Buildings 5, C 7, 10' and H ,arc under PROFFERS'. RZ 2003' -fTM= 046 /PCA 2000_1-M:0=14-1,, I'<te construction. For the °purposes of this proffer; "'tinder construction''' shall be defined as. having e'orriplctcd the foin elation and the framing- for °one-luel. ' e. The loading area for Building 6 shall provide: a roll up screen door or other screening mechanism that", s,'v'isually compatible, in terms of'bu _lding color and sty'lc �'itli tlle.proposed,groecry store;, as determined by the:llirect "or, Dep�aitnielt - , ot:,Planriing -anti LonnM " {I�P7 }. _ . f: Notwithstanding the" underground parking layouts sliOxn "-on Sheet 6 of the CDPIFDP, t} c Aliplicant reserves.tlie right to nlodi`fy the layout of underground parking and'to provide more than °one level of parking underground provided such revisions do not'impact,the:grount level design.. - '7. Sunrise Valley .Driv.e. The Applicant shall extend the existing left turn Lane from eastbound Sunrise Valley `Drive onto northbound Monroe Street prior- to _t issuance of the first. Non ,Residential Use P:crniit (Non -I UI'} or Residential Use Permit (RUP) on the Application Property, or as niay be required by the Virginia Department of: Transportation ( "VDOT '), whichever shall occur .first. ('This improvement is heini-Y I onstructed with, approved Fairf tx Comity flan ; 55:18 S:P- 24 -Ci2' ai1d. is currently under construction.;, } 8.: Monroc:_S "treet. The. Applicant shall construct one half of a six lane sectitin along its Monroe Street frontage and ;shall, construct dual left turn - lanes from (a) southbound Monroe Street, easibouihd:- Sunrisc Valley Drive, `(b) northbound" Monroe Street onto East Park, Drive and (c) northbotmd Monroe .Street onto Westbound Sunrise Valley Drive. Thcse mpro emenfs `shall`be made consistent �t.:ith that-"sho«n on 5theet 15 of 15 of the CDP /FDP. Said "improvements shall be open to' traffic prior'to the isstranee of ally -Non -RUP or Rcsid'cntial-Use Permit (RUP)'; For purposes of these profTers; "open to trafli:c " shall, mean that thei committed road "improvement is: open to public traffic,, whether- or 'not aecepted in the State system:, ,Acceptance of public. roads:bv VDOT into its roadway system shall, bc. diligently pursued by the Applicant, and shall- be accomplished: prior to f'nal bond- relcasc. (These improvements are -'being _constructed with approved Fairfax _County" Plan * 5518- SP -24 �O2 and are currently, under construction.) t). Signal Warrants Prior io'first site plan a proval for the Application Property; excluding -site. [flans for Buildings 12 and a3, the - Applicant shall provide sigrtat warrant a halys.es fog-, sis 4tth - intersections of,(1) Sunrise Valley Driyc /Corporate ,Park, Drive;. {2) Sunnse �y O / nroc, :Street. it Valle I�rivcYWoodland Pointe ,Avenue and 3 Fast Park Dnve.Mo d'eterrnined warranted by VDOT; the Applicant shall flake timely, application to VD.01` for' signal installation with the goal of °havif g the regdircd signals in -place -prior "to the issuance of the first RUP or Non =RUP for'the Application Property, excluding Buildings. 1.2 .and- 1,3.. The, Ap plicant ,shall include .in any signal design titans:, crosswalks and pcdestrian activated. countdown signals v< -,ith noise activation for the seeing irn.paired3 , its may be perrn'ittcd by'VD4`I'. "These obligatio "ns shall.become null and void for any signal 1 i PRQFFEIZ S 1ZL 200 C: k NOO' HM -044 -1 Page 5 not- warranted try �'UO C �iiih n two years of final bold - release for tl>e Applicati n P operty . Left turn lanes cuireintly, exist from eastbound Sunrise'Vallc,y Drive onto Corporate Pack Drive and Woodland Pointc Avenite. Prior to th( issuance of the first Non-R -UP or RUl? for the: •Application Property, excluding Buildings 12 .arid, 13;, the Applicant shall constrict dual left turn lanes at these two intersections, as may b�e required '.by `DOT in conjunction w -ilh the instlllation-of•the traffic signals. 10. °Office Transpbetation;Demand Managemeit. The use, of;mass. transit, ride, - sharing and other aransportatiort strategics shall be utilised• -to rc citice "traftic trips for -office Buildings according no the.Insiitu e ofaTr�ir sportat on En ineerst(ITE) Trip Guer fio Manual, 61 n lVlallllal, (th Edition for the AM and PM peaks. Lessees /purchasers shall 'tic, advised of this transportation �tratcgy, Transportation coordination duti'cs: shall he.=carried out by a designated property nnanager(s')•or transportation manaocment coordinator(s) who may be the same individual, coordiriatirig "tile 'Rmdendal Tl ansporfatilop Deritand Management P The transportation strategy management position may ,be a part,of other duties assigned to the individual'('s) but transportation demand managcrricnt shall be one of the person's pritnaly duties. The transportatioti.management strategics shall be imllemented upon issuance of Non-RUPs for 75% of the first offtee_or hotel building, that r eaches that threshold.. Strategies imple iicnted' shall include, but ri be limited to, the f�llo�i, ng a. Lessees of.the office :buildings shall be encouraged to join the Dullcs Arca Transportation Association (QATA); a recognized Coininonwealth public - private . Transportation Management Association; b. Transportation D'ernali. d Management materials discussing "available transit information -, pooling for.iitation, alternative work schedules, and the Metroehcck program shall distr- il?utcd to lessees /purchasers. C.. Voluntary car pool:,'van pool proglarns hall be cstablished`for employees with the prograiil under file dirccfi'on. of the transportation inanagcment coordinator;. d. A:prograin for matching car pool•and van pool services "shall be coordinated'' xi';ith DATA , ar,,ious: gov�ernniental, agencies find other private entployer;s in the area.;; Convenient parking in preferred locations of office. parking structures shall `hc'. , designated for, car pool."Van -pool use; f Mass transit usage; shall be -encouraged and promoted by th•c transportation j iii`anagemeni coordinator. Bus stop(s) /shelter(s), exclusive of bus pull off lanes; shall be installed as described in Proffer 12 e. Pedestnan - alkw.ays linking access to, adiacenf properties sliall'be provided.; PROFFERS 97 2003 H M, .64611YCA 2000 7HM- 0441 Page, 6. h, Broadband,, high capacity datahictwork connections shall he ' provided to each oftice.building and Anicnifics for blc:ycle storaeve and shower facilities shill 'be provided fbr each office bulldi;ng. The Ap,pl'icant shall notify the Fairfax County Department = f Transportation (DOT) Of the date that the ;transportation stratcgics are implemented. One year after thee transportation manager ent strategics are ibiplenient�ed, the Applicant shall conduct a survey of cniplo.yces in the office development" to. determine their transportation Characteristics„ This suf.vey will aelp fo'nn thc'basIsI of the, transportation management program` and shall he dcveloped in' c oiisultation_ with DOT and suhtriitted to the DOT for review and approval.. Then and b annually thereafter the Applicant shall conduct a multi -modal transportation split: survey of fie, ernptc�yees of'the office development to demonstratc,� hethcr the vial of reducing Single; Qceupanc,y Vehicle (SOV) trips by 1.9%.has been inet during peak hours. The report shall he submitted. io'the DOT for rcvicw'. Based on the studies, the coordinator shall work with DOT to defineInca strategics to, reduce trips. - 1f the rnult1 — nod split surveys indicate that a _reduction of SOV trips by 15 'No during', peak hours has not, occurred, five: cents ("'S0.o5). per squi re feet of occupied gross floor area shall bc; "contributed annually' to .a transportation < Jemand. management. Rind to be established -for the six office buildings LinnI such time as the reduction has 6ccurred. The, terms of this proffer shall expire fifteen (15) years after final bond, release for the Iastof Buildings l'- -4,, 12 or I.J. 11. Residential Transportation Dema id Management. "I "he use of mas "s transit, ride -sha "ring and other- transportation strategries .shall b.e: ,utili7cd to reduce traffic trips for the residential units during-peak hours by a minimum of 15`%u of the trips generated according to the iTE Trip "Generation Manual, 6`�' Edition far the AM and P.M peaks. Residents and etnployccsL of the resi'dbntial dcvel'opment shall be advised o'f'th s. transportation :strategy. Transportationi coordtnatlon' duties' +shall be 'carried `out by a ' designated _ property managers) or- trailsportation:manageineril coordin"ator:(s) who maybe the same individual oordulatjn the: Office Transportation Demand. Management, program. The 'g transportation strategy`mmiiagemc>it position may be a part :of other duties assigned ,to".the indi.v;idual(s),but transportation demand management shall, be one of the person's primary duties: `1"he transportation .njanagemelit strategies sliall hc' implemented prior to the 150'1' RUP being issued. Strategies implemented ;shall include; but not he limited to, the a: participation in the Fairfax, County Ride. Share Program; b D'issemt ation of inforniat6n, -regardii-ig vletrora 1, iVlctrobus, ri'd'esharifig and other relevant transit options irrresidential salellcase:packages PROFFERS RZ 2o03- IIM -()4& P,C:'A 2000 -HVi- 044 -1' Page 7, C. Making Metro'maps, schedules and formsridesharing and otlier.rcicvant transit option infot7atat; on avai,'lable to owners /tenants anil employees in a common areas) of'each'build!ing d. Provi'd'ing amenities for °bicycle storage, including all weather storage, e. 'Providing. a sidewalk systcrn designed to encourage•faci]itate pedestrian. • c.ireufatioh; f_ Provid ng..broadban'd, high capacity, data/network connections in all dwellings to fa6l1tatc.wocking,5t home; g. Providing a business center wired with high capacity dat�3 network connections. ons. The Applicant shall notify 'DOT of the date that the transportation strategics are Irilplemented. One year after the tr nsporration managenicnt strategies are implemented', the Applicant shall ,conduct a survey of' .residents and employees in the residential developmeiat to determine their transpo iat'ion characteristics. Chi"s survey will help fonn the basis of the transpo "nation management program for development and shall be developed in consultation°ar,ith DOT and submitted to the DO 'P for review acid approval. Then and bi- ,annual'ly thereafter,.tlicAppIicant shall conduct a.multi -modal transportation split survcyof;the residents and cn00'16yees of'the residential- developn &r -it to demonstrate whether such .( al, U'reduciilg SOV trips by 1.,5.% has been rnet�d_ur.ing peak hours. The } report shall. be' submitted to the DOT for review. Based on the studies, the coordinator shall work with DOT to •def ne;new strategics to reduce trips. If the.nmlt - modal transportation split surveys indicate that a reduction of SOV trips by 15 %, during peak. hours has riot occurred; 550.00 per occupied dwelling unit shall be contributed annually to a transportation demand management fund' to be established for the res dentia] dey clopment until such time as the reduction has ,occurred. The. terms .of this_proffei shall expire fifteen (1.5) years after final bond release for Tax Map 16 -4 ((l)) 42 12 Bus, Shelters. The Applicant shall provide tWO (2) ties shelters,, for the Application Property, along, Monroe. Street and "'or Sunrise Valley Dri��e; writh.'the specific location(s)' to; be d "ctcrrnine'd jointly 'by tic Washington Metropotitan Area Transit Authority (WMATA) and DOT. Thel, bus shelter(s) -shall be 'the typical open type and tlie, installation shall be limited to the, concrete pad, the shelter itself and. a trash ,can., No bus turn outs or'spe,dal lanes shall be provided by ilie AppUant. If, by the time of site plan approval for the properties fronting on Monroe Street and /or 'Sunrise Valley Drive VVMATAMQT has ,not determined the exact location of tile bus, sheltcr(- :), the Applicant shall escrow :S20,QQ'0 per shelter with DPWES to be used, for 'future pus shelters_ oil . Sunrise Valley Driwc or Monroe. Street an the itlimediate area of the Application' Prolierty. If, after ten years, the bus sh.eIters have not been installed, the Applicant shall he crititled, ■ PIRO F BRS RZ 2003- HM -40TCA 2000 -HIM -044 -1 Page 8 to release'and. return of'the escrowed- funds. Ifinstallcd along the Applicant's frontage, F the,bus shelter and trash`ean, shall be inaintaitled by the Applicant, 1'3. Site Amenities. a.. Pa�,ed and landscaped plaza arc>as between Buildings l and. ?, :and between Buildings: '_i arid• 4 shall be provided as generally shorn on -Sheet 11 of the C DP4F -DP.. A p la a foal aria shall be provided adjacent to- Building 6 as illus''fratcd on Sheet 'S: `l'liese plaza areas shall include. a central 'focal area for passive r:ccrcational use "to consist cif one of the `following features` a small reflecting pool or„ fountain, a display area- for sculpture, a garden -park with seating, or a vegetated. ,overhead trel'l'is feature: ` "These plaza areas shall be dcsigricd to visually coniplemcnt architectural elements of'the-adjacer►t'building in terms of color, ►natcna'ls and/or design composition. The playas xvill include: specialty paving'- inatdri als, •enhanced latidscapirtg pedestrian lighting and site funlshiilgs (benches, seating, areas„ tree grates, etc.,) and :may also incorporate visitor" drop =aft areas ,and 'li`mited visitor parking.; In the event that. Buildings I. °and 2. or 3 and .4 :arc phased, the pla2a areas ashall be completed prior` tcY'issuance of Non -RLPs for`t}rc second building: b. A central ;park area shall. be provided as shown on the, C1DR`FDP. 'i'his amenity shall, be an area of`#ree preservation coupled with passive and �acti� e. recreational C. Trcc prescn ation shall, be provided as specified in Proffer 15: In addition, complenientary landscaping; ,a comprehensiN -e pedestrian pathway system, a playground, picnic, shelter, benches and outdoor scat`ing areas..shall .be provided Within the central park, as geiierally illustrated oil Sheets 1 '2 and 14. These improvements are being constructed with approved Fairfax County Plan 4551.8- SP -27 and arc currently under construction., C. An unprogramnied'play'fiild and a sport court (such as a haskctbdll'court, teiinis court, multi- purpose court or sand volleyball court) shall be, provided behind the parking garages for Buildings 2 and 3: as shown on the CD'P /FDP. This area shall be linked kifh, pedestrian; c iinections, to :adjacent. office -.and nearby residential areas`. The Applicant shad, provide a: planted four foot, berm and an architecturally "soli'd fence, six, (6) feet in height, to. shield the play area '' #r6m.rnac) way ,iioise.. No other noise mitigation shall . be required /provided. These facilities shall be coristruct&I with the first`oi Buildings 2 or 3. i ci Paucd and landscaped courtyards adjacent to Residential Buildings 5; 10 and -1 1 to include specialty paving, extcnm ,e landsc:aping;, tables %vitb chairs, benches; i arid' possible dater lcatures shall, be provided as generally illustrated.on Sheet tU_ e.. c inamtnlitu room, a niiAnium. of 2000 square feet iii ,size, `to include: exercise facilities, a toungc with 'Nigh. speed 'interiiet access shall: be provided within the residential buildings PROFFERS RL 2G03- HM'046:!PC'A 2'0(?O H Vl..O44 -1. Paggc 9 14. `Landscape Plan. A landscape plan shall be st bbl.itted as part of the site. plan(s), and shall ;bo coordinated with and approved by the Urban Forester. This p"tan shall be in substantial conferniance with the Iand scape, colic epts plan, as to quantity and quafity of plantings, and. iii, eencral confprmaike wi th the location .of' plantings as shoival on .Sheets 4, 9 and 10. The Applicant shale work with the U "flan Forester to select, plant species that in addition to meeting other, landscaping requirements such as durability, avai'labil'ity and'.acsthctics, also aid in the maintenance of air duality. Location' of plantings maybe iiloditicd based on.utit ty location,,sight distance cascments, and final engineering details as approved by the 'U'eban Forester. (Lands.ap'ng for the central park area,. identitied;,in Proffer 13b is, being constructed with approved Fairfax County Plan #55`18'- S'l' =27 anei' is currently under construction.) 1 Strectscaping shall 'be provided . along Sunrise V' Alley Drive as depicted on Sheet 9.. ' Shade trees shall. be <planted along the Sunrise Valley Drive and shall be supplemented with ornamental 'trccs, and a combination ofcvergrcen and deciditous'shrubs. Ali earthen berm shall be utf ized to a. ccent the plantings and to help screen autornobile parking li-om, the roadway. 15. Tree Preservation, The' Applicant shall ptov`ide.,fo "r tree preservation in the area on the CDP /FDP identified as the' "c'ehtr,al park" as determ'i'ned by the L rbah, Forester aid as shown adjacent to Build]-m-,,113. The rnproverncrits'associatcd 1with the central park are beitlg constructed with approved Fairfax Comity Plan #5518 -SP -27 and are e.un °c�ltlw under construction.; The central park is an ali enity to be used for the passive recreational is notdesigned as an undisturbed area, but rather as a wooded park. r'ns such, i it. enloym'ent of the resrck,nts and the office oc,c up.ants o1 Applii ation • � C'lea,ring and limited grading may occur avithin `the central park to develop the periestrian walkway system, seati>'ig and.outdoor eating areas, specialized landscaped areas, limited, areas of lawn, and .to clear the undeistory of undesi'rab'le vegetation .;and pertriit new planti`i�gs where desirable. Within this context, the. Applicai t st all perfonll the following treasures relating to•,tree preservation in the areas on the CDP /FDP icicntificd as Elie central park and adjacent to Building "1'3: a, The Applicant shall submit a'treeprescnation.plan of'the first and all subsequent. site plan submissions for the central parkAree save area and Building 13. The preservation plan.-shall be prepared by a professional with 'experience in. the preparation of tree preservation plans, such as a certified, arborist or landscape architect, and reviewed and approved by the i>trban Forestry DIVis'i'on. The tree. pres.crvation. plan, shall consist. f.a. tree survey that includes the location, sp(�ci.cs, + size, croW.n spread; and ;condition rating percentage of. all trees ,tell inches in diameter or greater in 'the central park tree preservation; areas: The cotldition analysis r'Mirigs shall 'be, prepared using methods outlined in the latest: edition of the Ciui&, for'. Plant Appraisal , published by the International Society of" Arbo iefilture. Specific . tree preservation activities that will . maximize the survivability, 'of, trees identified to be preserved, such a$: ci;o, n printing, root pnining, mulching, fertilization; and others as necessary, shall be included in, the Plan. ■ PROFFERS RZ2003- HM- Q4,6'PCA 2'0'00- HM7044 -1 Page 10 b.. The trees designated to. be sa�•cd shall be protected by chain link fencing a minimum of ;fou (4} •feet • in height attached 'to ,six. (0) foot steel posts driven eighteen (18) inches into.tho g:ound and placcd`no °further than ten,(l,U) feet apart. placed at the driplind of:the.trces. The fencing shall be installed` prior to any. ,4vork being c6nducted•,on the •site;, includiiag demolition old existing structures and shall remain at, all times duriilg construction of the central park -and impravements rclatcd'to, Building B. S' gnage affirming restricted' access shall,'be provided on the .temporary fence h'i'ghly visible to construction .personnel. The landscape architect cotitracted by the Applicant shall' monitor the construction of the proposed developmentto ensure consistency with the landscapc`tr& prescrvation. plan. Threc d'ays,prior to ;commencement of any cicariizg; `grading, or demolition activitics; .the lJfban Forestry Division, shall he'no"tified and given, the opportunity to inspect the "siie:'to assure that,all tree preservation deviceshave been correctly installed. desigatet as tree save, As a resultofinal enginei ring:in.thc�c��cnt the. areas on the-CDWFDP are modified or cannot- bc,presc. rvcd, equip alert tree save areas or equivalent landscaped 'areas shall be substituted on the site as determined by the Urban Forestry D,'ivision. 16. Trec Transplantation. Prior to ally ,site disturb�ince acti yat es:on the Application'Property., the Applicant shall identify existing, .quality vegetation suitable for transplanting elsewhere on the Application Property. 'fhe Applicant`sl1all dev-clop :and implenient it transplanting plan'to be reviewed -and approved by the.Lrban Forester: Plants, idenfified on the residential portion of the Application `P. roperty as °suitable candidates for - transplantation, as;deterniined by the Project Landscape Architecti:Arborist anti reviewed by the Urban 'Forester shall, if feasible, be replanted -into the ,60ntral park area. Plants oim,. the non - residential portions of the Application- Property, which are determined to be suitable transplantation 'candidates, as dctcrmined. by - the Project Landscape ArchitccbArborisf and reviewed, b;y the LJrhan Forester„ shall, if feasible.; be replanted in the central park or elsewhere on `the non - residential' portions, of the site. A tree transplantation plan shall 'be submitted to the Urban Forestry Division for review and appro -;al. and shah, contain the species3 and sizes to, be transplaiitcd, existing location of trees, proposed final „ location of trees, proposed tune of year to move, the trees, transplant method "to be,used; including tree spade size, if applicable; and 'details regarding after,- hin g and watering, ( Trectrans p lantati ion is currently being trans p lant care, lncludin mulc inmplcmented withapproycd Fairfax County Plan.45518= SP -27.) 17.