Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
10-15 Heritage Commons PINs 63-A-150, 64-A-10, 64-A-12 - RP, B2, RA to R4 - Shawnee - Backfile
REZONING TRACKING SHEET Check List: Application Form Fee & Sign Deposit ✓ Proffer Statement Deed Impact Analysis Plat/Survey Adjoiner List Taxes Paid Statement l 0 a ( File opened 0 J Reference manual updated/number assigned l D-base updated Copy of adjoiner list given to staff member for verification ) Cd a ) �� Color location maps ordered from Mapping I ,� -is - is Application Action Summary updated t Planning Commission Meeting ACTION: lt_�C e P::JonIY j 12 I c Board of Supervisors Meeting ACTION: AA-1)`-P Signed copy of Resolution received from County Administrator and placed in Proffers Notebook together with proffers ) o 5 Approval (or denial) letter mailed to applicant/copy to file and cc's Reference manual updated 1/0 S D-base updated ` Application Action Summary updated 1 File given to Mapping to update zoning map Zoning map amended Proffers recorded Sys ID # 1001 HERITAGE COMMONS LLC 66-54/5147491 8229 BOONE BLVD 5894650299 SUITE 14630 VIENNA, VA 22182 . [c Pay to Order of , NOTES RECEIPT DATE' I IS NO. 9432v 1 RECEIVED FROM ADDRESS ■ Q,,a FOR 0'' zcn*I nci Ann I 't Cc`� iCx�� I S{ LLC' ll �C3-fl-lS(1 (��-A-1Q� ��I-R-� ACCOUNT HOW PAID ( AMT. OF CASH ACCOUNT AM' CHECK*l PAID os Cad, IL�' BALANCE I I MONEY I DUE I ORDER BYA COUNTY of FREDERICK Department of Planning and Development 540/ 665-5651 Fax: 540/665-6395 December 10, 2015 Mr. Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 RE: REZONING 410-15 HERITAGE COMMONS PIN: 63-A-150, 64-A-10 and 64-A-12 Dear Evan: This letter serves to confirm action taken by the Frederick County Board of Supervisors at their meeting on December 9, 2015. The above -referenced application was approved to rezone 96.28+/- acres from B2 (business General) District to R4 (Residential Planned Community) district, 54+/- acres from RP (Residential Performance) District to R4 (Residential Planned Community) District and .31+/- acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers. The properties are located west of the intersection of Front Royal Pike (Route 522) and Airport Road (Route 645) and are identified by the Property Identification Numbers 63-A-150, 64-A- 10, and 64-A-12 in the Shawnee Magisterial District. The proffer statement, originally dated September 25, 2015, with final revision date of December 9, 2015, that was approved as a part of this rezoning application is unique to the above referenced properties and is binding regardless of ownership. Enclosed is a copy of the adopted proffer statement for your records. Pursuant to §165.102.06E, the County Attorney will present the written proffer to the Frederick County Clerk of Circuit Court for recordation. Please do not hesitate to contact this office if you have any questions regarding the approval of this rezoning application. Sincerely, _ ' t/ ' L L (Michael T. Ruddy, AICP Deputy Director MTR/pd Attachment cc Gene Fisher, Supervisor Shawnee District Lawrence Ambrogi and H. Paige Manuel, Shawnee District Planning Commissioners Jane Anderson, Real Estate Ellen Murphy, Commissioner of Revenue R 150 SPE, LLC., 621 E. Pratt Street Suite 600, Baltimore, MD 21202 Rod Williams, County Attorney w/Proffer and Resolution Eric R. Lawrence, Executive Director of F.C.S.A. 107 North Kent Street, Suite 202 • Winchester, Virginia 22601-5000 0 0 REZONING APPLICATION #10-15 Heritage Commons Staff Report for the Board of Supervisors Prepared: November 30, 2015 Staff Contacts: Michael T. Ruddy, AICP, Deputy Director John Bishop, AICP, Deputy Director - Transportation PROPOSAL: This is a request to rezone 96.28 acres from B2 (General Business) District to R4 (Residential Planned Community) District, 54 acres from RP (Residential Performance) District to R4 (Residential Planned Community) District, and .31 acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers. The total acreage is 150.59 acres to the R4 (Residential Planned Community) District. LOCATION: The site fronts on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and has fi-ontage on the cast side of Interstate 81. EXECUTIVE SUMMARY & PLANNING COMMISSION RECOMMENDATION FOR THE 12/09/15 BOARD OF SUPERVISORS MEETING: The Heritage Commons rezoning application is a request to use the R4 (Residential Planned Community) Zoning District, with modifications and proffers, to construct a development with 645 residential units and commercial uses. The project is located on the 150-acre property commonly known as Russell 150. The 645 residential units may include multi -family units and multi -family residential units combined with commercial structures. The Planning Commission recommended approval of this request. The Commission, as noted in the meeting summary, discussed this item thoroughly and identified several issues. Those items included the transportation components of the request, details of the revenue sharing approach, and the request of the FCSA regarding preliminary well exploration on the site. Ultimately, the Planning Commission recommended approval of this request. The Applicant has provided a revised proffer statement dated November 19, 2015 that includes four changes related to the discussion at the Planning Commission meeting; 1) Section C2 — To incorporate the method to calculate acreage for residential/commercial land use in the same structure, 2) Section C5 — To incorporate the common shared buffer and screening easement language relative to multi -family land use adjacent to the Sheppard Property (TM# 64-A-14), 3) Section E1 —To incorporate the FOPS language regarding the timing of the student population data count, and 4) Section F3 — To fix a typo regarding the width of the asphalt trail. The County Attorney has confirmed that these changes are acceptable as to legal form. In summary of the application; the land uses shown with the Heritage Commons rezoning application are not wholly consistent with the 2030 Comprehensive Plan. It is recognized that commercial and higher density residential uses arc supported in this general area, but not specifically within the locations identified in the GDP and accompanying Land Use Matrix. Rezoning #10-15 Heritage Commons November 30, 2015 Page 2 Additionally, the Application does not adequately address the negative impacts associated with this request; in particular, the negative transportation and fiscal impacts. The Applicant's approach to addressing these items should be carefully evaluated. In particular, it should be detennined if the Revenue Sharing approach to securing partial completion of the transportation improvements is satisfactory (page 8). Also, it should be determined if the Applicant's alternative to credit the impacts to community facilities is acceptable (page 10). On the transportation front, the applicant has improved the language regarding commitment to the revenue sharing project which would complete Airport Road, the roundabout, and the bridge over I-81. However, this comes at a cost of only a right-of-way commitment to Warrior Drive, only a right-of-way commitment to Tevis Street to the northern property line, and removal of the $ l million cash proffer toward offsite transportation improvements. Consideration and analysis needs to be given to proper access to the southern land bay which is being set up to access exclusively through the Madison parcel. This would not be the case if Warrior Drive was still being considered. The items identified throughout the Staff Report, and those issues discussed by the Planning Commission should be evaluated by the Board of Supervisors prior to a decision on this rezoning request. Staff has included the additional comments provided by several of the review agencies that were presented to the Planning Commission for your information. These are located immediately following the Applicant's revised proffer statement and the Board of Supervisors draft resolution. ing this rezoning anvlication by the Board of Supervisors would be appropriate. The Applicant should be prepared to adequately address all concerns raised by the Board of Supervisors. Rezoning #10-15 Heritage Commons November 30, 2015 Page 3 This report is prepared by the Frederick County Planning Sty{f f' to provide ill fnl•lllation to the Planning ColIlmi.vion and the Board of'Snpervisors to assi5•t them in making 11 tlecisioll oil this Application. It m(ty also be useful to others Interested in th1.S zoning Mattel'. Unresolved lsslles concerning this Application are noted by sta 'where relevant throughout this staff report. Reviewed Action Planninb Commission: 1 1/18/15 Recommended Approval Board of Supervisors: 12/09/15 Pending PROPOSAL: This is a request to rezone 96.28 acres from B2 (General Business) District to R4 (Residential Planned Community) District, 54 acres from RP (Residential Performance) District to R4 (Residential Planned Community) District, and .31 acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers. The total acreage is 150.59 acres to the R4 (Residential Planned Community) District. LOCATION: The site fronts on the Nvest side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and has frontage on the cast side of Interstate 81. MAGISTERIAL DISTRICT: Shawnee PROPERTY ID NUMBER(S): 64-A-10, 64-A-12, 64-A-150 PROPERTY ZONING: B2 (General Business) District, RP (Residential Performance) District and RA (Rural Areas) District PRESENT USE: Vacant ADJOINING PROPERTY ZONING & PRESENT USE: North: RP (Residential Performance) B2 (General Business) South: RP (Residential Performance) B2 (General Business) East: RP (Residential Performance) West: City of Winchester Use: Residential/Institutional Vacant Use: Vacant (Madison Village) Vacant Use: Residential Use: Residential/Vacant PROPOSED USES: 645 residential units and commercial uses within this 150 acre project. 1-1 r Is Rezoning #10-15 Heritage Connnons November 30, 2015 Page 4 REVIEW EVALUATIONS: Please see attached applicant's responses for the following reviewing agencies: Frederick County Attorney: Please see attached letterfrom RoderickB. TVilliams, County A ttorney, dated October 28, 2015. Virginia Department of Transportation: Please see attached email from Jeff Lineberry dated October 16, 2015. Frederick County Public Schools: Please see attached letter from K. Wayne Lee, Jr., LEED AP dated September 30, 2015. Frederick County Public Works: Please see attached letter from Harvey E. Strawsnyder, Jr., P.E. dated September 25, 2015. Frederick County Parks and Recreation: Please see attached email from Jonathan Turkel, Park and Stewardship Planner dated September 28, 2015. Fire Marshal: Plans approved dated 09/18/15. Frederick County Sanitation Authority: Please see attached letter from Uwe E. Weindel, PE., Engineer -Director dated September 15, 2015. Frederick -Winchester Service Authority: No comments regarding wastewater treatment capacity. Winchester Regional Airport: Please see attached letter from Serena Manuel, Executive Director dated October 21, 2015. City of Winchester: Please see attached letter from Perry Eisenach, PE., Public Services Director, dated September 22, 2015 Planning & Zoning: 1) Site History The original Frederick County Zoning Map (U.S.G.S. Winchester Quadrangle) identifies these properties as being zoned R-1 (Residential Limited). The parcels were re -mapped from R-1 to A-2 (Agricultural General) pursuant to the County's comprehensive downzoning initiative (Zoning Amendment Petition #011-80), which was adopted on October 8, 1980. The County's agricultural zoning districts were subsequently combined to form the RA (Rural Areas) District upon adoption of an amendment to the Frederick County Zoning Ordinance on May 10, 1989. The corresponding revision of the zoning map resulted in the re -mapping of the subject property and all other A-1 and A-2 zoned land to the RA District. Rezoning it10-15 Heritage Commons November 30, 2015 Page 5 Properties 64-A-10 and 64-A-12 were rezoned in 2005 from the RA District to the B2 and RP Districts with Rezoning Application #01-05 for Russell 150 with proffers. The proffers approved Nvith Rezoning #01-05 are attached. In 2014, the initial Heritage Commons rezoning application was submitted to the County for review. Ultimately, on March 11, 2015, the Frederick County Board of Supervisors denied rezoning application RZ#02-14. On October 13, 2015, this current Heritage Commons rezoning application, RZ#10-15 was submitted to Frederick County by way of a letter dated September 2, 2015. This current rezoning application was determined to be substantially different fi•om the previously denied rezoning application, and therefore may be accepted and processed through the rezoning application process. 2) Comprehensive Policy Plan Land Use The Frederick County Comprehensive Policy Plan is an official public document that serves as the community's guide for making decisions regarding development, preservation, public facilities and other key components of community life. The primary goal of this plan is to protect and improve the living environment within Frederick County. It is in essence a composition of policies used to plan for the future physical development of Frederick County. The parcels comprising this rezoning application are located within the County's Urban Development Area (UDA) and Sewer and Water Service Area (SWSA). The UDA defines the general area in which more intensive forms of residential development will occur. In addition, the Heritage Commons property is located within the Senseny/Eastern Frederick Urban Area Plan. This land use plan calls for the area north of Buffalo Lick Rum and between I-81 and the future Warrior Drive to be developed with Employment land uses and the area south of Buffalo Lick Run for High -Density Residential. The high density residential designation is located adjacent to other proposed higher density residential land uses such as Madison Village. The Heritage Commons l/pplieation proposes land uses which al-e not wholly consistent with these areas of the land use plan. Specifically, Land Bay 3 may be entirely commercial, rather' than residential as Nent/fled. Fl/l'thel', Land Bay 2 may be predominantly resi(lent/al lather than com/1lei-c al/elllpJoy/llellt land uses ident4i'e(1. Areas planned for employment land uses are envisioned to allow for intensive Retail, Office, Flex -Tech, and/or Light Industrial Land Use in a planned business park settings. As noted, the employment land uses are generally north of Buffalo Lick Run and west of future Warrior Drive. Areas planned for higher density residential development are envisioned to develop with 12-16 units per acre and would generally consist of a mix of multi -family and a mix of other housing types. This density is necessary to accommodate the anticipated growth of the County within the urban areas. The Heritage Commons rezoning is proposing to develop up to 645 residential 9 0 Rezoning #10-15 —Heritage Commons November 30, 2015 Page 6 units on approximately 46.47 acres of the property which would equate to approximately 13.8 units per acre. This assumes that most of the residential development would occur in Land Bay 2. It is recognized that smaller amounts of residential may occur in land bay 3. The Applicant is proposing to develop multi -family residential units and inulti-family residential units mixed with commercial uses within the same structure. The types of residential units and the proposed densities within the project are consistent with the goals of the 2030 Comprehensive Plan and specifically the Senseny/Eastern Frederick Urban Area Plan. However, they are in locations that differ from those identified in the Plan. The application provides for a Generalized Development Plan (GDP), included in the proffer statement that identifies three land bays and shows their location within the property. The proffer statement contains a land use matrix that further defines the land uses within the land bays. The Heritage Commons rezoning allows for; commercial uses within all three land bays, residential primarily within Landbay 2, and potentially a small amount of residential in Land Bay 3: Landbay 1 — 37.48 acres — 100% Commercial Landbay 2 — 46.47 acres — 75%-80% Residential (remainder 20%-25% Commercial) Landbay 3 — 53.95 acres — 80%-100% Commercial (remainder 0%-20% Residential) Buffalo Lick Run — 12.35 acres — Open Space Land Bay 3 is the area located south of Buffalo Lick Run. The Comprehensive Plan calls, for high density residential in this area, and therefore the designation of this area for commercial uses, allowing up to 100% commercial uses, with the potential for 0 — 20% residential uses, is inconsistent with the Comprehensive Plan. Land Bay 2 is the area located north of Buffalo Lick Run and south of Airport Road extended. The Comprehensive Plan calls for employment land uses in this area, and therefore the designation of this area for primarily residential uses, allowing up to 80% commercial uses, with the potential for 0 — 20% residential uses, is inconsistent with the Comprehensive Plan high density residential in this area. There are no issues with the proposed land uses in Land Bay 1 or the Buffalo Lick Run Open Space Land Bay. The applicant should _further address the discrepancy between the proffered land uses identified in the GDP and matrix, with the land uses identified in the 2030 Comprehensive Plan. It should be recognized that while the application identifies itself as an urban mixed use commercial and residential community, and in many cases describes this environment, the proffer statement does not fully implement such a development. Urban Center designation is envisioned to be a more intensive, walkable urban area with a larger commercial core, higher densities, and designed around some form of public space or focal point, located in close proximity to major transportation infrastructure. Rezoning It 10-15 — Ileritage Commons Nowniber 30, 2015 Page 7 Zonin,Q Ordinance — R4 District The R4 (Residential Planned Community) District is a district that allows for a mix of commercial and residential land uses. The District is intended to create new neighborhoods with an appropriate balance between residential, employment and service uses. Innovative design is encouraged. Special care is taken in the approval of R4 developments to ensure that necessary facilities, roads and improvements are available or provided to support the R4 development. Planned community developments shall only be approved in conformance with the policies in the Comprehensive Plan. The R4 District is a flexible district that allows for an applicant to request a number of modifications to the Zoning Ordinance to tailor the requirements to meet the needs of their development. Done properly and in conformance with the Comprehensive Plan, the R4 District can produce a unique and beneficial development for the community. As stated in the intent of the district, "special care is taken in the approval ofR4 developments to ernsrrr'e that necessary}, facilities, roads and improvements are available or provided to support the R4 development. " Staff Note: The proposed R4 Zoning classification being sought ivith this rezoning application would enable a mixed use development; however, based on the proffered Generalized Development Plait and Land Use Matrix Table there are no assuWl rances thrn the proffer statement that an innovative mixed rise development with an identifiable core%einter' area ivlll be pr'ovrtletl. As pr'nf fer'ed, the development could be a typical r'e'sidentral and cornmer'clal pr'olect, With the itses being clear'Ij, segregated fr'orn one another. This Is contrary to the potential urban mixed -Ilse style development previously illustrated and described in the application. Transportation The Frederick County Eastern Road Plan provides the guidance regarding future arterial and collector road connections in the eastern portion of the County by identifying needed connections and locations. Plans for new development should provide for the right-of-ways necessary to implement planned road improvements and new roads shown on the road plan should be constructed by the developer when warranted by the scale, intensity, or impacts of the development. Existing roads should be improved as necessary by adjacent development to implement the intentions of the plan. Warrior Drive and the extension of Airport Road from its current terminus, over Interstate 81, into the City of Winchester are road improvement needs that are identified in the Eastern Road Plan that directly relate to the Russell 150 property. Both are important improvements for the County and the City of Winchester collectively. Warrior Drive in projects to the south of the subject rezoning have provided for a four -lane divided and raised median road section for Warrior Drive. Accommodations for constr'rrctrorn of these new rnalOr collector roads presently are not, but should be incorporated into the project. E 0 Rezoning #10-15 —Heritage Comunons November 30, 2015 Page 8 Transportation Approach The previous application, the Russell 150 project, included detailed proffers which dedicated right-of-way and fully constructed Warrior Drive, Airport Drive Extended, East Tevis Street Extended, and the Flyover Bridge on I-81. These items were funded through the creation of a Community Development Association or CDA. StaffNote: In the time since the approval of the original development, the County has (of its own volition), secured in excess of $8, 000, 000 in state funds to match with private dollars to aid in meeting these proffered obligations. This revenue sharing effort continues to be available to the Heritage Commons applicant should they elect to assume responsibility for the local match. The funds could be returned to VDOT in the event that the applicant elects not to utilize the funding. The applicant's proposed proffer package relies upon revenue sharing funding procured by Frederick County and an agreement between the applicant and Frederick County for providing matching funds being in place within 30 days. The Applicant's proposed proffer package relies upon revenue sharing funding procured by Frederick County and an agreement between the applicant and Frederick County for providing matching .funds being in place within 30 days of a non -appealable rezoning approval. The Applicant has further identified that development activities shall not be permitted to commence on the property until the agreement is executed. This does provide the County with some certainty regarding the development of the roads proffered and ensures that the transportation impacts associated with any development commencing without the roads proffered will not be an issue. The Applicant has proffered to enter into the revenue sharing agreement within 30 days of non -appealable rezoning which amounts to a 60 day timeline to enter into the agreement from the date of the rezoning action by the Board. Using the Applicant's road section references, they are committing to section A, Airport Road from Rt. 522 to the roundabout, and section B which includes the roundabout, bridge, and stubs to the north and south. Notably, the Applicant is not committing to participate in, funding the Tevis extension to the north property line or Warrior Drive to the south property line as has been previously proffered. It should be noted that the County has revenue sharing funds for the Tevis extension but not currently.for Warrior Drive. Based on the GDP and the proposed proffers it would appear the Applicant's commitment to connecting Warrior Drive to the south, while improved from the previous proffers, still leaves much room for uncertainty. Rezoning 1110-15 — heritage Commons November 30, 2015 Page 9 Corridor Appem-ance Buffers The Senseny/Eastern Frederick Urban Area Plan calls for a significant corridor appearance buffer along Route 522 similar to that established for the Route 50 West corridor in the Round Hill Land Use Plan, which consisted of a 50 foot buffer area, landscaping, and bike path. The Heritage Commons rezoning has not addressed th/S corri(lor enhancement. 3) Potential Impacts Fiscal Impacts In its current format, the application's proposed development of 645 multi-f tinily residential dwellings and 107,500 square feet of'co/umerc/l/llllnd //se stay have a /tegative.fiscal i/upact on the County. The land use phasing proffer proposed states that the Applicant may develop up to 299 residential units before any commercial land use is developed. Prior to the issuance of the 300"' Certificate of Occupancy for a residential unit the Applicant would aced to develop 50,000 square feet of commercial land use. Subsequently, the Applicant may then develop an additional 299 residential units. An additional 57,500 square feet of commercial land use would then need to be developed prior to the issuance of the 600°i residential unit. To enable the maximum land use proffered to occur based on 645 residential writs, the Applicant would have to develop 107, 500 square feet of commercial land use. It is recognized that a significantly greater amount of commercial land uses may be developed. The impacts associated with the potential additional commercial development are primarily recognized to be transportation related. Therefore, it is imperative to ensure that necessary facilities, roads and improvements are available or provided to support the development. County Development Impact Alloclel The County's Development Impact Model (DIM) is utilized to project the capital fiscal impacts that a residential development will place on the County over a 20-year period. Through an extensive review in 2013/2014, the DIM policy was reaffirmed that the DIM projection would consider residential capital fiscal impacts and would not consider credits for commercial components of a development proposal. On June 10, 2015, the Board of Supervisors adopted the updated DIM for use in FY2015. The DIM projects; that on average, residential development has a negative fiscal impact on the County's capital expenditures. As such, all rezoning petitions with a residential component submitted after July 1, 2015 will be expected to demonstrate how the proposal will mitigate the following projected capital facility impacts: Single Family Dwelling Unit = $ 19,681 Town Home Dwelling Unit = $ 13,681 Apartment Dwelling Unit = $ 13,880 u Rezoning #10-15 — Heritage Connnons November 30, 2015 Page 10 The following is a breakdown of the projected impacts per dwelling unit for each capital facility. Capital facility Single Family Town home Apartment Fire And Rescue $ 547 General Government $ 1,373 Public Safety .................. ....................... .... ...-_-___... _.................................................................................................................................... $ 0 ... Library ........................................................................_....................................................................................................................................... $ 442 Parks and Recreation $ 1,819 ..................................................................................---................................................................................................— School Construction $ 15,499 Total $ 19,681 $ 406 $ 412 $ 1,050 $ 1,050 $0 $0 $ 338 .............................................................................................----..............._._.............................................................................. $ 338 $ 1,391 $ 1,391 $ 10,495 $ 10,689 $ 13,681 $ 13,880 The application does not contain a proffered mitigation proposal to fully address these impacts. This projection solely considers capital fiscal impacts; operational fiscal impacts are generally much greater (recent analysis indicates expenses of a residential use exceed $100,000 over 20 years). Impact on Community Facilities The Applicant is proposing an alternate approach to addressing the potential impacts to community facilities by; 1) proffering an alternate approach to determining the potential impacts to public schools resulting fiorn student generation fiom the project, see proffer E, and 2) proffering an amount $3,000, that is less than that identified in the current Development Impact Model for each student over a number of students prescribed in the proffer statement (Monetary Contribution for Public Schools, Proffer E). The above approach reflects the Applicant's belief that their project will generate less students than would be customary and that the amount of their contribution would be offset by other credits; commercial land use and transportation credits. The Board of Supervisors should ultimately determine if such an approach is appropriate. Current Board policy recognizes that the impacts to community facilities by certain types of residential development, illustrates thosepotential impacts with the Development Impact Model (DIM), and anticipates that the Applicant willfully address those impacts. Schools are one component of the DIM. The potential impacts to other community facilities have not been fully addressed. Rezoning 1110-15 — Heritage Commons November 30, 2015 Page I I It should be recognized that the Applicant characterizes the residential land uses as market rate and incudes a definition of market rate within the proffer statement. TraTic Impact Analysis The Traffic Impact Analysis (TIA) on file from the previously approved application (Russell 150) projects that the development of 294 single family attached residential units, 264,000 square feet of office use, and 440,450 square feet of retail use would generate 23,177 vehicle trips per clay. The report was developed with primary access to the project to be via the proposed western extension of Airport Road which would extend into the City of Winchester via East Tcvis Street extended. A secondary access point was modeled from the project onto Route 522. The continuation of East Tcvis Street from the property north to Route 522 was not modeled in the TIA. The TIA concludes that the traffic impacts associated with the Russell 150 application are acceptable and manageable. It should be recognized that with the exception of the Route 522/50/17 intersection with the Interstate 81 ramp, a level of service "C" is achieved. The above noted intersection is currently operating at a level of service C(F). When the 2010 background is added, this intersection is projected to operate at a level of service D(F). The inclusion of the 2010 build -out information results in a level of service D(F). O represents AM(PM) LOS (level of service). Note that the applicant hers prgfrerecl to perform aciclitional traffic impact artalyvis when tactual trip generation eV'cee(ls 20,000 VPD prior" to fin -thee development activities and implement improvements called for within the TIA. 4) Proffer Statement — Dated September 25, 2015; revised October 29, 2015: Executive Summary: The applicant has proffered a GDP (Generalized Development Plan) (Exhibit A — Heritage Commons Generalized Development Plan) for the purpose of identifying the general road layout and land bays within the development. Also proffered is a Design Modifications Document — Exhibit B. 1. Design Modification Document — Exhibit B. The Applicant has proffered a number of ordinance modifications with this rezoning application. The R4 Zoning District allows an Applicant to modify Zoning Ordinance requirements so that they may tailor the development to meet their needs. Below is an outline of the requested modifications contained within "Exhibit B" with staffs comments: • Modification #1— Section 165-501.02 Rezoning Procedure. Proffered Master Development Plan. The Applicant is requesting to provide a GDP in lieu of a 9 0 Rezoning #10-15 — Heritage Commons November 30, 2015 Page 12 MDP (Master Development Plan) during the rezoning process. The MDP would come before the Planning Commission and the Board of Supervisors as an informational item at a later time. • Modification #2 — Section 165-501.03 Permitted Uses. The applicant is requesting to mix commercial and residential land uses within the same structure. "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". Specific standards for the modified permitted residential uses have not been provided. Modification #2 also states that no M 1 (Light Industrial) or OM (Office and Manufacturing) uses will be permitted, other than those otherwise permitted in the RP, B 1, B2, and B3 Zoning Districts. • Modification #3 —Section 165-501.05 Mixture ofHousing Types Required. The Applicant is requesting a modification from the requirement that no more than 40% of the residential areas may be used for housing other than single family (multi -family, townhouses, etc). The Applicant is requesting to utilize 100% of the residential area for multi -family residential units. • Modification #4 —Section 165-501.06(C) Residential Density. TheAapplicant is requesting a modification from the maximum residential density of four units per acre. The Applicant is requesting to utilize the densities specified in the RP District multi -family residential land uses (20 units/acre). This area south of Bu ffalo Lick Run is slated for high density residential land uses in the Comprehensive Plan with a density of 12-16 units/acre; however, it has been recognized that this specific location, primarily Land Bay 2, is not entirely consistent with the area identified for high density residential in the 2030 Comprehensive Plait (Land Bay 3). The requested modification in density is in conformance with the Comprehensive Plan. • Modification #5—Section 165-501.06(D) Commercial & IndustrialAreas. The Applicant is requesting a modification from the requirement that commercial or industrial uses may not exceed 50% of the gross area of the total planned community. The Applicant would like the ability to exceed the commercial area beyond 50% of the project. • Modification #6 — Section 165-501.06(E) Open Space. The applicant is requesting a modification from the minimum 30% open space requirement. They are requesting that a minimum of 15% of the gross area of the development and 100% of the Buffalo Lick Run Stream Valley area be designated as open space. This modification has thepotential to create a community with limited outdoor areas./or recreation, which is contrary to the intent of the R4 (Residential Planned Community). The outdoor recreation and open space areas discussed in this request are not proffered improvements. Rezoning It 10-15 — Heritage Commons November 30, 2015 Page 13 • Modifcationn #7—Sectio» 165-501.06(G) Buffers and Screening. The Applicant is requesting a modification/elimination from the requirement for buffers between the internal uses (uses within the commercial and residential land bays). The Applicant is proposing to provide perimeter zoning district buffers where required. The elimination of'buf fen.v enables reb7(lelntial llses (i.e. apartment buiNing) to be,fronted on a street direct�v across from a commercial use, Which creates more of an urban setting. • Alodifieation M — Section 165-501.06(I) Road Access. The Applicant is requesting a modification from the requirement that all streets within the planned community shall be provided with a complete system of public streets. The Applicant is requesting that all major collector road systems identified in the Comprehensive Plan sliall be public streets, but that all other streets within the development may be private. They are also requesting a modification to allow them to exceed the maximum distance a residential structure may be located from a public road. The Frederick County Engineer has not developed or adopted acceptable design btandar (Is. for Private Streets Within Frederick County. The Applicant should provide a commitment that the Major Collector Roads will be constructed by the Applicant reflective and consistent With the MCR design as a complete street, especially Warrior Drive as It Will be used to serve the development in the future. • Modification #9 — Section 165-501.06(M) Phasing. The Applicant is requesting a modification/elimination fi-om the requirement that a scliedule of phases be submitted. The ordinance requires an Applicant to specify the year the phase will be completely developed. The Applicant has prof f ,red a phasing schednIe that has been (lisenssed elsewhere in this report. • Modification #10 — Section 165-201.03(B)(6) Height Limitation and Section 165-601.02 Dimensional and Intensity Regnirements. The Applicant is requesting a modification of the maximum height of commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial and residential buildings. The current height maximum for office buildings and hotel and motel buildings is 60'. The Applicant is requesting that commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial/residential buildings may be constructed up to 80' in height, not including architectural screening features which may be limited to 90'. Tliepl'OYllility to the Air1)oi-t ni111, beof colicel'/i and Was flll'ther all(1rea:Se(l. It is recognized that the Applicant has met With the Blecutive Director of the Ill' nche'ster Regional Airport and has i nch(ded a(llhtronal exhibits to allllress the concerns related to the height limitations of structures that Nonni impact the Ahport approach zones and conical zones. L.J 0 Rezoning #10-15 — Heritage Commons November 30, 2015 Page 14 • Modification #11 — Section 165-402.09(j)(DI) Multi -family Residential Buildings. The Applicant is requesting a modification from the setback requirement for multi -family buildings. The ordinance currently requires that buildings over 60' be set back one foot for every foot over 60 up to the maximum height of 80'. The Applicant is proposing that all buildings may be constructed within 20' of public or private street systems serving the community. This results in a more urban setting which is consistent with that envisioned in the Comprehensive Plan. The Application should qualify that the 20' would be the fi-ont setback and that buildings would not encroach within this 20'. Modification #12 coii firms this, should it be approved. • Modification #12 — Section 165-402.09(1) Modified Apartment Building. The Applicant is requesting a modification to the dimensional requirements for Garden Apartments. The garden apartment housing type has a maximum of 16 units per structure, a height of 55', and setbacks of 35' from public roads, 20' from private roads, 20' side and 25' rear. Building separation per ordinance is 20' or 35' depending on the orientation. The Applicant is proposing a modification that would allow for up to 64 units per structure, a height of up to 80' and setbacks of 20' from public roads, 10' from private roads, and 15' side and rear setbacks. Proposed building separation is 15'. This modification results in snore urban standards (density and setbacks) similar to those envisioned for UDA (Urban Development Area) Centers. 