- Phasin Tlie Applicanf_.shall• cpn'strlact the landscaped entrance road from Monroe Street . to the central. park amenity with'alie °first phase of construetion. The central ,park shall be sobstantially,- complete, as detenrnincd by the.' Urban Forester prior to issuanec of the first :Von -RUP or -RUP, .(These improvements are being constnicted with approved Fair-fax C6uii'ty P.lasi #'55.18= SP -27.) "18. Hotels. If hotels: arc provided in:Buildings I and/or 2, prior to; site plan approval an independent noise analysis using °a methodology approved by V.PZ and'DPNA-T -S' shall be, PROFFERS ItZ 2003`.- HMm{)4fi'P.CA 20WHtiI- 014 -1 Pav 1- provided to dctcr7i1ine,the .impact of'roadway noise. from •the ' llulles.Aizport Access Road (DAAR), on 'the lidtef. The study and any proposed mitigation methods 'f'or reducing the interior noise .levels to D IL 45 °dE rl,or less shall be reviewed and approved by,DPWES in c- onsultation with the Dcpartnicnt of Planning and' Zoning -(DPZ) and implemented by thc,Applicant. 19, Architectural Dcs�: a. The architectural design of the facades of the',offce,`hotel Buiidia gs 1=4, 12 and 13 shall be architecturally conjpathlc with each other and the buildings �tihicl} surround them in Woodland. -Park and include complementary colors, fayade treatments' and architectural elements. Building materials shall include one or =more of the,. followin.. ,niasoiry, stone, p re -cast concrete, niefal panels and glass. The arclilic' Ural style shall be, in kee p ing with' the general character -of that depicted.on Sheet f 1!. NotNN,;.ithstAndii g what is shown on the MR: TOP; the Applicant reserves the right to increase'the lheight of Buikliiigs 1'2" and 13 to a, maximum.'ofs5lbet, b. The arch design of the retail, residential acid drive, n b nk buildings (Buildings 5'-:1 I } ,shall hc in stibstantial confbi-niancc and general character with that shown on .Sheds 7 and K. The individual buildings shall:.be designed to create the appearance• of it unified; and coordinated development and shall be complen entary in terms of architectural' style and scale. "floe intent i's to create a harmonious deli ii -%with conatilementar"y yet distinctive architecture,, and to ensure, a lively pedestrian oriented street level. This coordinated development shall be accomplished through tire: use of coinplemeft ary building inaterials, colors, landscaping -or similar design: features, and the following: Retail buildings .shall a constructed with ;masonry (brick, .stoic, and ground orsplit,face CMU) with EIFS;,rnolded polyurctbirib (FYPON) and j wood. trim.accent - Storefronts shall. be constructed with aluminum and/or wood_ framing, glass, decorative brackets and awn4ings. 2). Building: materials for the residential l uildini i§!.shall iticlad'e one or more of-thc following: maso my {'brick; stone, and, ground or'split face: C'MU:), or acnlciititious siding; ,i -ith EFIS', painted wood °or painted metal aceents. 3) All buildings shall be construe led with architectural treatments. tl al are conststmt on 411 sides of the building. Rooftop mechanical egtiipment shall be located to`l'imif - i's�tiilIty. 4); !A, coordinated color palate "desi`gned to complement: the bulding,rnaterials shall be developedwith ,aconsistency,of�use for 111 buildings. 5). " 'A' coordinated. signagc system shall be provided to 'cstal fish project- id efitit -Signs shall be complementary in terms. of si?e, location.. and PROFFERS RZ 2003- I1,M- 046/��PCA,2000- „HM- 044 ='I Page 12 lighting: Signs shall be provided in accordance with Articic 12`, Scetion -205 of the Zoning :Ordinance, unless modified, tbrough:,,a. coinprehensive sign plan or special exception., Streetsedpc t'reatriments shall be consistent throughout the''rctail residential ,lief elope tenf. 20: Parki'ng Structtires. All exposed facades of tile • office” parking strictures shall be constructed 'of either- masonry, stone; _metal panels or pre, -cast- concrete and shill me iiesi`gned to be compatible vvith� the. facade treatments° of the office buildings they scrvc-. .. All exposed .facades of' the residential parking structures stall he, constructed of either masonry; stone., oi, pre -cast concrete with either ,rhasonry.or stone accents at the entrances to the parking structures'. The two parki_na garages serving, Office, Buildings 3.,and 4 .slrall be constructed wiiti p1'anters asI an "i'ntegral part of portions of the exterior Nulls adjacent. to the DAAR and Monroe Street. Cascading evrergrecn plant material;," or substitute plant selections as approved by -tl e'Orban Forester, shall lie installed iii.these planters to soften: the edge and screen the fagad6s.. 'The Applicant shall provide an. irri,gatiorm system for the planters. Details. of-the parking structure• planters for these. two garages shall be, submitted for review by the Urban Forester at the time of ,fibal'site,plan'subiriission. ?L FAA Approval. If required; the Applicant shall obtain FAA approval for the height of the buildings prior to site plan approval. If FAA approval is not received, the Applicant shall lower the "height of the building °to that approved by-the FAA. 22. Tratls/S I d6waIks: Pedestrian,connections.shall be constructed as follows: a. Sidcw_alks shall be pio�tdcd' along the Application Prhperty'.s frontages with Sunrise Valley Dri ,c and Monroe, Street. b. Sidewalks shall be provided throughout the. interior "of. the Application Property connecting, the, various buildings, garages, and,an cnities as generally ,shd�N� 41 on Sheet 14 of the CDPiT DR. C. with specialty pay -crs or stamped asphalt shall tic provided at locations shown on the CDP /FDP and as required, by VD.OT. A. 4" The. 'Applicant shalh construct, an eight u (8) Riot wide. asphalt trail along_ the Application. Property's northern property line wi thin "or adjacent, to' the DA.4R right -of way, as generally shown on Sheets 3 and, 14. The. trail shall be constructed coincident with the development ofBuil'dings 3; 4' and 13 Should the trail'be constructedon thc, ApplicaiionProperty, a publi'c'access cascment: shall be, provided in ;a 'form acceptable to, the County Attorney: 23.- Lighting All. outdoor lighting; fixtures shall' be in accordance « -ith th'b Performance Standards eorntained in "Pa'h 9 ,(Outdoor- Lighting Standards) of Article 14 of the Zoning PROFFERS R'7,?(i,03 H'IVl =O 6:'"l.CA 2000- 1-IM- 044 -1 Page 1`3 {)rd trance. '.Fixtures used to illuminate streets, parking areas and walkways shall not cxceed.tw:enty (20)'; feet la,height and shall utilize full cut -off :fixtures which shall focus didcetly on the Appl'ication'Pro.perty. All upper level parking deck ,lighting lixtUres shall not, exceed the height of fifteen :(1;5) f et,, l.J olhting in the parking :decks ,shall be installed between tlic ceiling beams to reduce }lace: 34.. 12ecreatid al Facilities. ` lih , Applilcant ,shall comply with Paragraph 2.of;Secti'on 6-110 of' the Zoning Qrdinat ce regarding developed recreational facilities 'for the residential uses. pp p p e recreational facilities shall The A licant � rofl�rs'tliat the minimum ex encfiturc for th be $955,00 per residential unit..' The Applicant, shall re.ceiye credit for the on -site recreational facilities w -hick, shall include, but not he-limited to, a: community center with exereise facilities, children's playground in the central park.,and passive courtyards. 25.. - Park Contribution. a. In addition °to Prg'ffer 24. above, upon ite plan appro.val for the, First, residential. building, the: Applicant ' shall escrow S16,1.,290 with Fairfax County for development of a baseball field to'he constructed by others on property idcntifi'cd as Tax Niap 15 -4 .((l )} 13, 23A and 2)'A l . Should the baseball .field not be constructed within ' t ' en (fo); -years of the approval of these applications, the escrow d`'monev ma be, used r for the development of facilities iii• nearby parks or park acquisition,; b. In addition to provision of -the unprggrammed playficld d•cscribed in Proffer 13c and the _trail described in. Proffer 22d; upon site plan approval for the first office building, the Applicant shall escrow S2 °5,000' with Fairfax County for dev;elopnWnt of a hasehall''freld to be constructcd'by others on property identified as Tax Map 15.4 ((1)) 13, 23A, .23A1. Should -'the baseball_ field not be constructed: within ten (10) years of the approVdI of these 'applications, the escrowed r4pney may, h.c used for the development o,f`facil 'ties in nearby parks or park acquisition, 26. Affordable Dwelling Units. The. Applicant. shall provide five percent (S` %,) of the; units as affordablo dwelling units, as defined by Article 2 of the Zoning;Ordinancc. ?7. Storntwatcr Nlana =etent„ 'Stormwater' management with '.Best Management Practices (ENY), shall be provided 'for -the residential and non - residential ,uses in the :off- -site pond, located on Tax.. Map l f) -3 {•('11)} 25D.1, as may be approved by DPWES. In addition, storniwatcr' management niay be provided in on'e or more surface andlor underground facilities on the Application Property_, as approved by the Department of Public Works; and EnvironmentalManagcrrient ( "DF'WES "). The maintenance of the _on -site facili des shall he the responsi y pp land, Park Property Owners - tbtlit � of the '1 PicanC and�or the Wood association: Subject to .DPWtS approval, the Applicant, shall ensure that the, off -site facility is designed to provide detention fbi- the Application Property, that run -off is adequately conycycd'to the pond, and, the Applicant has permission to iise the facility, if PRQF;CERS' R7 � 2t }03-HN1- f}4G;!PC'A,200'0 =IIM- 04%1 -1 . Page 14, the Applicant cannot provide; adequate SNVWRMP in general _conformance with the ,CDP/PDP, a, PC.A. acid %or I DYA may be requiied. 28. School. Contribution. Prior to issuance of the first Rt_JP 'lor the residential buildings; the Apr licant'shall contribute $765 per unit to the Fairfax County Board. of-StippryisQr.s for Ow construction of capital irnprovements ao Copp ennine Elementary School. 29. A rpoi-t T\,oisc ;'Noti,fication� The homeowners association d'octlnients and'or leasing agreements. for the lesi'dential units shall contain' a noti-fealion that ilia~ iapplication Property i "s'iti close papal "rnaty to the International A iport at Dullc" and within two miles of the 60 d$A hdn noise contour and that the .dwelling units shay experience alIT)o t related noise. j0 Ener Ef ici'ency. All residential units shall meet the thermal standards, of the CABO' N ddeI Energy Prograii for' energy efficient homes; or its equip- alcnt, as deterntincd by DPWE'S for either electric or gas cncrgy homes as, applicable. 31, Private Street - Desi ` Both the streets and side,".atks shall he constructed in ecinfonnancc v�,ith ,P ibl_ic Facilities 1�1an,UO TS 5A Standards with regard- toAesign, depth of pavemcnf "anii materials .consistent with public streets and sidewalk standae&, The Applicant -shall be' responsible for the n9aintcnance,of all private streets. 32', Successors and Asst.; '`These proffers will bind and inure to the benefit of the , Applicant and.liis /lter.successors° nd assigns. 33.. Counterpart's. Fhese pro ffers 'rnay be executed iii' one or i lore counterparts, each of which when so executed and delivered s14511 be dccmcd. ail original document .and all cif' %.hich taken together shall.coi stitutc but one in th'e'same.ipsirument. 34. Scvcrability. , Any of .the scctiens /buildings, with'in the Application Property :mav be subject to - Proffered Condition Aniei dments or Final Developincrit Plan Amendments without joinder or consent of the other sections. ['SIGNATURES`BE_Gll ON NEXT PAGIL::] J'•:IISI]MAN.,297.31,Tishman F�tilli) pP��ftcrs 'YR(�E'E1:R51♦)�Ican.clnc PROFFERS ' R ?0,03-IIM-046/PC"A.2000-1-I.M�044-1 AP.PI,lCA.NT/'rj,n+', O'\kNER OF TAX MAP 16-4 ((1)) I'T. 42, 4'3; PT. 44, PT. a5, PT. 46 T&T-WO DLAND, '..I .C., A'DelaWare Lim,11C abili CqRir)an, By:, Builoi.i U�,hman Its: "Vice President [SIGN-AITURES CONTINUE ON NEXT PAGE] PROFFERS R!Z 200.3_.IIM;- O4h /PC:A -2000 IIMV N4 -11 GON"I'RAcC r I't1RC'I,IA.SEIZ O .[ A_X .MA1' 164 (('1))` FT. 42 JI GIZOSENFELD WOODLAND L.L.C. L, 4s B -v. Robert J.T. (tosenfc d Its: 'Managing,A le.piber (SL(_;N:A'TURPS END] I-IE {RIT AGE, COMMONS PROFFER 'STATEIVIENT REZONING:, RZ# _0 0502 -14 Rural Areas, (RA), Business General. (B2), anal kesidential Performance (RP) to"Residential Planned Community District (R4) PROPERTY :. 1-5:0:59' acres Tax Map; Parcels #63 -A -150, 64- A- 10'and. 64 -A -1.2 (collectively the "-.Property ") RECORD OWNER: R 150 SPE,, LLC APPLICANT: Heritage Commons, LLC.( "Applicant" ) PROJECT NAME: Heritage Commons ORIGINAL DATE ' OF' PROFFERS: September 6, 2013' RE- VISION DATE(S). August 7, 2014, September .18, 20.1.4,.October 9, 20.14 Executive Summary The Property was originally rezoned in 'September 2005 under the name. of Russell 150. Thei Property NYs °since changed'ownership and the new owner wishes to. - rezone the Property to Residential Planned Community District (R4). The undersigned and record owner; .Heritage Commons;, LLC and R 150. SPE LLC, i�4their successors and assigns (collectively iApplicant/Owner "), hereby proffers that the use.and development of the stbject.property shall be in strict. accordance with, the following conditions and shall supersede and' replace all other proffers made prior hereto. It is further' ,the staferheht and intent that with the acceptance of the proffers contained herein any and all prior proffers affecting this Property shall, be deemed, null, void, and terminated.. In the event. the: above - referenced amendments; are. not :granted as applied for by Appliean tApplicant/Owner,,, the below. described proffers 'shall be: withdrawn and be null and void. � 'The headings of the proffers set forth: below have been prepared' for convenience or reference only and shall not control or :affecf, the meaning, or be taken as Tan interpretation of any provision of the proffers. The ,improvements• proffered herein .shall be provided At the time of development of that portion of the site :adjacent to the improvement, unless. otherwise specified .herein. References. made to the Master 'Development Ptan, hereinafter referred to as the Generalized Development° Plan dated 'August 7, 2014, as' required by the Frederick County Zoning, Ordinance; are to be interpreted to be references'to the specific, Generalized Development Plan sheets attached hereto and.incorporated herein by reference as "Exhibit A." The exact boundary and acreage -of each; land, bay may be shifted to a. reasonable degree at the° time of site plan submission for each land bay in- order to accommodate engineering or design considerations. lkppli�a Apphcani /Owner is submitting a Generalized Development Plan, Exhibit A, as part of 'a ;rezoning applicatiorn. The Generalized Development Plan is provided in lieu of a 'Master Development: Plan and contains all, information deemed appropriate by the Fred'eri'ck County Planning Department. , The Generalized Development Plan does . not eliminate the requirement for a Master 'Development Plan for the portion of `the site. to be developed, which will be provided following rezoning approval, of the 15;0:59 +/_ acre site: 1. DESIGN MODIFICATION DOCUMENT- In' order for Appl-ica*tApplicanf /Owner and Frederick County to implement this Residential Planned Community Distri'ct- it will be importantfor;Appliean Applicant/Owner and Frederick .County Planning Staff-to have the opportunity to anticipate incorporate ,and :develop; new design types and_ configurations that may be suitable. This. is to include the allowance for the installation of multi = family, immediately adjacent and irf some cases -in the same structure as :business (commercial) uses., Applicant /Owner has proffered ar Design Modification Document dated July 30, 2014; that is attached and ;incorporated hereto, as "Exhibit R." Pursuant to Frederick. County Code "165=501.06(0); the design modifications set forth in Exhibit B shall apply to the. Property. Applicanf /Ownerr has pi-e - i :ed n r difi ati In addition to -the; •above, by approving. the .Amended Proffer Statement, the Frederick County 'Board of Supervisors agrees without need of any further= Board • of Supervisors or. Planning Department approval to any modifications of tany matter which has been previously agreed to and therefore approved by Frederick County,,. Further "still, any submitted revsions'to: the•approved G'eneralized`Development Plan, and/or any of its requirements for any development. .zoned R4 which affect.the perimeter' of'the development or which would increase the overall density offhe;development shall require the Board of- Supervisors' approval. If;, in the reasonablef discretion `of, the Frederick County Planning Department, the Planning Department decides any requested, modification should be reviewed by the Frederick. County Board of `Supervisors, it may secureaaid approval :by placing this matter before, the Frederick County .Board of Supervisors at its next regularly scheduled meeting. However, and not witfistanding, what is stated, above; once a mod' f cation has been approved administratively; �tApplicant /Owner shall not be required to seek approval for any subsequent similar modification, 2. USES, DENSITY AND MIX- 2 A. ° (1) Ai)-plieo*tApplicant /O,Nunei shall develop a mix of unit 'types that i+tay include, but are, not. limited to, single- family;attached, multi- family,.gated single- family attached, gated multi- family, shared residential and cormnercial structures, office, a4-retail and .industrial structures. 'The following list in (2) below contains those uses which could exist within the Property: (2) The' following list of Land Bays within -the. Land Bay Breakdown Table sets forth. the general development parameters on 'the Property and; is consistent with the proffered Generalized. Development Plan identified as Exhibit, A. The;'development, will adhere 'to the .land ;bay breakdown depicted 'in the Generalized Development ;Plan and the Land Bay Breakdown Table. LAND BAY BREAKDOWN LAND POTENTIAL APPROX. RESIDENTIAL' COMMERCIAL INDUSTRIAL BAY LAND�USE, ACREAGE MIN /MAX 'MfN/M.AX MIN /MAX' ACREAGE % ACREAGE. % ACREAGE . Uses allowed 7.5-J' acres 0 % MIN. AC. 1,00 % MIN. AC,. 0% MIN:. AC. in B -1,;;a 2; 0% MAX. AG l00 %MAX.,AC: 0% MAX. AC.: 13=3 Districts and Design Modification Document 2 Uses allowed 8.03 acres 0 %o, MIN. AC. 100% MIN;<AC.. 0% MIN. AC'. in B -1; B -2; 0 %:MAX. AC 1,00% MAX.,,AC. 0% MAX..AC. B=3. Districts and DesignS:a� Modification_ Document 3 Uses allowed 9.73 acres. 5% MIN. AC.. 5 °�/ MIN. AC_ 0% MIN..AC. in B -1; B -2;. 95 %o.MAX: AC?' 95 %MAX. AC. 0% MAX. AC: B -3, kP 9 Districts: and. • �U Design ; ts8tgr Modifcatioll Document 4 Uses allowed '2,1,9_4 acres, 0% MIN. AC. 100% MIN. AC. 0%o MIN. AC. in B 1, B, 2; 0% MAX. AC l 00% MAX: AC: 0% MAX.. AC. B -3 Districts and Design Modification Document 3 �` I 5 0 Uses allowed 29991 acres 80 0/o, MIN., AC..: '10% MIN.. AC.. 0% MIN. AC. in B -1,; B' -2;' '90 %::MAX. AC- - � 20 %o MAX; AC. 0% MAX. AC. - Districts And Design Al Modification Document 6 Uses allowed (.83 acres 0 % MIN. AC: 160%1 MIN,'; AC. 00/( ,MIN. AC. in B -1'; B =.2 0% MAX. AC I00% ,MAX AC. 0% MAX. AC., B =3 Districts -�—' and Design ` Modification q 3 Document .7 Uses allowed 53:95 acres 0% MIN.,AC. 10 % MIN. AG. 0% MIN. AC. in B 71 .; B -2; i 90%o,MAX �ACP 10.0% MAX:aAC.. 1:0.0 %,MAX. Bf- 3 ;%P:,i M -,1 Districts.and �. S' Design Modification , Document Buffalo Open.Space; ' '12.35' acres; N/A N/A N/A Lick Run.. Trail System; Utilities; Road, Crossings The. actual acreage:identified for °each Land, Bay is based :on the bubblediagram calculated on the proffered Generalized Development Plan and may fluctuate based on final survey-work. B, =For ;purposes,,. of calculating density pursuant to` the Frederick County Zoning, Ordinance, all dedications, and conveyances of land for public use, and/or for the use of the development or any`Honeowners Association shall be credited in said calculations. C, There shall be a: unit ,cap;: of 1,200 residential units within Land Bays 3, .5;; and '7: A^ Applicant /Owner may develop -and build between one 'hundred fifty (150) and one hundred eighty -four (184) townliou.ses on the` Property and any fownhouses will only be built in Land Bay 7., :There are no limits on the percentage or square "feefbf ;business'; commercial, industrial (Land_Bay'7 only), office.and /or,retail development;as referenced above: 3'. CAPITAL FACILITY IMPACTS: Applicant /Owner makes no monetafy proffers to.,address any Frederick-:County capital facilities impacts. The proposed uses within Heritage Commons, will yield a net positive. capital benefit to Frederick Count y As a result, the capital' benefit realized by Frederick County will eliminate any anticipated' expenses: that m_ ight be owed 'to it .by Applicant /Owner. 4. MULTI -MODAL TRANSPORTATION`IMPROVEMENTS' Amt -Applicant /Owner agrees to install the road. network that is, : depicted on the Generalized. Development Plan ,pursuant to the specific locations' which shall be dictated by Frederick County and the'Virginia Department of'T.ransportation ( "VDOT'�) working together pursuant to Revenue Sharing` Agreements. 