2. Uses, Density and Mix: The Applicant has proffered a potential mix of residential types (multi -family and multi -family combined with commercial in the same structure), shared residential and commercial structures, office, retail and other commercial uses. Industrial land uses have been eliminated. There are three land bays and a Buffalo Lick Run land bay (the Buffalo Lick Run land bay consists of 12.35 acres of preserved environmental features). The Land Use and Land Use Matrix described previously in this report further describes the proffered development program. The proffers place a cap of 645 residential units on the development. There is no cap or triggers on the commercial square.footage within land bays, beyond that identified in the Land Use Matrix. However, the Applicant has capped the potential developmelztprogranz up to 20,000 ADT. Transportation Proffer 7 would then enable additional commercial development based on future Traffic Studies. 3. Capital Facility Impacts: The Applicant has proffered the following approach to addressing the community facility 0 . Rezoning #10-15 — Heritage Commons November 30, 2015 Page 15 impacts and obtaining credit towards addressing those community impacts. The Board of Supervisors should ultimately determine if'this approach and the details of'the approach to address the col)1// unity facility impacts is appropriate. The Heritage Commons mixed -use residential and commercial project proffers cr nlaxinitnn of 645 market role multi-Jcrmily residential units. The County'S Development Impact A4odel (DIM) does not di fferenliale betiveell lllarlcet rule nlurlti-finllily units, conventional multi -family units, or subsidized multi -family units. The current fiscal impact assumed by the DIM for apartment units is $13,880.00 per unlit. There, fre, a stand-alone 645 unit multi-fumily residenlial development would be prgjected to have a capital facilities fiscal impact of $8, 952, 600.00. The Heritage Commons Proffer Statement commits to 50,000 square feet of commercial clevelopme/rl prior to the 3001h market -rate mlrlli-family unit, an additional 57, 500 square feel of commercial development prior to the 6001h market -rate multifamily unit. The DIM Output Allodide demonstrates a 50%reduction in normal capitalfacilitiesfiscal impacts based on these pr'offc'1 red C011dJ170115. The'1'efol'e, the pl'Offel'ed commercial development program results ill a fiscal impact credit lowards the $13,880.00 per unit value prgjected by the DIM. The Heritage Commons Prof%r Statement commits to providing the local funding mulch for the construction of the Interstate 81 Bridge, the dual -lane Roundabout, and an urban folu•-lane divided collector between the dual -lane Roundabout and Route 522 South at the Sig/Ialized intersection with Air port Road; cis well (is providing right-gf=way eledieation for all regional (r•ansportatlon improvement prolecls• within the properly that are identified in the Comprehensive Police Plan. These regional transportation projects are identified in the County Comprehensive Policy Plan Eastern Road Plan cis Urban Four -Lane Divided (U4D) and Urban Two -Lane (U2) road systems. The Inle'rslate 81 Bridge, the dual -lane Roundabout, and the additional lane geomel/.1, for the urban .Iota• -lane divided collector beliveen the dual -lane Roundabout and Route 522 South at the signalized intersection with Ai/port Road qualifj, as a .fiscal impact credit tolvards the $13,880.00 per unit value prgjected by the DIM. The County Consulting Engineer has developed cost estimates.fin- the Interstate 81 Bridge and the dual -lame Roundabout, and Greenway Engineering has developed cost estimates for the U4D collector. These cost estimate's demonstrale that the regional Toad network construction projects will exceed $5,000,000.00 in local funding I y the Heritage Commons project. Additionally, the Heritage Co11111JO11S P/'Of fee Statement provldav right -of- way dedication for the U4D portions of East Tevis Street and 114arrior Drive, which total approximately 230, 000 square feet and have an estimated land value oJ'$1,380,000.00. TITe/'ef we, the proffered regional transportation program results in a fiscal impact credit towards the $13,880.00 per unlit value prgjected by the DIM. The heritage Commons Proffer Statement commits to the construction ofa public 10' asphall pedestrian and bicyclefacililies• that are not required by County Code. Thesepublicpecleswian and bicycle facilities are located within the Buffalo Lick Run Open Space Area and along the regional road system between the Roundabourt and the Route 522 South intersection tivith Rezoning #10-15 —Heritage Commons November 30, 2015 Page 16 Airport Road. These public pedestrian and bicycle facilities are approximately 4,600 lineal feet and have a value of $68.00 per lineal feet based on information provided by the County Parks and Recreation Department. Therefore, the value for the public pedestrian and bicycle facilities is $312,800.00. It should be noted that this value does not include the public 8' asphalt pedestrian and bicycle facilities within the residential portions of the project, nor the concrete or asphalt pedestrian systems that connect the adjoining residential subdivision to the Heritage Commons project. Therefore, the proffered public pedestrian and bicycle facilities results in a fiscal impact credit towards the $13, 880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to establishing an escrow account in an initial amount of $200, 000.00 that will be continuously funded throughout the residential development program and utilized to mitigate student generation impacts to public schools. This monetary contribution provides, for $3, 000. 00 per student when specific student generation thresholds are exceeded. The DIM assumes a student generation ratio of .256 students per apartment unit, which projects a total of 165 students for a 645 unit multi family residential development. Therefore, this element of the project qualifies as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to commercial development thresholds during the residential development program, the funding, construction and right-of-way dedication for on -site and off -site regional road improvements, the funding and construction of public pedestrian and bicycle facilities, and monetary contributions for student generation impacts. The projected cost of these proffered project commitments is $11, 661,220.00, which provides for a positive fiscal impact of $2, 708, 620.00 for the Heritage Commons project. Therefore, the capital facilities impact costs for public school facilities, parks and recreation facilities, fire and rescue facilities, library , facilities and general government facilities have been mitigated by the Heritage Commons Proffer Statement. 4. Transportation Improvements: The Applicant is framing an argument for credit against the proffer model based upon regional transportation improvements and the fact that they are proffering to participate in a 4 lane Airport Road as opposed to the two lanes shown on the Eastern Road Plan. Due to the fact that the County has procured revenue sharing funds for half of roadway construction and that the Applicant's TIA calls for a 4 lane facility, the credit value needs additional validation. Staff would agree that there is regional value to the roadway improvements; however, per the TIA these improvements were required simply to make even the Applicants own traffic work. 5. Recreational Amenities: The Applicant has proffered a 10' asphalt pedestrian trail throughout the limits of the Buffalo Lick Run land bay, a community building including a swimming pool, and an additional trail system throughout the residential portions of the project. Rezoning /I10-15 — Heritage Commons November 30, 2015 Page 17 The Applicant should be prepared to adfi•ess the size and scope of the recreational amenities and the potential outstanaling conflict regarding the width of the 8 foot trail. In addition, the Applicant is claiming value for these annenrtnes towards the recreation unit calculations for the project. 6. Phasinjz: The Applicant has proffered a land use phasing program that phases the residential uses to 175 residential units witliin the first two years of the project, 148 residential units for the ensuing two years, 147 units for the next two years of the project, and finally the remaining 175 residential units may be developed. Witli regards to the commercial component, the commercial land use is phased so that 50,000 square feet of commercial land use sliall develop prior to the 300°i market rate multi -family residential unit. An additional 50,000 square beet of commercial land use prior to the 600°i market rate multi -family residential unit, and 7,500 more square feet of commercial development sliall occur prior to the 645°i market rate residential unit. CONCLUSIONS FOR 11/18/15 PLANNING COMMISSION MEETING: The Heritage Commons rezoning application is a request to use the R4 (Residential Planned Community) Zoning District, with modifications and proffers, to construct a development with 645 residential units and commercial uses. The project is located on the 150-acre property commonly known as Russell 150. Tlie 645 residential units may include multi -family units and multi -family residential units combined with commercial structures. The land uses shown with the Heritage Commons rezoning application are not wholly consistent with the 2030 Comprehensive Plan. It is recognized that commercial and higher density residential uses are supported in this general area, but not specifically witliin the locations identified in the GDP and accompanying Land Use Matrix. Additionally, the application does not adequately address the negative impacts associated with this request; in particular, the negative transportation and fiscal impacts. The Applicant's approach to addressing these items should be carefully evaluated. In particular, it should be determined if the Revenue Sharing approach to securing partial completion of the transportation improvements is satisfactory (page 8). Also, if the Applicant's alternative to credit the impacts to community facilities is acceptable (page 10). On the transportation front, the Applicant has much improved the language regarding commitment to the revenue sharing project which would complete Airport Road, the roundabout, and the bridge over I- 81. However, this comes at a cost of only a right-of-way commitment to Warrior Drive, only a right-of- way commitment to Tevis Street to the northern property line, and removal of the $1 million cash proffer toward offsite transportation improvements. Consideration and analysis needs to be given to proper access to the southern land bay which is being set up to access exclusively through the Madison parcel. Rezoning #10-15 — Heritage Commons November 30, 2015 Page 18 This would not be the case if Warrior Drive was still being considered. The items identified throughout the Staff Report, and any further issues raised by the Planning Commission should be addressed prior to securing a favorable decision fi•om the Planning Commission. The Applicant should also ensure that all review agencies are afforded the opportunity to guarantee their comments are adequately addressed as described prior to the Planning Commission and the Board of Supervisor's review. The Planning Commission and Board of Supervisors should be certain that the comments have been appropriately addressed. PLANNING COMMISSION SUMMARY AND ACTION FROM THE 11/18/15 MEETING: Deputy Director, Michael T. Ruddy reported the Applicant is attempting to rezone 150 acres to the R4 (Residential Planned Community) District. He continued this application is substantially different from the previous application submitted over the past year. Mr. Ruddy reported the R4 (Residential Planned Community) District enables a mix of uses, but more importantly enables the Applicant to modify the ordinance, tailoring it to the envisioned development. He noted the R4 (Residential Planned Community) District seeks to enable innovative design. Mr. Ruddy continued it is stated in the intent of the R4 (Residential Planned Community) District, "special care is taken in the approval of R4 developments to ensure that necessary facilities, roads, and improvements are available or provided to support the R4 development." Mr. Ruddy reported the Applicant has included 12 zoning ordinance modifications within the modification document for this rezoning request, a land use matrix table to clarify the balance of land uses, and a GDP (Generalized Development Plan) map that illustrates the land bays. Mr. Ruddy reported in addition the Applicant has proffered: capital facility impacts; transportation improvements; recreational amenities; phasing. He continued by emphasizing issues identified by Staff that should be addressed by the Applicant: land use; fiscal impacts; transportation. Deputy Director Transportation, John A. Bishop reported from a transportation perspective there are five key components to this request: $1 million cash proffer; Warrior Drive; Airport Road; I-81 Bridge; Tevis Street. Mr. Bishop presented a brief summary of the components. He explained what is currently on the books address each of these components. Mr. Bishop continued the proposal brought forth by the Applicant at this time does not address all components. He explained the proposal does not include the $1 million cash proffer and offers the right-of-way only for Warrior Drive and Tevis Street. Mr. Bishop reported there is $8.7 million in state revenue sharing funds and the funds are still available. He reiterated Warrior Drive and Tevis Street extension construction are items that are remaining to be addressed. Mr. Bishop discussed the transportation credits: the Comprehensive Plan calls for two lanes vs. four lanes which are being proffered; revenue sharing funds are in place; impacts being offset in excess of what is required. Rezoning II10-15 — Heritage Commons November 30, 2015 Page 19 Mr. Ruddy noted the land uses shown with this rezoning application are not wholly consistent with the 2030 Comprehensive Plan. He concluded the application does not adequately address the negative impacts associated with this request; in particular the negative transportation and fiscal impacts. Commissioner Thomas inquired of Mr. Bishop as to if the transportation credits have been reviewed and are they consistent. Mr. Bishop responded he has reviewed the credits and considers them to be on the high end when considering revenue sharing factors. Commissioner Thomas commented regarding Warrior Drive, going south, what would be the timeframe for completion to its location now. Mr. Bishop noted that would be too difficult to estimate without knowing what the other landowners may or may not do. Commissioner Thomas commented having the right-of-way for Warrior Drive may be a reasonable compromise. Commissioner Unger inquired if the I-81 Bridge would be two or four lanes. Mr. Bishop noted it will be four lanes. Mr. Evan Wyatt of Greenway Engineering came forward representing the Applicant. Mr. Wyatt commented there are three general matters needing consideration with this application. He continued the first being the land use conformity to the Comprehensive Plan. I-Ie noted the agreeance with Staff that the commercial and higher density residential uses are supported in this general area of the County. Mr. Wyatt explained the Applicant is attempting to take what used to be isolated residential and try to blend and mix into this part of the community. He noted the other difference with this potential land use program is the ability to utilize structures that could be both residential and commercial. Mr. Wyatt reported what the Applicant is attempting to do is to provide the local funding match which is inclusive of the I-81 Bridge, a dual lane round about, and a four lane section of roadway; this will allow traffic to move through fi-om South Pleasant Valley Road to 522. Mr. Wyatt noted one item appears to be getting lost in the shuffle because their proffer does commit to a local funding match and it does commit the developers to execute a revenue sharing agreement within 30 clays of the final non appealable rezoning. He feels what is not being mentioned is they are doing a cash outlay in the area of $5 million dollars based on the County consulted engineer estimate on a 30 percent design. Mr. Wyatt explained the Applicant is being asked to put the entire dollar amount on the table on day one before they are entitled to any development and lie feels this commitment needs to be considered. In regards to Warrior Drive, Mr. Wyatt noted there has been discussion and lie agrees with Mr. Bishop that it is very difficult to place a timeframe on construction of the road. He noted there is a proffer commitment for the Village at Artrip which has not been started and most likely will have to go through the motions again before it can be. When reviewing this they recognized the most feasible solution at this time is to provide the right-of-way for the Warrior Drive section and then limit development opportunity in Land Bay 3 until they have the opportunity to find a large enough user. Mr. Wyatt noted the third issue raised by Staff is the identification of fiscal credits. He verified they will be proffering 50,000 square feet of commercial by the 300°i building permit for residential use and another 57,500 square feet by the 600"' building permit; this means before the project gets to residential build out there will be 107,500 square feet of commercial that will be delivered on the project site. Mr. Wyatt noted County numbers and values were used to demonstrate their point. Mr. Wyatt continued by presenting an overview of what the Applicant is attempting to do. Mr. Wyatt reiterated the project is providing three distinct land bays, missing uses, limiting residential to 645, proffering a phasing plan for the residential, providing commercial development, providing disclosures for the residential to Rezoning #10-15 —Heritage Commons November 30, 2015 Page 20 identify the airport proximity, recreational amenities package, providing school escrow account that is being held by the County. Mr. Wyatt noted with the $3,000 per student escrow account for 0-50 students it is reflected there would not be a payment, this is inaccurate. He explained the way the proffer is written it goes through the development program and does not have to wait until the 50 student trigger before payment. Mr. Wyatt referred to Land Bay 3 and two small properties adjacent to this. He explained in regards to the buffer it would be entirely on the Heritage Commons property. Mr. Wyatt summarized the transportation program being proposed: the Applicant is dedicating the right-of-way within the project; executing the revenue sharing agreement within 30 days of rezoning approval; prohibiting development activity on the property until the executed agreement is in place with the County; providing all the local matches; limiting the initial development within the project to be served by Section A to the 175 multi -family units and 50,000 square feet of commercial until construction commences on the Section B improvements. Mr. Wyatt addressed the concern from FCSA (Frederick County Sanitation Authority); want to make sure the sewer conveyance system is at or near capacity, and the Applicant is willing to handle should an issue arise; would like to have the opportunity for a test well for water production on the property, the Applicant noted they are not knowledgeable enough at this time but would entertain the idea at some point Mr. Wyatt addressed the comments from FCPS (Frederick County Public Schools) regarding the proffer containing the escrow and the way it was written. The Applicant has agreed to rewrite the proffer and it will be included in the Board of Supervisors information. In conclusion, Mr. Wyatt stated they have a development program that they believe truly provides for mixed use, provides for regional improvements, ensures that development will occur timely through the phasing program, and commitments for revenue sharing. Mr. Wyatt concluded the developers are excited to get this project underway and are seeking the Plamling Commission's recommendation for approval. Commissioner Thomas requested clarification regarding the I-81 Bridge, should the cost come in higher than the estimated amount is the developer responsible for all the additional costs. Mr. Wyatt explained the County manages the revenue sharing agreements and they are structured so the developer would be responsible for any additional costs and local match. Commissioner Unger commented FCSA is looking for new places to find water to service the County and if a test well could be accomplished on the property it certainly would be a blessing for the County. Chairman Wilmot called for anyone who wished to speak regarding this Public Hearing to come forward at this tune. Mr. Michael Shepard of the Shawnee Magisterial District came forward. He owns the two properties directly to the south of this project. Mr. Shepard requested clarification the setbacks and buffers for his properties. No one else came forward to speak and Chainnan Wilmot closed the public comment portion of the hearing. 9 • Rezoning It10-15 — Heritage Commons November 30, 2015 Page 21 Mr. Ruddy presented an overview of the zoning districts impacting Mr. Shepard's property. I-Ie requested Mr. Wyatt offer clarification for Mr. Shepard and what will take place. Mr. Wyatt explained if there is a zoning imposed buffer between Mr. Shepard's property and their project the County has in place a Common Share Buffer and Screening Easement Agreement that can be utilized. The Applicant has agreed to provide and noted the language can be adjusted to reflect the change. Commissioner Thomas noted this is a significantly improved project. He continued the I-81 Bridge item is important to consider and the section of Airport Road being four lanes will help ease traffic tremendously. He feels this is a great compromise and is in favor of this request. Commissioner Manuel noted his support of this application and pointed out it has been drastically improved. A motion was made, seconded, and passed by majority vote to recommend approval of REZ #10-15 Heritage Commons, LLC with modifications. Absent: Crockett EXECUTIVE SUMMARY & PLANNING COMMISSION RECOMMENDATION FOR THE 12/09/15 BOARD OF SUPERVISORS MEETING: The Heritage Commons rezoning application is a request to use the R4 (Residential Planned Community) Zoning District, with modifications and proffers, to construct a development with 645 residential units and commercial uses. The project is located on the 150-acre property commonly known as Russell 150. The 645 residential units may include multi -family units and multi -family residential units combined with commercial structures. The Planning Commission recommended approval of this request. The Commission, as noted in the meeting summary, discussed this item thoroughly and identified several issues. Those items included the transportation components of the request, details of the revenue sharing approach, and the request of the FCSA regarding preliminary well exploration on the site. Ultimately, the Planning Commission recommended approval of this request. The Applicant has provided a revised proffer statement dated November 19, 2015 that includes four changes related to the discussion at the Planning Commission meeting; 1) Section C2 —To incorporate the method to calculate acreage for residential/commercial land use in the same structure, 2) Section C5 — To incorporate the common shared buffer and screening easement language relative to multi -family land use adjacent to the Sheppard Property (TM# 64-A-14), 3) Section E1 —To incorporate the FCPS language regarding the timing of the student Population data count, and 4) Section F3 — To fix a typo regarding the width of the asphalt trail. The County Attorney has confirmed that these changes are acceptable as to legal form. In summary of the application; the land uses shown with the Heritage Commons rezoning application are not wholly consistent with the 2030 Comprehensive Plan. It is recognized that commercial and • 0 Rezoning #10-15 — Heritage Conunons November 30, 2015 Page 22 higher density residential uses are supported in this general area, but not specifically within the locations identified in the GDP and accompanying Land Use Matrix. Additionally, the application does not adequately address the negative impacts associated with this request; in particular, the negative transportation and fiscal impacts. The Applicant's approach to addressing these items should be carefully evaluated. In particular, it should be determined if the Revenue Sharing approach to securing partial completion of the transportation improvements is satisfactory (page 8). Also, it should be determined if the Applicant's alternative to credit the impacts to community facilities is acceptable (page 10). On the transportation front, the Applicant has much improved the language regarding commitment to the revenue sharing project which would complete Airport Road, the roundabout, and the bridge over I- 81. However, this comes at a cost of only a right-of-way commitment to Warrior Drive, only a right-of- way commitment to Tevis Street to the northern property line, and removal of the $ Imillion cash proffer toward offsite transportation improvements. Consideration and analysis needs to be given to proper access to the southern land bay which is being set up to access exclusively through the Madison parcel. This would not be the case if Warrior Drive was still being considered. The items identified throughout the Staff Report, and those issues discussed by the Planning Commission should be evaluated by the Board of Supervisors prior to a decision on this rezoning request. Staff has included the additional comments provided by several of the review agencies that were presented to the Planning Commission for your information. These are located immediately following the Applicant's revised proffer statement and the Board of Supervisors draft resolution. Following the required public hearing, a decision re,-arding this rezonin,- application by the Board of Supervisors would be appropriate. Tlie Applicant should be prepared to adequately address all concerns raised by the Board of Supervisors. REZ#10-15 Heritage Commons PINS: 63 - A - 150,64 - A - 10, 64 - A - 12 Rezoning from RP to R4, B2 to R4, / RA to R4 � A Y,. 63 A 150 e+ e+ 3306 , PAPERM ILL RD PAPERMILLRD -.t"- 3312 'Jill '� A►ERMILL RD 3364 AM LIE ll�-90 4L15 1.f'JCJ RJi A, PIKE. n Fit .S FRONr .._ . . 'ate.'♦1'3'f .'�1A�,FRR 014TIRC FRONT - rKE ROYAL PIKE 501` 497 FRONT 441 + FRONT ROYAL PIKE FRONT!ROYAL PIKE ROYAL PIKE 3 EM IEF ' 125 ' f 578 SUFFLICK R.D�%135 ONT 545 SLIM KIRD I7I AL PIP r FRONT ".!'F/F , RUFFLICK�RD ROYAL PIKE J • l 567 RUFF FRONT ♦ , VE _O RYAI'PIKE�' 152 AP 589- 17 RUFFLICK RD I" • RU %4 FRONT FRONT �� 160 BUFFLICK'RDr202 ROr.: ROYAL PIKEI RUFFLICK RD AUFFLICK RD NT DP 607 '• ~ I. 2 �, I FRONT' BUFFLICKIRD 218 . 121 (ROYAL PIKE • RUFFLICK 1 FRONT 622�61S 201 226 BUR FRONT It YAL1f -RONi BRIGSTO'r ;;a RUFFLICK • j 16�bK9 PIKEIROYAL PIKE BUFF t6ONT, 3 - : -641 /~ROYAL—FR�ONT�"I RFR CAVE ROYAL'/IKELROYAL'PIKE 649 �2` - E FRONT - .FROM ROYAL PIKE 673 ROYAL LIKE fii I A* . , FR`ONr'-► r IRKsSiOCK DR • �4; RR ROYA)071KKE u [y��y', 01 . �y 69s fifRONt ROYAUPIKE 113 =PIGSTOCKDR 'FRONT ROYAL PIPE 7 • 751 1FPONi A A ROYAL Plrf ' AIR FF RO,F. 'k 781 FRONT ROYAL PIKE I 831 A 'PONT IAL PIKE C 867 FRONT ROYAL PIKE 791 FRnt.T "I REZ#10-15 Heritage Cow PINS: 63-A- 150,64-A- 10, Rezoning from RP to R4, RA to R4 } t �IWRO PIN i 910 Ir FRONT ROYAL PIKE I- - DNT ROYAL PIKE IYAL PIKE E¢ Is FLICK RD V L 160 BUFFLICK SUFFLICK RD r, r I e p; AIRPC AIRPO, rq AIRPO iTLE 238 ;E�CT AIRPORT MUSKOKA;.' Applications Parcels Sewer and Water Service Area dL3 Building Footprints O Residential �:S; Neighborhood Village Urban Center • Mobile Home Community 0 Business Highway Commercial Mixed -Use Mixed Use Commercial/Office Mixed Use Industrial/Office Industrial Warehouse Heavy Industrial O Extractive Mining Commercial Rec C~'`` DTI Rural Community Center ® Fire d Rescue Q Historic ® Institutional • Planned Unit Development Park Recreation School Employment Airport Support Area Q B2/83 t� Residential. 4 u/a O High -Density Residential. 6 u/a t� High -Density Residential. 12-16 ula 0 Rural Area f % Interstate Buffer Landfill Support Area Natural Resources 8 Recreation OEnvironmental 8 Recreational Resources BCO B `r P MIER � � OYAI P/xE ROYAL i,IKE• � .. . S S�.i 11. 172 J'w� 152"I ,.R .�ccnurno FRONiranccu/ran PLACI ♦ ♦+ 411 ♦ ♦ y ♦. oa♦♦ Subdi, ♦ t ' .► v ♦ ♦��t♦ ♦ PRE: 11.4y ���s4.q♦♦♦♦!♦♦�♦O♦fit•♦i e�rt D Z c BUSINE: Subdi :•♦e+• •••♦;♦♦••♦♦lam: Sri+•♦+ ♦•• • ♦�♦�♦�♦�♦♦ +♦ �♦ i • AIRPORT, BU ♦�♦♦♦♦ �►a, ♦♦ ♦♦ „ �CENTE Subdivis ♦♦♦♦♦.♦♦♦♦♦♦♦♦♦ I ! ♦♦♦ v r♦-a♦♦q♦♦ ♦♦♦♦♦♦♦♦♦♦♦♦♦♦♦♦♦♦♦♦�► 40 ♦ ♦♦ ♦♦♦♦♦♦♦�♦ 522 4$1- ♦`$q♦gs�gw♦� ♦♦♦♦0♦♦ ♦ ♦♦♦♦♦♦ Nrae BO`�i w�C I. .� �� ;. ♦♦♦♦♦♦�♦�♦�♦�♦♦ Wlnehnsbr gyRo ��♦� y♦♦♦♦♦♦♦♦♦♦♦ ♦♦♦♦♦♦a' - t �e�'♦�♦♦�♦O1"♦♦t.�♦♦ �'.� _ ' �Y y`) p� IOROCROFT RD Note: REZ # 10 - 15 Frederick County Dept of Heritage Commons Planning &Developments 107 N Kent St PINS: Suite 202 63 - A - 150, 64 - A 10, 64 - A - 12 Winchester, VA 22601 Rezoning from RP to R4, B2 to R4. 540 - 665 - 5651 RA to R4 Map Created: October 28, 2015 Staff: mruddy 0 435 870 1,740 Feet u Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 10-15 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Project") ORIGINAL DATE OF PROFFERS: September 25, 2015 REVISION DATE: November 19, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq, of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning, the undersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #10-15 for the rezoning of 150.59±-acres inclusive of 96.28± acres of Business General (132) District and 54.0± acres of Residential Performance (RP) District with proffers, and 0.31± acres of Rural Areas (RA) District without proffers to 150.59±-acres of Residential Planned Community (R4) District with proffers, development of the subject properties (here -in after the "Property") shall be done in conformity with the terms and conditions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, heirs, or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated October 29, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development File #3701HC/LAW Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 Plan (here -in after the "GDP") attached hereto and incorporated herein by reference as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. 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. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the GDP prepared by Greenway Engineering, dated October 29, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the location of the maximum number of potential entrance locations along the regional road systems serving the Property, the general location of the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system can be adjusted to accommodate final engineering design requirements without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the Design Modification Document dated October 29, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/or Applicant shall develop a mixed land use development that includes market rate multi -family residential, commercial, and market rate multi - File #3701 HC/F.AW 2 0 1P Greenway Engineering ( September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 family residential/commercial land uses within the same structure. Market rate multi -family residential land use is defined as having no income limit for the unit and rented as the highest rent that the local market can sustain. Market rate multi- family residential land use shall exclude subsidized housing units. The market rate multi -family residential and the market rate residential/commercial land uses within the same structure may be developed within gated communities with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the minimum and maximum percentages of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. Market rate multi -family residential/commercial land uses within the same structure shall be permitted within Land Bay 2 and Land Bay 3, and calculated as the percentage of each land use within the structure applied to the total site area the structure is developed on. The actual acreages identified for each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; 1 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B1; 132; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification Document Uses allowed in RP; 3 B 1; 132; B3 Districts 53.95± acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall limit residential land use development within the Property to a maximum of 645 market rate multi -family units, which is File #3701 HC/EAW 3 C: E Greenway Engineering September 25, 2015; Revised October 23, 2015, Ileritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 inclusive of market rate multi -family residential/commercial land uses within the same structure. The commercial land use development within the Property is not limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G6 of the proffer statement. 4) The Owner and/or Applicant shall prohibit permitted land uses within the OM, Office Manufacturing District and the Ml, Light Industrial District that are not otherwise permitted within the RP, B1, B2 and B3 Zoning Districts. 