'S "aid Revenue; Slai'ing Agreements provide for the installation of a bridge over .141 which connects to Tevis Street, a'traffie circle, as is depicted on the G`eneral`ized Development, Plan, two roads which. run across the Property and connect to R he Glaize property and the other across the Property; and a section of Warrior Drive runiim t Route ,one across t g' o the south from_ the traffic circle. An;'Exeinolar Road Section is attached hereto Land 'incorporated' herein by reference as "Exhibit C." Applicant /Owner proffers that subjecv to specific details which will come a's a result of the work conducted and directed by Frederick County and VDOT pursuant to the Revenue. Sharing Agreernents.an.exemplar of the road sections, that will be installed on the Property for the segments of road that are depicted on the Property is shown;on the Generalized Development- Plan. Applicant/O.wner" also proffers that the bridge will be installed pursuant to the- aforgmentioned Revenue Sharibgr Agreements and the cross- section and details of-said -bridge will be dictated`by Frederick County" `and' VDOTpursuant to the lei-ins of the Revenue Sharing, Agreements: a - Applicant/Owner -agrees that the road. .section will :be in an alignment and a form that meets " " "VDOTLYgeometric design standards. Said cross-section which 'is referenced in Exhibit C does include sidewalks and bike'paths as well as two lanes of travel in either direction with a raised median separating the travel .lanes. Applicant /.Owner agrees 'to. enter into a .separate binding - agreement with Frederick County .fo provide for the reirribursement of an applicable portion. of Frederick County'-s share of the cost's to cgristruct the road improvements ' on the Property pursuant to the teens of the ,Revenue' Sharing Agreements. All points. :access and. connecting roads, driveways etc. on. the .road network depicted, on the, Genera11 zed 'Develop m' erit.Plan will be as approved by Frederick County and /or- VD`OT at such tune as the submittal_ of site plans for development within -the Land Bays'. Th poihts F that peijit5 qf.aee.es s ee eeo ee MR OfIrs. 4. MULTI -MODAL TRANSPORTATION`IMPROVEMENTS' Amt -Applicant /Owner agrees to install the road. network that is, : depicted on the Generalized. Development Plan ,pursuant to the specific locations' which shall be dictated by Frederick County and the'Virginia Department of'T.ransportation ( "VDOT'�) working together pursuant to Revenue Sharing` Agreements. 'S "aid Revenue; Slai'ing Agreements provide for the installation of a bridge over .141 which connects to Tevis Street, a'traffie circle, as is depicted on the G`eneral`ized Development, Plan, two roads which. run across the Property and connect to R he Glaize property and the other across the Property; and a section of Warrior Drive runiim t Route ,one across t g' o the south from_ the traffic circle. An;'Exeinolar Road Section is attached hereto Land 'incorporated' herein by reference as "Exhibit C." Applicant /Owner proffers that subjecv to specific details which will come a's a result of the work conducted and directed by Frederick County and VDOT pursuant to the Revenue. Sharing Agreernents.an.exemplar of the road sections, that will be installed on the Property for the segments of road that are depicted on the Property is shown;on the Generalized Development- Plan. Applicant/O.wner" also proffers that the bridge will be installed pursuant to the- aforgmentioned Revenue Sharibgr Agreements and the cross- section and details of-said -bridge will be dictated`by Frederick County" `and' VDOTpursuant to the lei-ins of the Revenue Sharing, Agreements: a - Applicant/Owner -agrees that the road. .section will :be in an alignment and a form that meets " " "VDOTLYgeometric design standards. Said cross-section which 'is referenced in Exhibit C does include sidewalks and bike'paths as well as two lanes of travel in either direction with a raised median separating the travel .lanes. Applicant /.Owner agrees 'to. enter into a .separate binding - agreement with Frederick County .fo provide for the reirribursement of an applicable portion. of Frederick County'-s share of the cost's to cgristruct the road improvements ' on the Property pursuant to the teens of the ,Revenue' Sharing Agreements. All points. :access and. connecting roads, driveways etc. on. the .road network depicted, on the, Genera11 zed 'Develop m' erit.Plan will be as approved by Frederick County and /or- VD`OT at such tune as the submittal_ of site plans for development within -the Land Bays'. Th poihts F that peijit5 qf.aee.es It sheula. be +oted that Warrior Drive is intentionally .depicted on the Generalized Development Plan as f rst a section' of road. ­which will: ,be. installed pursuant to the aforerneptionedL Revenue Sharing Agreeniehts !connecting to the traffic circle and second to a distance to the south that will be. dictated by the final, road design, being' conducted 'by Frederick County .and VDOT but not less. than 400 feet. f -ta.- .-ad to be a°ai^a+°J -ana to led to teeess, to Land Bay•�5., AppnPnntApplicant /Owner proffers and agrees to dedicate aright--of-way at such time, as a, dedicatable, (i.e,. metes and ;bounds description) tract of land has been established: arid! which, shall be as agreed to by Frederick County ands . appheable VDOT. It is. anticipated - t Drive Will pursuant to a se p arate Revenue Sharing Agreement by and betwenV ri County and VDOT and that as part of that future Revenue Sharing Agreement the exact aligninent will be engineered and determined' by Frederick County and VDOT LL to provide connection to a future Warrior Drive to be installed on the Property to the south. aei-oss the I'repet4y' to o ePe to the —scut . It is further jeipaied proffered that p " Applicant/Owner shall, enter - into a separate agreement with Frederick County to provide for the reirriburseinent of Frederick County's share of the cost to constt-uci the remaining portions of Warrior- Drive on the Property` under the aforementioned Revenue Sharing Agreement. It is further proffered that construction of the remainder of Warrior Drive will occur when the connecting, section of. Warrior Drive has been dedicated and installed by the owner of the property to the south (Tax Map No. 63- A -123A) and that said section of War for Drive will be installed, at -such time, .as a submittal for. development (ix. a site plan) has been submitted by Applicant /Owner for .any.portion.of the.Property that adjoins tlfe future- sections of Warrior Dr=ive and provided that a Revenue: Shaf.irfg Agreement -is inplace -to provide for the construction :of the remaining portions..of Warrior.Drive. ,a, g: ent f , - of said , -,,.,a y614 E, ,-, hefi R o s • . . • It sheula. be +oted that Warrior Drive is intentionally .depicted on the Generalized Development Plan as f rst a section' of road. ­which will: ,be. installed pursuant to the aforerneptionedL Revenue Sharing Agreeniehts !connecting to the traffic circle and second to a distance to the south that will be. dictated by the final, road design, being' conducted 'by Frederick County .and VDOT but not less. than 400 feet. f -ta.- .-ad to be a°ai^a+°J -ana to led to teeess, to Land Bay•�5., AppnPnntApplicant /Owner proffers and agrees to dedicate aright--of-way at such time, as a, dedicatable, (i.e,. metes and ;bounds description) tract of land has been established: arid! which, shall be as agreed to by Frederick County ands . appheable VDOT. It is. anticipated - t Drive Will pursuant to a se p arate Revenue Sharing Agreement by and betwenV ri County and VDOT and that as part of that future Revenue Sharing Agreement the exact aligninent will be engineered and determined' by Frederick County and VDOT LL to provide connection to a future Warrior Drive to be installed on the Property to the south. aei-oss the I'repet4y' to o ePe to the —scut . It is further jeipaied proffered that p " Applicant/Owner shall, enter - into a separate agreement with Frederick County to provide for the reirriburseinent of Frederick County's share of the cost to constt-uci the remaining portions of Warrior- Drive on the Property` under the aforementioned Revenue Sharing Agreement. It is further proffered that construction of the remainder of Warrior Drive will occur when the connecting, section of. Warrior Drive has been dedicated and installed by the owner of the property to the south (Tax Map No. 63- A -123A) and that said section of War for Drive will be installed, at -such time, .as a submittal for. development (ix. a site plan) has been submitted by Applicant /Owner for .any.portion.of the.Property that adjoins tlfe future- sections of Warrior Dr=ive and provided that a Revenue: Shaf.irfg Agreement -is inplace -to provide for the construction :of the remaining portions..of Warrior.Drive. ,a, g: ent f , - of said , -,,.,a y614 E, ,-, hefi R c6•rkocy-- crrrc rLOT �6 vvmrri-- c rcOcriUPV dYlmfig: r-b-rccrrr .. , 4- the 1-6-acr .. b: . The final design, of the 'future Wary - or Drive will be dictated by ``'T' d,-Frederick County and VDOT pursuant'- to the terms of the Revenue. Sharing Agreement, kpplieat4APPlicant/Owner proffers that said design will' be yin substantial conformance to the design and cross- section which :is-attached and incorporated •as Exhibit C unless otherwise modified by Frederick County And VDOT. _ of In addition, Apoliean tApplicant /Owner ,has been made aware, of and received copies of traffic studies ,performed by VDOT which confirm, that the revised road, alignment as shown on the attached and -incorporated Generalized- Development Plan is more than, sufficient to address not only the 'irimpacts coming from and' being generated by the proposed development of the Heritage' Commons site but also will accommodate anticipated through' trips as a result of constructing, through connections (tw.o'to Route 522 and one to the City of Winchester. at Tevis Street),, It shoirl'd be rioted that VDOT'`is proposing that"the roads to be constructed across the Property and the adjoining property ,to connect to the City of Winchester are intended to be a detour east-west 'connection road . that will be an essential 'component of the regional transportation system because VDOT intends to remove and replace the existing bridge which is the east -west connection between the- City of Winchester and Frederick County along 'Route 50/17. Notwithstanding 'the same and in order to 'confirm thai the volumes' of traffic being generated by the. build out of the Heritage Commons community; Applicant /Ow.ner does proffer that,there will be no more than square feet of commercial .(13 4, 13-2, B -3) and: M -:1 industrial - ( ) uses installed on the Hentage! Commons site. Said maximum square footage number ensures there,, is no increase, in; trips generated as compared to prior -traffic studies conducted for trips generated by the prior Russell 1.50 development. and subsequent studies conducted by engineers working .pursuant to the terms of the - Revenue Sharing Agreements. By providing for a cap and a, maximum of commercial arid. industrial ,uses there is no need to conduct any additional traffic studies to address any'potential traffic c impacts being generated .by the Heritage Commons development. When Applicant /Owner .reaches the maximum of square 'footage: for ,commercial /office and 'industrial uses, Applicant/Owner can proceed and develop 7 q - Additional s uare feet of coiilmercial /office and/or industrial uses ;if: ,Applicant /Owner can demonstrate, that there will be no adverse impact's to `the road - network on the. Property. STORMWATER'OUALITY MEASURES: tic-a4 Applicant /Owner hereby` proffers that all business (commercial) and residential site plans ° 'submitted to Frederick: `C'ouniy will be designed to implement Low Impact Development (LID) .and/or-Best Management Practices (BMP)�'to promote stormwater quality measures. A statement will bey provided on each business (commercial) and residential site, plan identifying the ,party or parties,responsible' for maintaining these LID and /or 8MP facilities as a condition of site plan approval. Appliean Applicant /Owner, hereby profferslo establish a.no disturbance easement within the Buffalo Lick Run Stream Valley that is depicted on the Generalized Development Plan. The purpose of this nor disturbance easement is to prohibit. development activities within. the business (commercial), and residential ';land bays that are -located - within the defined area. The only :improvements that may .occur within this no disturbance easement will include road crossings, utility installations, stormwater'management facilities, landscaping _and walking trails. 6. RECREATIONAL AMENITIES: A�pWaii Applicant/Ownei en a =ee ;Oree- regtrifeMents. App' Applicant /Owner also proffers, to, install walking trails and sidewalks within the community and to install a ten -foot (1-0') wide asphalt or concrete trail. along the Run ,Stream Valley depicted on. Exhibit A; the location of which will be identified on the Master Development Plan. In addition, and at ApolieAiitApplicant/Owner's discretion, Applli�anjApplicant /Owner may 'install .a second ten -foot (10') wide asphalt or concrete irail (on the other'side of Buffalo.Lick Run Stream). In the event the Apoli'e6n tAppli'cant /Ow"ner does construct a second trail; si ii4endled ihaat the'ten -foot (10') wide asphalt or concrete trail(s) will` be owned and maintained "by the Heritage Commons HOA and will be available forpublic, access. Applicant /Owner 'shall construct pedestrian trails and /or sidewalk systems, which, connect, each recreation area to the residential: land uses within the defined Land Bay.. The final, location and the granting. Hof :any' such easements and /or traits shall be at the subdivision design plan stage. Such trails or sidewalk system shall be constructed of materials selected by tic- a}ttApplicant /Owner provided they are not part of'the sidewalk-.system within :the public right-,of-"way. 7. COMPREHENSIVE PLANCONFORMITY ;By accepting and approving. this rezoning application, the Frederick County Board of Supervisors authorizes the location and provision of those public uses; facilities, and utilities specifically referenced on. the Generalized Development Plan; in this Amended Proffer. Staterrient; and on design plans as well as the extension `and construction of water and sewer,lines and facilities and roads necessary to serve this Property, pursuant to Virginia Code Section 15..2- ' 8 °2232 'arid the Frederick County Code. The general 'area for location, of road's necessary to serve this Property, are as tshown on. the Generalized D'evelopri ent: Plan with the exact 1'ocations to be detertnine&based on final engineering and as approved by Frederick County. Acceptance of this Amended Proffer Statement• constitutes° approval of the public: uses, facilities; and utilities and their ability :to 'be developed within the: Land Bays identified on'Exhibit A, and thereby excepts said public uses; facilities, and °utilities from further Comprehensive Plan conformity review. 8: -PPEA Applicant/Owner acknowledges. that a PPEA has ,been submitted to Frederick County to provide for a ten =acre tract of land located in Land Bay 4 to be used for the, purposes of constructing and installing a County administration. building. Also pursuant to the terms of said PPEA; an option has. been given to Frederick County to pufchase up to a, maximum of. eight additional acres at a market rate price- per -acre to be agreed to by and between the parties. Applcant/Owner intends to honor the terms of the PPEA for a term to allow time for Frederick County' and Applicant/Owner, to enter into a binding. agreement to construct and /or to sell property as it is anticipated that negotiations to reach a final 'ag'eement may occur beyond the time of the -approval of the rezoning. Applicant /Owner,proffers not'to convey to° any other, party; other than to Applicant /Owner- and /or their agents and assigns, th6'p6rtion of the Property and option property which' is the subject of the PPEA �to 'allow for the `installation of the Frederick County Government Center for,'a period of one year 'from the date of the approval of the rezoning. If no formal agreement' is entered into within, said tine period then each panty will be released froni any agreement or obligation under the terms of said PPEA and the property which is the subject of the PPEA and the option ;property shall be used and made available for development as 13-2 zoned property within the Heritage Commons development. 919. PHASING A. lie-aitApplicant /Owner states and acknowledges'that,the. uses proffered to be installed on the Heritage Commons Property are significant and will take a considerable amount of time to .develop and install, on, the Property. 'It is anticipated that the initial, uses, installed will be of a commercial use and nature, and ." ^Applicant /Owner is committed ao attempting to develop . a multi= family component at the initial commencement of development and construction. In response to comments received from the County agencies, Appl cant/O'wner °a to m?+ +''�+ no more than four> ,hundred (400) .residential units will be developed' and built within the first two (2) years of development; with the first-year °.commencing on the date of t he approval. of the rezoning. The xe I mai ning residential units will be proffered to:'be installed with. no more than four - hundred (400)-,residential units within the cnext two; (2)' year term following,, and the remaining residential units; commencing° no earlier than two (2) years, after the completion of the eight hundredth (8001 ")-residential unit. B.. In addition, APOePP tApplicant /Owner proffers .that: on or before the date that Applicant /Owner° :applies for and receives a permit, to 'construct the.. "first 300 multi- family residential unitstApplicant /Owwner shall also apply .for- and obtain a permit to construct and 'a. Certificate of Occupancy for a minimum.of 50,000 square, feet of commercial (B- 1, B -2 or B -3) property. Likewise, on or before the date AP06" Applicant /Owner applies for and receives a permit to construct ' the 600th or greater multi - family residential units M "p Applicant /Owner shall-have either.previouslyconstructed or'shall apply for and obtain . a,pern it to; construct and a. Certificate of Occupancy, for an additional' 50,0:00 square feet of cojninercial' (B- 1,=B =2 .or. B -3) property, App4e-,m# Appl cant /Owner makes this proffer•to assure that`,in.'addition,to the Land .Bay',Breakdown and: proffers pertaining to uses:,, density and mix that there shall be. a guaranteed minimuni'.developxrient of:comiiiercial property oceuii"ing at the same time as development of multi- family residential units. `[remainder of page intentionally left blank] 10 SIGNATURE PAGE` The conditions set forth .herein are the proffers for Heritage Commons and' supersede all previous proffer, statements submitted%for thin Property. Respectfully subin tted, By: Matthew Milstead Its: Manager COMMONWEALTH OF"VIRGINIA4, AT LARGE COUNTY OF FREDERICK, to -wit: The foregoing. instrument was iacknowIledged before me this day of ; 2014 by Matthew Milstead, Manager of HERITAGE- COMMON$','LLC:; NOTARY PUBLIC My commission expires: Registra66n.5number: 11 R I50 SPE, LLC By: Earl W. Cole, III Its, Manager COMMONWEALTH OF VIRGINIA,,AT LARGE COUNTY OF`.FREDERICK, to -wit - The foregoing instrument was; acknowledged before me. this day of , .2014 by -Earf W. Cole, III, Manager ofR 150 SPE, LLC. NOTARY PUBLIC My commission expires: Registration, number: ' 'HERITAGE COAIM,ONS: PROFFER STATEMENT' REZONING:' RZ #10`l -0 "5 . ::Rural Areas ;(RA),. Business 'General ,(B2),,and' Residential Performance (RP) to Residential` Planned Community Distract (R4'.) PROPERTY: 150 59 ac" res; + / KBD Tax Map Parcels.; #63. -A -1.50, 64 -A -,i 0 and ,64 -Ar i,2 (collectively "P.roperty \� � the \ RECORD; OxWNER R 150' SPE; LLC \ - APPLICANT: Iler'ta e Common`s; LL`C,.( "Applican v g t ") PROJECT NAME_; H_ g6i Commons - . I ORIGINAL°DATE \ O,FPROFFERS,: September 6;: 2013' 0� REVISION'DATE(S): August 720 t4, September, l -8,- 20,14: ~ Executive; Surnmary The Property was originallyirezoried in September 2005 under the name of Russell -150. xO The Property has. since ;changed ownership and th'e new °owner' wishes5 to "rezone the Property to 'The O Residential Planned Community District `(R4). undersigned, Heritage Commons,, UE, its Q� successors and assigns; hereby proffers that the use and devel'opmerit of the: subject;property `shall be in' strict °accordance' with the _following conditions and shal'I supersede and replace a1I :. -other proffers made prior Hereto. It-, is further,the- statement and',intent that: with the acceptance of . ' the,�pr6fi6rs contained. Herein any 'and 'ah;;prior proffers ;affecting ihis Property shall be deemed null', void, and terminated. 