5) The Owner and/or Applicant shall provide for a common shared buffer and screening easement along the common boundary line of Tax Map Parcels 64-Al2 and 64-A-14 should this portion of Tax Map Parcel 64-A-12 be developed as market rate multi -family units. The Owner and/or Applicant shall provide for the location and plantings associated with the common shared buffer and screening easement to be completely located on Tax Map Parcel 64-A-12. The common shared buffer and screening easement shall be provided as a component of the Site Plan for the market rate multi -family units if applicable. D. Land Use Phasing Program 1) The Owner and/or Applicant shall phase the residential land use development program so as not to exceed 175 residential units within the first two years of the project, which shall begin at the time of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section D1 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 147 residential units for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner and/or Applicant shall develop 50,000 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 30011' market rate multi -family residential unit. 6) The Owner and/or Applicant shall develop an additional 57,500 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 6001h market rate multi -family residential unit. Pile #3701 HC/EAW 4 1] • Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 E. Monetary Contribution for Public Schools 1) The Owner and/or Applicant shall establish an escrow account with the County totaling an initial amount of $200,000.00 to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be determined by Frederick County Public School annual student population data specific to the project following issuance of the certificates of occupancy for each of the residential unit thresholds identified in Proffers E2-E5. Monetary contributions for impacts to public schools shall be drawn from the escrow account by the County as specified in Proffers E2-E5. This escrow account shall continue to be funded by the Owner and/or Applicant as necessary throughout the residential land use development program to ensure that the payments described in Sections E2—E5 of the Proffer Statement are satisfied. No further certificates of occupancy for residential units shall be issued until the Owner and/or Applicant has provided funding for the escrow account that is required to satisfy the payments described in Sections E2—E5 of the Proffer Statement. The remainder of the escrow account balance shall be released by the County following the Frederick County Public School annual student population count that is conducted subsequent to the issuance of the final occupancy permit for the residential development program, or County approval of a conditional zoning amendment that provides for the discontinuance of the residential land use development program. 2) A one-time payment of $3,000.00 for each student over 15 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 175t1i residential unit. 3) A one-time payment of $3,000.00 for each student over 27 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 323rd residential unit. 4) A one-time payment of $3,000.00 for each student over 39 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 4701h residential unit. 5) A one-time payment of $3,000.00 for each student over 51 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 645th residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall construct a 10-foot asphalt pedestrian and bicycle trail throughout the limits of the Buffalo Lick Run Land Bay in the general location depicted on the GDP. The 10-foot asphalt pedestrian and bicycle trail shall be designed and constructed in conjunction with second phase of File #3701 HC/EAW 5 0 0 Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 residential land use development specified in Section D2 of the proffer statement. The 10-foot asphalt pedestrian and bicycle trail shall be available for use as a public trail system and shall be maintained by the property owners association established for the project. The 10-foot asphalt pedestrian and bicycle trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. 2) The Owner and/or Applicant shall construct a community building to include a workout/fitness facility and a community swimming pool for use by the residents of the project. The community building and swimming pool facilities shall be available for use by the residents of the project prior to the completion of the second phase of residential land use development specified in Section D2 of the proffer statement. The community building, workout/fitness facility, and community swimming pool shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. 3) The Owner and/or Applicant shall construct an 8-foot asphalt pedestrian trail system within the residential portions of the project, which shall provide connectivity to adjacent commercial land uses located within the same Land Bay area. The general location of the trail system shall be provided on the Master Development Plan. The 8-foot asphalt pedestrian trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. G. Transportation 1) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, and Roundabout; Section C — East Tevis Street to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U4D). 2) County -Managed Revenue Sharing Program Project Agreement The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement") for the regional road system identified as Section A and Section B on the proffered GDP within 30 days of non -appealable rezoning approval. The Agreement may be modified to provide language acceptable to the County and the Owner and/or Applicant Pile #f3701 HGEAW 0 • Greenway Engineering September 25, 2015: Revised October 23, 2015, Heritage Commons Running Revised October 29, 2015; Revised November 19, 2015 provided that the location and typical section of the Section A and Section B regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible in the Agreement for the local funding match for the Section A and Section B regional road system identified on the proffered GDP. The Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed. 3) Section A Regional Road Improvement Program The Section A regional road system shall be designed and constructed as an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be permitted to begin residential and commercial development that is served by the Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences. 4) Section B Regional Road Improvement Program The Section B regional road system shall be designed and constructed as an Interstate 81 Bridge with four travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. 5) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C East Tevis Street extension between the Roundabout and the northern Property boundary. The Section C right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41+50 to Station 46+50 within the Property. The Section C right-of-way dedication plat shall be provided to the File #3701 HC/EAW 7 0 • Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 County for recordation within 30 days of written notice by the County of final road construction design plan approval. The final road design plan shall include an intersection that provides full access and/or partial access commercial entrances serving Land Bay 1 on the east and west side of the Section C regional road system that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall provide ingress/egress easements along the northern limits of the Property within Land Bay 1 sufficient to allow for inter -parcel access for construction and use by the adjoining properties. In the event that the County -Managed Revenue Sharing Program construction project has not commenced for the portion of Section C within the Property when street access is needed to serve development within this portion of Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is completed by others. The partial street section shall be constructed within the planned right-of-way and shall be constructed to permit expansion of the Section C East Tevis Street extension. as described in the first paragraph of this section of the Proffer Statement. 6) Section D Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section D Warrior Drive extension between the Roundabout and the southern Property boundary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. The Owner and/or Applicant shall dedicate right-of-way sufficient for the described Warrior Drive U41) road section within 6 months of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right-of-way dedication area identified on the proffered GDP. 7) Residential and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and commercial land development program specified in Section C2 of the proffer statement until the land uses have a cumulative impact of 20,000 ADT. The Owner and/or Applicant shall utilize actual traffic counts to determine ADT volumes associated with land uses developed in the Property. The Owner and/or Applicant shall conduct actual traffic counts when ITE Generation values for approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director. Once actual traffic counts for land uses developed in the project reach 20,000 ADT, the Owner and/or Applicant will prepare traffic studies in conjunction with subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the bile #3701 HC/EAW 8 • 0 Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 transportation system within the Property identified by the traffic studies will be implemented by the Owner and/or Applicant during the site plan development process as required by VDOT and the County. The Owner and/or Applicant shall limit development within Land Bay 3 to land uses with a cumulative impact of 2,550 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual traffic counts at the Madison Village public access road connection along the southern boundary of the Property to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Street access connecting Land Bay 3 to Land Bay 2 shall be the responsibility of the Owner and/or Applicant and shall be designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. 8) Private Streets The Owner and/or Applicant shall have the ability to construct all internal street systems within the Property as private streets, except for the regional road systems described in Section G1 through G5 of the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer and in conformance to VDOT corner clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. 9) Adjoining Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential subdivision street systems. H. Winchester Regional Airport 1) The Owner and/or Applicant shall provide information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. File #3701HC/EAW Z 0 10 Greenmy Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 Signature The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: By: � W� �211� 150 PE, LLC -Owner [ at Commonwealth of �0 1 `" City/County of P? L 7 � M 0 To Wit: The foregoing instrument was acknowledged before me this v�2fday of..Ig - 69� 20 6 by 1 11PCW f . SO �(i��JI✓� Notary Public My Commission Expires H C Oj'!'O F9 a *try 0 /SORE CO� File M370111GEAW 10 LANDBAY 1-W48±AC. R4 DISTRICT LANDBAY 2 - 46.47± AC. R4 DISTRICT 0 LANDBAY 3 - 53.95± AC. R4 DISTRICT 0 BUFFALO LICK RUN 12.35± AC. - R4 DISTRICT Interparcel Access Madison Village Signalized Entrance nuance Location E Location Vpoien fiat - Interparcel Access S �cT�O G N s LANDBAY-3 4�^ �, o`�` Q� h� �A 0�G �y Qua BUFFALO 07Interparcel LICK RUN Access Potential Entrance ll vT�RS�A E8 CFO LANDBAY-2 Potential Entrance Location Potential Entrance Location • CITY OF WINCHESTER SEC rION�ro"',- r G3 8 s Potential Entrance \ Location Potential Entrance LANDBAY-1 Proffer G8 Potential Entrance Location Potential Entrance Location 9 0 C' O A '9� Proffer G8 "0,C,/ /<C, 300 0 300 600 SCALE: 1 " = 300' N N o E cc � d N 0 O C (V N V J " ") 6) c ! ' y ago N R c>Lh� 'au) w � N O X N c t CL cv 3 u m L ; 3 H 3 VJ Q O0- M Z OW U� W C U �> Q 0 J d z Q W > a F ::D O W W � � d U I W w a Q N Z w J d � Q � m � 2W >< W Z W DATE: 10/29/2015 SCALE 1"-300' DESIGNED BY: EAW JOB NO. 3701HC SHEET I OF 1 0 0 AMENDMENT Action: PLANNING COMMISSION: November 18, 2015 - Recommended Approval BOARD OF SUPERVISORS: December 9, 2015 - ❑ APPROVED ❑ DENIED AN ORDINANCE AMENDING THE ZONING DISTRICT MAP REZONING # 10-15 IERITAGE COMMONS WHEREAS, Rezoning #10-15, of Heritage Commons LLC, submitted by Greenway Engineering, Inc., to rezone 96.28 acres from B2 (Business General) District to R4 (Residential Planned Community) District and 54 acres from RP (Residential Performance) District to R4 (Residential Planned Community) District and .31 acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers, final revision date November 19, 2015 was considered. The site fronts on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and has frontage on the east side of Interstate 81. The properties are further identified with PIN(s) 64-A-10, 64-A-12, 64-A-150 in the Shawnee Magisterial District. WHEREAS, the Planning Commission held a public hearing oil this rezoning oil November 1 8, 2015 and recommended approval; and WHEREAS, the Board of Supervisors held a public hearing oil this rezoning oil December 9, 2015; and WHEREAS, the Frederick County Board of Supervisors finds the approval of this rezoning to be in the best interest of the public health, safety, welfare, and in conformance with the Comprehensive Policy Plan; NOW, THEREFORE, BE IT ORDAINED by the Frederick County Board of Supervisors, that Chapter 165 of the Frederick County Code, Zoning, is amended to revise the Zoning District Map to rezone 96.28 acres from B2 (Business General) District to R4 (Residential Planned Community) District and 54 acres from RP (Residential Performance) District to R4 (Residential Planned Community) District and .31 acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers, final revision date November 19, 2015.The conditions voluntarily proffered in writing by the applicant and the property owner are attached. PDRes #52-15 • 0 -2- This ordinance sliall be in effect on the date of adoption. Passed this 9th day of December, 2015 by the following recorded vote: Richard C. Shickle, Chairman Robert A. Hess Gene C. Fisher Blaine P. Dunn PDRes #52-15 Gary A. Lofton Robert W. Wells Charles S. DeI-Iaven, Jr. A COPY ATTEST Brenda G. Garton Frederick County Administrator Greemeay Iingincering September 25, 2015; Revised October 23, 2015, I lei itage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 10-15 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (hare -in alter the "Applicant") PROJECT NAME: Heritage Commons (here -in alter the "Project") ORIGINAL DATE OF PROFFERS: September 25, 2015 REVISION DATE: Gletebei-2n 204c November 19, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq. of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional Z011lllg, the undersigned Owner ha•eby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application 1/10-15 for the rezoning of 150.59±-acres inclusive Of' 96.28± acres of Business General (132) District and 54.0± awes of Residential Performance (RP) District with proffers, and 0.31f acres of Rural Areas (RA) District without proffers to 150.59±-acres of Residential Planned Community (R4) District with proffers, development Of the Subject properties (here -in after the "Property") shall be clone in conformity with the terms and conditions Set forth herein, except to the extent that such terms and conditions may be SUbSegllently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, heirs, Or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan elated October 29, 2015, as requirccl by the Frederick County Zoning OrdiIance, are to be interpreted to be references to the specific Generalized Development File 1137011 R'/EAw • Greenway Engineering September 25, 2015; Rcvised October 23, 2015, l ICI ilage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 Plan (here -in alter the "GDP") attached hereto and incorporated herein by 1'cference as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all ill fol'111atloll deemed appropriate by the Frederick County Planning Department. The exact bouildal'y and acreage of each land bay may be shll ed to a reasonable degree at the time of site plan submission for each land bay in orcicr to accommodate engineering or design considerations. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the GDP prepared by Grecnway Engineering, dated October 29, 2015, which is attached and approved as part of this rezoning application. Tile GDP is intendecl to delineate the gcneral location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the location of the maximum number of potential entrance locations along the regional road systems serving the Property, the general location of the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right -of' -way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed Ior residential and commercial development, the general location of the East Tevis Strect and the Warrior Drive riglit-of-way dedication areas, and the gcneral location of the Buffalo Lick Rul Open Space Area and public trail system can be adjusted to accommodate final engineering design requirements without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in Sllbstalltlal conformance with the Design Modification Document elated October 29, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code 5 165-501.06(0), the design modifications set forth in Exhibit B sliall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/or Applicant shall develop a mixed land use development that includes market rate multi -family residential, commercial, and market fate multi - rile 10701110LAW Ueenway Engineering September 25, 2015; Revised October 23, 2015, I lcritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 family residential/commercial land uses within the same structure. Market rate multi -family residential land use is defined as having no income limit for the unit and rented as the highest rent that the local market can sustain. Markct rate multi- family residential land use shall exclude subsidized housing units. The market rate multi -family residential and the market rate residential/co111111c1'clal land uses within the same structure may be developed within gated communities with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the minimum and maximum percentages of' residential and cominereial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. Market rate nIL116 family residential/commercial land uses within the same structure shall be permitted within Land Bay 2 and Land Bay 3, and calculated as the percentage of each land use within the structure applied to the total site area the structure is dcvclopcd on. The actual acreages identified for each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; 1 132; B3 Districts and 37.48t acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B1; 132; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification Document Uses allowed in RP; 3 B1; 132; B3 Districts 53.95i acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall limit residential land use development within the Property to a 111aXImL1111 of 645 market rate 111LIltl-family units, which is 3 File #3701110EAW 0 Greciiway Iatgincering Scplcmbcr 25, 2015; Revised October 23, 2015, I lei itage Commons Rezoning Revised October 29, 2015; Revised Novcntbci 10, 2015 inclusive of market rate multi -family residential/commercial land uses within the same structure. The commercial land use development within the Property is not limited other than by the rcquircnlents pertaining to the average daily trip (ADT) generation specified in Section G6 of'the proficr statement. 4) The Owner and/or Applicant shall prohibit permitted lalld LISCS within the OM, Office Manufacturing District and the M1, Light hldustrial District that are not Otherwise permitted within talc RP, B I, B2 and B3 Zoning Districts. 5) The Owner and/or Applicant shall provide for a common shared bul'f'er and screening casement along the common boundary line ol'Tax Map Parcels 64-Al2 and 64-A-14 should this portion of Tax Map Parcel 64-A-12 be developed as market rate multi -family units. The Owner and/or Applicant shall provide for the location and plantings associated with the common shared buffer and screening easement to be completely located on Tax Map Parcel 64-A-12. The common shared buffer and screening easement shall be provided as a component of the Site Plan for the market rate multi -family units if applicable. D. Land Use Phasing Program 1) The Owner and/or Applicant shall phase the residential land use development program so as not to exceed 175 residential units within the first two years of the project, which shall begin at the time of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section DI of the profiler statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 147 residential units for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner and/or Applicant shall clevelop 50,000 square feet of commercial land use prior to the issuance 01' a certificate of occupancy permit for the 300t1i market rate multi -family residential unit. 6) The Owner and/or Applicant shall develop an additional 57,500 square feet 01' commercial land use prior to the issuance of a certificate of occupancy permit for the 600t11 market rate multi -family residential unit. File 113701I IC/I:A\V 4 • • Cireenway Fngineering September 25, 2015; Revised October 21, 2015, I lerilage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 C. Monetary Contribution for Public Schools I) Tile Owner and/or Applicant shall establish an escrow account with the County tOtaling all Illltlal amount Of' $200,000.00 to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be Cletel'l incd by Frederick County Public School annual student population data specific to the project obtained '"^"' Fredei-iek Geun " Publie e I I 'thin 90 Elays following issuance of the certificates of occupancy for each of the tH+i s residential unit thresholds identified in Proffers E2-E5. Monetary contributions for impacts to public schools shall be drawn from the escrow account by the County as specilicd in Proffers E2-E5. This escrow account shall continue to be funded by the Owner and/or Applicant as necessary throughout the residential land use development I)1'Ogl'alll to ensure that the payments described in Sections E2—E5 of the Proffer Statcmcnt are satisfied. No Further certificates of Occupancy for residential units shall be issued until the i*eniammg, amounts ;hen Elue have been paid Owner and/or Applicant has provided funding Ior the escrow account that is required to satisfy the payments described in Sections E2—E5 of the Proflcr Statement. The remainder of the escrow account balance shall be released by the County ,,,;,hill nn Ela, 'S E) f following the I'rederiCk County Public School annual stLIClcnt population COUIlt that is Conducted Subsequent to the issuance Of the final occupancy permit felle ing e "^letion of for the residential development program, Or Withi^ 90 `lays County approval Of a conditional zoning amendment that provides for the ChSCOIltillUance of the residential land use development program. 2) A one-time payment of' $3,000.00 for each student Over 15 total students, as calculated based upon the actual student population Specific to the project at the t1111C Of ISSUancc of the certificate of OCCL1pancy Ior the 175°i residential Ulllt. 3) A one-time payment of $3,000.00 for each student ovcr 27 total StLICICI1tS, as Calculated based upon the actual Student population specific to the project at the time Of issuance Of the certificate Of occupancy for the 323" residential unit. 4) A one-time payment of $3,000.00 foI' each student over 39 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy Ior the 470°i residential unit. 5) A one-time payment of $3,000.00 for each student over 51 total students, as calculated based upon the actual student population specific to the project at the tinge Of issuance of the Certificate of occupancy I'or the 645t11 residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall construct a 10-1100t asphalt pedestrian and bicycle trail throughout the limits of the Buffalo Lick Run Land Bay in the File 070111CIEAW 5 • I --I LJ Greenway Engincering Scpteniber 25, 2015; Revised October 23, 2015, heritage Commons Rezoning Revised October 29, 2015; Revised Novcmbei 19, 2015 general location depicted on the GDP. The 10-loot asphalt pe(Iestrian and bicycle trail shall be designed and constructed in conjunction with ScconCI phase Of residential land use ClcvCIOpnlent specifiecl in Section D2 of the proffer statement. Tile 10-116ot asphalt pedestrian and bicycle trail shall be available [or use as a public trail system and shall be maintained by the property O\VI1crS aSSOclatioll established for the project. Tile 10-foot asphalt pedestrian and bicycle trail system shall be permitted to count tOWardS the recreational amenity values for the market Bite rlll11t1-falllily UIIItS dCVC101)CCI within the project. 2) The Owner and/or Applicant shall C011Stl-L1Ct a C011lllll1111ty bLlddlllg to 111CInCIC a workout/fitness Facility and a community Swimming pool for use by the residents of' the project. The Community building and swimming pool facilities Shall be available for use by the residents of' the project prior to the completion of the second phase of' residential land use development Specified in Section D2 of the proffer statement. The community building, workout/fit11CSS facility, and C011llllll111ty S\Vrlllillillg 1)00I shall be permitted to count towards the recreational amenity values for the market rate multi-faurlily units developed Withal the project. 3) The Owner and/or Applicant shall construct an 846ot asphalt pedestrian trail system within the residential portions of' the project, which shall provide connectivity to adjacent commercial lalld LISCS located within the Sallie Land Bay area. The general location of the trail system shall be provided on the Master Development Plan. The 10-fbet 8-foot asphalt pedestrian trail system shall be pernlittecl to count towards the recreational amenity values for the market rate multi-filnlily units developed within the project- G. Transportation 1) Comprehensive Policy Plan Regional Road Illfi-aStRiCtlll-C ClassilicationS The GDP identifies the primary regional road systems identified On the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Strect to western Property boundary, and Roundabout; Scction C — East Tevis Street to northern Property boundary; and Scction D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Strect portions Of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Scction D as an Urban F011r-Lane Divided Section (U4D). 2) County -Managed Revenue Sharing Program Project Agreement The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in alter the "Agreement") for the regional road system identified as Section A and Section B on the proffered GDP within 30 Filc #3701 110HAW ro Gicenaay Engineering September 25, 2015; Rcviscd October 23, 2015, I lcritage Commons Rezoning Revised October 29, 2015; Rcviscd November 19, 2015 days of' non -appealable rezoning approval. The Agreement may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of' the Section A and Section B regional roar( system is consistent with the prollcred conditions. The Owner and/or Applicant shall be responsible in the Agreement for the local funding match for the Section A and Section B regional road system identified on the proffered GDP. The Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed. 3) Scction A Regional Road Improvement Program The Section A regional road system shall be designed and constructed as an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing Full access and/Or partial access commercial entrances into Land Bay I and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that arc in force at the time of final road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin construction of' the Section A regional road system. The Owner and/or Applicant shall be permitted to begin residential and commercial development that is served by the Section A regional road system, winch Shall be limited to the development of the residential and commercial land uses specified in Section DI and D5 ol'the PI.Olfel' Statement until construction Of' the Section B regional road system commences. 4) Section B Regional Road Improvement Pro =rain The Section B regional road system shall be designed alld COIIStI'UCled as all Interstate 81 Bridge with four travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for Cast Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing Full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. 5) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-Of=way dedication plat for the Section C Cast Tcvis Street extension between the Roundabout and the northern Property boundary. The Section C right -of' -way dedication plat shall be sufficient for the construction OI all Urban FOur-Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis File N3701I10FAW 7 9 0 (heemvay Engineering September 25, 2015; Revised October 23, 2015, heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 Street Extension Design Plan from Station 41-1-50 to Station 46+50 within the Property. The Section C right-of-way de(ication plat shall be provided to the County Ior recordation within 30 (lays of' written notice by the County Of' final road Construction design plan approval. The final road design plait Shall include an intersection that provides full access and/O1• partial access commercial entrances serving Land Bay 1 on the east and west side of the Section C regional road system that meet or exceed VDOT entrance Spacing requirements that are in force at the time of final road design plan approval. The Owner and/Or Applicant shall provide ingress/egress easements along the northern limits of' the Property within Land Bay 1 sufficient to allow for inter -parcel access for construction and use by the adjoining properties. In the event that the County-MallagCd RCVCIILIC Sharing Program construction project has not commenced for the portion of' Section C within the Property when street access is needed to serve development within this portion of' Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is completed by others. The partial street section shall be const-ucted within the planned right-of-way and shall be constructCd to permit expansion of the Section C East Tevis Street extension as (ICSCribcd in the first paragraph Of this section of the Proffer Statement. 6) Section D Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication dedication plat for the Section D Warrior Drive extension between the Roundabout and the SOLltllcrn Property boundary consistent Nvith the alignment identified oil the GDP. The Section D right-ol=way dedication plat shall be suf7fICient for the COIlSt ICtion ol'an Urban Four -Lane Divided Section (U4D) with Curb and gutter, a 10' asphalt pedestrian and bicycle tail. The Owner and/or Applicant shall dedicate right-of-way sufficient for the described Warrior Drive U4D road section within 6 months ol' the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right -of' -way dedication area identified on the proffered GDP. 7) Residential and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and conlillel-clal land development program specified in Section C2 of' the proffer statement until the land uses have a Cunlldative impact of 20,000 ADT. The Owner and/or Applicant shall utilize actual tai'liC counts to determine ADT Volumes associated Nvith land uses cleveloped in the Property. The Owner and/or Applicant shall conduct actual traffic counts when ITE Generation values Ior approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director, Once actual traffic counts for land uses (levelopecl in the project reach 20,000 ADT, the Owner and/or Applicant will File 1137011 IC/EAw 8 • Ueenway Engineering September 25, 2015; Revised October 23, 2015, 1 lei itage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 prepare traffic studies in conjunction with subsequent site plans if' deemed necessary by the County Transportation Director. Improvements to the transportation system within the Property identified by the traffic studies will be implemented by the Ow►lcr and/or Applicant during the site plan development process as required by VDOT and the County. The Owner and/or Applicant shall limit development within Land Bay 3 to land uses with a cumulative impact of' 2,550 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location Ior Land Bay 3 icicntified on the proffered GDP. The Owner alld/or Applicant shall utilize actual traffic counts at the Madison Village public access road connection along the southern boundary of the Property to determine ADT volumes associated Nvith land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of' street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Street access connecting Land Bay 3 to Land Bay 2 shall be the responsibility ol' the Owner and/or Applicant and shall be designed and constructed as a typical section surf iciest to accommodate the traffic projections that exccecl the 2,550 ADT threshold. 8) Private Streets The Owner and/or Applicant shall have the ability to construct all internal street systems within the Property as private streets, except for the regional road systems described in Section G1 through G5 of'the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer and in conformance to VDOT corner clearance distances that are in force at the time of, final private street design plan approval before an intersection entrance and/or public street can be connectccl to the private street. 9) Adjoining SUbdiy►s►on Pecicstr►an Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential subdivision street systems. H. Winchester ReLdonal Airport 1) The Owner and/or Applicant shall provide information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. File 037011ICIEMV 9 0 • Greenway Engineering September 25, 2015; Revised October 23, 2015, I Icritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 OWNER/APPLICANT NOTARIZED SIGNATURE ON FOLLOWING PAGE Signature The concitions proffered above shell be binding upon the heirs, executors, administrators, assigns and successors in the interest 01' the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the profTered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: By: R 150 SPE, LLC - Owner Date Commonwealth of, Virginia, City/County of' To Wit: The foregoing instrument was acknowledged before me this day of' 20 by Notary Public My Commission Expires File 11370111E/EMV 10 LANDBAY 1 -VF48± AC. R4 DISTRICT 0 LANDBAY 2 - 46.47± AC. R4 DISTRICT 0 LANDBAY 3 - 53.95± AC. R4 DISTRICT 0 BUFFALO LICK RUN 12.35± AC. - R4 DISTRICT Interparcel Access Madison Village Signalized Location Entrance ntrance Location potential E — Interparcel Access IORpR� �bk A"offer O s LANDBAY-3 BUFFALO LICK RUN 4�1 ell o Q� 4 �G 0G �c �y Qua Interparcel Access CITY OF WINCHESTER INT�RSTq TF 8' oFo ` SF cT/O /V ffle q por Potential Entrance Location LANDBAY-2 Potential Entrance Location Potential Entrance �'u Potential Entrance Location oca ion —1 p A --I Potential Entrance Location Potential Entrance Location LANDBAY-1 Potential Entr Location ,o� OP� c 0. Proffer G8 1( 300 0 300 600 l � � SCALE: 1" = 300' N kn O E O d N CO O C N N V J M cNO W) O) c to ' c O N A >.