'In, the';evenV the above - referenced amendments are not granted as: applied for' - by Applicant,, the :below °described 'proffers hall be withdrawn and be null and void'. The�'headin ,of the proffers set forth "below have been prepared for convenience or reference orrly and shall, not control or affect the meaning or be: taken as _an interpretation of any provision of the proffers} „_ The I provements bfoffered herein shall; be provided` at the ;tune of developmn nt of'that portion of:the site adjacent-to the improvement, unless otherwise. specified he- rein'. References made: to the Master Development Plan, hereinafter °,referred to as the' Generalized Developmentt Plan dafed August 7,_'204:4; :as required.' by the Fi,ederi,ck County Zoriin Ordinance, are to be Jnterpreted to l e:refereiices to the specific Generalized Development: . Plan sheefs attached hereto,and incorporated herein by reference'as "Exhibit;A.” The exact`boundary and acreage of each. land bay may be shifted Oz reasonable degree at the time; of site -,lan,'subm ssion for each land bay 'in ,order 'to accommodate engineering or „. design considerla ions: Applicant`is submitting a Generalized Development Plan, Exhibit A, as. part of'a rezoning application. The Generalized .Development Plan is ,provided in lieu of a Master Development Plan and containsv all "information deemed appropriate by the Frederick County Planning Department.. The Generalized Development Plan .does not eliminate the :requirement for a Master .Development Plan for the portion of the site to be developed, which will be provided following rezoning approval oFth& 1 50:59` + /- acre site. DESIGN. MODIFICATION DOCUMENT: In order for. Applicant and Frederick County to implement this Residential Planned Community District; it will be important. for Applicant and Frederick County Planning Staff to have the opportunity to anticipate incorporate and develop new design types and configurations that may be suitable. This .is to include the allowance for the installation of multi- family immediately adjacent and in some cases in the same structure as business (commercial) uses. A,. Pursuant: to - Article II;; Amendments of the Frederick County Zoning Ordinance, the approval of this Amended Proffer` :Statement constitutes aft amendment to the zoning ordinance; which will allow for the implementation of the Residential Planned Community District. B. Applicant has proffered a Design Modification Document, dated July 30, 2014, that'i& attached 'and incorporated hereto' 'as ".Exhibit B.." In addition to the above, by approving the Amended Proffer Statement, the Frederick County Board of ,Supervisors. agrees without need of any further Board of Supervisors 'or Planning Department approval to any modifications of any matter which has been previously agreed to, and therefore approved by- Frederick County. Further still, any submitted revisions 'to the approved Generalized,Development,Plan; and /or any of its rcquiremen s for any development 'zoned R4 which affect the perimeter' of the development or which would- increase the overall density of the development shall require the Board of Supervisors' approval_. If, in the reasonable discretion of-the Frederick County Planning" Department, the Planning Department decides any requested modification should ;be reviewed by the Frederick County Board of Supervisors, it may secure said, approval by placing this matter before the Frederick County .Board of Supervisors at its next regularly'scheduled , meeting. .However, and not wi °thsfariding what is stated above, once a modification has; been approved administratively, Applicant. shall .not .be required to. seek approualfor any subsequent sitnilar modification. 2. USES; DENSITY AND-MIX. A:. (1) Applicant shall develop amix of unit types that may include single4amily attached, multi - family, gated single - family attached, gated multi - family, shared residential and commercial structures,. office and retail.. The following list in (2) below contains those uses 4hich could exis"t'within the Property. (2) The following list of Land Bays within the Land Bay Breakdown Table sets forth the general development parameters on the Property and is consistent; .,with the p Development Plan identified.as.Exh'ibit,A. The development will adhere roffered Generalized to the land bay 'breakd y own depicted .in the GDP and the Land Bay Breakdown Table: LAND BAY BREAKDOWN .LAND P-.OTENTIAL LAND US,E' APPROX. RESIDENTIAL :COIv MERClAL BAY ACREAGE MIN /MAX, MIN /MAX ACREAGE% ACREAGE % l Uses allowed in B -1;, B -2; B -3 7.51 acres 0% MIN. AC. 100 %',MIN. AC. Districts and "Design 0 % MAX..AC 100 %`MAX. AC Modification Document 2 Uses allowed i - B -1; 13=2; B -3 8.03 acres 0% MIN.. AC. 1 -00% MIN. AC. Districts and Design 0% MAX. AC' 100 %° MAX. AC Modification Document- 3° Uses allowed in B' -:1; B -2; B =3; 9:.7.3 acres' S %o MIN. AC. 5 % MIN. AC. RP Districts and Design 95 % MAX. AC 95% 'MAX. AC Modification aDocumerit a ,a 4 Uses allowed in 13-1; B =2; 9=3 21:04 acres 0% MIN. AC'. ' . .100% MIN. AC. Districts and Design .0% 'MAX.- MAX._ AG 100% o 'MAX. AC Modification Document. 5 .Uses allowed m B: �1;; B =2; B =3; 29.9-1 acres 80 %MIN; ,AC. '10 % MIN. AC. RP Districts `and Design 90% o MAX. C 20% MAX. AC Modification Document 6 Uses allowed, ii1 B -I; 13-2;. B -3 6.83 acres 0% MIN. AC. 100 %MIN. AC., Districts and :Design 0% MAX. AC, f00 % MAX. AC Modification Document: 7 Uses allowed m B. =:1; B -2'; B -3; .51:95 acres 0% 1VIIN. AC., 10% MIN: AC: RP Districts and, Design 90% o MAX. AC 1 '00% MAX. AC `Modification' ocument b� Buffalo Open{Spaee; Trail System; 12.3'5 acres N/A N/A Lick.: `Utilities; Road Crossings .Run 17he actual acreage i "denfified, for each Land Bay.is based on the bubble diagram calculated on the proffered Generalized Development; Plan .and.may fluctuate ,based,onfindl survey, work. B°. ` For, purposes of calculating density pursuant to the Frederick County Zoning Ordinance; all dedications and conveyances of land for ,public use and /or for the use of the development or =any`Hom owners Association shall be credited :in said calculations. 3 1511 C'. There shall be a unit cap of.1200, residential,units within. Land :Bays ,3, S; and Z. Applicant may develop. and build between one 'hundred' fi fty (1,50) and one _hundred eighty -four (t.84) townhouses on the Property and.that .any townhouses will only be, built in Land 54y ,T: There .are no limits on'the, percentage or square feet of business, commercial, office and /or retail development as referenced above. 3: CAPITAL FACILITY.IMPACTS;. Applicant acknowledges that Frederick County, has adopted ',a fiscal impact model. Applicant has attached an economic analysis, which has been performed by S. 'Patz & Associates,• Inc. ( "-S..Patz" ). This analysis„ confirms that, the- Propose d" uses within' Heritage Commons will generate a net positive benefit to Frederick County. As a resultthere will not be a need. to make any payments towards Frederick County serviees. The specifics of, the capital benefit.to Frederick County are $4,,300;000.00 annually. In the event of any suggestion that a payment ought tol be made- towards-the impacts when factored in with the capital benefits to Frederick County as a result of the installation ,of the proposed uses; it should be treated as an ,offset., As stated,in the S. Patz,anahysis the capital benefits °of the proposed uses on the Property more than compensate Frederick County for any anticipated impact.. 4. MULTI - MODAL TRANSPORTATION IMPROVEMENTS: Applicant ;agrees to install the :road network that is depicted on. the Generalized Development: Plan and in an alignment and -a form than meets V'irgi'nia Department of Transportation ( "VDOT") geometric design standards.. Both Frederick. County and Applicant acknowledge that the'road network shown on the Generalized Development Plan; Exhibit A, is substantially similar to the road alignment that was approved in the original- rezoning The parties recognize that there MI be a new design and installation that wilt; occur as a result of a Revenue Sharing Agreement entered into: y and'between VDOT and Frederick County and also a separate agreement entered into by and between Frederick County and Applicant: Applicant does, agree to participate, pursuant `to the: "terms of said agreements, in the..design :and funding of the i'nstallati'on of the, road network; which shall be in substantial conformance with the design's set forth in Exhibit, A. Applicant does agree to' diter' into an agreement with Frederick County toy provide ° for "the payment, of Frederick County .,s share - of the cost to constru&t - the . road . improvements, on the Property pursuant to the,; terms. of the Revenue Sharing; Agreement entered, "into 'by_and between VD:OT and Frederick County. The final' design, will 'be dictated `by VDOT' E and Frederick County, but, Applicant: has;, been advised by the engineer designing the road that it. will have, a ten .foot (10',) -or such other' appropriate width path, to be used for .bicycle %pedestrian accommodation. ,It should be:noted,that Warrior -Drive is depicted on the Generalized Development. Plan. as a future road to be dedicated and installed to provide access to Land Bays 3' and 5. Applicant proffers_ to dedicate a, right -of =way ,at. such time _ as a :dedicatdble (ie,: metes .and bounds; description) tract of, land has :.been. established and which shall be. as agreed to by_ Frederick County and if'applicable VDO.T: :_ It, is anticipated -.that the remaining portion, Of Warrior Drive will be 'installed under a Revenue Sharing Agreement 'by and. between VDOT and Frederick County arid.,that asyart of that anticipated. Revenue Sharing Agreement that the exact. alignment 4 . Will be determined across the ,Property to'ad�oinidg property to the south It:is further anticipated that paynent for ,construction ofsaid road wilt :occur when,- the..coiinection section of Warrior Drive has been &dicatedt jby° °the owner of the property';to the. south (Tax Map Nos 63' = 123A.). ,Such dedication:sliall substantially conform to the general locati6ill of�Warrior .[)Ave; shown on Ahe'GDP; ;, Applicant f4therproff ers that• it, will: reasonably, cooperate, with Frederick County and VDOT to: obtain a revenue sharing agreement for the road. Applicant prdff&§ tlat it will enter. °into° Aif agreement with Frederick County io pay, for 'Frederick County's portion of the Revenue Sliarmg Agreement with. VD'OT: The f nal design will be dictated. by VD:OT ;and Frederick ro Coounty 'but °Appli'can`t =submits+ 'that Fsaid, design will' inel:ude ,a ten. foot (10') wide bicycle /pedestrian accommodation ':the• length of Warrior Drive: Several,; fraffic studies have: been, performed as part o f the rezoning; 6, btaiied by th'e prior pwnrev er of `thrs property !in 2004 , Said studies confirmed that the road network proffered in the lgus rezonlrig was- more than adequate to address #p impacts from the deuet'opment, of the site,. ; The current proposed rezoning, pi ouides for - the. de,,yelopment.of high - :density residential on then :Property `in addition to ;co'mmereial, .the result of which will be a reduction in and internal capture , of motor vehicle trip's, -and therefore have ,less . of an ''impaet• on the local and regional tr_ansportafion, system.. ,Applicant. been advised of same by TrafficL'Engirieer• who perforted the original. TIA for the, Russell,'] 5.0 pt6ject.(Note: The 'on gnial- Russell 150, project did - not ;include . construction of 'the :northern Y road',and` connection fo6 Route.`5221 'The design' proffered herein provides °for the installation of the: 'northern Y load and', two connections to Route 522. In addition, yAppicant has been 'rriade'aware. ,of `arid received copies of traffic studies performed' by 'V�DOT which confirm that the revised road aligrniricnvas, shown on, the attached and incorporated GDP is <mgre than suff dent to address not, onl`,y the impacts corning from and .being generated by the-proposed developrrent of the Heritage Gornmons'site1but,also will accommodate anticipated through trips as a result of constructing ihrough ;connections ,(two from Route .522, to the: City :of Winchester at Tevis Dave),:, It should be noted that V-DOT is proposing That the roads to be constructed across -the Property' and the adjoining property to connect; to the `City of "Winchester. -, Are .intended to be :a detou "r; east =west connection road that will. be an'essenti'al component of the ;regional transportationsysfem because VOOT intends to remove and;. replacei.the existing bridge which is the east -west connection between the 'City of Winchester'and Frederick County along 'Route50 /17. 5,. STORIVIVdATER QUALITY,MEASU -RES' Ap plieani ;hereby- ;proffers 'that all business. (commercial) .and ;residential site plans submrtted'to Frederick County wi'h be designed. to implement Low Impget- Developmen, (SLID) y and/or'Bcst Management Practices. (.BMV to °prorriote stormwater. quality measures. A statement will' be prqurded on each business (commercial) and residential. site plan identifying the party or parties responsible ,for maintaining, these LID and /or• B P facilities as a condition of site plan approval: ti. Applicant hereby proffers to' establish a no disturbance. easenaent,�within the - Buffalo Lick Run. Stream, Vah'ey that is depicted on the Generalized, ,evelopment;Plan. Tlie' purpose of this no disturbance easement is to prohibit development activities within the business (commercial) ar , "residential lan&hda ,s.thatafe, located within the defned area. 'The of ly,iinprovements that 5 may occur within, `this .no disturbance; easement will include road crossings, utility installations, storm_water management facilities, landscaping arid walking trails. 6. RECREATIONAL AMENITIES: Applicant proffers: that recreational amenities will' be provided within Land :Bays, 5 and 7. The exact ameriities will be identified on the Master Development:'Plan to ensure. conformity with ordinance, requirements. .Applicant, also proffers to install walking trails and sidewalks within the community, and to instal° a ten -foot: (10') wide asphalt or concrete trail along the Buffalo: Lick Run, Stream Valley depicted on.Exhibit,A, of which, the location wiII be identified on the Master Development Plan. In; addition, and: at Applicant',s discretion, Applicant may install a second ten -'foot (I W) wide..asphaft or concrete trail (on the other side of Buffalo. Lick Run, Stream). In the event the Applicant does construct; a "second trail; it is intended that the ten foot, (10') wide asphalt or concrete trail(s) will, be owned land maintained by the Heritage Commons HOA and will be available for public access: Applicant shall construct - pedestrian trails and /,or sidewalk systems, which connect each recreatiowarea to the residential land ;uses within the defined Land Bay: The final location: and the granting of any such easements and %or trails shall 'be, at the. subdivision design plan stage:. Such trails or sidewalk ;system shall be constructed of materials -selected by Applicant provided they are not part of the sidewalk system. within the public right-of-way. 7. COMPREHENSIVE,.PLAN CONFORMITY: By accepting and approving this rezoning application; the Frederick County Board of Supervisors authorizes the: location and provision of those public uses,. facilities, and `utilities specifically referenced. on the Generalized Development, Plan; in this Amended Proffer Statement, and design pl'aris; as well as the extension and. construction of water and sewer lines and facilities and xoadsnecessafy`to serve this'Property pursuant to Virginia Code Section 15.2 2232 and the Frederick.'County Code. The general area of locatioii for roads, necessary to serve this Property are as shown on.the Generalized Development -Plan with the exact locations to be determined based on final engineering and as approved by Frederick County. Acceptance of this Arriend'ed Proffer Statement; constitutes approval of the public ;uses, facilities, and utilities and their ability to: be developed., within the Land Bays identified on Exhibit A, and thereby excepts said public uses, facilities, and' utilities 'from, further Comprehensive Plain conformity review,, 8'. -PHASING A. .Applicant, states and :acknowledges that the uses proffered to be instalted on the Heritage Commons' Property are significant and will take a considerable amount of time to •develop and install on the Property. It is anticipated that the initial uses. installed; will be of a �commerci'al use, and °nature, and Applicant is. continitted to attempting to, develop a multi - family component` at the initial c.oirimencement of development and construction,' Iii.-response to coinment's recei !ed.,from the ;County., gencies, Applicant :is prepared. to commit that no snore than four hundred (400) residential units will be developed and built within the first, two (2) years I of development, with the first year commen ding, on the date,of theapproval of'the rezoning. The. remaining residential units will be proffered to be dnstalled, with no more "than four hundred (400) residential units within';the nekt two {2). year. term following, and the remaining'residential, units commencing no earlier than two (2)' years after the completion of the eight hundredth (800`")" residential, unit. . B. In addition Applicant proffers that on or before -the date that,Applcant applies for and receives a permit to construct the first 300 .multi - family residential units Applicant shall apply for. and :obtain . a permit to, construct, a minimum of:. 50,00,0. square feet, of commercialJ13 -1, B' -2 or B -3') property. Likewise on or before the date Applicant applies for and receives;a permit _ to construct the 600'h or greater multi family residential nits .Applicant, _shall have either previously constructed 'or- shall' apply `for and obtain a permit 'to construct an additional 50,000 square feet of c' ommercial (B. -1, B -2 or B -3:) property.. Appticant,makes, this proffer to ;assure that in addition to the, Land' Bay Breakdown and Rroffers pertaining °to uses, density and, mix; that there shall be a. guaranteed: niinimum development .of commercial property occurring at the same time iisi development of multi- family residential units. [remainder of page intentionally left blank] 7 SIGNATURE PAGE The condition's. setiorth herein are the proffers for Heritage, Commons and ?supersede all previous - proffer statements; subaiitted, for this Property. Respectfully submitted, HERITAGE COMMONS, LLC By!, Matthew Milstead is Managei COMMONWEALTH OF VIRGINIA, AT LARGE COUNTY OF FREDERICK, to-wit: The foregoing: instrument was acknowledged before me this day of 201.4 by Matthew Mi Istead Manager ofHERITAGE COMMONS, LLC. My _commission expires: Registration number-- NOTARY PUBLIC' HERITAGE COMMONS PROFFER STATEMENT REZONING, RZ# 01 -05 Rural Areas (RA), Business General (132), and Residential Performance (RP),to�Res dential Planned Community Dist rict (R4), PROPERTY: 150.59 acres Tax Nlap P'areels #63 -A -150, 64 -A =10 and' 64 -A -12 (collectively the ."Property ") RECORD OWNER: RI 50 SPE, LLC APPLICANT:< Heritage Commons, LLC ( "Applicant ") `PROJECT NAME: Heritage Commons aORIG1NAL DATE OF PROFFERS: September 6, 2013 REVISION DATE(S) August 7, 2014, August 27, 2014 Executive Summary The Property `w,,.as; originally rezoned ,in :September 20.05 under the name of Russell 150. The Property has since changed ownership and the new owner wishes to rezone the Property to Residential Planned, Community Distri ct (R4): The undersigned, Heritage Commons, LLC, its successors and assigns, hereby proffers that the use arid, development of the subject property shall be in strict accordance with the following conditions and shall sup_ ersede and replace all other proffers madeprior hereto: It. i& further the statement and intent ,that with the acceptance of the proffers contained herein any and all prior proffers affecting this Property shall be deemed ;null, void, and-terminated, In the event the above- referenced,.amendinentss are not granted as applied for by Applicant, the below described 'proffers shall be Withdrawn and be null and void. The headings: of the proffers set forth below, have been prepared for, convenience or reference only and; shall not•control or affect' the meaning or be "taken as an interpretation of any provision of the proffers. The improvements,proffered herein shall be-provided at the time -of development of that portion: of the'site adjacent to the: improvement, unless, otherwise. specified herein. References made, to the Master Development. Plan, hereinafter referred to as the Generalized' Development.' Plan dated August 7, 2014, as required by the Frederick County Zoning Ordinance, are to be interpreted .to be references to the specific Generalized Development Plan sheets attachedbereto''an'd incorporated herein by`referenceas "Exhibit`A." lines and. facilities and road s'•necessary to serve' '.this Property pursuant to Virginia Code Section 15.2- 2232 and the Frederick County Code. The,general`are-a of location for roads necessary to serve this Property -are; as` shown on the 'G ,'eneral'ized 'Developrrient' Plan with the exact locations to be determined based on .final engineering and as approved by Frederick, County. Acceptance of this Am'ended' Proffer'Statement constitutes approval of the public uses; facilities, and utilities and their :ability to be developed within the Land Bays identified on Exhibit .A, and thereby excepts, said - public uses; facilifies, and utilities from. further Comprehensive Plan conformity review. PHASING Applicant states, and acknowledges that the uses: proffered to be installed on the Heritage Commons, Property. are significant and' will take a :considerable amount, of time to, develop and install on the Property. It is anticipated that -the initial uses installed will be of a commercial use and nature; and Applicant i "s 'committed to attempting to develop a:multi- fainity component at the initial . commencement of development and construction. In response to comments received from the 'County agencies, Applicant is `prepared; 'to commit" that- no more 'than four 'hundred (400) residential units will be developed. and. built within the first: two (2) years of development, with the'first year commencing- on the date of`the approval of the rezoning. The remaining residential units will be, proffered to be installed with no more than four hundred (400) residential units within the next two (2) year "term following, and; the remaining residential units commencing no earlier than two (2) years after the completion of the eight hundredth (800'11) residential unit. [remainder of page intentionally left blank] C9 SIGNATURE PAGE: The cond tions -set forth herein are the proffers. for :Heritage C.o ninon§ ,arid supersede all prev iousproffer'statemerits submitted for this Property. Respectfully submitted, HERITAAGE, COMMONS., LLC: By Matthew Milsfead Its Manager CQMMONWEALTH OF VIRGIN hA; AT LARGE COUNTY OF FREDERICK,, to wit The fore oin ostrument -w as�ackoowledged g g before me this day of 20,1'4.1 y 1VIa'tthew Milstead; vlanager, of-HERITAGE' COMM ONS: ,u NOTARY PUBLIC` My eomm ssion - expires;. _ Registrafion friuniber., J. 7 � �F. . � V �� w - � � � L. � - I, .. p .. r . Z X�i; do a auk utulin� ls.ixa pjnoa gb,IL[M. 