>�� 3 > V) L X Lr)"aaiLL 3 3 �z pf W VJ Q O a- Z Ow U� w � U �> Q Q W > O w w� 0 U d U I W w Q a d m ww w Z 0 DATE. 10/29/2015 SCALE 1"=300' DESIGNED BY: EA)► JOB No. 3701HC SHEET I OF I 1-1 0 Mike Ruddy From: Evan Wyatt <ewyatt@greenwayeng.corn> Sent: Thursday, November 19, 2015 3:23 PM To: Mike Ruddy; Rod Williams; Wayne Lee; John Bishop Cc: Matt Milstead; bgriffin@brrealty.net; Brenda Garton Subject: Revised Proffer Statement Attachments: Heritage Commons Proffer Statement 11-19-15 Redline Revisions.pdf Good afternoon, I have attached the proposed proffer revisions based on our discussion during the Planning Commission public hearing last evening, which are identified in redline text and strike-thru text for your information and review. The essence of these revisions is as follows: Section C2 —To incorporate the method to calculate acreage for residential/commercial land use in the same structure. Section C5 —To incorporate the common shared buffer and screening easement language relative to multi -family land use adjacent to the Sheppard Property (TM# 64-A-14). Section El —To incorporate the FCPS language that was previously endorsed by Wayne Lee. Section F3 — To fix a typo regarding the width of the asphalt trail. Please advise me if you have recommendations regarding this language or if you feel the revisions are good as proposed. I would like to coordinate with the MMA representative early next week to get the revised proffer signed and notarized so it can be provided to the County for the Board of Supervisors public hearing. Thank you, Evan Evan A. Wyatt I Director of Land Planning 151 Windy Hill Lane Winchester, VA 22602 Phone: 540.662.4185 Phone: 540.974.2701 Fax: 540.722.9528 Web: www.GreenwayEng.com Email: ewyatt@greenwayeng.com r� FND%, i;V1971 i GREENWAY ENGINEERING 0 s Disclaimer: This email may contain confidential and privileged material for the sole use of the intended recipient(s). Any review, use, distribution or disclosure by others is strictly prohibited. If you have received this communication in error, please notify the sender immediately by email and delete the message and any file attachments from your computer. Thank you. • • HERITAGE COMMONS DESIGN MODIFICATION DOCUMENT - PROFFER EXHIBIT B October 29, 2015 Design Moditicntion Document I October 29, 2015 MODIFICATION #1 § 165-501.02 Rezoning Procedure Ordinance Requirement: In order to have land rezoned to the R4 District, a ]Master development plan mceting 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 t0 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 noel -residential land uses within each Land Bay, the projected acreage of each Land Bay and the percentage of residential and commercial land use within cacti Land Bay classified as Mixed -Use Commercial/Residential. A Master Development Plan will be provided to the County prior to development activity on the Property. Justification for Modification: A mixed -use planned COnlnlunity On 150.28 +- acres of land cannot be completely master planned as a condition Of rezoning approval. These C011111111111t1Cs are dynamic due to the market; therefore, the exact location Of residential units, internal roads, commercial land use, recreational al cnitles, open Space and significant environmental fCatUres are diffiCUlt t0 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 p111'pOSC 1S reasonable, as it contains illustrative and general development information that Call assist in understanding the basic Concepts Of a il11XCd-IISC planned C011111111111ty and guide the 11101-C 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 Master Development Plan dUl-ing the rezoning process. A Master Development Plan will be provided subsequent to the rezoning approval process to CnsurC consistency with subdivision design plans and site design plans within the project. Design Modification Document 2 October 29, 2015 • E MODIFICATION #2 §165-501.03 Permitted Uses Ordinance Requirement: All uses are allowed in the R4 Residential Planned COn1111llnity District that arc allowed in the following zoning districts: RP Residential Performance District B 1 Neighborhood Business District B2 Business General District B3 Industrial Transition District M 1 Light Industrial District OM Office and Manufacturing District Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for urban mixed -use commercial and residential land use, which may include commercial and residential land uses that arc located within the smile structure, or within connected structllreS. Land uses permitted within the OM, Office Manufacturing District and the Mi, Light Industrial District that are not otherwise permitted within the RP, BI, B2 and B3 Zoning Districts shall be prohibited within the Property. Justification for Modification: Heritage Commons is planned as an urban center design form that will contain multi -family units, commercial, retail and Office Stl'llCtUres, and StrllCtllrCS 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 l)rOV1dCS 01)1)01'tlilllties For residents to live, shop, and work within the same area Of then' C011111111111ty. Design Modification Document 3 October 29, 2015 • 11 MODIFICATION #3 §165-501.05 Mixture o1' I -lousing 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 conlrllunity designated for residential uses shall be used for any of the following housing types: duplexes, nlLiltiplcxcs, atrium houses, weak -link tOW1111OLISCS, townhouses or garden apartments or any combination of those housing types. Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan arc slated for markel- rate multi -family residential housing types. To achieve this type Of urban residential development, single-family detached and attached residential units Will not be required as a component of the residential mix, alld 111L11t1-family residential units will be allowed to comprise 100% of the residential 11OLIS111g Wilts Within the Heritage Commons 1)1'Oject. Justification for Modification: Heritage Commons is plaimcd as all Ul-ball design form that Will contain 111llltl-falllily 110LISlllg units withiIl a mixed-L1Se C0111111e1'Clal, retail and Office development. The Residential Planned Community District promotes subLirban residential design form that is predominately residential With a ininllllum 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 development. Design Modification Document 4 October 29, 2015 i • MODIFICATION #4 §165-501.06(C) Residential Density Ordinance RCQLIiI'elllellt: Residential Density. The maxllllLlm allowed gross density for residences in the planned community development shall be four units per acrc. Alternative Design Standard: The Mixed -Use Commercial/Residential Land Bays identified on the proffered Generalized Development Plan are slated for urban residential housing types. To achieve this type of urban residential development, the gross densities specified in Section 165-402.05B for nlLllli-family residential land use shall be permitted. Justification for Modification: Heritage Commons 1S planned as all Urban design f01.111 that Will C011taill Illlllti-fallllly 11OLISlllg 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 properly as being planned for employment and high -density residential (12-16 units/acrc) land use; therefore, it is appropriate to allow this type of residential density within the Heritage Commons development. Design Modification Document 5 October 29, 2015 E U MODIFICATION #5 §165-501.06(D) Commercial & Industrial Areas Ordinance Requirement: Commercial and industrial areas. The areas for commercial or industrial LISCS shall not exceed 50% of the gross area of the total planned Community. SLlfflciCllt 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 or the planned community oil Frederick COLlilty. A minimum of 10% of the gross area of the project shall be used for business and industrial uses. Alternative Design Standard: The Heritage Commons Land Bays are intended to be developed as commercial and as mixed- usc commercial and residential land use. Therefore, commercial areas may exceed, and should be encouraged to, exceed 50% of the gross area of the total planned C011lllll1111ty. l'Llrther, to be consistent with the Comprehensive Plan, industrial LISCS should not be encouraged, and therefore, not allowed in the Heritage Commons Land Bays. By doing this, the balance will allow for higher density residential uses and will create Land Bays that lend themselves to creating a community where residents call live, work and play ill the Sallie C011llllllllity. A Land Bay Breakdown Table has been incorporated into the Heritage Commons Proffer Statement to demonstrate the 111111illlUl11 and maximum acreages for commercial and residential development throughout the project. Justification for Modification: A planned 1111XCd-use commercial and residential 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 Lail(] 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. Design Modification Document 6 October 29, 2015 MODIFICATION #6 §165-501.06(C) Open Space Ordinance Requirement: Open Space. A minimum Of 30% Of the gross area of any proposed clevelopnlent shall be designated as common open space. Alterliative Design Standard: A illillil11L1111 of 15% Of the gross area Of the Mixed -Use Commercial/Residential Land Bays, and 100% of the gross area of the Buffalo Lick RLIn 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 design form that will contain multi -family housing units within a mixed-LISC C0111111CI-cial, retail and Office development. This type Of urban design provides OPPOI-tLI11ItiCS for indoor alld OLItdoor recreational a111e111ties and facilities, pcdestrlan sidewalk and trail systems, Central plazas and sgLlares, small CXICI'1O1' 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. Design V(odificition Document 7 October 29, 2015 • MODIFICATION #7 §165-501.06(G) Buffers and Screening Ordinance Requirement: 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 I, 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 bllffCl-S shall be provided according to the requirements of that section. In addition, along the perimeter boundary of the Residential Planned Co11111111111ty District, buffers and screens Sllall be provided in relation to adjoining properties as if the uses in the planned Community were located in the RP, B1, B2, or M 1 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 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(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 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 Stl'llCtlll-CS; 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 separation buffers and zoning district bUffCl'S Utilized in other portions of the Urban Development Area. Desig • MODIFICATION #8 §165-501.06(I) Road Access Ordinance Requirenlerlt: Road Access. All planned Community developments shall have direct access to an arterial or collcctor road or to roads improvcd to arterial or Collector standards. The planned Co111111LIlllty 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 the construction and/or right-of- way dedication for primary regional 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 acceptable to the Frederick County Engineer 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 fi-om planned public streets within the project. Justification for Modification: Heritage Commons is planned as an urban design form that will contain a variety of street systems that are designed in general to meet vertical base design standards acceptable to the Frederick County Engineer based on projected traffic volumes for the 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 assist in meeting water quality measures for the project. Design Modification Document 9 October 29, 2015 MODIFICATION #9 Ordinance Requirement: §165-501.06(M) Phasing 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 UI11CSS they are in accordance with the approved schedule. Alternative Desimi Standard: A Phasing Plan and Phasing Schedule shall not be required for the Heritage ConlnlonS project. Justification for Modification: Heritage Commons is planned as an urban design form that will contain mixed land use including commercial, retail, office, 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. Design Modification Document 10 October 29, 2015 1] MODIFICATION #10 §165-201.03(B)(6) Height Limitations §165-601.02 Dimensioilal and Intensity 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 fl'om the maximum height i'CgLlll'ClllCiltS 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 p111'SLlant to the provislons of Section 165-203.02A(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 hcight; however, architectural screening features may be permitted to exceed this height allowance but shall be limited to a maxinlunl Structural hcight of 90 feet. Justification for Modification: Heritage Conllllolls Is planned as all Urban 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 shared commercial and residential blllldlllgS, 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; therefore, the Heritage C0m111011S Urban design form is consistent with these more intensive types of development currently permitted by County Code. Heritage Conllllolls has coordinated with the Winchester Regional Airport (WRA) to obtain information that delineates height limitations for Structures that would impact the WRA approach zones and conical zones. This information has been incorporated within an exhibit that demonstrates that the maxii11L1111 ileight allowances ideiltified in the alterilative deslgil standards will not impact WRA operations. Design Modification Document I I October 29, 2015 t.J • MODIFICATION #11 §165-402.09(J)(Dl) Multifamily Residential Buildings Ordinance RedLlirenlcnt: Principal building (max): 60 feet, provided that a nlultifanlily residential building may be erected to a maxinlunl of 80 feet if it is set back f-om road right-of-ways and from lot lilies in addition to each Of the required illllllllll1111 yard dimensions, a distance of not less than One foot for each one foot of height that it exceeds the sixty -foot limit. Alternative Desiwl Standard: Commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial and residential nlixed use buildings may be constructed within 20 feet of public or private street systems serving the community. Justification for Modification: Heritage Commons Is planned as all urban design form that will promote vertical constrLlCt1011 throughout the project. This design form should provide flexibility to promote building coils trlictloil that abuts wide pedestrian walkway areas that adjoin public and private street systems. Urban design promotes build -to setback lilies, which are not proposed as a i-cquirement for Heritage Commons; however, this alternative design standard will allow for tills form Of design should it be desired by the developer of the project. Design Modification Document 12 October 29, 2015 • 0 MODIFICATION #12 §165-4002.09(I) Modified Apartment Building Ordinance Requirement: This housing type consists Of buildings that contain multiple dwelling units that share a common yard area. The entire dwelling unit does ilot necessarily have to be Oil the Sallie 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 S111g1C StRICtUre, not to exceed 16 U111tS Wlthlil a S111g1e StRIClUre. Dimensional requirements shall be as follows: A. Lot Dimensions Al Maxi111L1111 site illlpervlOLiS SL11-f1CC ratio 0.60 B. Building Setbacks B I From public road right-of-way 35 feet B2 From private road right-of-way, off-street parking lot or 20 feet 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 111111111111111 distance of 35 feet between buildings. Buildings back to back shall have a minimum distance of 50 feet between buildings. C. Minimum Parking C1 Required off-street parking 2 per unit D. Height D1 Principal building (max): 55 feet D2 Accessory building (max) 20 feet Alternative Design Standard: This housing type consists Of buildings that contain multiple dwelling units that share a common outdoor area and residential and commercial mixed -use buildings. 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 111i111111L1111 of 16 d\vclllllg UIlitS belt may not exceed more than 64 dWC11111g U111tS Wlthlil a single StrUCtUre. Dimensional rgUirements shall be as follows: A. Lot Dimensions Al Maximum Site impervious Surface ratio 0.60 B. Building Setbacks Design Modification Document 13 October 29, 2015 0 0 BI From public road right-of-way 20 feet B2 From private road right-of-way, driveway off-street parking lot or 10 feet B3 Side (perimeter) 15 feet B4 Rear (perimeter) 15 feet B5 Rear for balconies and decks 20 feet B6 Minimum on -site building spacing: 15 feet side to side; 15 feet side to back; 15 feet back to back C. Millillllllll Parking C 1 Required off-street parking 2 per unit, inclusive of garage D. Hcight D1 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 an Urban design form that will promote massing Of dwelling U111tS thl-011ghollt the project. This design f01'111 Should provide flexibility t0 promote building construction that accommodates an appropriate 11Umber Of dwelling units within a single structure and within a residential and commercial mixed -use building. 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. DesignModification Document 14 October 29, 2015 • f s• Or ai Q C , Aft , .0 rl�+jy•� µ� � 4 0 U) z O L1J � z 0 LLI U z > L1 0 O J Q Lij Q LL w LU Q _ /G w 0 i x r• _ • m Legend QHerit3ge Commons Parcel Boundary Feet 500 0 500 C- z Z L W U) i • z Q Q •• O w Q > _ c U > O O z w w z" U z > � = o • R 775 woo U O C) Q W Q Q uj A• F U 0 a !• ui w Q w a = Z LLI O � O _ LL o to o w w o cn Vap Data Source: Frederick County, Va GIS Department. 2015 Data, Aerial Photos from ESRI (ht1p !/services arcgisonhne com/ArcGIS/rest/services [World Imagery]) ♦ I ♦ I ♦ I ♦ 1 ♦ 1 -- AIRPORT-RD 0 Legend � _ _I Heritage Commons Parcel Boundary Frederick County Zoning B1 (Business, Neighborhood District) B2 (Business, General Distrist) = B3 (Business, Industrial Transition District M1 (Industrial, Light District) M2 (Industrial, General District) RA (Rural Area District) RP (Residential, Performance District) Feet C 500 0 5000 Q � a z � k4 *i w Wz_ ZN10 z W c� Mw a_ Q ct) z :E O z z z OU O O W C-6 N QW z O � Q W U = O J rn Z O O U w U H E w T Q Z c� } H z D O U Y U_ tY W 0 w LL w 0 r m 0 w z C� Cn 0 0 w w O a 0 m C) C) N w 0 Map Data Source Frederick Counly. Va GIS Department, 2015 Data, City of Winchester GIS Department, 2015 Data • A, N �f i� 67 A 150 / A 8" Water Line g•• Sewer Line \ Legend Heritage Commons \ ■ Sewer Water Service Area 1.■■■so Urban Development Area Parcel Boundary - FCSA Sewer Line FCSA Water Line Feet 1,500 0 1,500 l �a Lass A 0 IEO AM Q C.7 II Z W W LU W 3 w V) Z a- O Q 0 z Q O U Z � 0 LLJ N C-6 0 Lu Q J) IY � LU I w 0 m Q Q z I- z w z w o C > O Z p w z U Z ::) U) o w 0 U 0 W Q Q U w Q 0� to 2 Y o �, � w v LL w w w a o = Z C) r7 Q W � II = Ii o t to w 0 N 11J w Q Q � U ,ap Data Source Frederick County, Va GIS Department, 2015 Data. City of Winchester GIS Department, 2015 Data r C.3 ' G PA 64 A �I y l� � 725I) r �; a N, 725 w 778 Y J' 0. Z 777 IY m "'0 725: AIRPORT RD— ;��, 'dry7Z25 rr U � W i V\ /�25 �645 �' CD Legends o � l I m Heritage Commons Parcel Boundary Lake o- Pond 7k�� O m S / , —J� - - )i O 7 I J72 —J Wetland (NWI) 100 Year Floodplain Stream 5 Foot Intermediate Contour 25 Foot Index Contour Feet --725 500 0 500 P 0 w Z w NO- Wz ° W�z �w w 3 a } 0 Q Q z U z N z o g- o Q > _ O Z w w z o U ZO J tj N H � U w 2 Y o �Q W Z W W a u_ _ 0 Z 0 0 0 w Z = L u w to 11 O N lL W o C Map Data Source. Frederick County, Va GIs Department, 2015 Data, City o1 Winchester GIs Department. 2015 Data Sj l 522 C-) fit' V a , / C 146 36 C-)� / 64 A 10, w G: ' Y ? � a 8C 41D 778 J / All /F/ 9C 1B 9C l Legend Q � Z C--W W Wz z W � wW hk Heritage Commons Parcel Boundary NRCS Soils 14B:FREDERICK-POPLIMENTO LOAMS, 2 TO 7 PERCENT SLOPES 1B:BERKS CHANNERY SILT LOAM, 2 TO 7 PERCENT SLOPES 28:LOBDELL SILT LOAM 32B:OAKLET SILT LOAM, 2 TO 7 PERCENT SLOPES jj 3B:BLAIRTON SILT LOAM, 2 TO 7 PERCENT SLOPES 41C:WEIKERT-BERKS CHANNERY SILT LOAMS, 7 TO 15 PERCENT SLOPES 41D:WEIKERT-BERKS CHANNERY SILT LOAMS, 15 TO 25 PERCENT SLOPES - 41 E:WEIKERT-BERKS CHANNERY SILT LOAMS, 25 TO 65 PERCENT SLOPES - 6C:CARBO-OAKLET SILT LOAMS, VERY ROCKY, 2 TO 15 PERCENT SLOPES ® 8C:CHILHOWIE SILTY CLAY LOAM, 7 TO 15 PERCENT SLOPES - 9B:CLEARBROOK CHANNERY SILT LOAM 2 TO 7 PERCENT SLOPES 9C:CLEARBROOK CHANNERY SILT LOAM 7 TO 15 PERCENT SLOPES Feet 500 0 500 C� a- z Q z � O U) N __j LU O Q� C/) w 3 0 Y m � o Q z Z U) cn U w z 0 IY O Q j = U Q o O Z 2 W z U Z to Ln 0 w ON � O O Q � O) Q Y ~ U 0 E W Cr a LL W W = z 0 o Q W 6 II _ O� o L LL U) u; 0 N W w H c Map Data Source Frederick County, Va GIs Department. 2015 D,ita. (Ay of W,ncriestoi GIs Department. 2015 Data 797 � } ti ��� • O1114CO. 796 782 °y 134-424 Ate', 2 _ r� 70 Q 63 0-o WINDY-HIL•L LN LOQ Z w z 11CO - 2 � cob TON A F o O y M A 10 /C Q E ► I V 776 I� mow/ 03 A l S0 C V LL a i G _ �► n7 O Z H t IO w °' A ,: —AIRPORT RD w 34-431 Cn 2 y�o Legend = Y 1 �J 'n Heritage Commons o Z Parcel Boundary Or �' -4 � �p Q Civil War Encampment o Civil War Fort o r, »(Q Z I Cemetery o_ _ ZLD q� Q Q m has Rural Landmark ` G�� z 2- o i �l �y 34-424 Garber Farm �� J > o —\ 'n Z w Z 34-431 Russell Place 645 z ( Z o �..., < O wOw(nOr- \�ov Z+ Civil War Battlefield < LU o Q 70 — it -w u_ P II 11 D _ e�hT�Fy V Second Kernstown O_wZO = 0� a, oo U�7n 644 r q F-- Tip = Q w U o Feet U, rn MC N �a l CURE WAY 1,000 0 1,000 uj Uj Map Data Source Frederick County, Va. GIS Department. 2015 Data; City of Winchester GIS Department, 2015 Data Senseny / Eastern Frederick Urban Area Study Land Use Adopted by BOS on June 13, 2012 Amended on September 10, 2014 42M low, •:�::�:;:::�r.-. �fl�.r:. r.•.itunii!li,•II,.'..ITA y �� .•.••.. :•iP'�sa Via. -• . :`.�. i %! /����/.d 6 REZONING APPLICATION FORM FREDERICK COUNTS', VIRGINIA To be completed by Planning Staff. �.. Fee Amount Paid $ a 5, CA Zoning Amendment Number J Date Received 10 3 I� PC Hearing Date BOS Hearing Date !,7 `i - I c; The jblloiving information shall be provided by the applicant: All parcel identification numbers, deed book and page numbers may be obtained from the Office of the Commissioner of Revenue, Real Estate Division, 107 North Kent Street, Winchester. 1. Applicant: Name: Greenway Engineering, Inc. Address: 151 Windy Hill Lane Telephone: 540-662-4185 Winchester, VA 22602 2. Property Owner (it'd ifferent than above): Name: R 150 SPE, LLC Telephone: (443) 263-2987 Address: 621 E. Pratt Street, Suite 600 Baltimore, MD 21202 3. Contact person if other than above: Name: Evan Wyatt Telephone: (540) 662-4185 4. Property Information: a. Property Identification Number(s): 63-A-150, 64-A-10 & 64-A-12 b. Total acreage to be rezoned: 150.59 +/- c. Total acreage of the parecl(s) to be rezoned (if the entirety of the parce](s) is not being rezoned): N/A d. Current zoning designation(s) and acreage(s) in each designation: RP District - 54.0 acres; B-2 District - 96.28 acre; RA District - 0.31 acres ra f. Proposed zoning designation(s) and acrcage(s) in each designation: R-4 District 150.59 +/- acres Magisterial District(s): Shawnee District 12 • 5. Checklist: Check the following items that have been included with this application. Location map (✓ Agency Comments ✓1 Plat _� ✓ �_ Fees _� ✓ �_ Deed to property _� ✓ �_ Impact Analysis Statement _� ✓ �_ Verification of taxes paid _I ✓ _ Proffer Statement Plat depicting exact meets and bounds for the proposed zoning district _ I_ Digital copies (pdf's) of all submitted documents, maps and exhibits 6. The Code of Virginia allows us to request full disclosure of ownership in relation to rezoning applications. Please list below all owners or parties in interest of the land to be rezoned: R 150 SPE, LLC - Earl Cole (Owner Representative) 7. Adjoining Property: PARCEL ID NUMBER USE ZONING Refer To Adjoiner Map & Table 8. Location: The property is located at (give exact location based on nearest road and distance from nearest intersection, Using road names and route numbers): West side of Front Royal Pike (US Route 522 South), immediately across from Airport Road (Route 645) and approximately 1.25 miles south of Interstate 81 Exit 313. 13 • 0 9. The following information should be provided according to the type of rezoning proposed: Single Family homes: Non -Residential Lots: Number of Units Proposed Townhome: Mobile Home: Multi -Family: 645 Hotel Rooms: Square Footage of Proposed Uses Office: TBD Service Station: Retail: TBD Manufacturing: Restaurallt: TBD Warehouse: Commercial: TBD Other: 10. Signature: I (we), the undersigned, do hereby respectfully make application and petition the Frederick County Board of Supervisors to amend the zoning ordinance and to change the zoning map of Frederick County, Virginia. I (we) authorize Frederick County officials to enter the property for site inspection purposes. I (we) understand that the sign issued when this application is submitted must be placed at the front property line at least seven clays prior to the Planning Commission public hearing and the Board of Supervisors public hearing and maintained so as to be visible from the road right-of-way until the hearing. I (we) hereby certify that this application and its accompanying materials are true and accurate to the best of my (our) knowledge. Applicant(s):� Owner(s): Date: `I I 1 5 Date: Date: Date: • 0 Special Limited Power of Attorney County of Frederick, Virginia Frederick Planning Web Site: www.co.frederick.Va.us Department of Planning & Development, County of Frederick, Virginia, 107 North Kent Sheet, Suite 202 Winchester, Virginia 22601 Facsimile 540-665-6395 Phone 540-665-5651 Know All Men i3y These Presents: That I (We) (Name) R 150 SPE, LLC (Phone) (443) 263-4185 (Address) 621E Pratt Street Suite 600 Baltimore, MD 21202 the owner(s) of all those tracts or parcels of land ("Property") conveyed to me (us), by deed recorded in the Clerk's Office of the Circuit Court of the County of Frederick, Virginia, by Instrument No. 120008564 on Page , and is described as Parcels: 63-A-150; 64-A-10 & 64-A-12 Lot: Block: Section: Subdivision: do hereby make, constitute and appoint: (Name) Greenway Engineering, Inc. (Phone) (540) 662-4185 (Address) 151 Windy Hill Lane Winchester. VA 22602 To act as my true and lawful attorney -in -fact for and in my (our) name, place and stead with full power and authority i (we) would have if acting personally to file planning application for my (our) above described Property, including: ® Rezoning (Including proffers) ❑ Conditional Use Permit ❑ Master Development Plan (Preliminary and Final) ❑ Subdivision ❑ Site Plan ❑ Variance or Appeal ❑ Comprehensive Policy Plan Amendment. My attorney -in -fact shall have the authority to offer proffered conditions and to make amendments to previously approved proffered conditions except as follows: This authorization shall expire one year from the clay it is signed, or until it is otherwise rescinded Of - modified. III witness thereof, � (we) Signatures) V. W% / 01 ye hereto set my (our) hand and seal this � clay of 00--, 200 ( � CROI ,tpTARY State of Vyg-roil, City/County of f r� ��/lJ To -wit: -7 A,, A rvle�-f� t4taY�/�••........•� JCS I, CRC ��P i s!L ,.a Notary Pub is in and for the jurisdiction aforesaid, certify that the person(s) wh ORE GO signed to the foregoing insU-ument and who I (arc) known to me, persoi ally appearccl I?cforc me and has /,alcko lodged the same before me in the jurisdiction aforesaid this clay of GAL, 20� I S. /%77 (����� /��(��/�' My Commission Expires: Notiv-y Public RegisU-ation It: Revised 3/17/08 Heritage Commons Rezoning 0 0 0 Adjoining Properties Listing Label Tax Map Number Owner Mailing Address City & State ZIP A 64 A 9 FLG RESIDUAL TRUST PROPERTIES LLC PO BOX 888 WINCHESTER, VA 22604 B 64B A 73B FLG RESIDUAL TRUST PROPERTIESLLC/, CAMPFIELD LLC PO BOX 888 WINCHESTER, VA 22604 C 64B A 73 CALVARY CHURCH OF THE BRETHREN, C/O RICHARD E KELLER 578 FRONT ROYAL PIKE WINCHESTER, VA 22602 D 164 A 10A CALVARY CHURCH OF THE BRETHREN, C/O RICHARD E KELLER 578 FRONT ROYAL PIKE WINCHESTER, VA 22602 E 64B 4 E HEPNER DANIEL K, HEPNER ANGELA M 256 DEVLAND DR WINCHESTER, VA 22603 F 64 A 11 BELT ARTHUR A, BELT JUANITA S 201 FRONT DR WINCHESTER, VA 22602 G 64B 4 F CROSEN TARA M 189 FRONT DR WINCHESTER, VA 22602 H 64B 4 H SHANK ROBERT L SR, SHANK PATRICIA A 185 FRONT DR WINCHESTER, VA 22602 I 164B 4 25J MUDD THOMAS S 179 FRONT DR WINCHESTER, VA 22602 J 64B 4 26 COURTNEY CHARLES A 161 FRONT DR WINCHESTER, VA 22602 K 64B 4 27 COURTNEY CHARLES A, COURTNEY BETTY 161 FRONT DR WINCHESTER, VA 22602 L 64B 4 28 COURTNEY CHARLES A 161 FRONT DR WINCHESTER, VA 22602 M 64B 4 29 COURTNEY CHARLES A 161 FRONT DR WINCHESTER, VA 22602 N 164B 4 30 OATES BONNIE JEAN, MILLER MISTY DAWN 151 FRONT DR WINCHESTER, VA 22602 0 64B 4 31 OATES BONNIE JEAN, MILLER MISTY DAWN 151 FRONT DR WINCHESTER, VA 22602 P 64B 4 32 THE BRINCEFIELD GROUP LLC PO BOX 337 AHHTON, MD 20861 Q 64B 4 33 THE BRINCEFIELD GROUP LLC PO BOX 337 AHHTON, MD 20861 R 64B 4 34 YOWELL ERIC P 149 ROYAL AVE WINCHESTER, VA 22602 S 164B 4 35 YOWELL ERIC P 149 ROYAL AVE WINCHESTER, VA 22602 T 64B 4 36 KELLY JOHN B JR, KELLY MARSHA J 137 ROYAL AVE WINCHESTER, VA 22602 U 64B 4 37 KELLY JOHN B JR, KELLY MARSHA J 137 ROYAL AVE WINCHESTER, VA 22602 V 64B 4 38 HOTT CALVIN E II, HOTT DOROTHY D 131 ROYAL AVE WINCHESTER, VA 22602 W 64B 4 39 HOTT CALVIN E II, HOTT DOROTHY D 131 ROYAL AVE WINCHESTER, VA 22602 X 164B 4 9A MCFARLAND CHARLES C SR & ELENER L, MCFARLAND CHARLES C JR 116 ROYAL AVE WINCHESTER, VA 22602 Y 64B 4 10A MCFARLAND CHARLES C SR & ELENER L, MCFARLAND CHARLES CJR 116 ROYAL AVE WINCHESTER, VA 22602 Z 64B 4 8 HOTT BARBARA ANN ETALS, C/O WAYNE GODLOVE 325 W TEVIS ST WINCHESTER, VA 22601 AA 64B A 89 DOTSON SCOTTIE D 371 CHIMNEY CIR MIDDLETOWN, VA 22645 BB 64B A 4 91 YOUNG PHILIP T, YOUNG JUDY LYNN 655 FRONT ROYAL PIKE WINCHESTER, VA 22602 CC 164B A 92 CONWAY GENEVE B, CONWAY SHELTON RAY 667 FRONT ROYAL PIKE WINCHESTER, VA 22602 DD 64C A 1 GRIM RONALD E, GRIM MONICA 673 FRONT ROYAL PIKE WINCHESTER, VA 22602 EE 64C A 2 EMBREE JOSEPH, EMBREE LYNNETTE L 687 FRONT ROYAL PIKE WINCHESTER, VA 22602 FF 64C A 3 EMBREE JOSEPH, EMBREE LYNNETTE L 687 FRONT ROYAL PIKE WINCHESTER, VA 22602 GG 64C A 4 BARNARD E DARLENE S, BARNARD CHARLES M PO BOX 4585 WINCHESTER, VA 22604 HH 164C A 7 WHITACRE ELWOOD H SR 721 FRONT ROYAL PIKE WINCHESTER, VA 22602 II 64C 1 15 CORNERSTONE LP LLP PO BOX 2497 WINCHESTER, VA 22604 JJ 64C A 9 WINCHESTER OUTDOOR 355 S POTOMAC ST HAGERSTOWN, MD 21740 KK 64C A 11 LUCAS WILLIAM R, LUCAS KRISTA K 831 FRONT ROYAL PIKE WINCHESTER, VA 22602 LL 64C A 13 GIBSON MONTIE JR 867 FRONT ROYAL PIKE WINCHESTER, VA 22602 MM 164 A 14 ISHEPARD MICHAEL S, SHEPARD CHERYL 179 GEORGE DR WINCHESTER, VA 22602 NN 64 A 18 MADISON II LLC 558 BENNYS BEACH RD FRONT ROYAL, VA 22630 00 163 A 123A EFG INVESTMENTS LLC 340 W PARKINS MILL RD WINCHESTER, VA 22602 Source: Frederick County GIS, January 2015 Page 1 of 1 \IL :J O fy Hl Z Ir i— LLI z nn - - as c -DD _EE FF GG HH ,T Q KK Z O LL MM D ---- NN ' 10 m -- AIRPOR-T-RD A, J F \O / Q � � x W 1 7 W Q U Z LU O 0 � Z W 0 d- Z O W 0 Q W c Z Z_ LU = O Q w p m � p LL U Q z < Z w Z w f- Q > _ U � Iz o O Z Lli n. w Z F p U z O U) :D 775 I1J O D' O Ur N 0_ (� U U Q (� LU Q Y w \ t Z U O W Z w d ti LU = O Z 00 o o Q w Q Q� O L I ILL6V U) C O N w W H Q O L? .lap Data Source Freov ck County, Va GIS Department. 2015 Data. City of Winchester GIS Department. 2015 Data T.M. 64-A-9 0 Lo FLG RESIDUAL TRUST LEGEND PROPERTIES, L.L.C. TM # ACRES ZONING C N N � 0 is a� 63-A-150 0.31 ± R4 cn N (, 64-A-10 29.79 ± R4 o m 64-A-12 120.49 ± R4 r Ftio� �00 r0�� TAX PARCEL T.M. 64-A-11 c ARTHUR A. & 64A-10 JUANITA S BELT 29.79 ACRES z LINE TABLE ow x L38 \� cyG�`yR�`s w LINE BEARING DISTANCE �J� �P2�r �F�tTTi o,<.�oq L 1 S 85'40'02" W 150.14' lo, `` eujZ L2 S 85'53 40" W 1005.35'uj C7 L3 N 44'16'19" W 1985.02' �� SFoti�p ti Z L4 N 21'55 54" E 761.52' do Fes. W L5 N 5654'19" E 145.10' L3 � L6 N 59'30'40" E 157.47' �,� 35 FUNKHOUSER L7 N 55'41'01 " E 1235.07' 36 37 ADDmoN L8 S 58'03'14" E 688.82' �5 L6 3s L9 S 02'01 '18' W 332.70' ROYAL AVE L 10 S 87'5344" E 470.95' L 10 L l l S 01'4621 " W 154.61' TAX PARCEL L 12 N 82'30 52" W 26.27' 63 A-W L 13 S 07'3938" W 119.85, 0.31 ACRES f 11 L 14 S 84'31 56" E 28.99' 14 ! �_ L 15 S 89'40 20" W 26.96' L 12 v Z m Lu L16 S 29'13'19" W 64.04' L 17 S O 1 '4741 " W 112, 92' O vim] L 18 S 555357" W 51.18, TAX PARCEL L 13 f W Q L 19 S 14'08 24" W 96.73' L20 S 43'19'10" W 176.36' 64 A-12 L14 O z L21 S 64'06'43" E 20.2 1' %% 120.49 ACRES f L 15 �' Q (� L22 N 45'2328" E 45.62' L 16 A U O L23 S 64'1341" E 60.25' E U L24 N 74'20' 11 " E 150.9o' L 117 W � L25 S 215357" E 79.44' L26 S 11'3643" W 287.33' L219 L25 Q L27 S 03'37'16" E 428.07' �4 Z `W W L28 N 03' 14'46" W 192.09' L29 S 52'38 J9" E 184.40' % L21 2� 21 N W O � L30 N 0314'46" W 5.60' T.M. 64-A-12J4 , �� Q L31 N 21 52 53" E 1174.87' EFG INVESTMENTS, LLC � L32 N 41'06 21 " E 773.02' L33 S 51'51 J5" E 600.62' L34 S 4749 22" E 272.65' L35 S 31'28 35" W 497.94' L36 N 58' 1541 " W 107.60' L37 S 31 '06'34 " W 199.82' L38 S 58'03'14" E 1.42' - L2 -- L1 T M. 64-A-18 T M. 64-A-14 MADISON ll, LLC MICHAEL S. & DATE: 10/23/2015 CURVE TABLE CHERYL SHEPARD CURVE DELTA ANGLE R4DIUS ARC LENGTH TANGENT CHORD BEARING CHORD LENGTH SCALE: 1'=500' C1 01'46'11 " 5653.89' 174.64' 87.33' S 02'39 21 " W 174.63' C2 02'29 24 " 6161.16' 267.76' 133.90' S 05'57'04" W 26Z 74' 500 0 500 1000 DESIGNED BY: EAe C3 05'34 20" 3159.87' 308.28' 154.26' S 02'30 30" W 308.16' JOB NO. 3701HC SCALE: 1 " = 500' SHEET 1 OF 1 120008564 SPECIAL COMMISSIONER'S DEED THIS SPECIAL COMMISSIONER'S DEED is made this 8th day of August, 2012, by and between JAMES A. DROWN, ESQUIRE, SUBSITUTE SPECIAL. COMMISSIONER, (hereinafter referred to as "Substitute Special Commissioner" or "Grantor", index as GRANTOR) appointed for the purpose of selling the real estate of Russell 150, LC (index as GRANTOR), and R 150 SPE, LLC, a Virginia limited liability company, its successors and/or assigns (hereinafter "Grantee", index as GRANTEE). WITNESSETH WHEREAS, by Orders entered by the Circuit Court of the County of Frederick, Virginia on May 3, 2011 and on February 4, 2012 in the consolidated matter of Greenway Engineering, Inc. v. Russell 150, LC, et al., CL Nos. 08-592 and 09-278, James A. Drown, Esquire was appointed Substitute Special Commissioner for the purpose of selling the hereinafter described real estate of Russell 150, I,C; and, WHEREAS, by Consent Order entered by the Circuit Court of the County of Frederick, Virginia on June 15, 2012 in the matter of Greenway Engineering, Inc. v, Russell 150, I,C, et al., CL Nos. 08-592 and 09-278, the Substitute Special Commissioner was authorized to sell the hereinafter described real estate of Russell 150, LC, pursuant to the terms of ilia( Order; and, Document prepared by: Return to: Thomas Moore Lawson, Esquire Thomas Moore Lawson, Esquire P. O. Box 2740 P. O. Box 2740 Winchester, VA 22604 Winchester, VA 22604 Tax Map Nos. 63-A-150, 64-A-10, 64-A-12 Grantees' Address: Consideration: S100,000.00 R 150 SPE, LLC (Assessed value not used as actual value pursuant 621 E. Pratt Street, Suite 600 to Virginia Attorney General Opinion No. 290 Baltimore, MD 21202 dated July 3, 1991 (1991 Va. Op. An. Gen. 290)). 0 .r— �n U7, LM WlIFREAS, by Order entered by the Court on June 8, 2011, the requirement that the IV, Substitute Special Commissioner post bond pursuant to §8.01-99, Code of Virginia, 1950 as o -G- amended, was dispensed with; and t-0 cn WHEREAS, the Substitute Special Commissioner thereafter advertised the said real estate for sale at public auction for cash on the steps of the Frederick County/Winchester Joint Judicial Center on July 24, 2012 at 10:00 a.m. in accordance with the aforesaid Orders, at which sale the real estate was sold, subject to the approval of the Court, to R 150 SPE, LLC for the sum of One Hundred Thousand Dollars and 00/100 ($100,000.00) cash, R 150 SPIT, LLC's bid being the highest and last bid therefore, whereupon R 150 SPIT, LLC made a bidder's deposit of One Ilundred Thousand Dollars and 00/100 (S100,000.00) with the Substitute Special Commissioner; and, WHEREAS, by decree entered by the Court on August 8'h, 2012, recorded in the Frederick County Circuit Court land records as instrument No. 120008377 and in the Frederick County Circuit Court Clerk's Order Book 44 at Page 0329-0334, the offer of R 150 SPIT, LLC was accepted, approved, ratified and confirmed, and the Substitute Special Commissioner was ordered, upon receipt ofthe purchase price, to convey the real estate by good and sufficient deed with Special Warranty of Title to R 150 SPE, LLC, or to such person or persons as it may in writing direct; and, WHEREAS, the said It 150 SPE, LLC has paid the purchase price in the amount of One Hundred Thousand Dollars and 00/100 (SI00,000.00) in full to the Substitute Special Commissioner; and, 2 u WHEREAS, the entity on whose behalf this conveyance is made is RUSSELL 150, LC, a I r Virginia limited liability company, as by statute provided. o -9` M NOW, THEREI-ORE, for and in consideration of the sum of Ten and 00/100 Dollars ($10.00), cash in hand paid, the receipt and sufficiency of which is hereby acknowledged, Grantor does hereby grant, bargain, sell and convey with SPECIAL WARRANTY OF TITLE unto Grantee, all that certain tract or parcel of land containing 150.35 acres, and more particularly described below, to -wit: TRACT 1: All that certain tract or parcel of land, lying and being situate in Shawnee Magisterial District, Frederick County, Virginia, containing 29.657 acres as shown on the plat of survey drawn by Michael M. Ariz, L.S., dated February 13, 1998, of record in the Clerk's Office of the Circuit Court of Frederick County, Virginia in Deed Book 900, at Page 115, et seq., and by this reference made a part hereof as if set out in full. AND BEING the same conveyed to Russell 150, LC by Deed dated December 29, 2004, of record in the aforementioned Clerk's Office as Instrument No. 040026622. Tax Map No. 64-A-10 TRACT 2: All that certain tract or parcel of land, lying and being situate in Shawnee Magisterial District, Frederick County, Virginia, containing 0.309 acres as shown on the plat of survey drawn by Michael M. Ariz, L.S., dated February 13, 1998, of record in the Clerk's Office of the Circuit Court of Frederick County, Virginia in Deed Book 900, at Page 115, et seq., and by this reference made a part hereof as if set out in full. AND BEING the same conveyed to Russell 150, LC by Deed dated December 29, 2004, of record in the aforementioned Clerk's Office as Instrument No. 040026622. Tax Map No. 63-A-150 TRACT3: All that certain tract or parcel of land, lying and being situate in Shawnee Magisterial District, Frederick County, Virginia, containing 120.384 3 • C� ,UT acres as shown on the plat of survey drawn by Michael M. Ariz, L.S., dated tit February 13, 1998, of record in the Clerk's Office of the Circuit Court of tr, Frederick County, Virginia in Deed Book 900, at Page 115, et seq., and by this reference made it part hereof as if set out in full. 0 AND BEING the same conveyed to Russell 150, LC by Deed dated December 29, 2004, of record in the aforementioned Clerk's Office as Instrument No. 040026622. Tax Map No. 64-A-12 This conveyance is made expressly subject to (a) the restrictions, conditions, rights -of - way, and easements, if any, contained in the instruments constituting the chain of title to the property conveyed herein; (b) the liens set forth in the Orders dated June 15, 2012 and August 8, 2012 referenced above; and (c) to matters visible upon inspection. WITNESS the following signature and seal: GRANTOR: JA S A. DROWN, ESQUIRE, Su stitute Special Commissioner COMMONWEALTH OF VIRGIJNIA CITY/C-6b'?4+'I OF _(A , to -wit: 41 The foregoing instrument was acknowledged before me this V day of August, 2012, by JAMES A. DROWN, ESQUIRE, Substitute Special Commissioner. Notary Public My commission expires: Registration Number: VIRGINIA. FRFDFRICK COUNTY, SCr. aa Tina kotrumm o(wrkiq wproduced to me as UA �l cam-1 ON at - Iln raill, and srithcettificate of acimo0d4ement theretq nnexca was admiitttted to record. Tar imposed by Sec ,%t-802 of $ ( Oy • 01 58.1.801 have been paid, if asseswbte Clerk MARY E. ROBY NOTARY PUBLIC Commonwealth of Virginia Reg.