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The Property was originally rezoned. in September 2005 under the name of Russell 150. The Property has -since changed ownership and the new, owner wishes to rezone the Property to Residential Planned Community District (R4). The undersigned, Heritage Commons, LLC, its successors and assigns, hereby proffers that the use and .development :of'the subject property shall be in strict accordance. with the following conditions and shall supersede and replace all other proffers made prior -hereto. Itis further the statement and intent that with the acceptance of the proffers contained herein any and all prior proffers affecting this Property shall be deemed null,. void, and terminated. In the event the above - referenced amendments are not granted as applied for by Applicant., the below described proffers shall be withdrawn and be.null ,and void. The .headings of the proffers set forth below have been prepared. for convenience or reference only and shall :not control, or affect. the, meaning or be taken as an interpretation of any provision ofthe proffers. The improvements,proffered herein, shall be provided at the`fime of development of.that portion ofthe site adjacent to the improvement, unless otherwise specified herein. References made, to She Master Development _Plans hereinafter referred to as the Generalized Development Plan dated August 7, 2014, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development Plan sheets attached hereto and.incorporated herein byreference as "Exhibit A." The exact boundary, and. acreage of each :land bay,may' be:'shifted to a reasonable degree at thetime, of situ 'plan .submission for each land bay in 'order to accommodate engineering or design consideration& Applicant is, submitting a Generalized Development Plan, Exhibit A, as part of a rezoning application. The Generalized Development Plan is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County .Planning Department. The Generalized Development Plan does not, eliminate the requirement for a Master Development Plan for the. portion of the site to be developed, which will be provided following rezoning approval of the .15.0.59 +/- acre site. DESIGN MODIFICATION'D- OCUMENT: In order for, :Applicant and Frederick County to implement "this Residential Planned Community District, it will be important for Applicant and Frederick County. Planning Staff to have the opportunity to anticipate incorporate and ,develop new design types and configurations that may be suitable: This is to include the, allowance for the installation of multi - family immediately adjacent and in. some ,eases in the same' structure as business (commercial) uses. A. Pursuant to Article,;Il, Amendments of'the Frederick County Zoning Ordinance, the approval of this Amended .Proffer Statement constitutes an amendment to the' zoning ordinance; which.will allow for the implementation of the Residential Planned Community District. B.. Applicant has proffered a Design Modification Document dated July 30, 2014, thacis attached ;and 'iricorporated hereto as "Exhibit B" In addition to the above, by approving the Amended Proffer Statement; the Frederick. County Board of Supervisors agrees without need of any further Board of Superyisors or Planning . Department approval to ,any modifications of any matter which .has been previously agreed to and therefore approved by Frederick County. Further still, any submitted revisions to, the approved Generalized Development Plan; and/orany of its requirements for any development zoned R4 which affect the perimeter of the development or which 'would :increase the overall density of the d'eveloprr ent shall require the Board 'of Supervisor's' approval'. If, in the reasonable discretion of the Frederick County Planning Department, the Planning `Department decides any requested modification should.be'reviewed by the Frederick County. Board, of Supervisors, it-may secure -said approval `by placing this matter before the Frederick County Board of Supervisors at its next regularly scheduled meeting; However, and not withstanding what is stated above, once a, modification has. been approved administratively, Applicant shall. not be, required to seek approval "for"any subsequent similar modification. 2. USES, DENSITY AND MIX` A. (1) Applicant shall develop a mix of unit types that may include single- family attached, multi= family; gated single-family attached, gated multi- family, shared residential and commercial structures, office ,and retail. The following list in (2) below contains those uses which could exist within "the Property. 2 (2) The. following list of Land Bays: within the Land 'Bay `Breakdown Table sets forth the general development; parameters on the Property and is consistent with the proffered Generalized Development Plan, identified as "Exhibit A. The development will adhere to`the land bay'breakdown, depicted in the GDP and the Land Bay Breakdown Table. LAND BAY BREAKDOWN LAND P_ OTENTIAL.LAND USE° APPROX. RESIDENTIAL COMMERCIAL BAY ACREAGE MIN/MAX MIN /MAX ACREAGE % ACREAGE % I Uses ,allowed in B -1;. B -2; 13-3 7.51 acres 0% MIN, AC.. 1000/6 MIN. AC. Districts and Design 0 % MAX. AC 1.00% MAX. AC. Modification. Document 2 Uses allowed in B -I; 13-2; B -3 8.03 acres 0 % MIN.. AC. 100 % MIN. AC. Districts and Design 0% MAX. AC 100% MAX. AC Modification Document 3 Uses allowed;in B -1; 13-2 1 B -3; 9.73 acres 5% MIN. AC., 5 % MIN. AC. RP Districts and_Design 95% MAX..AC 95% MAX. AC Modification.Document 4 Uses allowed in B-l; B`2-- B-3 21.94 acres 0 % MIN. AC. I00% MIN. AC. Districts and Design 0 % MAX. AC 100% MAX. AC Modification Document 5 Uses;allowed in 8-1; 13-2; B -3; 29.91 acres 80% MIN. AC. 10% MIN, AC. RP Districts and;Design 90% MAX. AC 20% MAX. AC. Modification'Document, 6 Uses allowed in BA; B -2; B -3 6:83 acres 0% MIN. AC. 1000/. MIN. AC. Districts and- Design 0% MAX. AC 100% MAX. AC Modification Document T Uses:allowed in BA; -B -2'; B -3; 53.95 acres 80 %6 MIN. AC; 1'0% MIN. AC. RP' Districts. and, Design 90% MAX. AC 20% MAX. AC Modification Document Buffalo Open.Space, Trail System; 12.35 acres N/A N/A Lick Utilities;' Road Crossings Run The actual acreage identified for each Land Bay is based on the bubble diagram calculated on the proffered. Generalized Development Plan and may fluctuate based on final survey work.. 3 B. For ,purposes of 'calculating density pursuant to the Frederick County Zoning Ordinance, all dedications, and conveyances of nand for public use sand /or for the use of the devel"op"ment or any Homeowners Association shall be credited in said calculations. C: There shall be a. unit cap of 1,200 - residential units within Land Bays 3, 5, and 7. Applicant may develop and build - between ,one hundred fifty (150) and -one hundred. eighty-four (,184) townhouses on the Property and that any townhouses will only be, built in Land Bay 7. There are no limits on the. percentage or square feet of business, commercial; office and/or retail development as referenced above. 3. CAPITAL FACILITY IMPACTS: Applicant acknowledges that Frederick County has adopted a fiscal impact model. Applicant has attached an. economic analysis, which, has been performed by S. Patz & Associates, Inc. ( "S. Patz, "); This analysis confirms that the proposed uses within Heritage Commons will generate a net.positive. benefit to Frederick County., As: a resultthere will not be a need to make any payments towards Frederick County services. The .specifics of the capital benefit to Frederick County are $4,300;000.00 annually. In the event, of any suggestion that a payment ought to be made towards the impacts when factored in with the capital, benefits to Frederick County as' a result of the installation of the proposed uses, it should be treated as an offset. As stated `in the S'. 'Patz -analysis the capital benefits of 'the proposed. uses on the Property moreethan compensate Frederick County for any anticipated impact. 4. MULTI -MODAL TRANSPORTATION IMPROVEMENTS: Applicant agrees to install the road network that is depicted on the Generalized Development. Plan and. in, an alignment and a, form that: meets Virginia Department of Transportation ( "VDOT ")" geometric design standards. Both Frederick County and Applicant acknowledge that'the road, network shown on the Generalized Development Plan, Exhibit A, is substantially similar to the road alignment that was approved in the original rezoning. The parties recognize that there will be a new design and installation that, will occur as a result of a Revenue .Staring Agreement entered into by and between VDOT and Frederick County and also a separate agreement entered into by and between Frederick ,County and Applicant. Applicant does agree to participate, pursuant to the, terms of said agreements;; in the design and °funding of the installation of the road network, which shall be in substantial conformance with the designs set forth Sin Exhibit A. The funding, for the installation of the road network ahall be paid. by Applicant in cash, contributions or cash equivalent, contributions through `the donation of real property. It should.be noted that Warrior Drive is depicted on the General zed_Development Plan as a future road'to be dedicated and installed to provide access to Land Bays 3 and 5. Applicant proffers to dedicate a .right -of =way at the time the exact alignment of Warrior Drive has been established., Warrior Drive will be installed under the current Revenue Sharing Agreement in accordance with, this exact. alignment to a point no less than five hundred fifty feet (550') from the traffic circle. Applicant further proffers to dedicate a. right of way sufficient for at least a four -lane section of Warrior Drive at a time when it is deemed appropriate by Applicant to connect with a ,four -lane section of Warrior Drive crossing the property to the south (Tax Map 4 No. 63- A- 1234. 'Such dedication will occur when the connecting section of Warrior Drive has been dedicated by the owner of the property to the. south. (Tax Map 'N'o. 63- A- 123A). Such dedication shall substantially, conform to the general location..of`Wam'or Drive shown on the GDP. Applicant further proffers -that it will reasonably cooperate. with Frederick County and VDOT'to obtain a revenue sharing�agreement for the road. 5. STORMWATER QUALITY MEASURES: Applicant hereby ,proffers, that all business (commercial) and residential site plans submitted to Frederick County will be designed to implement .Low Impact Development (LID) and /or Best Management Practices (B1MP)'to ~promote stormwater quality measures. A statement Will be provided on each business (commercial) and residential. site:plan. identifying the party or parties responsible `for maintaining these LID and/or BMP facilities as •a condition of site plan approval. Applicant hereby proffers to establish a. no disturbance easement within the Buffalo Lick Run Stream Valley that is depicted, on the Generalized Development Plan. The purpose of,this no disturbance easement is .to prohibit development activities within the business (commercial) and residential land bays that' are located within the .defined area. The only improvements that may occur within this no disturbance easement will include road crossings, utility installations, stormwater management facilities,- landscaping and walking trails.. 6. RECREATIONAL AMETOTIES: Applicant proffers that recreational amenities will be provided within Land Bays 5 and 7. The exact amenities. will be identified on the Master Development Plan to ensure conformity with ordinance requirements. Applicant also proffers to install walking trails and sidewalks within the community and to install a ten -foot (10') wide asphalt or concrete trail along the Buffalo Lick.Run Stream - Valley depicted. on Exhibit A, of which, the location will be identified on, the Master 'Development, Plan. In addition, and at Applicant's ,discretion,, Applicant may install a second ten -foot (10') wide asphalt or concrete trail (on the other side of Buffalo Lick Run Stream). In the event the Applicant, does construct a second trail, it :is 'intended that the ten - foot „(10') wide asphalt or concrete, :trail(s) will be owned and maintained by the Heritage Commons HOA and will be available for public access. Applicant. shall construct pedestrian trails and/or sidewalk systems, which connect each .recreation area to the residential land uses within the defined Land Bay. The final location and the granting of any such easements and /or trails shall be at the subdivision design plan stage. Such .irails or sidewalk system shall be constructed of materials selected: by Applicant provided they are not, part of the sidewalk system within the public right -of -way. 7. COMPREHENSIVE PLAN :CONFORMITY:. By accepting and approving, this rezoning application, the Frederick County 'Board of Supervisors;,authorizes the location and provision of those public uses, facilities, and utilities specifically referenced on "the 'Generalized Development Plan, in this Amended Proffer Statement, grid -on design plans; as well as the extension and construction of water and sewer 5 0 6 lines and facilities and road's ;necessary to serve "this'Property pursuant to Virginia Code Section 15 2 2232 ;and the Frederick County Code. The general area' of location for roads necessary to serve this Property areas shown on the Gerieral'ized Development Plan`with the exact locations to be determined. based :on final engineering and as approved by Frederick "County. Acceptance of this Amended Proffer Statement constitutes approval of the public. uses;: facilities, and utilities and their ability to be developed within the Land Bays identified, Exhibit A, and thereby excepts said public uses, facilities, and utilities from further Comprehensive Plan conformity review. 8. PHASING Applicant states and acknowledges that the uses proffered to be installed on the Heritage Commons' Property are significant 'and will take a considerable amount of time to develop and install on the Property. Icis anticipai'ed'that the initial uses installed will be of a commercial use and.nature, and Applicantis committed to attempting to develop a multi = family component at the in commencement of development and construction. In response to corriments received from. the County agencies, Applicant is ,prepared to commit ;that no more than four hundred (400) residential units will' be developed and.built within the first two (2) years of development, with the first year commencing on the date of the approval of the rezoning. The.remaining residential: units will be proffered to be` installed with no more than four Hundred (400) residential units . within the next two (2) year term following, and the remaining residential units commencing no earlier than two (2) years after-the completion of the eight hundredth (800` ") residential unit. [remainder of page, intentionally left blank] M SJGNATURE_PAGE The c6nditioris set forth herein. are the proffers for 1--leritage Commons and supersede all previous proffer statements submi(ted for this,,Property. Respectfully sublmitted, HERITAGE COMMONS, LLC By: Matthew Milstead Its: Manager COMMONWEALT14 OF VIRGINIA, AT LARGE COUNTY 'OF FREDERICK, tlo7Wit.- . The foregoing instrument was acknowledged before me this -day of 2014 by M tthew Mitstead, Manager of HERITAGE COMMONS, LW. NqT hRY OJJBLIC My expires: Registration. number: NOTARY z: REG#71552561 o EXPIRES % 12/31/201T..' OF L T H 7 5 LLC 6y Earl W. Cole, III Its: Manager COMMONWEALTH OF VIRGINIA-, AT LARGE COUNTY OF FREDERICK, to-Wilt: The foregoing instrument was a&nowl edged before me this IR3 day ofj'R/V�4k 2014 by. Earl W. Cole, 111, Manager of R 150 SPE, LLC. 1VO`iARY PUBLIC My - commission expires: ////7 ELA cq Registration number-:; Ike U U., HERITAGE COMMONS GENERALIZED DEVELOPMENT PLAN' PROFFER EXHIBIT A August 7, 2014 Pnn dccnriafPC fn'r . - 'i..Z m7n mr. GlLgnffieni • our veyurs • rtamiu— • --uayu a -u- General Development Plan 4 a f4ilh {{�!ii'� HERITAGE COMMONS R o11�5 14��j1 FREDERICK COUNTY; VP w HERI'T'AGE COMMONS DESIGN MODIFICATION DOCUMENT - PROFFER EXHIBIT B Judy 30, 2014 MODIFICATION #1 -Ordinance'Requirement:. . § 165- 50.1:02: Wezoning.,Proeedure 1"n order to- have land rezoned to 'the R4 District, a master development plan meeting all requirements of this chapter, shall be submitted with rezoning application. Alternative: Design Standard: In order to have land rezoned to the R4 District, a proffered Generalized Development Plan identifying the concept of the overall acreage and its relationship to adjoining properties and adjoining roadways shall be, su.bmit.ted,with rezoning application,' The Generalized Development Plan for Heritage, Commons. will provide Land Bays to demonstrate' the proposed general land . use plan layout for the entire acreage., The Proffer Statement for Heritage Commons will also provide a matrix identifying the residential and non- residential land uses within each Land Bay, the projected acreage of each 'Land Bay and the percentage of residential and commercial land use within each Land Bay classified `as' Mixed -Use Commercial` /.Residential. Justification for Modification: A densely planned community on 150.28 +- acres of land cannot be completely master planned as a condition of rezoning approval. These communities are dynamic. due to the market; therefore,. the exact location. of residential units, internal roads; neighborhood commercial, recreational amenities, open space, and significant environmental features :are, difficult to .identify at this stage in the process. The .Applicant should be prepared to identify basic information. pertaining to the overall development of the planned community to inform.decision makers and interested citizens how the .general land use patterns and major road systems will be developed "should a !rezoning be approved. ' The use of a Generalized Development Plan and Proffer Statement as a tool for this purpose, is reasonable, as it contains illustrative and general development information that can assist in understanding the basic. concepts of a planned community and guide the more formalized. Master Development Plan process following rezoning approval. Therefore, it is requested "that a Generalized Developrrient :Plan be permitted to function in the place of a detailed Master Development Plan during, the rezoning process. A Master Development Plan will be provided _subsequent to the rezoning approval process to ensure consistency with subdivision design plans and site. design plans within the project.. • MODIFICA -TI"ON #2 Ordinance Requirement: §165- 501.03 Permitted Uses All uses are allowed in the R4 Residential Planned Community_ District that are ,allowed in the following zoning districts: RP Residential Performance'District BI Neighborhood Business District B2 Business General District B3 Industrial Transition District Ml Light Industrial District Alternative: Design Standard: The Mixed -Use Commercial /Residential Land Bays identified on the proffered Generalized Development Plan are slated for dense urban commercial and residential land use, which may include commercial, and residential land uses that are located within the :same structure, or within connected structures. No M1 (light industrial) uses will be permitted. Justification for Modification: Heritage Commons is planned as an urban center design form :,that. will contain single - family attached, multi- family units, commercial, retail and office structures, and 'structure.s that may comprise a combination of these land uses. The ability to pro. „ide for mixed -use: residential and: commercial,. retail and /or office land use within the same structure; or within connected structures is in keeping, with urban form design,. which provides a very efficient use of land and ,provides opportunities for residents to live, shop, and work within the same area of their community: • MODIFICATION #3 , §165 =501.05 Mixture of Housing Types Required Ordinance Requirement: Each :planned community shall 'be-apected to contain a mixture: of"housirig types that is typical for existing, and planned residential neighborhoods in Frederick County. No more than 40% of ,the area, of portions of the planned community designated for residential uses shall: be used for any of the following. housing types.: duplexes; multiplexes, atrium.houses, weak -link townhouses, townhouses or garden apartments or any combination of those housing types. Alternative Design Standard: The Mixed -Use Commercial /Residential Land Bays identified on the proffered Generalized Development Plan are slated for dense urban residential housing types. To achieve this type of urban residential development, single-family detached residential units will. not be required as a component of'the residential nlix, and single- family attached and multi- family residential units will be allowed to comprise 100% of the residential 'housing_ units within the Heritage Commons project. Justification for Modification: 'Heritage Commons is planned as an urban center design form that will contain single - family attached and multi- family housing units within a mixed -use commercial, .retail and office development. The Residential Planned Community District promotes suburban residential design form that is predominately residential with a minimum percentage of non- residential land use. The implementation of significant percentages of non- residential land use within Heritage Commons dictates the need for higher density residenfial lurid use to facilitate this form of development. .MODIFICATION #4 §,165- 501.06(C) Residential,Density Drd'inance Requirement : - j Residential D "ensity. The .maximum allowed gross density for residences in the planned conimunity development shall be four units per acre. Alternative Design Standard: The "Mixed -Use Commercial /Residential Land Bays identified on the proffered Generalized Development Plan are slated for, dense urban residential housing types. To achieve this type of urban residential development; the gross densities specified. in Section 165- 402.05B for .multi- family and single- family attached residential land use shall be permitted. . Justification for Modification: Heritage Commons is planned �as an urban center design form that �wi11 contain single- family attached and multi - family housing units; within a mixed -use commercial, retail and office development. The Board of Supervisors 'recently approved increased, densities for residential development within the Urban Development Area (UDA) to maximize the residential development potential within this portion of the County. The 20.30 Comprehensive Plan identifie& this property as being planned, for employment and high- density residential. (12 -16 units /acre) land use; therefore; it is appropriate to allow this type, of residential density within the Heritage, Commons development. MODIFICATION #5.. §165= 50106(I)) Commercial. &Industrial Areas Ordinance Reauirement: Commercial and industrial areas. The areas for commercial or industrial uses shall not exceed 50 %0 -of the- gross area of the total' planned community. Suffiei'erft commercial and industrial areas'sha111' be provided to aneet'the -needs of the planned community, to provide, an appropriate balance of uses arid. to lessen the overall impact of the ,planned community, on Frederick County. A minimum of 10% of the gross area -of the project shall be used for business and - industrial uses. Alternative Design Standard �. Given the dense planning for the Heritage Commons Land Bays, the areas for commercial areas may exceed, and should be encouraged to; exceed 501/o of the gross area. Further, to be consistentwith the Comprehensive Plan, industrial uses should not. be encouraged, and therefore, not allowed in the Heritage Commons Land Bays. By doing. this,, the: balance in the dense areas will allow for higher density residential uses and will create Land Bays. that lend themselves to creating a community where residents can truly live, work, and play all in the same immediate community, A Land Bay Breakdown Table has been incorporated, into the Heritage Commons Proffer Statement to demonstrate the minimum and maximum acreages for commercial and residential development throughout the project. Justification for Modification: A densely planned community in an area that is designated under the Comprehensive Plan as such should provide .for a higher percentage mix of commercial uses. Given the intensity and extent of commercial uses :they would be more harmonious if they,-were mixed in with- or adjacent to higher density residential development. The Generalized Development. Plan will depict the Land Bays where ,it is anticipated that the higher density residential and commercial uses will be mixed 'and also areas that will be designated purely for commercial. With the 'transportation networks and connectivity of all the Land Bays, however, it is anticipated that the activity level of residences, commercial shopping, .dining and work. will be laid out so that the residents will be able to walk back and forth between these uses and not need use their automobiles to access- these`facilities and amenities. MODIFICAI<' ION #6 §165- 501.06(E) Open. 