#7348111 i Action: AMENDMENT PLANNING COMMISSION: March 16, 2005 - Recommended Approval BOARD OF SUPERVISORS: September 28, 2005 ID APPROVI:;D ❑ Dl-,,NIF,D AN ORDINANCE AMENDING THE ZONING DIS'1'RICTMAP REZONING 1101-05 FOR RUSSELL 150 WHEREAS, Rezoning 1101-05 for Russell 150, \vas submitted by Grecnway Engineering to rezone 96.28 acres from RA (Rural Areas) District to 132 (General Business) District and 54 acres irom RA (Rural Areas) District to RP (Residential Performance) District. 'I'his property fronts oil the \vest side of Front Royal Pile (Route 522), opposite Airport Road (IZoutc 645), in the Shawnee Magisterial District, and is idcntilted by I'ropertN, Identification Nulllbcrs (PINS) 611-A-10 and 64-A-12. The prol?erty 211so I1•ollts oil the cast side of Interstate 81. WHEREAS, the Planning Commission held a public hearing on this rezoning on March 16. 2005; and WHEREAS, the Board of Supervisors held a public hearing on this rczoning on April 13, 2005; and WHEREAS, the FI'edCl•ICk County Board of Supervisors finds the approval of this rezoning to be in the best interest of file public health, safety, \velfarc, and in conformance with the Comprelicnsive Policy Plan; NO\,N', THEREFORE, BE IT ORDAINED by (tic Frc&I-ick County 130a1-d of Supervisors tha! Chapter 10J o1 the I-Ic"ti lw� � otlffi • �- ouc. L.onul��. I� —11CH(A.'U iU 1C\ Ise tllk� Z t11111Ig 1)Ist! ICI NIaI-) change 96.28 acres front IZA (Rural Areas) District to 132 (General Business) District and 5-hmvs from RA (Rural Areas) District to RP (Residential Performance) District, as described by the application and plat submitted, subject to the attached conditions Voluntarily proffered in writing by the applicant and the property owner. PIMes. ;.I I -iI:; This ordinance shall be in effect on the date of adoption. Passed this 28th clay of September, 2005 by the following recorded vote: Richard C. Shickle, Chairman Aye Barbara l . Van Osten Aye Gina A. Forrester Nay Gary Dove Aye Lyncla J. Tyler Aye Bill TA. Ewing Aye Aye A COPY ATTEST A. �;niclratn� PDRes. 911-05 litccnsta� rngutccnn� (ktolxi 12. 2004 Rcs iwd Octoha 27. 2004. Ro iscd Pchrmu% 17. 2Uu5 Res ucd March 10, 2uo5. Re%ised Scplcmim 10. 2(H)5 Ro iud Scpicmlxr 28. 2(N)5 RUSSELL 150, LC - PROFFER STATEMENT Ru„ell I >O Rcionutg REZONING: RL# 01-05 Rural Areas (RA) to Business General (132) and Residential Performance (RP) PROPERTY: 150.28-acres +/-. Tax Parcels #64-((A))-10 & 64-((A))-12 RECORD OWNER: Russell 150, LC APPLICANT: Russell 150. LC (here -in after the ";kpplicant") PROJECT NAME: Russell 150 ORIGINAL DATF OF PROFFERS: REVISION DATE Vrclimilmr� Matters October 22. 2004 September 16. 2005 Pursuant to Section 15.2-2296 Ft. Seq. of the Code of Virginia, 1950. as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning. the undersigned applicant hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application # 01 -05 lm the rezoning. of 150.28t-acres from the Rural Areas (RA) District to 96.28t-acres of Business General (132) District and 54.0f-acres Residential Performance (RP) District, development of the subicct property ("Property") shall be done in conformity with the terms and conditions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no ellect whatsoever. These proffers shall be binding upon the Applicant and any legal successors, heirs, or assigns. The Property, identified as Russcll 150. and more particularly described as the lands owned by Russcll 150. LC, being all of Tax Map Parcels 64-((A))-10 and 64-((A))-12 and further as shown on a plat entitled Survey of the Remaining Lands of June 1-1. Russell by Ebert and Associates dated February 13. 1998. rdc #370H.AN 10 • recrosa� Enghtecring October 22. 2004 Russell 150 Rezoning Revised October 27, 2004. Revised Pebruary 17. 2005 Revised March IG. 200S. Revised September Ih. 2005 Revised September 28. 2005 1. Generalized Development Plan The Applicant hereby proffers to develop the Property in substantial conformance with a Generalized Development Plan prepared by Green -way Engineering dated September 16, 2005 ("GDP") approved as part of the rezoning application. The GDP is intended to delineate the major thoroughfares that will traverse the Property and provide access to the commercial and residential land bays. The roundabout design identified at the intersection of Warrior Drive and Airport Road Extended is intended to be developed unless the Virginia Department of Transportation ("VDOT") determines that another intersection design is warranted during the review and approval of the Public Improvement Plan for this transportation improvement. VDOT approval of another intersection design at Warrior Drive and Airport Road Extended will not necessitate approval ol'a ne\\, GDP by the Board of Supervisors. The GDP identifies the 9628t-acre Business General (132) District land bay and the 54.0f-acre Residential Performance (RP) District land bay. 11. Transportation A. Community Development Authority (Agreement to Participate) The Applicant hereby proffers to participate Fully in the Community Development Authority ("CDA") special taxing district for the purpose of financing the construction of specified public infrastructure, briefly described as (1) the interstate-8I/East Tevis Street flyover bridge, (2) the thoroughfares of Warrior Drive, Airport Road Extended, and East Tevis Street and associated bicycle lanes within the Property, and (3) certain water and sewer capital facilities associated with these thoroughfares. The utilization of the CDA provides Funding for the simultaneous development of all covered public infrastructure, thus enabling the construction of all of these facilities in a single unif►ed project concurrent with the first phase of private improvements. if for any reason the described improvements within this section are unable to be completed through the CDA funding source, the Applicant agrees to fund and complete said improvements concurrent with the fast phase of improvements by the Applicant. B. Warrior Drive The Applicant hereby proffers to construct the ultimate section of Warrior Drive within the Property in conformance with the Public Improvement Plan that will be approved by VDOT prior to any development activity on the Property. The Applicant shall dedicate a minimum 120-foot wide right-ol-way extending from the intersection with East Tevis Street to the southern boundary of the Property, in an alignment consistent with the GDP and the VDOT approved Public improvement Plan. The intersection of Warrior Drive and East Tevis Street shall be confi►gored so as to maintain East Tevis Street as the through movement. `I he intersection with Airport Road Extended shall be in the form of Pile n 37011EAW 0 Olecnem linenrccrim: Oclolm 22, 200d Russell 150 Rezoning Revised (Moher 27, 200d; Revved fehnru) 17. 2005 Revised Match 16. 2005: Revised Septembei 10, 2005 Revised September 28, 2005 a roundabout. unless VDOT determines that another intersection design is warranted during the review and approval of the Public Improvement Mall for this transportation improvement. 11' for any reason the described improvements within this section are unable to be cornocled thl'ollgh the CDA funding source, the Applicant agrees to fund and complete said inlprovenlents concurrent with the lust phase of inlprovenlents by the Applicant. C. Airport Road Extended The Applicant hereby proffers to construct the ultimate section of' Airport Road Fxtendcd within the Properly in conlornlance with the Public Improvement Plan that will be approved by VDOT prior to any development activity on the Property. The Applicant shall dedicate right-ol=way as required by VDUT, extendnlg irons the eastern boundary of' tile Property to the intersection with \Varrior Drive, in an alignment consistent with the GDP and the VD0T approved Puhllc Improvelllent Plan. The Applicant shall install lull intersection improvements al the Front Royal Pike (Route 522) and Airport Road I xtcnded intersection as "mrmnml by VDOT. The intersection with \Varrior Drive shall be in the form of a roundabout unless VDOT determines that another intersection design is warranted during the review and approval of the Public Improvement Plan for this transportation improvement. Il Cor any reason the described improvements within this section are hirable to he cornple(ed lllrollgll the CDA Funding source, the Applicant agrees to fund and Complete sold improvements concurrent with the first phase of improvements by the Applicant. D. Interstate 8I/East Tcvis Street flyover Bridge The Applicant hereby proffers to construct a lour -lane layover bridge crossing of Interstate 31 to allow Im- the Fast Tcvis Street connection het\weC11 Frederick County and the City of \Vinchesten The construction of the lour -lane liyovcr bridge and associated sidewalks will be in conlornlancc with the Public Improvement Plan that will be approved by VDOT prior to any development activity on the Property. If for any reason the described Illlpmvel11e11ts wlON this section are unable to be cornoewd lllrollgll the CDA funding source. the Applicant agrees to fund and complete said inlprovenlents coneurrenl with the First phase of inlprovcnicnts by the Applicant. I . Fast 'revis sheet within Property, The Applicant hereby proffers to construct the ultimate section of Fast Tevis Street within the Property in conlornrulce with the Public Improvement Plan that will be approved by VDOT prior to any development activity on the Property. The Applicant shall dedicate a ininllllu m 120-foot wide right-ol=way extending fl'orn the western boundary of' the Property to the northern boundary of the Property in an -IliglllllCllt consistent with the GDP and the VDOT approved Public Improvement Plan. II Ior ally File 03701111Aw 3 Ureennm, latgineerilw October 22, 2004 Russell 150 Rezoninw Revised October 27. 2004; Revised Pebruurl' 17, 2005 Revised \larch 16, 2005; Revised September 16, 2005 Revised September 28. 2005 reason the described improvemelltS \Vlthill this SCC6011 al-C Unable to be completed through the CDA funding source, the Applicant agrees to fund and complete said improvements concurrent With the first phase of improvements by the Applicant. P. Contribution to Y"l-Cderick County General Transportation I'LlilCI The Applicant hereby proffers to provide a monetary contribution unconditionally to the I"rederick County General "Transportation Fund in the amount of $1,000,000.00. This monetary contributi n shall be paid to Frederick County at the time of building permit issuance lily the residential portion of' the Property. The Applicant shall provide a per Llllit monetary contribution of $3,500,00 to fund the $1,000,000.00 commitment, or such additional amOUnts based upon the total number of approved residential units \wllich will Cqual $1.000,000.00. G. Tax N/lap Parcel 64-((A))-18 Inter -Parcel Connection The Applicant hereby proffers to provide for an inter -parcel public street connection bet\vecn the residential portion of the Property and Tax \/lap Parcel 64-((A))-1 S. If an inter -parcel connection cannot be constructed to connect \with another public street on Tax Map Parcel 64-((A))-18 at the time of., development of the final residential phase \within the Property, the Applicant will dedicate a 50-foot right-of-way between the public street serving the residential portion ol' the Property and "fax Map Parcel 64-((A))- IS, and \will CollStrLlCt the public street serving the residential portion of the Property to connect to front Royal Pike (Route 522). I-1. Bicycle Lanes The Applicant hereby proffers to construct bicycle lanes along \Varrior Drive, Airport Road Extended, and Fast Tevis Street \within the Property as depicted on the GDP. These bicycle lanes will be designed as 10-foot wide asphalt lanes separate from the vehiCUlar travel lanes and included aS part of the \DOT approved Public Improvement Plan for each of the roads described above. If for any reason the described improvements within this section are Unable to be completed through the CDA fLlildlllg SOLII-Ce, the Applicant agrees to fund and complete said inlprovenlents concurrent with the first phase of improvements by the Applicant. Pile 9370ULAW C� 1J (irernttat lineuteriuie Oclober 22. 200.1 Russell 150 Rezoning Revised (klober 27. 200-1; Revised Ymmn 17, 2M)5 Revised \hush 10. 2005. Revised Seplember 10, 2005 Revised September 28. 2005 III. Residential A. Residential Use Restriction The Applicant hereby proffers to prohibit the following housing types within the Property: I . Single-family detached rural traditional 2. Single-family detached traditional 3. Garden apartments B. Phasing The Applicant hereby proffers that I•esidendul development shall be phased to limit the number or residential dwelling unit building permits to Or, (40) per calendar year beginning in the calendar year in which the Master Development Plan Is approved. C. Architectural Treatment The applicant hereby proffers that primary structl ms within the Residential Performance (RP) District land bay shall be constructed with masonry wall treatments (i.e. brick, architectural block, natural or cultured stone, or e(luivalent) over a minimum of eighty percent (som ofthe exterior wall Surface; exclusive ofglazing and roofing. D. 1Monetary Contribution to f;stablish Flomcowncrs' Association Fund The Applicant Ilcl•cby p uribm to establish a Start-up fund for the residential development within the Property that will include an initial lump sum payment of' $2,500.00 by the Applicant and an additional payment of' $100.00 for each platted lot, of' which the assessment for each platted lot is to be collected at the time of initial transfer of title and to be dhvcwd to the Homeowners' Associadmi COOKI fund. Language will be incorporated into the Declaration of Restrictive Covenant Document and Deed of Dedication that ensures the availability of We funds prior to the transfer of ownership and maintenance responsibility from the Applicant to the HOA. The start-up funds for the I IOA shall be made available for the purpose of maintenance of all Improvements within the common open space areas, liability insurance, street light assessments, and property management and/or legal lees. rile 0370111-AW 1 01 9 (.ireemvay I:n,ineerin; October 22. 200d Russell I50 Rezonim-, Revised October 27. 20041 Revised Pehraary 17, 2005 Revised Nlatrch 16. 2005: Revised September 16, 2005 Revised September 28, 2005 IV. Monetary Contributions to Offset Impact of Development The undersigned owners of the above -described property hereby voluntarily proffer that in the event rezoning application # 01-05 is approved, the undersigned will hay to the Treasurer of Frederick County, Virginia contributions as lollo\ws. It is noted that the fiscal Impact Model Output INIOdule prepared by the F'rederick Count)' Planning Department on October 26, 20011 indicates the combined residential and CO111111CPCiII IISCS prOlTered through this rezonilg \will yield a substantial net fiscal impact gain to Frederick County. This moletary colltrlbUtloll exceeds that indicated by the results of the Fiscal Irllpact NJIOdel Output IN1todule. A. Public School Svstem The Applicant hereby proffers to contribute `n 3,000.00 per residential unit to be directed to Frederick County Public Schools, This monetary contribution shall be paid at the time of building permit issuance of each residential dNwelling unit on the Property. 13. Fire and Rescue Services 'fhe Applicant hereby proffers to contribute $10,000.00 for fire and rescue services to be directed to the local fire and rescue company providing first response service to the Property. This monetary contribution shall be paid at the time of issuance of the first building permit on the Property, V. Storlllwllter Quality Measures The applicant hereby prolTers that all commercial and residential site plans submitted to Frederick CoLurty will be designed to implement Low Impact Development (LID) and/or Best Management Practices (BIv11') to promote storim,vater quality measures. A statement will be provided on each 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. The Applicant hereby proffers to establish a no disturbance easement within the Buffalo Lick Run stream valley that is depicted on the GDP. The purpose of this no disturbance easement is to prohibit development activities within the commercial and residential land bays that are located within the defined area. The only activit)' that may occur within this no disturbance easement vwill include utility installation and a single road Crossing IOC the CO11t11111atIO11 of NVarrior Drive. Pile N3701/17AW Grecmva% hnginecring October 22, 2004 Russell 150 Rezoning Revised October 27. 2004; Revised February 17. 2005 Revised March 16. 200i; Revised September 16. 200i Revised September 28, 2005 V1. Sil!Ililture The conditions proffered above shall be binding upon the heirs, executors, administrators. assigns and successors in the interest of the applicant and owner. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set Forth in the Frederick County Code. Respectfully Subyli ted: By: 0 Denver E. Qui lei y, Manager Date Russell 150, L C'omnionwealth of Virginia, City oust of To Wit: The foregoing instrunnent was acknowledged before me this 304-h day of -Sc t'IY-ILt, r 2006 by �%_v�ve',( QUlvlrt�.l) Y ulGtcf�- 12VS5c'.l� 15C3 �,(' Notary Public My Commission Expires � ' bruct. i-2-9 '2-(-)c13 File k3701/EAW 7 /U\ ) f low (/ I X110 FE LAI ULAIM n � u� ~ .~ * 0 �~ Lu l � � REAM VA�LEY/ STU 0 ZONED: 11 USE: I T '—.--_ ==°-.��'_- � —=r�[pi��s_~ _ 46omvc�s��ws V -ni op .|��MARK oW*��U .(/ (~ / 0 ����� ) \\ `� / �� / |L� / \ ~°.2"t"°'`E" /'` \W .r;AOT CJ H IL 11316YGOE LAN LLI Li i Ail cc Lu Lu DAM 09/la/05 H810MM Or. SSW LINE TABLE LINE BEARING DISTANCE L1 S 6640'02" W 150.14' L2 S 85'53'40" W 1005.J5' Li N 44'15'19" W 1985.02' L4 N 21'5554' E 761.52' L5 N 5654'19- E 145.10' L6 N 59'JO'40' E 157.47' L7 N 55'41'01" £ 12J5.07' L8 L9 S 560J'14' E 688.82' S 02*01 *18' W JJ270' 00 S 875J44- E 470.95' Lll S 01'4621" W 154.61' L 12 N B2'JO 52" W 26.27' L 1J S 07J9 38" W 119.85' L14 S 84'J156" E 28.99' L15 I S 89'4020- W 26.96' L16 S 29'1J'19" W 64.04' L 17 S 01'4741- W 11292' L 18 S 55'5J57" W 51.18' L 19 S 14'08 24 - W 96.7J' L20 S 4X19'10- W 176.J6' L21 S 64'06'43' E 20.21' L22 N 45'2328' E 45.62' L2J S 64'1J41" E 60.25' L24 N 74'20'11- E 150.90' L25 S 21'53'57- E 79.44' L26 S I I'J6'43" W 287.JJ' L27 S OJ'J7'16' E 426.07' L28 N OJ'14'46- W 192.09' L29 S 52J8 J9" E 184.40' LJO N OS14'46" W 5.60' L31 N 21'52 53' E 1174.87 02 N 41'0621" E 77J02 LJJ S 51'5135" E 600.62' 04 S 47'49 212.65' LJ5 S J1'2835" W 497.94' L36 N 5615'41" W 107.60' LJ7 S J106 J4W 199.82' LJ8 5 560J'14" £ 1.42' CURVE TABLE �6-�t QoCZ a� TAX PAf7CE1_ 63 A-M 0. J 1 ACRES t TM. 64-A-12-U LTC INVES UDV7S, LLC CURVE DELTA ANGLE I RADIUS I ARC LENGTH I TANGENT I CHORD 8EiWING CHORD LENGTH Cl 01'46'11- 5653.89' 174.64' 1 87.33' I S O2'J921" W 174.0' C2 02'2924- 6161.16' 167.76' I 1JJ.90' I S 05-57.04- W 26774' CJ O5'J420' 3169.87' J08.28 154.26' S 02'JO'JO" W JOB. 16 / T.M. 6U4L PLc RES/DOAL 1Rusr PROPEXRES, LLG TAX PAS 64 A-10 29.79 ACRES TAX PARca 64 A-12 120.49 ACRES t L2 T.M. 64-A-18 MADISON 11. LLC TA 64-A-11 ARTHUR A. k JWN?A S BELT m / ADOMON AK 4Lio10 L12 v L1J LW V L 151 L16 L1 L 18, L1 LEGEND TM # ACRES ZONING 63-A-150 0.31 t R4 64-A-10 29.79 t R4 64-A-12 120.49 t R4 Q z La W p T.M. 64-A-14 MICHAR S. & DAM 10/23/2015 CHERYL SHEPARD SCAM 1'-500' 500 0 500 1000 DWICNED Dr. EAW JOB NO. MOLHC SCALE: 1 " = 500' SHEET 1 or 1 LINE TABLE CURVE TABLE TAX PARCEL 63 A-150 0.31 ACRES t T.M. 64-A-11J1 EFG MMU-14TS LLC CURIE OQTA ANCCE RADIUS ARC LENGTH TANGENT CHORD SWING CHORD LENGTH C 1 Ol'f6"11 " 565J.89' 17f.64' 87.33" S O7J9 21 " W 174.63 C2 072924- 6161.16" 26776" 1 133.90" S 05"57"04" W I 26774 CJ i 05'J420- 1 J169.87 308.28" 1 154.26" S OTJOJO- W I 308.16' /T.M RES/0WL 6IAL fLC TRUST PROPERTIES LLG TAX PARCS 64 A-10 29.79 ACRES t TAX PARCE- 64 A-12 120.49 ACRES t T.M. 64-A-11 ARTHUR A. & JLUN/TA S SELF o e J / A001T10N 1''pyAL A L10 U 02 v L1J L 14" U L15} L16 L17- LEGEND TM # ACRES ZONING 63-A-150 0.31 t R4 64-A-10 29.79 t R4 64-A-12 120.49 t R4 Qz -� Z W> F— a) m U W A E- z 0 J o EL c U � x Q Z w E Z w a W Q 3 C" (W(�� M LL TM. 64-A-18 T.M. 64-A-14 LUDLSON 11. UC A8CH4a S. k DAM 10/23/2015 CHERK SHEPARD SCAIM 1'-500' 500 0 500 1000 DL4IGNM BY. rAW 1 JOB NO. 301HC SCALE: 1" = 500' BHM 1 or I LINE TABLE UNE BEARING DISTANCE L1 S 85'40'02" W 150.14' L2 5 BS5J'40" W 1005.35' Li N 44'16'19" W 1985.02' L4 N 215554" £ 761.52' L5 N 56'54'19" E 145. 10' L6 N 59*30*40' E 157.47' L7 N 55'41'01" E 12J5.07' L8 L9 5 56'OJ'14" E 5 02'01'18" W 686.82' JJ2.70' L10 S 87'5J44" E 470.95' L l l 5 01'4621 ' W 154.61' L12 N 82'JO52' W 26.27' L 1J S 07'J9 38' W 119.85' L14 S 84'J156" E 28.99' L 15 I 5 89'40'20' W 26.96' L16 S 29'1J'19" W 64.04' L 17 I S 01'4741 " W 112.92' LIS S 55-5J'57" W 51.18' L19 S 14'06'24" W 96.73' L20 S 4X19'10- W 176.J6' L21 S 64'06'4J' E 20.21' L22 N 45'1J78" £ 45.62' L23 I S 64'13'41" E 60.25' L24 N 74*20'11' E 150.90' L25 S 215J57" E 79.44' L26 S 11364J" W 187.JJ' L27 S 03'J7'16" E 428.07' L28 N 0314 46- W 191.09' L29 5 57J8:i9" E 184.40' LJO N 03'14'46" W 5.60' LJl N 2152'53" E 1174.87' 02 N 41'05'21 " E 77J.02 LJ3 S 5/'51'JS" E 600.62' L34 S 47'4922" E 272.65' LJ5 S J178'J5" W 497.94' LJ6 N 58'1541" W 10760' L37 S JI'06'34" W 199.82' L38 S &rOX14" E 1.42' CURVE TABLE TAX PARCa 63 A-M O.J1 ACRES t T.M. 64A-I2.I1 LFG INVESTMLNIS, LLC CURD£ DELTA ANGLE RADIUS ARC LENGTH TANGENT CHORD BEARING CHORD LENGTH C1 Ol'46'11- 5653.89, 174.64' 87.JJ' S O2'J911" W 174.6J' C2 02.29-24" 6161.16' 26776' 1JJ90' S 05'57'04" W 26774' CJ 0534 70" J 169.87 308.28' 1 154.16 S 02'JO JO" W I JOS. 16' / T T.M. 64A FLG RES/DWL TRUST PROPFn71ES LLC r� PQ � TAX PARCEL 64 A-10 29.79 ACRES t T.M. 64 A-11 ARTHUR A & JllW?A S 8QT 0 LEGEND TM # ACRES ZONING 63-A-150 0.31 t R4 64-A-10 29.79 t R4 64-A-12 120.49 t R4 f l'- � m m U Z TAX PARCB W E > 64A-12 a F 120.49 ACRES t )14-1 � Q to WLL2`` Z�2►� � W Q c=. o = J > W U3 IM L2 L1 F.M. 64-A-18 T.M. 64-A-14 DAM IO/ZO/ZO15 UWSON 11. LLC -CH4R S k CHOM SHLPARD SCAM 1'-500' 500 0 500 1000 DL910NED Dr. LAW JOB NO. 9701HC 1 SCALE: 1" = 500' sHLCI I or 1 0 y GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons Final Proffer Statement File No: 3701HC Date: Fri, Dec 1 I , 2015 To: FC Planning From: Evan Wyatt Attn: Mike Ruddy GREENWAY ENGINEERING Copied Phone: 540-662-4185 Fax: 540-722-9528 Delivery: ❑ Fed Ex ❑ U.S. Mail " Courier F] Pick Up El Other ❑ Urgent [❑ For Your Review [,r] As You Requested �� Please Comment Message Hi Mike, I have attached the Final Proffer Statement and Proffer Exhibits for the Heritage Commons Rezoning Application, which was approved by the Board Of Supervisors on December 9, 2015. Please coordinate this information With the COunty Attorney for recordation and Contact me When the offical County Approval Letter, Board Resolution and Recorded lnstrUmcnt are available to pick up. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: Please Print Name: Date: REZONING APPLICATION #10-15 Heritage Commons Staff Report for the Planning Commission Prepared: November 9, 2015 Staff Contacts: Michael T. Ruddy, AICP, Deputy Director John Bishop, AICP, Deputy Director - Transportation PROPOSAL: This is a request to rezone 96.28 acres from B2 (General Business) District to R4 (Residential Planned Community) District, 54 acres from RP (Residential Performance) District to R4 (Residential Planned Community) District, and .31 acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers. The total acreage is 150.59 acres to the R4 (Residential Planned Community) District. LOCATION: The site fronts on the west side Of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and has fi-ontage on the east side of Interstate 81. EXECUTIVE SUMMARY S STAFF CONCLUSION FOR THE 11/18/2015 PLANNING COMMISSION MEETING: The Heritage Commons rezoning application is a request to use the R4 (Residential Planned CO11111111111ty) Zoning District, With modifications and proffCl-S, to constl-uct a development with 645 residcntlal units aIld commercial uses. The project 1S located on the 150-acre property commonly known as Russell 150. The 645 residential units may include multi -family units and multi -family residential units combined with commercial structures. The land uses Show11 with the Heritage Commons rezoning application are not wholly consistent with the 2030 Comprehensive Plan. It is recognized that commercial and higher density residential uses are supported in this general area, but not specifically within the locations identified in the GDP and accompanying Land Use Matrix. Additionally, the application does not adequately address the negative impacts associated with this request; in particular, the negative transportation and fiscal impacts. The Applicant's approach to addressing these items should be carefully evaluated. In particular, it should be determined if the Revenue Sharing approach to securing partial completion of the transportation improvements is satisfactory (page 8). Also, it Should be determined if the Applicant's alternative to credit the impacts to community facilities is acceptable (page 10). On the transportation front, the applicant has much improved the language regarding commitment to the revenue sharing project which would complete Airport Road, the roundabout, and the bridge over I-81. However, this comes at a cost of only a right-of-way commitment to Warrior Drive, only a right Of way commitment to Tevls Street to the northern property line, and removal Of the $ 1 million cash proffer toward offsite transportation improvements. Consideration and analysis needs to be given to proper access to the southern land bay which is being Set up to access exclusively through the Madison parcel. This would not be the case if Warrior Drive was still being considered. The items identified throughout the Staff Report, and any further issues raised by the Planning Commission should be addressed prior to securing a favorable decision f -om the Planning Commission: 9 0 Rezoning #10-15 Heritage Conunons November 9, 2015 Page 2 The Applicant should also ensure that all review agencies are afforded the opportunity to guarantee their comments are adequately addressed as described prior to the Planning Commission and Board of Supervisor's review. The Planning Commission and Board of Supervisors should be certain that the comments have been appropriately addressed. Followin,- the required public hearin,-, a recommendation re,-ardin,- this rezonin,- application to the Board of Supervisors would be appropriate. The applicant should be prepared to adequately address all concerns raised by the Plannin,- Commission. Rezoning II10-15 Heritage Commons November 9. 2015 Page 3 This report is• prepared by the Frederick County Planning Staff to provide information to the Planning Commission and the Board Of Supervisors to mvvist them In Making a decision on this application. It 1(lay llls0 be use fJd to others interested in thLS Zoning matter. Unresolved !wiles concerning this application are noted by staff where relevant throughout thiv staff report. Reviewed Action Planning Commission: 1 1/18/15 Pending Board of Supervisors: 12/09/15 Pending PROPOSAL: This is a request to rezone 96.28 acres from B2 (General Business) District to R4 (Residential Planned Community) District, 54 acres from RP (Residential Performance) District to R4 (Residential Planned Community) District, and .31 acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers. The total acreage is 150.59 acres to the R4 (Residential Planned Community) District. LOCATION: Tlic site fronts on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and has frontage on the cast side of Interstate 81. MAGISTERIAL DISTRICT: Sliawnce PROPERTY ID NUMBER(S): 64-A-10, 64-A-12, 64-A-150 PROPERTY ZONING: B2 (General Business) District, RP (Residential Performance) District and RA (Rural Areas) District PRESENT USE: Vacant ADJOINING PROPERTY ZONING & PRESENT USE: North: RP (Residential Performance) B2 (General Business) South: RP (Residential Performance) B2 (General Business) East: RP (Residential Performance) West: City of Wincliester Use: Residential/Institutional Vacant Use: Vacant (Madison Village) Vacant Use: Residential Use: Residential/Vacant PROPOSED USES: 645 residential units and commercial uses witliin this 150 acre project. 9 Rezoning # 10-15 Heritage Commons November 9, 2015 Page 4 REVIEW EVALUATIONS: Please see attached applicant's responses for the following reviewing agencies: Frederick County Attorney: Please see attached letter from Roderick B. Williams, Count) Attorney dated October 28, 2015. Virginia Department of Transportation: Please see attached email fi-om Jeff Lineberry dated October 16, 2015. Frederick County Public Schools: Please see attached letter from K. Wayne Lee, Jr., LEED AP dated September 30, 2015. Frederick County Public Works: Please see attached letter from Harvey E. Strawsnyder, Jr., P.E. dated September 25, 2015. Frederick County Parks and Recreation: Please see attached email from Jonathan Turkel, Park and Stewardship Planner dated September 28, 2015. Fire Marshal: Plans approved dated 09/18/15. Frederick County Sanitation Authority: Please see attached letter from Uwe E. Weindel, PE., Engineer -Director dated September 15, 2015. Frederick -Winchester Service Authority: No comments regarding wastewater treatment capacity. Winchester Regional Airport: Please see attached letter from Serena Manuel, Executive Director dated October 21, 2015. City of Winchester: Please see attached letter from Perry Eisenach, PE., Public Services Director, dated September 22, 2015 Planning & Zoning: 1) Site History The original Frederick County Zoning Map (U.S.G.S. Winchester Quadrangle) identifies these properties as being zoned R-1 (Residential Limited). The parcels were re -mapped from R-1 to A-2 (Agricultural General) pursuant to the County's comprehensive downzoning initiative (Zoning Amendment Petition #011-80), which was adopted on October 8, 1980. The County's agricultural zoning districts were subsequently combined to form the RA (Rural Areas) District upon adoption of an amendment to the Frederick County Zoning Ordinance on May 10, 1989. The corresponding revision of the zoning map resulted in the re -mapping of the subject property and all other A-1 and A-2 zoned land to the RA District. Rezoning 1110-15 Heritage Commons November 9, 2015 Page 5 Properties 64-A-10 and 64-A-12 were rezoned in 2005 from the RA District to the B2 and RP Districts with Rezoning Application #01-05 for Russell 150 with proffers. The proffers approved with Rezoning #01-05 are attachecl. In 2014, the initial Heritage Commons rezoning application was submitted to the County for review. Ultimately, on Marcli 11, 2015, the Frederick County Board of Supervisors denied rezoning application RZ#02-14. On October 13, 2015, this current 1-Ieritage Commons rezoning application, RZ#10-15 was submitted to Frederick County by way ofa letter dated September 2, 2015. Tliis current rezoning application was cletermined to be substantially different from the previously denied rezoning application, and therefore may be accepted and processed through the rezoning application process. 2) Comprehensive Police Plan Land Use The Frederick County Comprehensive Policy Plan is an official public document that serves as the community's guide for making decisions regarding development, preservation, public facilities and otlier key components of community life. The primary goal of this plan is to protect and improve the living environment witliin Frederick County. It is in essence a composition of policies used to plan for the furtul'e physical development of Frederick County. The parcels comprising this rezoning application are located within the County's Urban Development Area (UDA) and Sewcr and Water Scrvice Area (SWSA). The UDA defines the general area in which more intensive forms ofresidential clevclopment will occur. In addition, the Heritage Commons property is located within the Senscny/Eastern Frederick Urban Area Plan. This land use plan calls for the area north of Buffalo Lick Run and between 1-81 and the future Warrior Drive to be developed with Employment land uses and the area south of Buffalo Lick Run for High -Density Residential. The high density residential designation is located adjacent to other proposed higher density residential land uses such as Madison Village. The Heritage Commons application proposes laud ilses which are not wholly consistent with these areas of the laird rise plait. Speci frcallh, Land 13ay 3 may be entirely commercial, rather than residential as identified. Further, Laud Bay 2 may be predominantly residential rather than commercial/eurpinhuterrt land uses identified. Areas planned for employment land uses are envisioned to allow for intensive Retail, Office, Flex -Tech, and/or Liglit Industrial Land Use in a planned business park settings. As noted, the employment land uses are generally nortli of Buffalo Lick Rum and west of future Warrior Drive. Areas planned for higher density residential development are envisioned to develop with 12-16 units per acre and would generally consist of a mix Of nnulti-family and a mix of other housing types. This density is necessary to accommodate the anticipated growth of the County within the urban areas. The Heritage Commons rezoning is proposing to develop up to 645 residential units on approximately 46.47 acres of the property which would equate to approximately 13.8 Rezoning # 10-15 — Heritage Conunons November 9, 2015 Page 6 units per acre. This assumes that most of the residential development would occur in Land Bay 2. It is recognized that smaller amounts of residential may occur in land bay 3. The Applicant is proposing to develop multi -family residential units and multi -family residential units mixed with commercial uses within the same structure. The types of residential units and the proposed densities within the project are consistent with the goals of the 2030 Comprehensive Plan and specifically the Senseny/Eastern Frederick Urban Area Plan. However, they are in locations that differ fiom those identified in the Plan. The application provides for a Generalized Development Plan (GDP), included in the proffer statement that identifies three land bays and shows their location within the property. The proffer statement contains a land use matrix that further defines the land uses within the land bays. The Heritage Commons rezoning allows for; commercial uses within all three land bays, residential primarily within Landbay 2, and potentially a small amount of residential in Land Bay 3: Landbay 1 — 37.48 acres — 100% Commercial Landbay 2 — 46.47 acres — 75%-80% Residential (remainder 20%-25% Commercial) Landbay 3 — 53.95 acres — 80%-100% Commercial (remainder 0%-20% Residential) Buffalo Lick Run — 12.35 acres — Open Space Laud Bay 3 is the area located south of Buffalo Lick Run. The Comprehensive Plait calls for high density residential ill this area, and therefore the designation of this area for commercial uses, allowing up to 100% commercial uses, with the potential for 0 — 20% residential uses, is inconsistent with the Comprehensive Plan. Laud Bay 2 is the area located north of Buffalo Lick Run and south of'Aitport Road extended The Comprehensive Plan calls for employment laud uses ill this area, and therefore the designation of this area for primarily residential uses, allowing up to 80% commercial uses, with the potential for 0 — 20% residential uses, is inconsistent with the Comprehensive Plait high density residential in this area. There are no issues with the proposed land uses in Land Bay 1 or the Buffalo Lick Run Open Space Land Bay. The applicant should further address the discrepancy between the proffered laud uses identified ill the GDP and matrix, with the laud uses identified in the 2030 Comprehensive Plan. It should be recognized that while the application identifies itself as an urban mixed use commercial and residential community, and in many cases describes this environment, the proffer statement does not fully implement such a development. Urban Center designation is envisioned to be a more intensive, walkable urban area with a larger commercial core, higher densities, and designed around some form of public space or focal point, located in close proximity to major transportation infrastructure. 0 • Rezoning #10-15 — Heritage Commons November 9, 2015 Page 7 Zonini Ordinance — IN District The R4 (Residential Planned Community) District is a district that allows for a mix of commercial and residential land uses. The District is intended to create new neighborhoods with an appropriate balance between residential, employment and service Uses. Innovative design is encouraged. Special care is taken in the approval of R4 developments to ensure that necessary facilities, roads and improvements arc available or provided to support the R4 development. Planned community developments shall only be approved in conformance with the policies in the Comprehensive Plan. The R4 District is a flexible district that allows for an applicant to request a number of modifications to the Zoning Ordinance to tailor the requirements to meet the needs of their development. Done properly and in conformance with the Comprehensive Plan, the R4 District can produce a unique and beneficial development for the conununity. As stated in the intent of the district, "special care is taken in the approval gfR4 developments to ensure that necessar;h .facilities, roads and improvements are avail(lhle' or provided to support the R4 development. » Staff Note: The proposed R4 zoning classification being sought with this rezoning application would enable a mixed use development; however, based on the proftLm-ed Generalized Development Plan and Land Use Matrl v Table there are no assurances within the proffer statement that an innovative mixed use development with an ident%fiable col•e%elntel• (!1•ea itvrli be pr•oi,ide(1. As pr ofkred, the development Could be a typical res dent/al and commercial proiect, with the uses he(ng clear j, segreg(lted from one another•. This is contraij, to the potential urban mi.y'd-(!se st),le development previously illustrated and described in the application. DwIlspol'tatlon The Frederick County Eastern Road Plan provides the guidance regarding future arterial and collector road connections in the eastern portion of the County by identifying needed connections and locations. Plans for new development should provide for the right-of-ways necessary to implement planned road improvements and new roads shown on the road plan should be constructed by the developer when warranted by the scale, intensity, or impacts of the development. Existing roads should be improved as necessary by adjacent development to implement the intentions of the plan. Warrior Drive and the extension of Airport Road from its curretlt terminus, over Interstate 81, into the City of Winchester are road improvement needs that are identified in the Eastern Road Plan that directly relate to the Russell 150 property. Both arc important improvements for the County and the City of Winchester collectively. Warrior Drive in projects to the south of the subject rezoning have provided for a four -lane divided and raised median road section for Warrior Drive. Accommodationsfin- construction of these new ma or collector roadspresently are not, but should be incorporated into the project. 9 0 Rezoning #10-15 —Heritage Conuions November 9, 2015 Page 8 Transportation Approach The previous application, the Russell 150 project, included detailed proffers which dedicated right-of-way and fully constructed Warrior Drive, Airport Drive Extended, East Tevis Street Extended, and the Flyover Bridge on I-81. These items were funded through the creation of a Community Development Association or CDA. StaffNote: In the time since the approval of the original development, the County has (of its own volition), secured in excess of'$8, 000, 000 in state, funds to match with private dollars to aid in meeting these proffered obligations. This revenue sharing effort continues to be available to the Heritage Commons applicant should they elect to assume responsibility for the local match. The fiords could be returned to VDOT in the event that the applicant elects not to utilize the funding. The applicant's proposed proffer package relies upon revenue sharing funding procured by Frederick Count and an agreement between the applicant >licant and Frederick Count for providing �,11��ti YI l Y P• g matching funds being in place within 30 days. � 11 Y� ° _ - The Applicant's r o osed ro er acka a relies upon seven ue sharin undin procured b � � pp p� p p ff p g � gf gp� y Q rl Frederick County and an agreement between the applicant and Frederick County for providing matching funds being in place within 30 days of a non -appealable rezoning approval. The Applicant has further identified that development activities shall not be permitted to commence on the property until the agreement is executed. This doesprovide the County with some certainty regarding the development of the roads proffered and ensures that the transportation impacts associated with any development commencing without the roads proffered will not be an issue. The Applicant has proffered to enter into the revenue sharing agreement within 30 days of non -appealable rezoning which amounts to a 60 day timeline to enter into the agreement from the date of the rezoning action by the Board Using the Applicant's road section references, they are committing to section A, Airport Road from Rt. 522 to the roundabout, and section B which includes the roundabout, bridge, and stubs to the north and south. Notably, the Applicant is not committing to participate in. funding the Tevis extension to the north property line or Warrior Drive to the south property line as has been previously proffered It should be noted that the County has revenue sharing.funds.for the Tevis extension but not currently, for Warrior Drive. Based on the GDP and the proposed proffers it would appear the Applicant's commitment to connecting Warrior Drive to the south, while improved from the previous proffers, still leaves much room for uncertainty. Corridor Appearance Buffers The Senseny/Eastern Frederick Urban Area Plan calls for a significant corridor appearance buffer along Route 522 similar to that established for the Route 50 West corridor in the Round Hill Land Use Plan, which consisted of a 50 foot buffer area, landscaping, and bike path. The Heritage 0 • Rezoning 1110-15 — Heritage Commons November 9, 2015 Page 9 Commons rezoning has not addressed this corridor enhancement. 3) Potential Impacts Fiscal Impacts 1/l its currentformat, the af)p!/CatiO/r'S proposed llC'VelOpilrelrt Of G4S 1111/!tl-flrilrrljy r'esillential dwellings and 107,500 square feet of commercial laird use may have a negative fiscal impact on the Coun j,. The land use phasing proffer proposed states that the Applicant may develop Up to 299 residential units before any commercial land use is developed. Prior to the issuance of the 300"' Certificate of Occupancy for a residential unit the Applicant would need to develop 50,000 square feet of commercial land use. Subsequently, the Applicant may then develop an additional 299 residential units. An additional 57,500 square feet of commercial land use would then need to be developed prior to the issuance of the 600"' residential unit. To enable the maximum land use proffered to occur based on 645 residential units, the Applicant would have to develop 107, 500 square feet of commercial land use. It is recognized that a significantly greater amount of commercial land uses may be developed. The impacts associated with the potential additional commercial development are primarily recognized to be transportation related. Therefore, it is imperative to ensure that necessary facilities, roads and improvements are available or provided to support the development. Comm, Development Impact Hollel The COUnty's Development Impact Model (DIM) is utilized to project the capital fiscal impacts that a residential development will place on the COU11ty over a 20-year period. Thl'OUgh an extensive review in 2013/2014, the DIM policy was reaffirmed that the DIM projection would consider residential capital fiscal impacts and would not consider credits for commercial components of a development proposal. On June 10, 2015, the Board of Supervisors adopted the updated DIM for use in FY2015. Tlie DIM projects; that on average, residential development has a negative fiscal impact on the County's capital expenditures. As such, all rezoning petitions with a residential component submitted after July 1, 2015 will be expected to demonstrate how the proposal will mitigate the following projected capital facility impacts: Single Family Dwelling Unit = $ 19,681 Town Home Dwelling Unit = $ 13,681 Apartment Dwelling Unit = $ 13,880 9 0 Rezoning # 10-15 — Heritage Conunons November 9, 2015 Page 10 The following is a breakdown of the projected impacts per dwelling unit for each capital facility. Capital facility Single Family Town home Apartment Fire And Rescue $ 547 $ 406 $ 412 General Government $ 1,373 $ 1,050 $ 1,050 ........................................... ........ ............. .... .......... _... ........ .......................................................................................... -..... _._................... --....._........................................................--.........................................._..--............................................................_...--................................. Public Safety $ 0 $ 0 $ 0 .................................................................................................................................................................................................................................................................................................................................................................................................................................. - " ........................ Library $ 442 $ 338 $ 338 .................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Parks and Recreation $ 1,819 $ 1,391 $ 1,391 ............................................................................................................................................................................................................................................................................................................................._...................................................................................................------ — — School Construction $ 15,499 $ 10,495 $ 10,689 ......................................................................................................................-.........................................................................................................................................................................................................__..__.._......................................._..........................................---- Total $ 19,681 $ 13,681 $ 13,880 The application does not contain a proffered mitigation proposal to fully address these impacts. This projection solely considers capital fiscal impacts; operational fiscal impacts are generally much greater (recent analysis indicates expenses of a residential use exceed $100,000 over 20 years). Impact on Coinlnunity Facilities The Applicant is proposing an alternate approach to addressing the potential impacts to community facilities by; 1) proffering an alternate approach to determining the potential impacts to public schools resulting from student generation from the project, see proffer E, and 2) proffering an amount $3,000, that is less than that identified in the current Development Impact Model for each student over a number of students prescribed in the proffer statement (Monetary Contribution for Public Schools, Proffer E). The above approach reflects the Applicant's belief that their project will generate less students than would be customary and that the amount of their contribution would be offset by other credits; commercial land use and transportation credits. The Board of Supervisors should ultimately determine if such an approach is appropriate. Current Board policy recognises that the impacts to community facilities by certain types of residential development, illustrates those potential impacts with the Development Impact Model (DIM), and anticipates that the Applicant willfully address those impacts. Schools are one component of the DIM. The potential impacts to other community facilities have not been fully addressed 0 9 Rezoning 1110-15 — Heritage Commons November 9, 2015 Page 11 It should be recognized that the Applicant characterizes the residential land uses as market rate and ineudes a definition of market rate within the proffer statement. Traffic Impact Analysis The Traffic Impact Analysis (TIA) on file from the previously approved application (Russell 150) projects that the development of 294 single family attached residential units, 264,000 square feet of office use, and 440,450 square feet of retail use would generate 23,177 vehicle trips per clay. The report was developed with primary access to the project to be via the proposed western extension of Airport Road which would extend into the City of Winchester via East Tevis Street extended. A secondary access point was modeled from the project onto Route 522. The continuation of East Tevis Street from the property north to Route 522 was not modeled in the TIA. The TIA concludes that the traffic impacts associated with the Russell 150 application are acceptable and manageable. It should be recognized that with the exception of the Route 522/50/17 intersection with the Interstate 81 ramp, a level of service "C" is achieved. The above noted intersection is currently operating at a level of service C(F). When the 2010 background is added, this intersection is projected to operate at a level of service D(F). The inclusion of the 2010 build -out information results in a level of service D(F). O represents AM(PM) LOS (level of service). NOIe that the applicant h(is pr0l%red to pei:fOrm additional traffic impact anal)�srs when actual trip generation exceeds 20, 000 I1"PD prior to. in•ther development activities and implement improvements called for wilhin the TIA. 4) Proffer Statement — Dated September 25, 2015; revised October 29, 2015: Executive Summary: The applicant has proffered a GDP (Generalized Development Plan) (Exhibit A — Heritage Commons Generalized Development Plan) for the pw-pose of identifying the general road layout and land bays within the development. Also proffered is a Dcsign Modifications Document — Exhibit B. 1. Desil4n Modification Document — Exhibit B. The Applicant has proffered a number of ordinance modifications with this rezoning application. The R4 Zoning District allows an Applicant to modify Zoning Ordinance requirements so that they may tailor the development to meet their needs. Below is an outline ofthe requested modifications contained within "Exhibit B" with stall's comments: Modification #1— Section 165-501.02 Rezoning Procedure. Proffered Master Develolmreirt Plaii. The Applicant is requesting to provide a GDP in lieu of a MDP (Master Development Plan) during the rezoning process. The MDP would come before Rezoning #10-15 — Heritage Commons November 9, 2015 Page 12 the Planning Commission and the Board of Supervisors as an informational item at a later time. • Modification #2 — Section 165-501.03 Permitted Uses. The applicant is requesting to mix commercial and residential land uses within the same structure. "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". Specific standards .for the modified permitted residential uses have not been provided. Modification #2 also states that no M1 (Light Industrial) or OM (Office and Manufacturing) uses will be permitted, other than those otherwise permitted in the RP, B1, B2, and B3 Zoning Districts. • Modification #3 — Section 165-501.05 Mixture of Housing- Types Required. The Applicant is requesting a modification from the requirement that no more than 40% of the residential areas may be used for housing other than single family (multi -family, townhouses, etc). The Applicant is requesting to utilize 100% of the residential area for multi -family residential units. • Modification #4 —Section 165-501.06(C) Residential Density. TheAapplicant is requesting a modification from the maximum residential density of four units per acre. The Applicant is requesting to utilize the densities specified in the RP District multi -family residential land uses (20 units/acre). This area south o f Bch f falo Lick Run is slated for high density residential laud uses in the Comprehensive Plan with a density of 12-16 units/acre; however, it has been recognized that this specific location, primarily Land Bay 2, is not entirely consistent with the area ideuti fled. for high density residential in the 2030 Comprehensive Plan (Laud Bay 3). The requested modification in density is in conformance with the Comprehensive Plan. • Modification #5—Section 165-501.06(D) Commercial & Industrial Areas. The Applicant is requesting a modification fi•om the requirement that commercial or industrial uses may not exceed 50% of the gross area of the total planned community. The Applicant would like the ability to exceed the commercial area beyond 50% of the project. • Modification #6 — Section 165-501.06(E) Open Space. The applicant is requesting a modification from the minimum 30% open space requirement. They are requesting that a minimum of 15% of the gross area of the development and 100% of the Buffalo Lick Run Stream Valley area be designated as open space. This modification has thepoteutial to create a community with limited outdoor areas_for recreation, which is contrary to the intent of the R4 (Residential Planned Community). The outdoor recreation and open space areas discussed in this request are notproffered improvements. Rezoning 1110-15 — heritage Commons November 9, 2015 Page 13 • Modification #7—Section 165-501.06(C) Buffers (rltd Screening. Tlic Applicant is requesting a 111od1ficatloll/Cliiiiiilatloll from the regL111'CInCnt lot' buffet's between the internal Uses uses within the commercial and residential land bays). The Applicant is proposing to provide perimeter zoning district buffers where required. The elimination if buf fer'S enahleS r esi(lential uses (i.e. Apartment buil(ling) to be fi-onted on a street directhv acr'is'sfr'im a commercial use, which creates more if (tit urban setting. • Modification #8 — Section 165-501.06(1) Road Access. The Applicant is requesting a modification from the requirement that all streets within the planned community shall be provided with a complete system of public streets. The Applicant is requesting that all major collector road systems identified in the Comprehensive Plan shall be public streets, but that all other streets within the development may be private. They are also requesting a modification to allow them to exceed the maximum distance a residential structure may be located from a public road. The Frederick County Engineer has not (levelnhed or adopted acceptable design standards fir Primate Streets within Frederic!( Comaj,. The Applicant should provide a commitment that the Major Collector Roads will be constructed by the Applicant reflective and consistent with the MCI? design as a complete Street, especially 111'arrior Drive as it will be used to serve the development in the f ttur'e. • Modification #9 — Section 165-501.06(M) Phasin_. The Applicant is requesting a modification/elimination from the requirement that a schedule of pleases be submitted. The ordinance requires an Applicant to specify the year the phase will be completely developed. The Applicant has proffered 11 phasing Schedule that has been discussed elsewhere in this report. • Modification #10 — Section 165-201.03(B)(6) Ileight_ Limitation and Section 165-601.02 Dimensional and Intensith Requirements. The Applicant is requesting a modification of the maximum Height of commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial and residential buildings. The current licight maximum for office buildings and hotel and motel buildings is 60'. The Applicant Is requesting that commercial buildings, retail buildings, office buildings, hotel buildings, and shared cominercial/resldentlal buildings may be constructed up to 80' in height, not including architectural screening features which may be limited to 90'. The prixlllllty to the Airport !!illy be of'concern n and was fl/r'ther atlth'essetl. It iS recognized that the Applicant has stet with the Executive Director if the i,VincheSter Regional Airport and has inchl(led ad(litional exhibits to address the concerns related to the height limitations if structures that would impact the Ahpir't approach zones and conical zones. Rezoning #10-15 — Heritage Commons November 9, 2015 Page 14 • Modification #11 — Section 165-402.09(i)(DI) Multi -family Residential Buildings. The Applicant is requesting a modification from the setback requirement for multi -family buildings. The ordinance currently requires that buildings over 60' be set back one foot for every foot over 60 up to the maximum height of 80'. The Applicant is proposing that all buildings may be constructed within 20' of public or private street systems serving the community. This results in a more urban setting which is consistent with that envisioned in the Comprehensive Plan. The Application should qualify that the 20' would be the ftont setback and that buildings would not encroach within this 20'. Modification #12 confirms this, should it be approved. • Modification #12 — Section 165-402.09(1) Modified Apartment Building. The Applicant is requesting a modification to the dimensional requirements for Garden Apartments. The garden apartment housing type has a maximum of 16 units per structure, a height of 55', and setbacks of 35' from public roads, 20' from private roads, 20' side and 25' rear. Building separation per ordinance is 20' or 35' depending on the orientation. The Applicant is proposing a modification that would allow for up to 64 units per structure, a height of up to 80' and setbacks of 20' from public roads, 10' from private roads, and 15' side and rear setbacks. Proposed building separation is 15'. This modification results in more urban standards (density and setbacks) similar to those envisioned for UDA (Urban Development Area) Centers. 2. Uses, Density and Mix: The Applicant has proffered a potential mix of residential types (multi-farnily and multi -family combined with commercial in the same structure), shared residential and commercial structures, office, retail and other commercial uses. Industrial land uses have been eliminated. There are three land bays and a Buffalo Lick Run land bay (the Buffalo Lick Run land bay consists of 12.35 acres of preserved environmental features). The Land Use and Land Use Matrix described previously in this report further describes the proffered development program. The proffers place a cap of 645 residential units on the development. There is no cap or triggers on the commercial square footage within land bays, beyond that identified in the Land Use Matrix. However, the Applicant has capped the potential developmentprogram up to 20,000 ADT. Transportation Proffer 7 would then enable additional commercial development based on,future Traffic Studies. 3. Capital Facility Impacts: The Applicant has proffered the following approach to addressing the community facility impacts and obtaining credit towards addressing those community impacts. The Board of Supervisors should ultimately determine if this approach and the details of the approach to address the community facility impacts is appropriate. Rezoning It10-15 — Heritage Commons November 9, 2015 Page 15 The Heritage Commons mixed -use residential and commercial pro ecl prgffers cr nxrxinntnn of 645 market rate nru/li-funnily residential units. The Cotnty'S Development Impact Model (DI/1�I) does 1101 Chffc'/'e/itlClle between r11a/'/(e! /'Cite llltlltr-f(tinil), units, conventional multi -.tinily units, or subsidized multi -family units. The current fiscal impact assumed by the DIA4,for apartment rnrits is $13,880.00 per imil. 'Therefore, a stand-alone 645 unit multi-fnnily r•es•iclentral development would be pr•ojeele'd to have a c'apilal fcicililies• .seal impact of $8, 952, 600.00. "I'Ire Heritage Commons Proffer Statement commits to 50,000 square feel of cominercial development prior to the 3001lr market -rate multi -/anti/)) tart, an additional 5 7,500square feet of conunercial development prior to the 6001h nrarl(e!-rate multi-/amily unit. The DINI Output Moch(le demonstrates a 50% reduction i17 normal capital ,/acilities• fiscal impacts hosed on these n'o erecl conditions. %here Or•e, the pro e/•ed commercial al develo Pent prograin results' in a 1 .ff .l, I .fl� 1 I b fiscal impact credit lowards the $13,880.00 per rail value prgjecled by the DIM. The Heritage Colrlmo/ns Pl'Ofter Statement commits to providing the local f (nding male 1 for the construction of the Interstate 81 Bridge, the dual -lane Roundabout, and an urban Jinn• -lane divided collector between the dual -lane Roundabout and Route 522 South at the signalized inter section w th Air porl Road; CIS well asproviding right-ot-,way cledication for all regional transpOr•talron improvement projects }within the properly thal are identlfied in the Comprehensive Policy Plan. T hese regional transl)orlalion projects are identified in the County Comprehensive Policy Plan Eastern Road Plan cis Urban Four -Lane Divided (U4D) and Urban Tiro -Lane (U2) road systems. The Interstate 81 Bridge, the clual-lane Roundabout, and the additional lane geometry for the urhan four -lane divided collector between the alum/ -lane Roundabout and Ronne 522 South at the signalized intersection with Ai/port Road giialif) cis a fiscal impact credit towards the $13,880.00 per unit value pr•oje'cled b), the DIM. The County Consulting Engineer has developed cost estrnnciles• fbr the Interstate 81 Bridge and the dual -lane Roundabout, and Greenivay Engineering has developed cost estimarles for the U41) collector. These cost estimates demonstrate that the regional road network construction prgjecls Will exceed $5,000,000.00 in local firncling I y the Heritage Commons project. Additionally, the Heritage Commons Proffer Stalenrent provides right-qf ivay cledicalion for the U41) portions of East Tevis Street and 14"arrior Drive, which total approximately 230, 000 square feel and have an estimated land value of $1,380,000.00. Therefore, the proffered regional transportation program results in a, fiscal impact credit towards the $13, 880.00 per unit value projected by the DIA11. The Heritage Commons Proffer Statement commits to the construction of a public I0' asphalt pedestrian and bicycle facilities that are all required by County Code. These public pedestrian (tile! %JIC),CiC fCiC'IhtIC'.S are located 1t Ithl11 theBlrfjWo LIc1C R1117 Open Space Area and along the regional road system between the Roundabout and the Route 522 South intersection with Airport Road 'These public pedestrian and bicycle facilities are approximately 4, 600lineal feet and have a value of $68.00 per lineal feet based on inf n-malion provided by the Cou my Parks and Recreation DepCn'Ir]leirt. T lIC'l'C.fore, the value for'the public pedestrian and hicyclefacililies is 5312,800.00. 11 should be noted that this value aloes not include the public 8' asphalt Rezoning # 10-15 — Heritage Commons November 9, 2015 Page 16 pedestrian and bicycle facilities within the residential portions of the project, nor the concrete or asphalt pedestrian systems that connect the adjoining residential subdivision to the Heritage Commons project. Therefore, the proffered public pedestrian and bicycle facilities results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to establishing an escrow account in an initial amount of $200,000.00 that will be continuously.funded throughout the residential development program and utilized to mitigate student generation impacts to public schools. This monetary contribution provides for $3, 000.00per student when specific student generation thresholds are exceeded. The DIM assumes a student generation ratio of .256 students per apartment unit, which projects a total of 165 students for a 645 unit multi family residential development. Therefore, this element of the project qualifies as a fiscal impact credit tolvards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to commercial development thresholds during the residential development program, the funding, construction and right-of-way dedication for on -site and off -site regional road improvements, the.funding and construction of public pedestrian and bicycle facilities, and monetary contributions for student generation impacts. The projected cost of these proffered project commitments is $11,661,220.00, which provides for a positive fiscal impact of $2, 708, 620.00 for the Heritage Commons project. Therefore, the capital facilities impact costs for public school,facilities, parks and recreation facilities, fire and rescue facilities, library facilities and general government facilities have been mitigated by the Heritage C071171zons Proffer Statement. 4. Transportation Improvements: The Applicant is framing an argument for credit against the proffer model based upon regional transportation improvements and the fact that they are proffering to participate in a 4 lane Airport Road as opposed to the two lanes shown on the Eastern Road Plan. Due to the fact that the County has procured revenue sharing funds for half of roadway construction and that the Applicant's TIA calls for a 4 lane facility, the credit value needs additional validation. Staff would agree that there is regional value to the roadway improvements; however, per the TIA these improvements were required simply to make even the Applicants own traffic work. 5. Recreational Amenities: The Applicant has proffered a 10' asphalt pedestrian trail throughout the limits of the Buffalo Lick Run land bay, a community building including a swimming pool, and an additional trail system throughout the residential portions of the project. The Applicant should be prepared to address the size and scope of the recreational amenities and the potential outstanding conflict regarding the width of the 8 foot trail. In addition, the Applicant is claiming value.for these amenities towards the recreation unit calculations for the project. 0 s Rezoning 1110-15 — Heritage Commons November 9, 2015 Page 17 6. Phasing: The Applicant has proffered a land use phasing program that phases the residential uses to 175 residential units within the first two years of the project, 148 residential units for the ensuing two years, 147 units for the next two years of the project, and finally the remaining 175 residential units may be developed. With regards to the commercial component, the commercial land use is phased so that 50,000 square feet of commercial land use shall develop prior to the 300°i market rate multi -family residential Ulllt. An additional 50,000 square feet of commercial land use prior to the 600°i market rate lllllltl-fa11111y residential unit, and 7,500 more square feet of commercial development shall occur prior to the 645°i market rate residential flint. CONCLUSIONS FOR 11/18/15 PLANNING COMMISSION MEETING: The Heritage Commons rezoning application is a request to use the R4 (Residential Planncd Community) Zoning District, with modifications and proffers, to construct a development with 645 residential units and commercial uses. The project is located on the 150-acre property commonly known as Russell 150. The 645 residential LIiIitS may 111CILICIC 111LI1t1-family Li111tS and multi -family residential units combined Nvith commercial structul-es. The land uses shown with the Heritage Commons rezoning application are not wholly consistent with the 2030 Comprehensive Plan. It is recognized that commercial and higher density residential uses are supported in this general area, but not specifically within the locations identified in the GDP and accompanying Land Use Matrix. Additionally, the application does not adequately address the negative impacts associated with this request; in particular, the negative transportation and fiscal impacts. The Applicant's approach to addressing these items should be carefully evaluated. In particular, it Should be determined if the Revenue Sharing approach to securing partial completion of the transportation improvements is satisfactory (page 8). Also, if the Applicant's alternative to credit the impacts to community facilities is acceptable (page 10). On the transportation front, the Applicant has much improved the language regarding commitment to the revenue sharing project which would complete Airport Road, the roundabout, and the bridge over I- 81. However, this comes at a cost of only a right-of-way commitment to Warrior Drive, only a right-of- way commitment to Tevis Street to the northern property line, and removal of the $1 million cash proffer toward offsite transportation improvements. Consideration and analysis Heeds to be given to proper access to the southern land bay which is being set up to access exclusively through the Madison parcel. This would not be the case if Warrior Drive was still being considered. The items identified throughout the Staff Report, and any further issues raised by the Planning Co111111iSS1o11 Should be addressed prior to Securing a favorable decision from the Planning Commission: Rezoning #10-15 —Heritage Commons November 9, 2015 Page 18 The Applicant should also ensure that all review agencies are afforded the opportunity to guarantee their comments are adequately addressed as described prior to the Planning Commission and the Board of Supervisor's review. The Planning Commission and Board of Supervisors should be certain that the comments have been appropriately addressed. Following the required public leant,-, a recommendation re,-ardinz this rezonin,- application to the Board of Superi,isors would be appropriate. The applicant should be prepared to adequately address all concerns raised by the PlanninZ Commission. 