'Space Ordinance Requirement:- Open S, ac A minimum. of 30 %..of the gross area of airy proposed development shall be designated as common open space.., - Alternative Design Standard A minimum of 15% of the gross area of the Mixed -Use. Commercial /Residential. Land Bays; and l OQ% of the gross area of tl e- Buffalo Lick Run Stream Valley. Land Bay identified on the proffered Generalized Development Plan shall be designated as common open, space. Justification for Modification: Heritage Commons is planned; as an urban center design form that .will contain single- family :attached and multi- family housing: units within a inixed -use. commercial, retail and office development. This type of urban center design provides opportunities for indoor and outdoor recreational amenities and facilities, pedestrian sidewalk and trail systems,, central _plazas and squares, small exterior urban - scale green -space areas, and rooftop green - space or rooftop amenity areas; therefore; vast expanses of green space area are not conducive for this type of development. The location of open apace areas and the types of recreational arneni'ties'will. be identified on the Master Development Plan to ensure conformity with _ordinance requirements. )4ODIFICAL'ION #7 Ordii ance-Reguirement: §.1.65- 50.I.06(G) Buffers' and: Screening Buffers and Screening, Buffers dnd - screening shall be provided_ between various uses and housing types as: if the uses wei er located within the &P, B], B2, "or MI Zoning, District according to the uses allowed in those .districts. Buffers and screening shall be provided accordingly as specfied'in Section 165- 203.02 of this Chapter. Road efficiency buffers shall be provided according to the requirement's of that section. In addition, along the perimeter boundary of the Residential- Planned Community District, 'buffers 'and screens shall' be provided in relation to adjoining properties as if the uses-in the: planned community were located in the ,RP, BI, B2, or MJ Zoning Districts. Alternative 'Design Standard: Buffers and screening -shall be `provided along `the perimeter boundary of the Residential Planned Community District where proposed Commercial Retail and Office Land Bays adjoin existing residential land use,, or where single-family attached. and multifamily residential units adjoin existing single - family detached - residential land use. Buffers and :screening shall be provided 'accordingly as specified in Section 165-.2.03.02(C), Section 1.65- 2031.02(D), and Section 165 - 203.02(E) of this Chapter. Justification for Modification': . Heritage Commons is planned as an urban center design form that will incorporate mixed -use commercial and residential land fuse immediately adjacent to each other. Land uses within this form of development are intended to be integrated, and in some instance's located within the same structures; therefore, the requir=ement for internal buffers and screening are not practical in achieviirg this type of urban design. -Tle aternatye design standard provides for adequate `buffers and screening along, the perirrieter;of the Heritage Commons project to protect existing residential' land uses. This buffer and screening standard is consistent with applicable, residential separation buffers and zoning district buffers utilized in other portions of 'the Urban. Development Area. MODIFICA`T'ION• #8 §165- 501.06(I). Road- Access' Ordinance Requirement: Road Access. All planned community developments shall haye direct access to an, arterial or collector road or to roads improved to arterial or collector standards. The planned community development shall be provided with a complete system of•public streets dedicated to the Virginia Department of Transportation. Alternative Design Standard: The proffered Generalized Development: Plan shall provide for major collector road systems -identified in the Comprehensive Policy Plan, which will be, public streets dedicated to the Virginia. Department of Transportation. All other street systems - located within the Heritage Commons development may be designed and constructed as private. streets, which will be maintained. by a master association or sub- associations created during the subdivision design and site plan design process. All 'private streets shall be designed in general to meet vertical base „ design standards utilized by the Virginia Department of Transportation based' on projected traffic volumes for the identified land uses ,within the project. All .lots created within the Heritage Commons development may be located on private streets, which shall not be subject to distance limitations from planned public streets within the project. Justification for Modification: Heritage Commons' is planned as an, urban center design form that will contain a variety of street systems that are designed in general to meet vertical base design standards utilized by the Virginia Department of•Transportation based on projected traffic volumes forthel identified land uses within the project. The ability to utilize private street design will provide,. design flexibility throughout the project that would, otherwise not be practical due to rigid Virginia Department of Transportation street design standards.. The ability to utilize private street design will also allow .for innovative storm water management low- impact design, and landscaping design to ass ist'in meeting water quality measures for the project. MODIFICATION #9 _ §165- 50.1.06(1VI) Phasing Ordinance Reauirement: Phasing. A. schedule of phases shall be.submitted with each proposed planned community. The S" ` sha11 specify the year in which each phase will be completely developed. No subdivision- or site plans shall be approved in the planned- community unless they are in accordance with the approved schedule. Alternative Design Standard: A.Phasing Plan and Phasing Schedule,shall not be required for the Heritage Commons project. Justification for Modification: Heritage Commons is planned as „an urban center design form, 'that will contain mixed land use including commercial, retail; office, 'single- family attached and multi- family housing units within a master planned project. Heritage Commons exceeds the commercial, 'retail and office land use percentages from conventional residential planned community projects, and may incorporate mixed, commercial and residential land use. within the, same structure: Therefore, it is not practical to require a phasing schedule and time line that limits the ability for the project to develop, as this will be dictated by market conditions. MODIFICATION #10 §165120L0A(B)(6) >i-I'eighf Lin itatiotis §1b5= 601.02 Dimepsional and Intensity Requirements Ordinance Requirement: General office, buildings in the B2 and B3 Districts and hotel and motel buildings in the B2 Zoning,Dstrict shall he exempt from the maxirnuin height requirements of those zoning districts. In no case shall the height of such buildings exceed 60 feet. When such exemptions are proposed adjacent to existing residential uses, the Board of Supervisors shall review the site development plan pursuant to the provisions of Section 1:65- 203.02A(3). Alternative Design Standard: Commercial buildings, retail buildings office buildings, hotel buildings, and:. shared commercial and residential buildings may be constructed up to 80 feet in height, not to include architectural screening features and antenna structures. Additionally, commercial'buildings, retail buildings, office buildings, hotel buildings, and shared commercial and residential 'buildings may be developed with a floor area to lot area ratio (FAR) of 2.0. Justification. for Modification: Heritage Commons is planned as ,a dense urban center design form that' `will promote vertical construction throughout the project. The ability to construct buildings to 80 feet 'in, height is consistent with the height allowance for nultifainily residential buildings, which will be developed within the project. Other zoning districts within the County allow for office buildings and other structures to be constructed tip to 90 feet in height and allow for a floor area to lot area .ratio of 2.0; therefore; the Heritage Commons urban center design: for n is consistent with these more intensive types of development currently permitted by County Code. MODIFICATION #11 §165= 402.09(J)(D1) Multifamily Residential Buildings Ordinance Requirement: Principal building, (max): 60 feet, provided that a multifamily residential residential building may be erected tova maximum: of 80 feet if it is set back -from road right -of -ways and from lot lines in addition to ,each of the required minimum yard dimensions, a distance of novless than one foot for each one foot of hei-ght that it exceeds the sixty -foot limit. Alternative. Design Standard: Commercial buildings, retail buildings, office buildings; hotel buildings; and shared commercial' and residential buildings may be constructed' within 20 feet, of public or private street systems serving the community. ;Justification for Modification:: Heritage Commons is planned as a dense urban center design .form, that will promote vertical construction throughout the project: This design form should provide flexibility to promote building 'construction, that abuts wide pedestrian walkway areas that adjoin public and private street systems. Urban center design promotes build -to setback lines, which_ are not proposed as a requirement for Heritage Commons; however, this alternative design standard will allow for this form of design should. it be desired by the developer of the project. A'I'ION, #�l2° §165- pZ,.0�1 MODIhIC ,09(I) Modified Apartment Building Ordinance Requirement: This housing type consists of'buil'dings that contain multiple dwelling units that share a common yard area. The entire dwelling unit does-.not necessarily have to' be on the same floor. Garden apartments .shall be at least two .stories high but no more than four stories and shall contain six or more units in a single structure; not -to exceed 16 units .within a single structure. Dimensional requirements shall be as follows: A., Lot Dimensions Al Maximum site impervious surface ratio 0:60 B. Building, Setbacks B1 From public road right -of way 35-feet B2 From .private road right -of -way, off-street parking lot :or 2'04&t driveway B3 Side (perimeter) 20 feet B4 Rear (perimeter) 25 feet B5 Rear for balconies and decks 20 feet B6 Minimum on -site building spacing: Buildings placed side to side. shall have a minimum distance of 20 feet between buildings; buildings placed side to back shall have a minimum distance of 35 feet between buildings. Buildings back to back shall laave.a minimum distance of 50 feet between. buildings. C. Minimum Parking Cl Required off' - street parking 2 per unit D. Height D'1 Principal building (max): 55 feet D2 Accessory building (max) 20' feet Alteriative,Desian Standard: Th s.housing type consists of buildings that contain multiple dwelling units that share a common outdoor "area.; . DwelITi`'s - "can be on multiple floors with buildings being at least two stories but not more,-than six stories. Dwellings can have internal or external corridors at the "discretion of the developer. Modified apartment buildings shall contain a minimum of 1:6 dwelling units but May not exceed more than 64 dwelling units within a single structure. Dimensional requirements shall 'be as follows: ,. Lot Dimensions 0 Maximum site impervious surface ratio 0.60 B. Building Setbacks;: BI From,,public road right-of-may 20 feet- B2 From private -road right -of -way, off- street parking lot or`10 feet driveway B3 Side (perimeter) 15 feet B4 Rear (perimeter) 15 feet B'5 Rear for balconies and decks 20 feet B6- Minimum on -site building spacing; back. 15 feet back to back 15 feet side to side; l.5 feet side to G. Minimum Parking C I Required off - street parking_ 2 per unit, in of garage D. Height Dl Principal building (max)-. 80 feet D2 Accessory building (max);: 50 feet D3 Maintenance buildings (max) :,,.. 20{feet Justification for Modification:` Heritage: Commons .is planned as .a dense urban center design form, t11at, will promote massing of dwelling units throughout the project. This design form should provide flexibility to promote building construction that accommodates an appropriate number of dwelling units within a single structure. The dimensional requirements provided for the Modified Apartment Building achieve appropriate setbacks for siting of buildings and protection of adjoining, properties, while providing densities more in keeping with a dense urban center design form. • ETE HERITAGE COMMONS PiZOFFER STATEMENT REZONING: RZ# 0 l A05 Rural; Areas (RA) Business General" (B2), and Residential Performance (RP) to Residential Planned Community DistricV(R4) PROPERTY: 150.59,acres +/ - Tax Map Parcels #63 -A =450, 64 =A -10: and' 64 -A -12 (collectively ` .. - `the "•Property ") RECORD OWNER: R 1.50 8PR, LLG APPLICANT: Heritage Commons, LLC ( "Applicant ") PROJEC.T'NAME: Heritage Commons ORIGINAL DATE; OF PROFFERS: September 6,.2013 REVISION DATE($). September 30; 2013, January' I4, 2014 Executive Sumrnary, The Propert y v,�as originally.° rezoned in'September 2005 under the name of Russell 15:0. The Property has smce� changed °ownership and 'the..new owner wishes to rezone a portion of the Property ' to Residential Planned Community District (R4).. The =undersigned, Heritage LLC 'A gnu, y p at the use aril development of the J Commons;' ,its successors and :asst s hereb coffers th p hall be m strict accordance with the .following conditions and shall supersede,.�.;,,- �:_- �- >�•r,`� su ect property sec coffers made nor hereto It is further the statement.arid intent that with the s acce tan , f—the coffers contained herein rte` 't r an re ace a oth p p ' �� p p any and tall pnor�pr ffers affeeting.this Property shall _berdeemed,- null; -voidt and'terininated. In. the; e- above- referenced amendments, are „riot or * -y A pl cant; the below 'described `proffers shall be withdrawn and be null, and —void:— The headings ,of the proffers ,set; forth below have been prepared`:for convenience or reference ,only and shall .not control or affect the meaning or be taken as an ,interpretat'ion -of, any ,��. „ proaisp n of the, +proffers'. tiT1ie improvements proffered `herein shall be provided at` the timej of development of'that portion of the: site ,adjacent-to the .improvement, unless otherwise specified herein . References made to the Master Development .'P,lan,, ,;hereinafter ;referred to as the Generalized,,Developineint Plan dated January 14; 2014,, as. xequired by the Frederick County c Zoning Ordinance; are to �be interpreted to, be referent s; to, the specific Generalized” Development _Plan sheets attached hereto as "Exhibit A." The_ exact boundary and acreage of each land bay may be shifted to a "reasonable degree at the time of site plan submission for each land bay in order to accommodate engineering or design considerations. Applicant is submitting. a Generalized Development.Plan, Exhibit A, as part of a rezoning,: application. The Generalized Development Plan is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. The Generalized: Development Plan does not eliminate the requirement for a Master Development.Plan ,for the, portion of the site to be developed, which. will be provided following rezoning approval of the 1150.59 +/- acre site. 1. DESIGN MODIFICATION DOCUMENT: In order for Applicant and Frederick County to implement this Residential Planned Community District, it. will :be important for Applicant and Frederick County Planning Staff to have the opportunity to anticipate incorporate and develop new design types and configurations that may be suitable. This is to include the allowance for the installation of multi - family immediately adjacent and in some cases in the same structure as business (commercial) uses. A. Pursuant "to Article Il, Amendments of the Frederick County Zoning Ordinance, the ,approval of this Amended Proffer Statement constitutes an amendment to the zoning ordinance, which will allow for the implementation of the Residential. Planned Community District: $: Applicant has proffered a Design Modification Document dated. September 30, .20,13, that is attached and incorporated- hereto as "Exhibit B." In .addition. ito the, above, by approving the Amended Proffer Statement, the Frederick County Board of Supervisors agrees without need of any further Board of Supervisors or Planning Department approval to.: any modifications of any matter which has been previously agreed to and therefore approved by Frederick County. Further, still, any'submitted revisions, to mg4 the approved Generalized Development Plan, and /or any of its iemeriis for any development zoned R4 which affect the ,perimeter of the development or which would increase the overall, density of the development shall require the Board of Supervisors' approval. If, in the reasonable discretion of the Frederick County Planning Department, the Planning Department decides an y requested modification should be reviewed by the Frederick County Board of Supervisors, it may secure -said approval by placing this matter before the Frederick County Board of Supervisors at its next regularly scheduled meeting. However, and not withstanding what is stated above, once a modification has 'been approved administratively, Applicant shall not be required to seek_ :approval for any sub "sequerit similar modification. USES, DENSITY AND MIX: A. (1`) Applicant shall develop a mix of unit types that may include single- family attached, multi - family,, gated„ single- family attached, gated multi- family, office and retail. The following list in (2) below contains those uses which could exist within the Property. 