4 . CD AMENDMENT y,,G'A7 1739 Action: PLANNING COMMISSION: November 18, 2015 - Recommended Approval BOARD OF SUPERVISORS: December 9, 2015 - © APPROVED ❑ DENIED AN ORDINANCE AMENDING THE ZONING DISTRICT MAP REZONING # 10-15 HERITAGE COMMONS WHEREAS, Rezoning #10-15, of Heritage Commons LLC, submitted by Greenway Engineering, Inc., to rezone 96.28 acres from B2 (Business General) District to R4 (Residential Planned Community) District and 54 acres from RP (Residential Performance) District to R4 (Residential Planned Community) District and .31 acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers, final revision date December 9, 2015 was considered. The site fronts on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and has frontage on the east side of Interstate 81. The properties are further identified with PIN(s) 64-A-10, 64-A-12, 64-A-150 in the Shawnee Magisterial District. WHEREAS, the Planning Commission held a public hearing on this rezoning on November 18, 2015 and recommended approval; and WHEREAS, the Board of Supervisors held a public hearing on this rezoning on December 9, 2015; and WHEREAS, the Frederick County Board of Supervisors finds the approval of this rezoning to be in the best interest of the public health, safety, welfare, and in conformance with the Comprehensive Policy Plan; NOW, THEREFORE, BE IT ORDAINED by the Frederick County Board of Supervisors, that Chapter 165 of the Frederick County Code, Zoning, is amended to revise the Zoning District Map to rezone 96.28 acres from B2 (Business General) District to R4 (Residential Planned Community) District and 54 acres from RP (Residential Performance) District to R4 (Residential Planned Community) District and .31 acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers, final revision date November 19, 2015.The conditions voluntarily proffered in writing by the applicant and the property owner are attached. PDRes #52-15 0 • -2- This ordinance shall be in effect on the date of adoption. Passed this 9th day of December, 2015 by the following recorded vote: Richard C. Shickle, Chairman Aye Gary A. Lofton Aye Robert A. Hess Aye Robert W. Wells Aye Gene E. Fisher Aye Charles S. DeI-Iaven, Jr. Aye Blaine P. Dunn Aye A COPY ATTEST 4'j, "N7 Brenda G. Garton Frederick County Administrator ,, j i, J N IA: I=fc-llER1 Ci: COUNIT.S I . This instrument of writing was produced to me on /2-/7 -20/,-� at and with certificate acknowledgement thereto annexed was admitted to record. Tax imposed by Sec. 58.1-802 of and 58.1-801 have been paid, if assessable 4&e4 , Clerk PDRes #52-15 BOS Res. #046-15 C) U-1 • 0 Greemvay Engineering September 25, 2015; Revised October 23, 2015, heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015: Revised December 7, 2015; December 9, 2015 160012420 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 10-15 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: 150.59-11- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Project") ORIGINAL DATE OF PROFFERS: September 25, 2015 REVISION DATE: Revised December 9, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq. of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional Zoning, the undersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #10-15 for the rezoning of 150.59±-acres inclusive of 96.281 acres of Business General (132) District and 54.0± acres of Residential Performance (RP) District with proffers, and 0.31± acres of Rural Areas (RA) District without proffers to 150.59i-acres of Residential Planned Community (R4) District with proffers, development of the subject properties (here -in after the "Property") shall be done in conformity with the terms and conditions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, heirs, or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated October 29, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development —t� c-� CD lD CUB File N,3701 hC/EAw 0 0 Grecmvay Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015; December 9, 2015 Plan (here -in after- the "GDP") attached hereto and incorporated herein by reference as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. 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. A. Q C HERITAGE COMMONS PROFFER STATEMENT Generalized Development Plan 1) The Owner- and/or Applicant shall develop the Property in Substantial conformance with the GDP prepared by Greenway Engineering, dated October 29, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the location of the maximum number of potential entrance locations along the regional road systems serving the Property, the general location of the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial (levelopment, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system can be adjusted to accommodate final engineering design requirements without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the Design Modification Document dated October 29, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. Land Use and Land Use Matrix 1) The Owner and/or- Applicant shall develop a mixed land use development that includes market rate multi -family residential, commercial, and market rate multi- family residential/commercial land uses within the same Structure. Market rate —o t -) CD VJ —.J File 113701 HC/EAW 2 0 0 Greenway Engineering September 25, 2015; Revised October 23, 2015, heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015; December 9, 2015 multi -family residential land use is defined as having no income limit for the unit and rented as the highest rent that the local market can sustain. Market rate multi- family residential land use shall exclude subsidized housing units. The market rate multi -family residential and the market rate residential/commercial land uses within the same structure may be developed within gated communities with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the minimum and maximum percentages of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. Market rate multi -family residential/commercial land uses within the same Structure shall be permitted within Land Bay 2 and Land Bay 3, and calculated as the percentage of each land use within the structure applied to the total site area the structure is developed on. Tile actual acreages identified for each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; 1 132; B3 Districts and 37.481 acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B 1; 132; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification Document Uses allowed in RP; 3 B1; 132; B3 Districts 53.951 acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall limit residential land use development within the Property to a maximum of 645 market rate multi -family units, which is —o C� CD k,D co File 113701 HC1Enw 3 C� Greenw•ay Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning l C� Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015; December 9, 2015 inclusive of market rate multi -family residential/commercial land uses within the same structure. The commercial land use development within the Property is not limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G7 of the proffer statement. 4) The Owner and/or Applicant shall prohibit permitted land uses within the OM, Office Manufacturing District and the M1, Light Industrial District that are not otherwise permitted within the RP, B 1, B2 and B3 Zoning Districts. 5) The Owner and/or Applicant shall provide for a common shared buffer and screening easement along the common boundary line of Tax Map Parcels 64-A 12 and 64-A-14 should this portion of Tax Map Parcel 64-A-12 be developed as market rate multi -family units. The Owner and/or Applicant shall provide for the location and plantings associated with the common shared buffer and screening easement to be completely located on Tax Map Parcel 64-A-12. The common shared buffer and screening easement shall be provided as a component of the Site Plan for the market rate multi -family units if applicable. D. Land Use Phasing Program 1) The Owner and/or Applicant shall phase the residential land use development program so as not to exceed 175 residential units within the first two years of the project, which shall begin at the time of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section D1 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 147 residential units for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner and/or Applicant shall develop 50,000 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 300"i market rate multi -family residential unit. 6) The Owner and/or Applicant shall develop all additional 57,500 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 600°i market rate multi -family residential unit. Fite 0701 HC/EAW 4 0 9 Greemvay Engineering September 25, 2015; Revised October 23, 2015, Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015; December 9, 2015 E. Monetary Contribution for Public Schools F. Heritage Commons Rezoning 1) The Owner and/or Applicant shall establish an escrow account with the County totaling an initial amount of $200,000.00 to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be determined by Frederick County Public School annual student population data specific to the project following issuance of the certificates of occupancy for each of the residential unit thresholds identified in Proffers E2-135. Monetary contributions for impacts to public schools shall be drawn from the escrow account by the County as specified in Proffers 132-135. This escrow account shall continue to be funded by the Owner and/or Applicant as necessary throughout the residential land use development program to ensure that the payments described in Sections 132-135 of the Proffer Statement are satisfied. No further certificates of occupancy for residential units shall be issued until the Owner and/or Applicant has provided funding for the escrow account that is required to satisfy the payments described in Sections E2-135 of the Proffer Statement. The remainder of the escrow account balance shall be released by the County following the Frederick County Public School annual student population count that is conducted subsequent to the issuance of the final occupancy permit for the residential development program, or County approval of a conditional zoning amendment that provides for the discontinuance of the residential land use development program. 2) A one-time payment of $3,000.00 for each student over 15 total students, as calculated based upon the actual Student population specific to the project at the time of issuance of the certificate of occupancy for the 175`I' residential unit. 3) A one-time payment of $3,000.00 for each student over 27 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 323`d residential unit. 4) A one-time payment of $3,000.00 for each student over 39 total Students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 470`I' residential unit. 5) A one-time payment of $3,000.00 for each student over 51 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 645"' residential unit. Recreational Amenities 1) The Owner and/or Applicant shall construct a 10-foot asphalt pedestrian and bicycle trail throughout the limits of the Buffalo Lick Run Land Bay in tine general location depicted on the GDP. Tine 10-foot asphalt pedestrian and bicycle Pile /13701 HC/EAW 5 Grecri ay Engineering G. c-� CD September 25, 2015; Revised October 23, 2015, 1leritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015; December 9, 2015 CD trail shall be designed and constructed in Conjunction with second phase of residential land use development specified in Section D2 of the proffer statement. The 10-foot asphalt pedestrian and bicycle trail shall be available for use as a public trail system and shall be maintained by the property owners association established for the project. The 10-foot asphalt pedestrian and bicycle trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. 2) The Owner and/or Applicant shall construct a community building to include a workout/fitness facility and a community swimming pool for use by the residents of the project. The community building and swimming pool facilities shall be available for use by the residents of the project prior to the completion of the second phase of residential land use development specified in Section D2 of the proffer statement. The community building, workout/fitness facility, and community swimming pool shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. 3) The Owner and/or Applicant shall construct an 8-foot asphalt pedestrian trail system within the residential portions of the project, which shall provide connectivity to adjacent commercial land uses located within the same Land Bay area. The general location of the trail system shall be provided on the Master Development Plan. The 8-foot asphalt pedestrian trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. Transportation 1) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, and Roundabout; Section C — East Tevis Street to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Section D as an Urban Pour -Lane Divided Section (U4D). 2) County -Managed Revenue Sharing Program Project Agreement The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement') for the regional road system identified as Section A and Section B on the proffered GDP within 30 File #3701 HUEAW 6 0 • Greenway Engineering September 25, 2015; Revised October 23, 2015, 1leritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015; December 9, 2015 days of non -appealable rezoning approval. The Agreement may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of the Section A and Section B regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible in the Agreement for the local funding match for the Section A and Section B regional road system identified on the proffered GDP. The Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed. 3) Section A Regional Road Improvement Program The Section A regional road system shall be designed and constructed as an Urban Four -Lane Divided Section (U4D) with curb and guttcr, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be permitted to begin residential and commercial development that is served by the Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences. 4) Section B Regional Road Improvement Program The Section B regional road system shall be designed and constructed as an Interstate 81 Bridge with four travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet Or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. 5) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C East Tevis Street extension between the Roundabout and the northern Property boundary. The Section C right-of-way dedication plat shall be sufficient for the COI1S11'L1Ctlon of an Urban Four -Lane Pile 0701 HC/EAW 7 CM C') Greenway Engineering September 25, 2015; Revised October 23, 2015, heritage Commons Rezoning 0 Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015; December 9, 2015 Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41-1-50 to Station 46-1-50 within the Property. The Section C right-of-way dedication plat shall be provided to the County for recordation within 30 days of written notice by the County of final road construction design plan approval. The final road design plan shall include an intersection that provides full access and/or partial access commercial entrances serving Land Bay 1 on the east and west side of the Section C regional road system that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall provide ingress/egress easements along the northern limits of the Property within Land Bay I sufficient to allow for inter -parcel access for construction and use by the adjoining properties. In the event that the County -Managed Revenue Sharing Program construction project has not commenced for the portion of Section C within the Property when street access is needed to serve development within this portion of Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is completed by others. The partial street section shall be constructed within the planned right-of-way and shall be constructed to permit expansion of the Section C East Tevis Street extension as described in the first paragraph of this section of the Proffer Statement. 6) Section D Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section D Warrior Drive extension between the Roundabout and the southern Property boundary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. Tile Owner and/or Applicant shall dedicate right-of-way sufficient for the described Warrior Drive U41) road section within 6 months of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right-of-way dedication area identified on the proffered GDP. 7) Residential and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and commercial land development program specified in Section C2 of the proffer statement until the land uses have a cumulative impact of 20,000 ADT. The Owner and/or Applicant shall utilize actual traffic counts to determine ADT volumes associated with land uses developed in the Property. The Owner and/or File 113701 HUEAW 8 C7 Greenway Engineering September 25, 2015; Revised October 23, 2015, heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015; December 9, 2015 Applicant shall conduct actual traffic Counts when ITE Generation values for approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director. Once actual traffic Counts for land uses developed in the project reach 20,000 ADT, the Owner and/or Applicant will prepare traffic studies in Conjunction with subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the transportation system within the Property identified by the traffic studies will be implemented by the Owner and/or Applicant during the site plan development process as required by VDOT and the County. The Owner and/or Applicant shall limit development within Land Bay 3 to land uses with a cumulative impact of 2,550 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual traffic counts at the Madison Village public access road connection along the southern boundary of the Property to detel-lnine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the Construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Street access connecting Land Bay 3 to Land Bay 2 shall be the responsibility of the Owner and/or Applicant and shall be designed and Constructed as a typical Section Sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. 8) Private Streets The Owner and/or Applicant shall have the ability to Construct all internal street systems within the Property as private streets, except for the regional road systems described in Section G 1 through G6 of the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer and in conformance to VDOT corner clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. 9) Adjoining Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential subdivision street systems. File 113701 HC/EAW 9 n LJ • Grecnway Engineering September 25, 2015; Revised October 23, 2015, heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015; December 9, 2015 H. Winchester Regional Airport 1) The Owner and/or Applicant shall provide information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern In proximity to the Property. 2) The Owner and/or Applicant shall enter into an Avigation Casement Agreement with the Winchester Regional Airport Authority with terlrls and conditions acceptable to the Airport within 30 days of final non -appealable rezoning approval. OWNER/APPLICANT SIGNATURES ON FOLLOWING PAGES rile 11370111C/EAW 10 r� U Greemvay Engineering SijZnature u September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Reviscd December 7, 2015; December 9, 2015 The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code, Respectfully Submitted: R 150 SPE, LLC - Owner Date Commonwealth of Virgitiia; City/County of 0/��/ `��y� To Wit: The foregoing instrument was acknowledged before me this J �/ day of ��'``y��' 20/16� by A I U (JW-/ V r'(5O/Wol Notary Public My Commission Expires oR.E Go Jam' File #3701 HC/EAW Co CD M • 0 Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015; December 9, 2015 Sil4nature The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors In the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully S ubmitted: eritage mm ns, _C - lit cant Da e Commonwealth of Virginia, City/County of f- T P C-i ,-f � c:- I/� To Wit: The foregoing instrument was acknowledged before me this I � day of `JCCGM�� 201S by JV�Me-, My Commission Expires S, , -;5k , 2-o btary Public `t�%11 H t11iiii .��p,GEY S R'' O' ,Myoorgq'�• �= rn cc,:)): J0/y 31.20 7 Aires = moo. A • 367649 IBLIG �'�•FgCTH OF�� ��. '���ttttttt1` File #3701 HC/EAW 12 = LANDBAY 1 - 37.48± AC R4 DISTRICT \ 0 LANDBAY 2 - 46.47± AC. Interparcel R4 DISTRICT Access ` IVTFRSTgT �ARR�p •� F 8 0 LANDBAY 3 - 53.95± AC. OR R4 DISTRICT BUFFALO LICK RUN 12.35± AC. - R4 DISTRICT ° erGs O CFO Madison Village Signalized Entrance Location Interparcel Access Location Potential Entrance LANDBAY-3 BUFFALO LICK RUN 1 oho` Q` �G a° �c o� Interparcel Access Potential Entrance 9_.Avim `0 Potential Entrance Location Potential Entrance Loc ation Potential Entrance Location CITY OF WINCHESTER S` C �/O p ��� G L3 Potential Entrance \' Location Potential Entrance Locati Potential Entrance Location 1W.1►190:1WA "I CO3 070 Proffer G800 L i 300 0 300 600 SCALE: 1 " = 300' N LO O E O CNDN N m •m CD g C O 2 d �O N A 'p _—CDC _ d y G r r c Q � �z IA z ♦90 LAAZ W/ �: W c� r� Z J CO CL `L W O� U� wO W W 20 I W Q J Q m w Z W W Il DATE: 10/23/2015 1 SCALE-- 1' = 300' DESIGNED BY: EAW JOB NO. 3701HC SHEET 1 OF 1 PGOIOB I • LANDBAY 1 - 37.48t AC. R4 DISTRICT 0 LANDBAY 2 - 46.47t AC. R4 DISTRICT LANDBAY 3 - 53.95t AC. R4 DISTRICT 0 BUFFALO LICK RUN 12 351 AC - R4 DISTRICT in,arpmcel access � � � INrERST S�ca,C,_T�Y OA' ""4 G5' `A LANDBAY-3 LANDBAY-2 CITY OF WINCHESTER 4 g SFC T/ON Polenoe� L�ror�.;" POM�I Ellsanoe Qd' Q �ff L�bon Paean., F nU'enw BUFFALO W"rp„c., LANDBAY-1 �s LICK RUN Acoe Potunpd C nuel— Ylnrprod Piunw G9 Acb" MW,san WIC ----- --- — - ➢ - - -- - ---- $prvMzW L�DDn Po1rIDM Enlnno� Entrrxs�Enaya6di— 1fIIPoW�,OaIIfIIE�ntrv,u Lnuron locrUon • P U I I v—� r a.5�s c � aS g S i Q Uj W tS� � c iZpo z r A U U SC W 2 w w A 2W X Z W (7 DATE 10/i�/f0lD /CY2 1'�007 300 0 300 600 Dom,® ., V. 1 i t SCALE: 1" = 300' w no s+aec SEW 1 or 1 0 0 ca O O HERITAGE COMMONS DESIGN MODIFICATION DOCUMENT - PROFFER EXHIBIT B October 29, 2015 Design Modification Document I October 29, 2015 • i CD 0 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 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. A Master Development Plan will be provided to the County prior to development activity on the Property. Justification for Modification: A mixed -use 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, commercial land use, 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 too] for this purpose is reasonable, as it contains illustrative and general development information that can assist in understanding the basic concepts of a mixed -use 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 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. Design Modification Document 2 October 29, 2015 • • MODIFICATION #2 §165-501.03 Permitted Uses Ordinance Requirement: All uses are allowed in the R4 Residential Planned Community District that are allowed in the following zoning districts: RP Residential Performance District B I Neighborhood Business District B2 Business General District B3 Industrial Transition District MI Light Industrial District OM Office and Manufacturing District Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for urban mixed -use commercial and residential land use, which may include commercial and residential land uses that are located within the same structure, or within connected structures. Land uses permitted within the OM, Office Manufacturing District and the M1, Light Industrial District that are not otherwise permitted within the RP, B1, B2 and B3 Zoning Districts shall be prohibited within the Property. Justification for Modification: Heritage Commons is planned as an urban center design form that will contain 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. Design Modification Document 3 October 29, 2015 • 11 MODIFICATION #3 §165-501.05 Mixture of Housing Types Required 1v 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 apartmeIlts or any Combination Of those hOUSing types. Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for market - rate multi -family residential housing types. To achieve this type of urban residential development, single-family detached and attached residential units will not be required as a component of the residential mix, 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 design form that will Contain multi -family housing units within a mixed-USC C0111111CI-Clal, 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 development. Design Modification Document 4 October 29, 2015 • 0 MODIFICATION #4 §165-501.06(C) 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 urban residential housing types. To achieve this type of urban residential development, the gross densities specified in Section 165-402.05B for multi -family residential land use shall be permitted. Justification for Modification: Heritage Commons is planned as an urban design form that will contain 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. Design Modification Document 5 October 29, 2015 O -._ MODIFICATION #5 §165-501.06(D) Commercial & Industrial 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 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: The Heritage Commons Land Bays are intended to be developed as commercial and as mixed - use commercial and residential land use. Therefore, commercial areas may exceed, and should be encouraged to, exceed 50% of the gross area of the total planned community. 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 will allow for higher- density residential uses and will create Land Bays that lend themselves to creating a community where residents can live, work and play in the same 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 planned mixed -use commercial and residential 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. Design Modification Document 6 October 29, 2015 • 1J MODIFICATION #6 §165-501.06(C) 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 15% of the gross area of the 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 design form that will contain 111u1t1-fa11111y housing units within a mixed -use commercial, retail and office development. This type of urban 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. Design Modification Document 7 October 29, 2015 O C_J"1 • -v CO U� MODIFICATION #7 §165-501.06(G) Buffers and Screening Ordinance Requirement: 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 I 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 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, B1, B2, or M 1 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 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(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 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 buffets 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 separation buffers and zoning district buffets utilized in other portions of the Urban Development Area. Design Modification Document 8 October 29, 2015 ro CD MODIFICATION #8 §165-501.06(1) 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. 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 the construction and/or right-of- way dedication for primary regional 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 acceptable to the Frederick County Engineer 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 design form that will contain a variety of street systems that are designed in general to meet vertical base design standards acceptable to the Frederick County Engineer based on projected traffic volumes for the 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 assist in meeting water quality measures for the project. Design Modification Document 9 October 29, 2015 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. 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 design form that will contain mixed land use including commercial, retail, office, 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. Design Modification Document 10 October 29, 2015 • MODIFICATION #10 §165-201.03(B)(6) Height Limitations §165-601.02 Dimensional and Intensity 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 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 buildings may be constructed up to 80 feet in height; however, architectural screening features may be permitted to exceed this height allowance but shall be limited to a maximum structural height of 90 feet. Justification for Modification: Heritage Commons is planned as an urban 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 shared commercial and 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 height; therefore, the Heritage Commons urban design form is consistent with these more intensive types of development currently permitted by County Code. Heritage Commons has coordinated with the Winchester Regional Airport (WRA) to obtain information that delineates height limitations for structures that would impact the WRA approach zones and conical zones. This information has been incorporated within an exhibit that demonstrates that the maximum height allowances identified in the alternative design standards will not impact WRA operations. Design Modification Document 1 1 October 29, 2015 E • MODIFICATION #11 §165-402.09(J)(D1) Multifamily 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 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: Commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial and residential mixed use buildings may be constructed within 20 feet of public or private street systems serving the community. Justification for Modification: Heritage Commons is planned as an urban 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 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. Design Modification Document 12 October 29, 2015 i MODIFICATION #12 Ordinance Requirement: §165-4002.09(I) Modified Apartment Building This housing type 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: A. Lot Dimensions Al Maximum site impervious surface ratio 0.60 B. Building Setbacks B I From public road right-of-way 35 feet B2 From private road right-of-way, off-street parking lot or 20 feet driveway B3 Side (perimeter) 20 feet B4 Rear (perimeter) 25 feet B5 Real- 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 have a minimum distance of 50 feet between buildings. C. Minimum Parking C1 Required off-street parking 2 per unit D. Height D 1 Principal building (max): 55 feet D2 Accessory building (max) 20 feet Alternative Design Standard: This housing type consists of buildings that contain multiple dwelling units that share a common outdoor area and residential and commercial mixed -use buildings. 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 16 dwelling units bUt may not exceed more than 64 dwelling units within a single structure. Dimensional requirements shall be as follows: A. Lot Dimensions A 1 Maximum site impervious surface ratio 0.60 B. Building Setbacks Design Modification Document 13 October 29, 2015 CD B I From public road right-of-way 20 feet _ B2 From private road right-of-way, off-street parking lot or 10 feet tv driveway B3 Side (perimeter) 15 feet B4 Real- (perimeter) 15 feet B5 Rear for balconies and decks 20 feet B6 Minimum on -site building spacing: 15 feet side to side; 15 feet side to back; 15 feet back to back C. Minimum Parking C 1 Required off-street parking 2 per unit, inclusive of garage D. Height D 1 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 an urban 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 appropriate number of dwelling units within a single structure and within a residential and commercial mixcd-use building. 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. Design Modification Document 14 October 29, 2015 / T.N 6UAL fLC RE3T0ClAL MUST PROPERTIES LLG CURVE TABLE CURVE DELTA ANCLE PADIUS ARC LENGTH TANGENT CHORD BEAR/NC CHORD LENGTH Cl 01.46'11" I 1 565J.89' I 174.64' 87.J3' S OYJ921" W 174.6J' C2 072924" 6161.16' 26776' 1J3.90' S 05'57'04- W 267.74' C3 0534 20" 3169.67' 308.28' 1 154.26' 1 S 02'JO JO" W J08. 16' T.M. 64-A-11 ARIHUR A k JILW?A S. BELT y�r p LEGEND TM # ACRES ZONING 63-A-150 0.31 t R4 64-A-10 29.79 t R4 64-A-12 120.49 t R4 DAM 10/29/2016 SCAM 1'-600' 500 0 500 1000 DESIGNED BY. EAT 10D NO. 3701HC CCAI F• I' = SM' ___ BRYAN & COLEMAN, P.L.C. ATTORNEYS AT LAW 116 SOUTH BRADDOCK S'1REIET WINCHESTER, ER, VIRGINIA 22601 'I'BL1 ITIONE: (5,10) 5,15-1130 FAX: (510) 5,15-1 131 N1ICHAEL. L. BRYAN, ESQUIRB Flmail: mbryan2@carthlink.net carthlink.net August 24, 2016 Hand -Delivered Mr. Mike Ruddy, Director Frederick County Planning & Development 107 North Kent Street Suite 202 Winchester, VA 22601 Re: Deed of Avigation Easement/ Winchester Regional Airport Dear Mike: Please find enclosed a copy of the Exhibit prepared by Pennoni Associates Inc. dated August 22, 2016, which is attached to the Deed of Avigation Easement that was recently negotiated with the developers, R 150 SPE for your file. I enjoyed working with you in this matter. Very truly yours, Michael L. Bryan MLB/smb Enclosure AUG 2 ?�1?6 OFFICIAL RECEIPT FREDERICK CIRCUIT COURT DEED RECEIPT DATE: 08/25/16 TIME: 09:00:43 ACCOUNT: 069CLR160008196 RECEIPT: 16000016403 CASHIER: 14LS REG: WE17 TYPE: DE PAYMENT: FULL PAYMENT INSTRUMENT 160009196 BOOK: PAGE: RECORDED: 08/25/16 AT 09:00 GRANTOR: R 150 SPE LLC EX: N LOC: CO GRANTEE: WINCHESTER REGIONAL AIRPORT AUTHORITY EX: N PCT: 100% AND ADDRESS : RECEIVED OF : MICHAEL BRYAN DATE OF DEED: 08/19/16 CHECK: $22.00 DESCRIPTION 1: SH DIST PAGES: 7 OP: 0 2: PARCELS OF LAND NAMES: 0 CONSIDERATION: .00 A/VAL: .00 MAP: MISC PIN: 301 DEEDS 14.50 145 VSLF 1.50 106 TECHNOLOGY TRST FND 5.00 035 VOF FEE 1.00 TENDERED s 22.00 AMOUNT PAID: 22.00 ClIANGE AMT : .00 CLERK OF COURT: REBECCA P. HOGAN PAYOR'S COPY RECEIPT COPY 1 OF 2 • • c 0 THIS DEED OF AVIGATION EASEMENT is made this 19"' day of August, 2016, by and between R 150 SPE, LLC, a Virginia limited liability company (the "Grantoel and the WINCHESTER REGIONAL AIRPORT AUTHORITY, a political subdivision of the Commonwealth of Virginia (the "Grantee"). RECITALS: A. The Grantee is the owner of the Winchester Regional Airport ("Airport"), located within Frederick County, Virginia B. The Grantor is the owner of certain rest property described on "Legal Description", attached hereto and by this reference made a part hereof as if set out in full (the "Property"). C. The Property is subject to certain height limitations as established under the provisions of Title 14, Aeronautics and Space. Code of Federal Regulations, Part 77 ("FAR Part 77") and as set forth in Chapter 165, Part 701 of the Code of the County of Frederick, Virginia ("Frederick County Code"). D. The Grantor has agreed to create and impress an avigation easement upon the Property (the "Avigation Easement"), as more fully set forth hereinafter. WTINESSETH: THAT for and in consideration of the mutual benefits to the parties hereto, the Grantor does hereby grant unto the Grantee an Avigation Easement, subject to the terms and conditions set forth herein below, and in accordance with FAR Part 77 and the Frederick County Code, to -wit: 1. That the Grantor, for itself, its heirs, successors and assigns, hereby grants unto Grantee for the benefit of the public in the use and operation of the Airport, a right of the public and specifically, without limitation, a right of owners, operators and occupants of aircraft to use the navigable airspace over the Property and for all said persons and entities to cause in the navigable airspace above the Property such light, sound, noise, smoke and vibration as maybe inherent in or related to the operation of aircraft using said airspace for landing at, taking off from, flying over or otherwise operating at or about the Airport. 