2 (2) The following list of Land ,Bays within. the Land Bay Breakdown Table sets forth 'the . general development parameters; on the Property and is consistent with the: proffered Generalized Development Plan identified as Exhibit A. The development will adhere to the land bay breakdown depicted in the GDP and the Land Bay Breakdown Table. LAND BAY BREAKDOWN LAND POTENTIAL LAND USE APPROX. RESIDENTIAL, COMMERCIAL BAY ACREAGE MIN84AX MIN /MAX ACREAGE % ACREAGE % 1 Uses allowed.in`B -1 -- B -2; B -3 7.51 acres 0% MIN: AC. 100% MIN. AC: Districts and Design 0 % MAX. AC 100% MAX. AC Modification Document 2 Uses allowed -in.13-1; B -2; B -3 8.03-acres 0% MIN. AC. 100% MIN. AC. Districts and Design 0 % MAX. AC 100% MAX. AC Modification Document 3 Uses allowed in B -1 ; B' -2; B -3; 9.73 acres 5.1/o MIN. AC. 5% MIN. AC. RP Districts and =Design 95% MAX. AC 95% MAX. AC Modification Document 4 Uses allowed in B =1; B -2; B -3 21.94 acres 0% MIN: AC. 100% MIN. AC. `Districts and Design 0% MAX. AC 100% MAX. AC Modification. Document 5 Uses allowed in B -1; B -2; B -3; 29.91 acres 80 %,MIN. AC. 1,0 %,MIN. AC. RP Districts and Design 90 %MAX. AC 20% MAX. AC Modification Document 6 Usesi allowed' 'in B- 1;;'B -2; B'3 6.83 acres 0 % MIN. AC. 100 %. MIN. AC. Districts and Design 0% MAX. AC- 100% MAX. AC Modification Document 7` Uses,allowed in B -4; B -2 B -3; 5.99 acres 5% MIN. AC. 5 % MIN. AC. RP Districts. and Design 95% MAX. AC 95% MAX. AC Modification, Document 8,& 9 Usessallowed in 137,1,; B -2; B -3; 47.96 acres 100 %. MIN. AC. 0 % MIN. AC. RP Districts and Design 100 % MAX. AC 0 % MAX. AC„ Nlodification.Docurnent Buffalo Open. Space; Ttdil'System; 12.35 acres N/A N/A Lick. Utilities; Road. Crossings .Run 3 - The-act ual acreage identified for each Land Bay is based on the bubble diagram calculated on: the proffered Generalized Development Plan and may fluctuate based on final survey work. B. For purposes of calculating density pursuant to the Frederick County Zoning Ordinance, all. dedications and conveyances of .land for public use and/or for the use of the development or any Homeowners Association shall be credited in said calculations. C. There shall be a unit cap_ of 1,234 residential units within Land Bays 3, 5, 7, 8 and 9: There are no limits on the, percentage or square feet of business; commercial, office and/or retail development as referenced above. 3. CAPITAL.FACILITY.IMPACTS: Applicant acknowledges that Frederick County has adopted a _fiscal impact model. Applicant has attached an economic analysis, which has been performed by S. Patz & Associates, Inc. ( "S. Patz" ). This analysis confirms; that the proposed uses within Heritage Commons will generate a.net positive benefit to Frederick, County:.:As a:result there will not be a need to make any payments towards Frederick County services. The specifics of the capital benefit to Frederick County are $4;300;000.00 annually. In the event of any suggestion that a payment ought to be made towards the impacts when factored in with the capital benefits to Frederick County as a result of the installation of the proposed uses, it should be treated as an offset. As stated in the'S. Patz °analysis the capital benefits of the proposed uses on,the Property more than compensate Frederick - County for any anticipated impact. 4. MULTI =MODAL TRANSPORTATION IMPROVEMENTS: Applicant agree& to. install the road network that is depicted 'on the Generalized Development Plan and in an alignment and a form that meets Virginia Department of `Transportation ( "VD.07) geometric design standards. Both Frederick County and Applicant acknowledge that the road network shown on the Generalized Development Plan, Exhibit A, is substantially similar to <the road 'alignment that was approved in the original rezoning. The Parties, recognize that there will be a new design and installation that will occur as a_ result of a Revenue - Sharing AgreemenY;entered into by and between VDOT and Frederick County and also a separate, agreement entered into .by and between Frederick County and Applicant. Applicant does"agree. to participate, pursuant to the terms of said agreements, in the design, funding of the installation, of the road network, which shall be in substantial conformance with the designs set forth in Exhibit X The funding for the installation of the road network shall be paid' by Applicant in cash contributions or cash equivalent contributions through the donation of .real property. It should . be noted.lhatWarrior Drive is depicted on the Generalized Development Plan as a future road to be dedicated and installed to provide access to Land Bays 3 and 5 gp established: Applicant proffers to dedicate a right -of -way at the time the exact alignment of �W or Drive has been established. Warrior Drive will be installed under the current Revenue Sharing Agreement in accordance with this exact alignment'. to a point'no less'than five hundred 4 i `feet (55Q') from. the traffic circle. Applicant further, proffers 'to dedicate a right of way sufficient for.at:least a four -lane section of Warrior Drive at<a.time when it is deemed appropriate by Applicant to connect with, a four -lane section of Warrior Drive crossing the property to the south (Tax Map No. 63- A- 123A). Such dedication will occur when the connecting section of Warrior Drive.has been dedicated by the owner of the property to the' south (Tax Map No. 63 -A- 123A). Applicant further proffers that it will reasonably cooperate with Frederick County and VDOT to obtain a revenue sharing agreement for the road. 5. STORMWATER:OUALITY MEASURES. Applicant hereby _proffers that all business (commercial) and residential site plans submitted to Frederick ,.County will be designed to implement Low Impact Development (LID) and/or Best Management :Practices (BMP) to promote stormwater quality measures. A statement will be provided on each .business (commercial)- and residential site plan identifying the party or parties responsible for maintaining_ these .LID and/or BMP facilities as a condition of site plan approval. Applicant hereby proffers, to establish a no disturbance easement within the Buffalo Lick Run Stream Valley that is deDicted,onk the Generalized, Development Plan. The purpose of this no disturbance easement is to ,prohibit development activities, within the business (commercial) and residential' land bays that are located within the defined area. The only improvements that may occur within this no ,disturbance easement will include road crossings, utility installations, stormwater management facilities, landscaping, and walking ..trails. 6. RECREATIONAL,AMENITIES: Applicant proffers that recreational amenities will be. provided within Land Bays 5, 8 and The exact amenities will be, identified on the Master Development Plan to ensure conformity with ordinance requirements. Applicant also proffers to install walking trails and sidewalks within the community and„ to. install a ten- foot (10') wide asphalt or concrete trail along the. Buffalo Lick Run Stream Valley depicted on Exhibit.A; of which, the location will be identified on the Master Development Plan. .In addition, and .at Applicant,'s discretion, Applicant may install two ,ten -foot -(10') wide asphalt or concrete trails (one on either side of Buffalo Lick Run Stream). In. the event: the Applicant does construct a second trail, it is intended that the, ten -foot (1`0') 'wide asphalt., or concrete .trail(s) will. be owned and maintained by the Heritage Commons HOA -arid will be. available for public access. Applicant shall construct, pedestrian trails and/or sidewalk .systems; which connect each recreation area "to the residential land* uses within the defined Land Bay. The final aocation and the granting „of any such easements and/or trails shall be at the subdivision design plan stage. Such trails .or sidewalk system shall be constructed of materials selected by Applicant provided they are not part of the sidewalk. system within .the public right =of- -way. 7. COMPREHENSIVE PLAN CONFORMITY: 5 By accepting and .approving this rezoning application, the Frederick County Board of Supervisors authorizes the location. and provision of those public uses, facilities, and utilities specifically_ referenced on the, Generalized 'Development Plan; in this Amended. Proffer Statement, and on design plans; as well as the extension and construction_ of ' water and sewer lines and. facilities and roads necessary, to serve this Property pursuant to Virginia Code Section 15.2 -2232 and the Frederick County Code. The general area of location for roads necessary to serve this Property are as ;shown on the Generalized Development Plan with the exact locations to be determined based on final` engineering :and. as approved by Frederick County-. Acceptance of this Amended Proffer StAtement•cOnstitutes approval of the public uses, facilities, and utilities and their ability to be developed within- the Land. Bays identified on Exhibit A, and thereby excepts said public uses, facilities; and utilities from further Comprehensive Plan conformity review. 8. PHASING Applicant states and acknowledges that the uses proffered' to be installed on the Heritage Commons' Property are. significant. and will take a considerable amount of time to develop and install on the Property. It is anticipated that the initial uses installed will `be of a commercial use and nature, and Applicantis committed to attempting to develop amulti- family component at the initial commencement of development, and construction. In response to comments received from `the. County agencies, Applicant is prepared to commit that no more than four hundred (400) multi- family units will be developed and built within the first two: (2) -years of development, with the first year commencing on the date of the approval of the rezoning. The remaining residential. units will be proffered to be•installed with,no more than four hundred' (400) units within the next two (2) year -term, following, with the -final four hundred: (400) units being delivered. no earlier than two (2) years after the second component of multi- family units are delivered. Applicant also agrees to develop and build'no more than one hundred eighty-four (184) townhouses on the Property. [remainder of page intentionally left blank] SIGNATURE .PAGE The conditions set forth herein, are the proffers for Heritage Commons and supersede all previous proffer statements submitted for this Property. Respectfully submitted, HERITAGE:COMMONS, LLC By: Matthew B. Milstead Its: Manager COMMONWEALTH OF VIRGIN IA, AT LARGE COUNTY OF FREDERICK, to-wits- The foregoing instrumentwas acknowledged before me this �6 day o v , 2014 by Matthew M lstead, Manager of HERITAGE COMMONS, LLC. My commission eVin Registration number: PABLO ENRIgUEZ NOTARY PUBLIC' COMMONWEALTH OF VIRGINIA MY COMMISSION EXPIRES SEPT, 30, 2016 CoIAMISSION #i752 3 i 7 R15 Ay:. Earl W. Cole, .111 Its: Manager COMMONWEALTH OF VIRGINIA, AT LARGE COUNTY OF FREDERICK, to -wit: The foregoing instrument was acknowledged before me this ;?--3 i day of 2014 by Earl W. Cole, IIl, Manager, of R 150 SPE, LLC. �qOtARYPUBLIC My commission expires: �-O 1� � P LA C Registration number: ,l�rcts m 8 Generalized Development Plan - PROFFER EXHIBIT A January 14, 2014 'HERITAGE COMMONS DESIGN MVIODIFIC A TION DOCUMENT - PROFFER EXHIBIT B September 30, 2013 `MODIFICATION #1 § 165 - 501.02 Rezoning Procedure Ordinance 'Requirement: In order to have land rezoned to the R4 District, a master development plan meeting all requirements of this chapter, shall be submitted with rezoning application. Alternative Design Standard: In order to ,have .land rezoned to the R4 .District, a .proffered Generalized Development -Plan identifying the concept of .the overall acreage and its relationship to adjoining: properties and adjoining roadways shall be submitted with rezoning application. The .Generalized Development Plan for Heritage Commons will, provide Land Bays to demonstrate the proposed general land use plan layout for the entire acreage, The Proffer Statement for Heritage Commons will also provide a matrix identifying the residential and non = residential land uses within each. Land Bay, the ,proj'ected acreage of each Land Bay and the percentage of residential and commercial 'land use within each Land Bay cla "ssified' as Mixed -Use Commercial /Residential. Justification for Modification" A densely planned community on 150.28 +- acres of land cannot be completely master planned as a condition of rezoning approval. These communities are dynamic due to the market; therefore, the exact location of residential units, internal' :roads, neighborhood commercial, recreational amenities, open space and significant environmental features are difficult to identify at this stage in the process: The .Applicant should be prepared to identify _basic information pertaining to the overall development of the.planned community to inform decision makers and interested citizens how the general land use patterns and major road :.systems will be developed should a rezoning be approved. The use of. 'a Generalized Development Plan and Proffer Statement as a tool for this purpose is reasonable, as it contains illustrative and general development information that' can 'assist in understanding the basic concepts of a planned community and guide the more. formalized Master Development_ Plan process following rezoning approval. 'Therefore, it is= requested that a Generalized Development Plan be permitted to function in the place of a detailed . Masfer 'Development Plan during, the; rezoning process. A Master .Development Plan will be provided subsequent to the rezoning :approval process to ensure consistency with subdivision design plans and site design plans within the.project. MODIEYCATION #2 §165- 501.03 Permitted Uses Ordinance Requirement: All uses are allowed in the R4 :Residential Planned Community District that are allow_ ed.. in. the following zoning districts: RP Residential Performance District BI Neighborhood: Business 'District B2 Business General District B3 Industrial Transition District M1 Light Industrial'District Alternative Design. Standard: The Mixed -Use Commercial /Residential Land Bays identified on the proffered. Generalized Development Plan are slated for dense urban commercial .and residential land ,use, which may include commercial and residential' land uses that are - located within the same structure, or• within !connected structures. Justification for Modification: Heritage Commons is planned as an urban center design form that will contain single- family attached, ,multi - family units; commercial, "retail and office structures, and structures. that may Comprise a combination of these land,uses. The ability to provide for mixed =use residential and commercial, retail and/or:office.land use within the same structure or within connected structures is in keeping with .urban form design, which provides a very efficient use of 'land and provides opportunities .for residents to live, shop; and work within the same area of their community.. .MODIFICATION #3 §165- 501.05'Mixture of Housing Types Required Ordinance Requirement: Each planned community shall be expected to contain a mixture of housing types that is typical for existing and planned residential neighborhoods in Frederick County: No more than 40 % of the area of portions of the planned community designated for residential uses shall 'be used for any of the following housing types duplexes, multiplexes, atrium houses, weak-link townhouses, townhouses or garden apartments or any combination of those housing types. Alternative Design Standard: The Mixed -Use Commercial/Residential, Land Bays identified on the proffered Generalized Development Plan are slated 'for dense urban residential housing types. To achieve this type of -urban residential development, single- family detached residential units will .not, be required as a component. of the residential `'mix, and single- family attached and "multi- family residential units will be allowed to comprise 10.0% of the residential housing units within the Heritage Commons project. Justification for Modification: Heritage Commons is planned as an urban center design form that will contain single- family attached and multi - family housing units within a mixed -use commercial, retail and office development. The Residential Planned Community District promotes suburban.residential design form_ that is predominately residential with a minimum percentage of non - residential land use. The implementation of signifieant percentages of non- residential land use within Heritage Commons dictates the need for higher density residential land use to facilitate this form of development. MODIFICATIONW4 §1`65- 501.;06(0)' Residential Density Ordinance: Requirement: Residential Density: The maximum allowed gross density for residences in the planned community development:shall be four units per acre. Alternative Design Standard: The Mixed -Use Commercial /Residential Land Bays identified on the proffered Generalized Development Plan are slated. for dense "urban residential housing types. To achieve this type of urban residential development, the gross densities specified in Section 165- 402.05B for multi- family and single-family -attached .residential land, use.shall be permitted. Justification for Modification Heritage Commons is planned as an, urban center design form- that will contain single - family attached and multi - family ,housing units within a mixed -use commercial,. retail and office development. The Board of Supervisors recently approved increased densities for residential development, within the Urban Development Area (UDA) to. maximize 'the residential development potential within this "'portion of the County. The 2030 . Comprehensive Plan 'identifies this property .as being, planned for employment and high - density residential (12 -16 units /acre) land use;" therefore, it.is appropriate to allow this type, of residential density within the Heritage Commons development. MODIFICATION N #5 . §165= 501.06(D)' Commercial & Indus"tnal.Areas Ordinance Reauirement: Commercial and industrial areas.. The areas for commercial or industrial uses shall not exceed 50% of the gross area. of'.the.'total planned community. 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. A minimum of 10% of the gross area.of`the project shall be used;for business and industrial uses. Alternative Design Standard; Given the dense planning for ;the Heritage Commons Land Bays, the areas for commercial areas may exceed, and should be encouraged to,: exceed 50% of the gross area. Further, to be consistent with the Comprehensive Plan, industrial uses should not be encouraged, and therefore, not.allowed in the Heritage Commons Land Bays. By doing this, the balance in the dense areas will allow, for.higher density residential uses and will create Land Bays that lend themselves to creating a community where residents can truly live, work and ,play. all in the same immediate community. A Land Bay Breakdown. Table has been 'incorporated into the Heritage Commons Proffer Statement to demonstrate the minimum and maximum. acreages for commercial and residential development'throughout the project. Justification for Modification: A. densely planned community in an area that is designated under -the Comprehensive Plan as such should provide fora higher .percentage mix of °commercial uses. Given the :intensity and .extent; of commercial uses they would be more harmonious. if they were mixed in with or adjacent to higher density ;residential development. The Generalized Development Plan will depict the Land Bays where it is anticipated that the :higher density residential and commercial uses will' be mixed and also .areas that will be designated purely .for` commercial. With the transportation networks and, connectivity of. all the Land Bays, .however, it, is anticipated that the activity level of residences, commercial. shopping, dining and work will be laid out so that the residents will be able to walk back and forth between these uses and not need use their automobiles to access these facilities and amenities. MODIFICATION W6 §165- 501.06(E) Open- Space Ordinance Requirement Open Space. A minimum of 30% of the gross area of any proposed development shall be designated as common open space. Alternative Design Standard:' A minimum of LS% of the gross area ofthe Mixed -Use Commercial /Residential Land Bays, and 100 % of the gross area. of the. Buffalo Lick Run Stream Valley Land Bay identified on the proffered Generalized Development Plan shall be designated,as common open space. Justification for Modification: Heritage Commons is planned. as an urban center design form that will contain single- family attached and multi - family housing units within a mixed -use - commercial, retail and office development. This type of urban center. `design provides opportunities, for indoor and outdoor recreational amenities and, facilities, pedestrian sidewalk and trail systems, central plazas and squares, small exterior urban' =scale green -space areas, and rooftop green -space or rooftop .amenity areas; therefore; vast expanses of green space area are not conducive for this type of development. The location of open space .areas. and the- ,types of recreational amenities will be identified on the Master -, Development Plan to ensure conformity, with ordinance requirements. MODIFICATION #.7' §165 - 501:06(6) Buffers and_ Screening Ordinance Reauirement: Buffers and Screening. Buffers, and screening shall be provided .between various uses and housing types as if the uses, were located. within. the RP, B.1, B2, or M 1 Zoning,District according to the, uses allowed in those districts. Buffers and screening shall be provided accordingly as specified in Section 165- 203.02 of 'this Chapter. Road efficiency buffers shall be provided according to the requirements of than section. In addition, along the perimeter boundary of the Residential Planned Community District, buffers and screens shall be provided .in relation to adjoining properties as if the uses iri the planned community were located in the RP, B1, B2, or MI Zoning Districts. Alternative Design Standard: Buffers and screening shall be provided along the perimeter boundary of the R'esi'dential Planned Community District where. proposed Commercial Retail and Office Land Bays adjoin existing residential land use, or'where single= family attached and multifarnily ,residential units adjoin existing single- family detached residential .land use. Buffers and screening shall be provided accordingly as specified in Section 165- 203.62(C), Section 165- 203.02(D), and Section 165 - 203.02(E) of this Chapter. Justification for Modification: Heritage Commons is, planned as an 'urban center design, form that will incorporate mixed -use commercial.. and residential land use 'immediately adjacent to each other. Land. uses within this form of development are intended. to be integrated, and in some instances located, within the same structures; therefore, the requirement for internal buffers and screening, are not practical in achieving this type tof urban .design. The alternative design 'standard. provides for adequate buffers and screening along the perimeter of the Heritage Commons. project to protect existing residential land uses. This buffer and screening standard is consistent with applicable residential separation buffers and zoning district buffers 'utilized in other portions of the Urban. Development Area. MODIFICATION #8 §165- 501.06(I) Road,Access Ordinance Requirement: Road' Access. All planned community developments shall have direct. access 'to an arterial or collector road or to roads improved w arterial or collector standards. The planned community development shall be provided with complete system of public streets dedicated to the Virginia 'Department of Transportation. Alternative Desian'Standard: The proffered Generalized `Development Plan shall provide for major collector road systems identified in the Comprehensive Policy Plan, which will be public, streets dedicated to the 'Virginia Department of Transportation. All other street systems "located within the; Heritage Commons' development may be designed and constructed, as private streets, which will, be maintained, by a master association of sub- associations created during the subdivision design and site plan design process. All private, streets shall. be designed in general to meet vertical base design standards utilized,,by the Virginia,Departmentof Transportation based on- projected traffic Volumes: for the identified land uses within. the' project. All lots created within the Heritage Commons development inay be located on private streets, which shall not be subject to distance limitations from planned public streets' within the project. ..Justification for Modification: Heritage _Commons is planned as an urban center design form that will contain a variety of street systems that are des %geed in general to meet vertical base .design standards utilized by the Virginia Department of "Transportation based on projected traffic volumes for the identified. land uses within the project. The ability to utilize private street'design will provide.design flexibility t hroughout: the project that would' otherwise not be practical due to rigid Virginia 'Department of Transportation street design. standards`. The ability to utilize private' street design will also allow for innovative storm water management low- impact design and landscaping design to assist in meeting water quality measures for the project.. MODIFICATION'O §165- 501.®6(.M) Phasing Ordinance Requirement: Phasing. A. schedule of phases shall be submitted with each proposed planned community. The schedule shall specify the -year in which each phase wily be completely developed. No subdivision or site plans shall be approved in the planned community unless they are in accordance with the ,approved schedule. Alternative Design Standard: A Phasing Plan and Phasing Schedule shall not be required for the Heritage Commons project Justification for Modification: .Heritage Commons is planned as an urban center design form. that will contain mixed land use including commercial, retail,,office, single- family attached 'and multi - family housing units within A master planned project. Heritage Commons exceeds the commercial, retail and office :land use ..percentages from conventional residential planned community projects, and may incorporate mixed commercial and residential land use within the same structure. Therefore, it is not practical to require a phasing schedule and time line that. limits the, ability for the project _to develop, as this will be dictated by market conditions. MODIFICATION #10 §165= 201.03(8)(6) Height Limitations §165- 601.02'Dimensional and Intensity Requirements Ordinance Requirement: General office buildings in the B2. and 83 Districts and hotel and motel buildings in the B2 Zoning District shall be exempt from the maximum height requirements of those zoning districts. In no case shall_ the :height of such buildings exceed 60 feet. When such exemptions are proposed adjacent to existing residential uses, the Board of Supervisors shall review the site development: plan pursuant ~to the provisions of Section 165- 203.02A(3). Alternative.Design Standard: Commercial buildings, retail buildings; office buildings, hotel buildings, and shared commercial and residential buildrgs may be constructed up to 80 feet ,in Height. Additionally, commercial buildings, retail buildings, ;office buildings, hotel buildings, and shared commercial and residential buildings may be developed with a floor area to ,lot area ratio. (FAR) of.2.0. Justification for Modification: Heritage Commons is, planned as a dense urban center design form that will promote vertical construction throughout the project. The ability to construct buildings. to 80 feet in height is consistent with the height allowance for multifamily residential buildings, which will be developed within the. project. Other zoning districts within the County allow for office buildings and other structures to be constructed up to 90 feet in heght,and allow;for a floor area to lot area ratio of 2.0; therefore, 'the Heritage. Commons urban center design form is consistent, with these more intensive types of development currently permitted by County Code.. MODIFICATION #11 § 165- 402.09(:1),(D1).Muliifamily Residential Buildings Ordinance Requirement: Principal building (max):. 60 feet, provided that a multifamily residential' building may be erected to a maximum of 80 feet,if it is setback from road right -of -ways and from lot lines in addition to each of the required minimum yard dimensions, a distance of not less than one foot for each one foot of height that it exceeds the sixty-foot limit. Alternative Design Standard: Commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial and residential buildings may N - constructed within 20 feet. of public or private street systems serving °the community. Justification for Modification: Heritage Commons is planned as. I a dense urban center design form that will promote vertical construction. throughout the project-. 'This design form should provide flexibility to promote building construction that abuts wide pedestrian walkway areas that adjoin public and private street systems. Urban center design promotes build -to setback lines, 'Which are not proposed as a requirement for Heritage Commons; however, this alternative design standard will allow for this form of design should' it be desired'by.ihe developer of the project. HERITAGE COMMONS; C . A'.ri g n OFFER STATEMENT RIEZON.IN:G' ;Rural; Areas. (RA); Business General. ('B2), and Residential Performance(RP)Jo -Residential Planned Community District (R4) PROPERTY: 15.0.59 ,acres rcels 63 =A =15 4 A-W ad64-A -12 cletvelTax. Map y the "Property'') RE'C.ORD OWNER: R 150 SPE, LLC APPLICANT: l ea €fie) —Ee . „ +� � e) :1f "'Heritage Commons, LLC; PROJECT NAME: Heritage Commons ORIGINAL DATE _ OFPROFFERS: S eptember?-8', A56,201 3, REVISION DATE(S) September 530, 20'1_,3 January I4, M 4, April 7, 2014, 'July 3'0; 20,14 Executive Summary. The Property was originally rezoned in September 2005 under the name of.Russell `15:0. The Property has since changed ownership and the `new owner wishes 'to rezone the Property ,to Residential Planned Community District (R4) The undersigned;. €t!ederi'6E Gount-y, °CenterHeritage .Commons; LLC, its successors and assigns, Hereby proffers: that the use and development 011ie subject property shall be '.in strict- accordance, ^.'with the following conditions and shall'' supersede: and replace all other' proffers made prior hereto. It :is, further ,the: statement And 'intent'that 'with the acceptance -of the proffers contained herein any-arid all prior proffers affecting- this Property shall' be deemed null, .void, and .terminated I - n 'the event the, above- referenced amendments ,arer not granted applied 'for by 9 erApplicant, the, below described'. ;proffers shall b'e,'withdiawn; and be mill and void._ The, headings, of the proffers set;forth below `have: been prepared, for convenience,aor reference only and shall not° control or affect the, meaning or be taken as an interpretation of any provision of the proffers. -'The improvements proffered herein: shall be provided. at the time of developmenf of that portion of the site adjacent: to the improvement,.unless otherw.fs.e spec dherein. References made ,to ;,the -Master Development; Plan, 'hereinailer. referred to as the Generalized Development Plan; dated September 5, 30, 20.1.4, m required by the Frederick` County Zoning, iOrdmance, are to be iriterprete$ to be references to the specific F = rr Generalized Development -Plan heetshee'ts 'attached hereto and incorporated herein by reference _: as "Exhibit A. "` The, exact boundary and' acreage of each land bay may be shifted. to a reasonable degree at ithe time of site plan submission for each land bay in order to accommodate engineering or design considerations: - 9erApplicant is submitting° a Generalized 'D'evelopm'ent ,Plan; Exhibit A, as part .of a rezoning, application: The Generalized Development Plan is provided in, lieu of a Master Development Plan and contains all information :deemed appropriate by the .Frederick County •Planning Department., The Generalized Development Plan does not eliminate the- requirement `fora a Master Development 'Plan for the portion of the site to be developed, which will be provided following rezoning approval of the 150.59 +/-acre, site. I, DESIGN MODIFICATION DOCUMENT: ln,,order for 9wne�Applicant and Frederick County to implement this Residential Planned Community 'District, it will be`�°mportant .for 9erApplicant and Frederick; County Planning Staff to have the opportunity to :anticipate; incorporate'-and develop :new design types and cohfigurations that may`be,suitable. This 'is fo.include the,all'owance for theanstallation of multi- family immediately adjacent and in some cases in the same structure as business (commercial) uses. A. Pursuant to Article II,. Amendments of the Frederick County Zoning: Ordinance; the approval of this Amended Proffer Statement constitutes an- amendment to the zoning ordinance, which will allow for° the implementation of the Residential Planned Community District. B. OwparAp plicant has proffered a Design `Modification_ Document dated Sey�te>�er July 3`0; 20,14; that is.attached and incorporated hereto a& "Exhibit B. In addition to the above; by approving the Amended Proffer Statement, the Frederick, County. Board, of Supervisors agrees without need of any further Board of Supervisors or Planning Department approval "to any modifications of any matter which has-'been., previously agreed to and therefore approved by Frederick County.. Further still, any submitted revisions to the- 'approved Generalized Development. Plan, and /or any of its:requirements for;any development, zoned .R4 which affect the perimeter of the development, or which would increase the overall density, of the development shall require. the Board of Supervisors' approval. If, in the reasonable, discretion of the Frederick County Planning .Department, the Planning Department decides any requestedmodifcation should be=reviewed•by the Frederick County Board of Supervisors, itmay - secure said approval. by placing this matter before the Frederick County Board of Supervisors at its next regulariny scheduled meeting: .However, and not withstanding what `is stated.above, once :. a modification.has been approved - administratively, OwnerApplicant shall not, be required to seek approval for anysubsequerit similarymodifcation. 2. USES, DENSITY .AND MIX; 2. A. (1) BwnerApplicant shall develop a mix of unit types th__at may include single- family 'attached,; :multi-family,, gated single- family attached,. gated multi= family; shared residential.. and commercial "structures, office and retail. The following list -sin (2) below contains those uses which could exist within the Property. (2) The following list of Land Bays within the Land Bay Breakdown Table sets forth the general 'development parameters on the Property and is consistent with the proffered Generalized Development Plan identified as Exhibit, A:. The development will adhere to the land bay breakdown depicted in-the GDP and the- Land Bay Breakdown Table. 3 Tl di, ' Tam,c Iculafed.on1he bubble, ag-' creage:identifi'od''fof-'ea�,h'L, - d B­ - ` based th actual a -an is - ase, on e ohi'Pla'h,and inay-fluctuate based on fiftal'sbry ey work. pr6f-f6fed'.6ehet�,-Al'iz'eld-D!eve opm -4,4�;�443ay NIIII ,vill be,d�,-teFffli riate4and uses f He- to the final r-ight o typUtsuafit 'to the Frederick :C6unty Zoning' laf I' Tor, purposes: of�'. cal u. -irfg detfsi land' for public use and/of for the use -of, the Ordinance., �all, dedications ;and conveyances development or any Ho-mQQwiri,.e'rs,As-,soci'a-flo:n,-shafI be credited in., said calculations. C. - -s - V! There shall, be .a, unit cap',bf 1,200,Tesid'enti al units w ithin Land B, a V 13 J, build Applicant' , develop -between one ",hundred JAy °(150) Aft&one, hundred ei'p-ht.v-f6ift,('184)toWi-ihoug,&Soh�the�Pt�perty, dihat any, iownhouse&`Will ofily'be built in Land' limits on. th commercial,. - bay �­. There are no ei percentage or square feet of bus business, office aftd/6r,'refail deyolopnfeiit a�,t,referen-ced above. 4 0 Uses allowed in B51,.13�2 ;; B_ -6 `7.51 -a cr&s, 69% MIN. AC. 0% MA_ X, AC 100% MN. AC. Distticts"and� Desi' Modifi6ation Document- 100% MAX, AC I - Uses z'1!6,W,,e;djh Br 1, B 2; B_-3 8.03,acres. 0 P/,A4fN.I A"C; 0 %.'0 ,MAX AC. 100%.MIN. AC.. . 0istn'cts.'r and, Design Modification -Document 1_00% MAX. AC 3 Uses`allowed,in B-1, Bt2;B3 973 ,acpes `5% MIN. AC, 95% MAX. AC' 5%, MM AC. 050/lo MAX. AC Modification Document, 4, - Uses alloWedjh-8�1,: 9 -21,04 'cteg,­ a "00/6 MIN. _AC #%,MAX. AC, , j6fto MMAC ;Districts And.besi n Modifil cati on Document. 100%. MAX. AC 13 'Uses Allowed -J,t 9� .-,acres, 714. 1 M A 906,o,M , k 0. .§.601.` MAX, AC 1 %,MN. A0. 0 �Q" bik 8.�� J -E 20% MAX., AC 6 'Uses, allowed in, .B-!I;'B7-'2`, R-3 _16.83 acres," "fto'MN-AC: .0%.MAX., AC 1000/6,MIN. AC. Districts and Desi Modification Document 100% MAX. AC ,7-. Uses, allowed inB'-.I --, B=2; 13-3, -x-53` -T9,5 :.,g:qfe§ ',80% MM AC., 10% WN. AC, ARP ,4Digtr�cts,,,iiffd--.Design Niodifi-Catian Document, X 20% MAX; AC ' Buffalo Open Space, Trail, SS�tdn; 12.35 acres, N/A- N/A Lick Run Utilities• . Road Crossings, Tl di, ' Tam,c Iculafed.on1he bubble, ag-' creage:identifi'od''fof-'ea�,h'L, - d B­ - ` based th actual a -an is - ase, on e ohi'Pla'h,and inay-fluctuate based on fiftal'sbry ey work. pr6f-f6fed'.6ehet�,-Al'iz'eld-D!eve opm -4,4�;�443ay NIIII ,vill be,d�,-teFffli riate4and uses f He- to the final r-ight o typUtsuafit 'to the Frederick :C6unty Zoning' laf I' Tor, purposes: of�'. cal u. -irfg detfsi land' for public use and/of for the use -of, the Ordinance., �all, dedications ;and conveyances development or any Ho-mQQwiri,.e'rs,As-,soci'a-flo:n,-shafI be credited in., said calculations. C. - -s - V! There shall, be .a, unit cap',bf 1,200,Tesid'enti al units w ithin Land B, a V 13 J, build Applicant' , develop -between one ",hundred JAy °(150) Aft&one, hundred ei'p-ht.v-f6ift,('184)toWi-ihoug,&Soh�the�Pt�perty, dihat any, iownhouse&`Will ofily'be built in Land' limits on. th commercial,. - bay �­. There are no ei percentage or square feet of bus business, office aftd/6r,'refail deyolopnfeiit a�,t,referen-ced above. 4 0 3: GA•PhTA•L FA-CILITY IMPACTS. [APPI- Own r-- a�c,�,qpw,l-,edges,that ."Flre.d..en.ck'County has;,adppted, #,,fJscat impact model.. can as lysis, -has been' verformad by,S. J - -1 th '"b!:nit4ed#efewJ hattqchedonecoiiomic;� ana which., 'Patz & Associabds,, Inc. (" S,_PdU".). This &iatysis confirms; that !he: .proposed uses within Commons Will 'County.- As, air' Heritage Comi esult there generate a net positive benefit to Frederick will' nQt,.be;,a need tomake; a a, :e r rmts towa &Frpd'erick County �services. The specifics of I. the,:capital benefit to '0 r $_ 1,� 4_L300., 00.0,0 annually: In the event of 'any .Suqgesbenefits ;:to , on lh at a payment ought,, f6, b& made. towards the impacts when factored 'in with the c �rederick Oo It; oft fheinstallation of the proposed, uses,, it should. qpi'ta uril ­ I - - , I - ty a.s, 4� result: A& stal'o&m.,the, S. 'Patz analysi's the capital be'treated�- asl an,eoffset, benefits of lhe proposed - uses Ofilhe Property more than. compensate Frederick County for anyanticipaied, impact. the c)," tApplicant agf,&&s� to install, the road network that is depicted on. ; i'a Department of Dev--olopment Ph in., an afian ment and a. form, that .meets Virgin -qp And Trarisportation� '("VDOT") ,ge. onietn`c: des�iQn . standards. Both, County and )�n Applicant acknowledge that the road network hown on the Generalized Development Plan, Exhibit A, is, substantially siffiilar. to 1heroad-alighment thdvw-8 approved in the original rezo jj e a: new d.c�sl�g-,,n,and: ;'instal�lation,,-that, will occur :as rezoning. The,yartiesrecQpiverthat -there w, l,b_ a result of a Revenue Sharing Agreement entered into, by and between 'YPOT and Frederick beiween,Rederibk County' and Ownef., Count and also ais'�patatO.agti,,eih6hi.i�iitored,iiitob3�aiid ,qoe&,q lgr ee,to, participate,. pursuant to the terms of• said agreements, in 'the design and funding of theiristdIlAtion,of the road network, which, shall 'be in substantial 66tif6ftnatioo4W.ith,ihodesigrig,gei,fofthl-n'.Exhibi'tA-. The funding,, for "theinstal lation,of the road network shall be_ paid Apjilic'dnt . in cash contributions or cash' equivalent contributions through the donation -of real piol eg . It should, he noted that Warrior Drive is depicted ,on the Generalized Development-Plan as is future road =tb'be, dedicated ,dhd,- installed to,,ptoVide access `to 'Land BAys. `3:. rid 5... Applicant GMR- 4i•nfi'vmif- ffift'hOr iifoffers.,that -It will reagdrfablv cooperate With Frederick County and 5. STORMWATERQUALITY MEASURES: y 9wnerA plicant; hereby proffers that all :bus ness ('commerci'al);sand residential site plans submitted;to Frederick County will- be designed to implement Low 1"rnpa6t Development (LID) and' /or-, B "est Management Practices '(BMP), ito promote stormwater quality measures.. A statement will,:be" pr ".ov'ided on. each busiiiess,'(commercial) and. residential site plan identifying" the party or parfes, responsible for_maintaining,these LID and /or BMP facilites.•as a condition of site plan approval. = OWi Applicant hereby proffers, to establish u, no disturbance easement - °within the Buffalo Lick Run Stream Valley that -,is depicted on -the Generalized Development Plan: 'T,he purpose of'this no disturbance 'easement, is. o prohibit development' activities within. the business. (commercial) and residential - land `bays that are located within the defined area. The only aEtiu tyimprovements .that " may occur within this no `disturbancef easement will include road crossings; uti.Iity' install 'ations;;atormwaterFinanagement facilities; landscaping "and walking trails. Bays S and 7' The ,exact: a men ities will beldentifed on the:_Master Development Plan to ensure coriformifY'with ordinance requirements: Appl'i'cant;also proffers; to '.install walking trails and sidewalks within. the coffi unity and to install.:a en= -foo`t (10') wide .asphalt or concrete trail along the Buffalo `Lick Run "Stream.—Valley depicted ,oft Exhibit A. Th of which, the location ,of the a" :•, �' �`' °n�=wh be."dentif'ed on-'the ;; �� _Stfeaiii __. _ _. _ , only tempe . _ r,., i ef Avoti6ant shall- construct edestriantraN and /or sidewalk. systems, which connect e ach recreation a "rea to the residential land uses. withm'the defined ;Land Bay. The -final location - and/ot1rails shall be at'the subdivision,design plari stage. and °the antin of an 'such easements° Such traH& or sidewalk system shall be -constructed of materials selected by� OwnerApplican`t pro J ded;the, are not part of the: sidewalk system within the public right -of way: 7;. COMPREHENSIVE °'PLAN.;CONFORMITY: 6 E accepting . . this rezoning application, Frederick County Board of and 4'pproving ing app, 1ca ion, n prov bl" 'facilities, atfd utilities ;S' Ubrs 'aiAlf(jAzes! the loca-fio-n a' d iski.n of th6se po- is uses, fa ppery Specj`Mally referenced on the Generalized` Devel'opi-ndit .Plan, in -this Am-ended Proffer Statenferft, and on design plans, as the extension and ,,construction of 'water and sewer lines' -and 'fdc'il'iti,'�sand' roads necessary to'$,O e4hi Property , roperty, apt. to, Virginia, -Code Section 15-2 2232, and. the Frederick County Code`. jhe ptt&falarea of location : for roads necessary to serve ffil'S'Propprly are as shown ' sh own-on-Jhe'Generalize,4 DemblopmentPtan Wiffithe ,exaUlocallohS tbhp�d�tennined,basgd.-Ot f�iafengineering' and 4s-,4ppTDvOdby Frederick cCounty. Acceptance of Amended P,'toffet'�,f2iii-iii��tli�c�dri�iifufes approval of facilities; and utilities o usl6s and their ability to be deVdoped within the: Land Bays identified on. Exhibit A, and thereby further excepts, said public uses, fadfif utilities from fur Comprehensive ornmehensive Plan confonnity I, review: PHASING' -A. Owner- fesefwos thO 4ght to eei44tiuc4 eO.1141tlnit�5 �"e-fftFyzi'fei4Hfes ineludin -e developtoent tojogg q!4 ma or- eolleeto Rtyj�e SjgR5 t ffij�, v -y entr-at4ees to j initial commericernent -ofdev-glbpMLegt and construction. Iii,.teWOii8-eltb comments received trom 7 t 'COUNTY G BN -RHERITAGE COMMONS, LLC Matthew Milstead Its. Mdndgef Q QM ,NON EALTHO FVIRGINIA, AT _AGE, COUNTY -OF FREDERICK to wit: 'The foregoing -_instrum.ent, was acknowfedged before: me this day of f--REDERICK COUNTY- 20Y,4- bY Matthew, Mrifst6ad, 4ger of HERITAGE COMMONS,' LLC: NOTARYlU. BLIC. 'Myy, comm l ssioii -expires Registration ntlihbft: R 150 SP E, By: Earl W,.,',0o1e, .111. Its' Manager COMMONWEALTH OF VIRGINIA, LAR QE 9 E 10