2. That Grantor, for itself, its heirs, successors and assigns, and for the benefit of the public in the use and operation of the Airport and the navigable airspace above the Property, covenants and agrees that in the development and ownership of -the Property for land uses and infitstructure permitted by the Frederick County Code, it will not use the U • WITNESS the followJng signatures and seals: GRANTOR: R PLC By: djL, (S " State of Maryland City/County of to wit: I�Bd S PK� Public on this �hday of �U� ! � 2016, appm-ed acknowledged iel� to tbo forego of at 150 QLO-9 C, wig My ComnAmdon expires: ry Publio • GRANTEE: WINCHESTER REGIONAL AIRPORT AUTHORITY By:.,oAQx\n_ 1 .. { V VJ1Ml J* (SEAL) SERENA MANUEL, xecutive Director Commonwealth of Virginia County of Frederick, to -wit: �d Before me, a Notary Public on this �� `day of August, 2016, appeared Serena Manuel as Executive Director of the Winchester Regional Airport Authority, who acknowledged her signature to the foregoing easement, dated August 19, 2016. My Commission expires: �)o -rn�3v� 30 20lri _njna 0 Notary Puke Legal Descripllon All of that certain tract or parcel of land containing 150.35 acres, and more particularly described below, to -wit: TRACT 1: All that certain tract or parcel of land, lying and being situate in Shawnee Magisterial District, Frederick County, Virginia, containing 29.657 acres as shown on the plat of survey drawn by Michael M. Artz, L.S., dated February 13, 1998, of record in the Clerk's Office of the Circuit Court of Frederick County, Virginia in Deed Book 900, at Page 115, et seq., and by this reference made a part hereof as if set out in full. TAX MAP NO. 64-A-10 TRACT 2: All that certain tract or parcel of land, lying and being situate in Shawnee Magisterial District, Frederick County, Virginia, containing 0.309 acres as shown on the plat of survey drawn by Michael M. Artz, L.S., dated February 13, 1998, of record in the aforesaid Clerk's Office in Deed Book 900, at Page 115, et seq., and by this reference made a part hereof as if set out in full. TAX MAP NO.63-A-150 TRACT 3: All that certain tractor parcel of land, lying and being situate in Shawnee Magisterial District, Frederick County, Virginia, containing 120.384 acres as shown on the plat of survey drawn by Michael M. Artz, L.S., dated February 13, 1998, of record in the aforesaid Clerk's Office in Deed Book 900, at Page 115, et seq., and by this reference made a part hereof as if set out in full. TAX MAP NO. 64-A-12 Reference is made to the aforesaid instruments for a more particular description of the property herein conveyed. MLB/ md-b c-MccdoWrpM Aviation Eas mcnU 621/16 6 PGO0 U 0 0 c'-� c_) CO O Property, or permit any object, structure or use of the Property, in a manner that would constitute an obstruction to the passage of aircraft using the navigable airspace above the Property for landing at, taking off from or otherwise operating at or about the Airport, and that they will not use the Property, or permit any object, structure or use of the Property, in a manner, including casting of light into the navigable airspace above the Property, which would present a hazard to any aircraft using the navigable airspace above the Property for the purpose of landing at, taking off from, or otherwise operating at or about the Airport. A. For the purpose of this Avigation Easement, "object" including any mobile object, shall mean any natural growth; any terrain; any permanent or temporary construction or alteration of any structure, including equipment or materials used therein; any apparatus of a permanent or temporary character, and alteration of any permanent or temporary character, and alteration of any permanent or temporary existing structure by a change in its height (including appurtenances) or lateral dimensions, including equipment or materials used therein, that would constitute an obstruction to the navigable airspace above the Property. B. For the purpose of this Avigation Easement, "structure" shall mean any object, including a mobile object, now existing or hereafter constructed or erected by man, including but not limited to: buildings, towers, communications towers, radio and television antennae, cranes, smokestacks, earth formations, overhead transmission lines, flag poles and slip masts, that would constitute an obstruction to the navigable airspace above the Property. C. For the purpose of this Avigation Easement, "obstruction of the navigable airspace above the Property" shall mean any existing object or structure, any proposed object or structure, including an existing or proposed mobile object or structure, if such object or structure is of greater height than any of the heights or surfaces established as standards for determining obstructions by FAR Part 77 (14 C.F.R. Part 77, Section 77.1, et seq.), or any applicable successor regulations, as such standards may apply to the Property at the time of development or construction of the object or structure. 3. That Grantor for itself, its heirs, successors and assigns, covenants and agrees with the Grantee that for the benefit of the public in the use and operation of the Airport, they will not hereafter establish, construct, erect or grow, or permit the establishment, construction, erection or growth of, any structure or vegetation, whether natural or man- made, which would penetrate into or through the heights or surfaces described in FAR Part 77 or any Airport clear zone, runway protection zone, approach zone, imaginary surface, obstruction clearance surface, obstruction clearance zone, or other surface or zone (as such zones or surfaces may currently or hereafter be defined by applicable regulations of the Virginia Department of Aviation and/or the Federal Aviation Administration, and as such zones or surfaces are shown on the documents of the Grantee). Grantor and Grantee agree on behalf of themselves, their successors and assigns that a structure erected in such zone or surface pursuant to, and in accordance with, a permit issued by the Virginia Board of Aviation pursuant to Section 5.1-25.1 of the Virginia Code, 1950, as amended or any applicable successor statute, shall not violate this restriction. 4. The Grantor does hereby grant unto the Grantee the right to cut and fell all trees which are located within the limits of the Avigation Easement as of the execution date of this Deed of Easement or at any later time. The Grantee shall have the additional right to cut any trees to a height of I(Y below the minimum elevation of the Avigation Easement so as to keep the trees below the prescribed minimum elevation of the Avigation Easement. 5. The Grantor does hereby agree to preclude and prevent the construction or development of facilities upon the Property that will create electronic interference with the Winchester Regional Airport or aircraft navigational aids, and preclude and prevent construction or development of facilities that will result in directed lighting or glare from the Property upon the Airport. 6. The Grantor agrees to submit all site plans for all or any portion of the Property to the Federal Aviation Administration and the Airport for review and approval prior to commencement of construction of any improvements upon the Property or any portion thereof. THE GRANTEE TO HAVE AND TO HOLD such Avigation Easement and all rights appertaining thereto under the Grantee, its successors and assigns, with the understanding and agreement that the covenants, restrictions and agreements set forth herein shall be binding upon the heirs, administrators, executors, successors in interest and assigns of the Grantee and Grantor, and that these covenants and agreements shall run with the land, unless and until the Airport is abandoned or ceases to be used as an airport. In the event the Airport is abandoned or ceases to be used as an airport this easement shall automatically terminate without the need of any further action by the parties or their successors. THIS DEED IS EXEMPT from the state recordation taxes imposed by Virginia Code §58.1-801, pursuant to Virginia Code §58.1-811(A)(3). Greenway lingineering September 25. 20M Revised October 23, 2015, Heritage Commons Reaming Revised October 29. 2015: Revised November 19. 2015: Revised December 7, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 10-15 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (114) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels the "Property") 63-A-150, 64-A-10 and 64-A-12 (here -in after RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Project") ORIGINAL DATE OF PROFFERS: September 25, 2015 REVISION DATE: Revised December 7, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq. of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning, the undersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #10-15 for the rezoning of 150.59t-acres inclusive of 96.28t acres of Business General (132) District and 54.0t acres of Residential Performance (RP) District with proffers, and 0.31 t acres of Rural Areas (RA) District without proffers to 150.59t-acres of Residential Planned Community (R4) District with proffers, development of the subject properties (here -in after the "Property") shall be done in conformity with the terms and conditions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, heirs, or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated October 29, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development File #3701 HCfEAW 0 Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015: Revised December 7, 2015 Plan (here -in after the "GDP") attached hereto MCI incorporated herein by refereIlce as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. The exact b0Undary 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. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the GDP prepared by Greenway Engineering, dated October 29, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick COL111ty C0111prChellSIVe Policy Plan, the location of the maxllllUrn number of potential entrance locations along the regional road systems serving the Property, the general location of the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick I21,111 Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system can be adjUStCCI to accommodate final engineering design redUirerllentS without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant Shall develop the Property in substantial conformance with the Design Modification DOC1.1111CI1t dated October 29, 2015 that is attached and incorporated hereto as `Exhibit B". PUI-SUant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/Or Applicant Shall develop a mixed land use development that IIICILICICS market rate multi -family residential, commercial, and market rate 111U1ti- family residential/commercial land uses within the same Structure. Market rate File #3701 HC/IiAW 2 0 9 Greenway Engineering September 25, 2015; Revised October 23, 2015, I leri(age Commons Rezoning Revised October 29, 20M Revisal November 19, 2015; Revised December 7, 2015 multi-faillily residential land use is defined as haviIlg no income limit for the unit and rented as the highest rent that the local market can sustain. Market rate multi- family residential land use shall exclude Subsidized housing units. The market rate multi -family residential and the market rate residential/conllllerclal land uses within the same Structure may be developed within gated communities with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the IlliniIllUrn and maximum percentages of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. Market rate multi -family residential/conllllerclal land uses within the same Structure shall be permitted within Land Bay 2 and Land Bay 3, and calculated as the percentage of each land use within the structure applied to the total site area the structure is developed on. The actual acreages ideIltified for each Land Bay is approximate and may fluctuate based on final Survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; I 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification DOCLHment Uses allowed in RP; 2 B 1; 132; 133 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80%n MAX. AC. 25% MAX. AC. Modification Document Uses allowed in RP; 3 B 1; 132; B3 Districts 53.95± acres 0% MIN. AC. 80% MIN. AC. aild Design 20% MAX. AC. 100% MAX. AC. Modification DOCL1111CIA Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall limit residential land use development within the Property to a maxilnlltll of 645 market rate 111LIlti-family units, which is File 113701 HUFAW 3 0 Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015 ilICIl1SiVC Of market fate Ii1111tI-falnlly residential/cOInmerclal land uses within the same Structure. The commercial land Use development within the Property IS IiOt limited other- than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G6 of the proffer statement. 4) The Owner aIld/Or Applicant Shall prohibit permitted land uses within the OM, Office Manufacturing District and the M1, Light ItldUstrial District that are not otherwise permitted within the RP, B1, B2 and 133 Zoning Districts. 5) The Owner and/or Applicant shall provide for a common Shared buffer and screening casement along the common boundary line of' Tax Map Parcels 64-A 12 and 64-A-14 should this portion of Tax Map Parcel 64-A-12 be developed as market rate multi -family units. The Owner and/or Applicant shall provide for the location and plantings associated with the common shared buffer and screening easement to be completely located on Tax Map Parcel 64-A-12. The common shared buffer and screening casement Shall be provided as a component of the Site Plan for the market rate multi -family units if applicable. D. Land Use Phasing Program 1) The Owner and/or Applicant shall phase the residential land use development program so as not to exceed 175 residential units within the first two years of the project, which shall begin at the time of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section DI of' the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year time line Specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development prograill So as not to exceed 147 reSl(ICIltlal UilitS for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of' the proffer statement, the Owner and/or Applicant Shall be permitted to develop the remaining 175 residential UllitS. 5) The Owner- and/or Applicant shall develop 50,000 square feet of commercial land use prior to the issuance of' a certificate of occupancy permit for the 300"i market rate 111111t1-falnlly residential Ulllt. 6) The Owner and/or Applicant shall develop an additional 57,500 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 600°i market rate Illllltl-falnlly residential Ulllt. File 1i3701 HUIiAw 4 • Greenway lingineering September 25, 2015; Revised October 23, 2015, I Icritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015 E. Monetary Contribution for Public Schools 1) The Owner and/or Applicant shall establish all escrow account With the County totaling all initial amount Of $200,000.00 to mitigate potential impacts to public schools resulting front student generation 11'0111 the project. Potential ullpacts to public schools shall be determined by Frederick County Public School annual Student population data specific to the project Following issuance of the certificates of occupancy for each of the residential unit thresholds identified in Proffers E2-E5. Monetary contributions for impacts to public SchoolS shall be drawn from the escrow account by the County as specified in Proffers E2-E5. This escrow accOUllt Shall C011tilILIe to be funded by the Owner and/or Applicant as necessary throughout the residential land use development program to ensure that the payments described in Sections E2—E5 of the Proffer Statement are satisfied. No further certificates of occupancy I'or residential units shall be issued until the Owner and/or Applicant has provided funding for the escrow account that is required to satisfy the payments described in Sections E2—E5 of the Proffer Statement. The remainder of the escrow account balance shall be released by the County following the Frederick County Public School annual student population count that is Conducted subsequent to the issuance of the final occupancy permit for the residential development pIogram, Or County approval Of a conditional zoning amendment that provides for the discontinuance of the residential land use development program. 2) A one-time payment of $3,000.00 for each student over 15 total Students, as calculated based upon the actual Student population specific to the project at the time of- issuance of the certificate of occupancy for the 175t1i residential unit. 3) A one-time payment of $3,000.00 for each student over 27 total students, as calculated based upon the actual student population specific to the project at the tlllle 0{ Issuance Of the certificate of Occupancy foI' the 323r(1 residential Ullit. 4) A one-time payment of $3,000.00 for each student over 39 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of' occupancy for the 470t1i residential unit. 5) A one-time payment of $3,000.00 for each Student over 51 total students, as calculated based upon the actual Student population specific to the project at the time of issuance of the certificate of occupancy Ior the 64511i residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall construct a 10-foot asphalt pedestrian and bicycle trail throughout the hlllitS 01' the Buffalo Lick Run Land Bay in the general location depicted on the GDP. The 10-loot asphalt pedestrian and bicycle File #3701 HC/1?AW 5 U 0 (;reemvay Engineering September 25. 2015; Revised October 23, 2015, I lerilage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015 trail shall be designed and constructed in conjunction with second phase of residential land use development specified in Section D2 of the proffer statement. The 10-foot asphalt pedestrian and bicycle trail shall be available for use as a public trail system and shall be maintained by the property owners association established for the project. The 10-fool asphalt pedestrian and bicycle trail system Shall be permitted to COUIlt towards the recreational amenity values for the market rate multi -family units developed within the project. 2) The Owner and/or Applicant shall construct a Conlnlunity building to include a workout/fitness facility and a COIIIIIIUIIIty SWllllllllllg pool for use by the residents of the project. The COnlnlunity building and swimming pool facilities shall be available for use by the residents of the project prior to the completion of the second phase of residential land use development specified in Section D2 of the proffer statement. The COIIIIIIUIIIty building, workout/fitness facility, and COiIIiIILllllty SWillllllillg pool Shall be permitted to COUIlt towards the recreational amenity values for the market fate mUltl-fallllly UllitS developed within the project. 3) The Owner and/or Applicant shall construct an 8-foot asphalt pedestrian trail system within the residential portions of the project, which shall provide Connectivity to adjacent commercial land Uses located within the sallle Land Bay area. The general location of the trail system shall be provided on the Master Development Plan. The 8-foot asphalt pedestrian trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. G. Transportation 1) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifics the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pikc/Airport Road intersection to Roundabout; Section 13 — Interstate 81 Bridge, East Tevis Street to western Property boundary, and ROLIIidabout; Section C — East Tevis Street to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban FOLIr-Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U4D). 2) County -Managed Revenue Sharing Program Project Agreement The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement") for the regional road system identified as Section A and Section 13 on the proffered GDP within 30 Idle #37011-IC/IiAW 6 Grecnway Engineering September 25, 2015; Revised October 23, 2015, I leftige Commons Rezoning Revised October 29, 20M Revised November 19, 2015; Revised December 7, 2015 clays of non -appealable rezoning approval. The Agreement may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of the Section A and Section B regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible in the Agreement for the local funding match for the Section A and Section B regional road system identified on the proffered GDP. The Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed. 3) Section A Regional Road Improvement Program The Section A regional road system shall be designed and constructed as all Urban Four -Lane Divided Section (U41)) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access collllllerclal entrances into Land Bay I and LaIld Bay 2 that meet or exceed VDOT entrance Spacing regLlll-CI11CIl(S that are in force at the time of final road design plan approval. The Owner and/Or Applicant Shall be permitted to advance the Section A road design plan and applicable Studies regUlred for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be permitted to begin residential and commercial development that is served by the Section A regional road system, which Shall be limited to the developil7ent Of the residential and commercial land uses specified in Section D 1 and D5 of the Proffer Statement until construction Of the Section B regional road system commences. 4) Section B Regional Road Improvement Program The Section B regional road system shall be designed and constructed as an Interstate 81 Bridge with four travel lanes, a raised concrete nleclian, and sidewalks; an Urban Four -Lane Divided Section (U4D) with club and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and ROUIlclabOUt; and a (Ilia( -lane Rounclabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing I'lill access and/or partial access commercial entrances into Land Bay I and Land Bay 2 that meet or exceed VDOT entrance spacing I'edllll-ClllClltS that are in force at the t1111C Of final road design plat] approval. 5) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C East Tevis Street extension between the Rollndabollt and the northern Property bounclary. The Section C right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane File It3701 HUFAw 7 0 0 Greenway Engineering Septemher 25, 2015; Revised October 23, 2015, I leritage Commons Rezoning Revised October 29. 2015; Revised November 19, 2015; Revised December 7, 2015 Divided Section (U4D) with club and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan front Station 41+50 to Station 46+50 within the Property. The Section C right-of-way dedication plat shall be provided to the COLIIIty for recordation within 30 clays of' written notice by the County of' final road Construction design plan approval. The final road design plan shall include all intersection that provides full access and/or partial access commercial entrances serving Land Bay I Oil the east and west side of' the Section C regional road system that meet or exceed VDOT entrance spacing rec]uirenlentS that are In force at the t1111e Ol Vital road design plan approval. The Owner and/or Applicant shall provide ingress/egress easements along the northern limits of' the Property within Land Bay I sufficient to allow for inter -parcel access for Construction and use by the adjoining properties. In the event that the County -Managed Revenue Sharing Program construction project has not commenced for the portion of Section C within the Property when street access is needed to serve development within this portion of' Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is completed by Others. The partial street section shall be COI1Sti'llcted withiIl the planned right-of-way and shall be constructed to permit expansion of the Section C East Tevis Street extension as described in the first paragraph of this section of the Proffer Statement. 6) Section D Regional Road Right -of -Way Declication The Owner and/or Applicant shall provide the County with a right -of -Way dedication plat for the Section D Warrior Drive extension between the Roundabout and the Southern Property boundary consistent with the alignment identified on the GDP. The Section D right-ol-Way dedication plat shall be sufficient for the Construction of an Urban F011r-Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. The Owner and/or Applicant shall dedicate right-of-way Sufficient for the described Warrior Drive U4D road section within 6 months of the issuance of' an occupancy permit for the First land use approved that accesses the regional road system between the ROLlncIabOLlt and the right-of-way cledlCation area identified On the proffered GDP. 7) Residential and Commercial Development Pro ram The Owner and/Or Applicant shall be permitted to implement the residential and commercial land development program specil'ied in Section C2 of the proffer statement until the land uses have a Cumulative impact of' 20,000 ADT. The Owner and/or Applicant shall utilize actual traffic Counts to determine ADT volumes associated with land uses developed in the Property. The Owner and/or Pile #37011lC/1:nw 8 • • Greenway Engineering Septeniher 25, 2015: Revised October 23, 2015, heritage Commons Rezoning Revised October 29, 2015; Revised November 19. 2015; Revised December 7, 2015 Applicant shall conduct actual traffic counts when ITE Generation values for approved land uses are projected to Peach 20,000 ADT, which will be provided to the County TI'ansportation Director. Once actual traffic COMAS for land uses developed in the project reach 20,000 ADT, the Owner and/Or Applicant will prepare traffic Studies in COnjLIIlCtiOIl with subsequent site plans if' deemed necessary by the COUilty Transportation Director. Improvements to the transportation system within the Property identified by the traffic studies will be implemented by the Owner and/or Applicant dUrillg the Site plan development process as required by VDOT and the County. The Owner and/or Applicant shall limit development within Land Bay 3 to land uses with a cumulative impact Of 2,550 ADT in which access Is limited to the Signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual traf 11C Counts at the Madison Village public access Toad connection along the southern boundary of the Property to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the COIIStI'LICti011 of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Street access connecting Land Bay 3 to Land Bay 2 shall be the responsibility of the Owner and/or Applicant and shall be designed and Constructed as a typical section Sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. 8) Private Streets The Owner and/or Applicant shall have the ability to Construct all internal street systems within the Property as private streets, except for the regional road systems described in Section G 1 through G6 of [lie proffer statement. All private streets shall be designed to standards acceptable to the County Engineer and in conformance to VDOT corner- clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. 9) Adjoining Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as Concrete sidewalks or asphalt trails within the portions Of the Property that abut the existing residential Subdivision street systems. File U3701I-IC'/IiAW 9 • • Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015: Revised November 19, 2015: Revised Uecemher 7, 2015 H. Winchester Regional Airport 1) The Owner and/or Applicant shall provlcle Information in Sales literature, property deeds and lease agreements for the market rate I11Ulti-family UnitS that identifies the Winchester Regional Airport facility location and flight pattern In proximity to the Property. 2) The Owner and/or Applicant shall enter into all Avlgatlon Easement Agreement with the Winchester Regional Airport Authority within 30 clays of final non - appealable rezoning approval. OWNER/APPLICANT SIGNATURES ON FOLLOWING PAGES File 113701 HGEAw 10 • 0 Greem+ay Engineering September 25, 2015; Revised October 23, 2015, 1leritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015 Signature The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: By: LIS— R 150 S'L, LLC - Owner Date 10'4 r2 YL61VD Commonwealth of Vh%g4iii-a City/County Of-3- To Wit: The foregoing instrument was acknowledged before me this 0 day of 20 by 601 le� Notary Public M Commission Expires Y p / File 113701 FICJEAW i 0 Grecmmay Engineering September 25, 2015; Revised October 23, 2015, 1 leritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015; Revised December 7, 2015 SllIuature The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: Herit e Commons, LLAplicant IW'Xw 3, M i�gN , M5r Commonwealth of Virginia, City/County of II LK To Wit: Date The foregoing instrument was acknowledged before me this 8* day of Deamix✓ 20 15 by mct�m �) l�') h \ I -And My Commission Expires "A— 'W (&P"' 1 Notary Public ANA G PENA NOTARY PUBLIC COMMONWEALTH OF VIRGINIA MY COMMISSION EXPIRES OCT. 31. 2016 COMMISSION It 7619932 File 1137011ICIEAW 12 0 • Q- GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons - November 19, 2015 Proffer Statement File No: 3701HC Date: Thu, Dec 3, 2015 To: FC Plannino, Attn: Mike Ruddy Copied Delivery: ❑ Fed Ex ❑ Other_ ❑ U.S. Mail From: Evan Wyatt GREENWAY ENGINEERING Phone: 540-662-4185 Fax: 540-722-9528 0 Courier ❑ Pick Up ❑ Urgent ❑ For Your Review 7 As You Requested ❑ Please Comment Message Hi Mike, Please find attached the current original Proffer Statement with notarized owner signature for the Heritage Commons Rezoning Application for your project file as requested. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: Please Print Name: Date: �IGINAL, • • Grecmwy Engineering September 25, 2015; Revised October 23, 2015, I leritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 10-15 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -In after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Ownell-") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Project") ORIGINAL DATE OF PROFFERS: September 25, 2015 REVISION DATE: November 19, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq, of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning, the undersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #10-15 for the rezoning of 150.59±-acres inclusive of 96.28+ acres of Business General (132) District and 54.0± acres of Residential Performance (RP) District with proffers, and 0.31± acres of Rural Areas (RA) District without proffers to 150.59±-acres of Residential Planned Community (R4) District with proffers, development of the subject properties (here -in after the "Property") shall be done in conformity with the terms and conditions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that SUCII rezoning is not granted, then these proffers shall be deemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, heirs, or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated October 29, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development rile #370111C/EAW • Greermay Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 Plan (here -in after the "GDP") attached hereto and incorporated herein by reference as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. 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. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the GDP prepared by Grecnway Engineering, dated October 29, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the location of the Illaxlllll1111 number of potential entrance locations along the regional road systems serving the Property, the general location of the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location Of the Buffalo Lick Run Open Space Area and public trail system can be adjusted to accommodate final engineering design requirements without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in SUbStalltlal conformance with the Design Modification DOCUment dated October 29, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/or Applicant shall develop a mixed land use development that includes market rate multi -family residential, commercial, and market rate multi - file 43701 HC/EAW 2 ►.J • Greemwy Engineering September 25, 2015; Revised October 23, 2015, I leritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 family residential/commercial land uses within the same structure. Market rate multi -family residential land use is defined as having no income limit for the unit and rented as the highest rent that the local market can sustain. Market rate multi- family residential land use shall exclude subsidized housing units. The market rate multi -family residential and the market rate residential/commercial land uses within the same structure may be developed within gated conlnllulities with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the llllllllllulll and maximum percentages of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. Market rate ]llllltl-fallllly residential/commercial land uses within the same structure shall be permitted within Land Bay 2 and Land Bay 3, and calculated as the percentage of each land use within the structure applied to the total site area the structure is developed on. The actual acreages identified for each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; 1 132; B3 Districts and 37.48f acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B1; 132; B3 Districts 46.47f acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification Document Uses allowed in RP; 3 B 1; 132; B3 Districts 53.95± acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall limit residential land use development within the Property to a maxinlunl of 645 market rate multi -family units, which is File #37011ICYEnw 3 • u Greemway Engineering September 25, 2015; Revised October 23, 2015, 1 Ierilage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 inclusive of market rate multi -family residential/commercial land uses within the same structure. The commercial land use devclopmcnt within the Property is not limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G6 of the proffer statement. 4) The Owner and/or Applicant shall prohibit permitted land uses within the OM, Office MaIlUfacturing District and the M1, Light Industrial District that are not otherwise permitted within the RP, BI, B2 and B3 Zoning Districts. 5) The Owner and/or Applicant shall provide for a common shared buffer and screening easement along the common boundary line of Tax Map Parcels 64-A 12 and 64-A-14 should this portion of Tax Map Parcel 64-A-12 be developed as market rate multi -family units. The Owner and/or Applicant shall provide for the location and plantings associated with the common Shared bUffcr and screening easement to be completely located on Tax Map Parcel 64-A-12. The common shared buffer and screening easement shall be provided as a component of the Site Plan for the market rate multi -family units if applicable. D. Land Use Phasing Program I) The Owner and/or Applicant shall phase the residential land use development program so as not to exceed 175 residential units within the first two years of the project, which shall begin at the time of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section D1 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 147 residential units for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner and/or Applicant shall develop 50,000 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 3001h market rate multi -family residential unit. 6) The Owner and/or Applicant shall develop an additional 57,500 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 600`' market rate multi -family residential unit. File 1137011IGEnty 4 n U n LJ Greermuy Engineering September 25, 2015; Revised October 23, 2015, I leritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 E. Monetai-v Contribution for Public Schools 1) The Owner and/or Applicant shall establish an escrow aCCOLInt With the County totaling an initial amount Of $200,000.00 to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be determined by Frederick County Public School annual student population data specific to the project following issuance of the certificates Of Occupancy for each of the residential unit thresholds identified in Proffers E2-135. Monetary contributions for impacts to public schools shall be drawn from the escrow account by the County as specified in Proffers 132-135. This escrow account shall continue to be funded by the Owner and/Or Applicant as necessary throughout the residential land use development program to ensure that the payments described in Sections 132-135 of the Proffer Statement are satisfied. No further certificates Of occupancy for residential units shall be issued until the Owner and/or Applicant has provided funding for the escrow account that is required to satisfy the payments described in Sections 132-135 of the Proffer Statement. The remainder Of the escrow account balance shall be released by the County following the Frederick County Public School annual student population count that is conducted subsequent to the issuance of the final Occupancy permit for the residential development program, or County approval of a conditional zoning amendment that provides for the discontinuance Of the residential land use development program. 2) A one-time payment of $3,000.00 for each student over 15 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate Of occupancy for the 175t1i residential unit. 3) A one-time payment of $3,000.00 for each student over 27 total students, as calculated based upon the actual student population specific to the project at the time Of issuance of the certificate of occupancy for the 323r`1 residential unit. 4) A one-time payment of $3,000.00 for each student over 39 total students, as calculated based upon the actual student population specific to the project at the time Of issuance of the certificate of occupancy for the 470`I' residential unit. 5) A one-time payment of $3,000.00 for each student over 51 total students, as calculated based upon the actual student population specific to the project at the time Of issuance of the certificate of occupancy for the 645`I' residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall construct a 10-foot asphalt pedestrian and bicycle trail throughout the limits of the Buffalo Lick Run Land Bay in the general location depicted On the GDP. The 10-foot asphalt pedestrian and bicycle trail shall be designed and constructed in conjunction With second phase of Pile 1137011 IC/EAW 5 • • Greem+ay Engineering September 25, 2015; Revised October 23, 2015, I Ieritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 residential land use development specified in Section D2 of the proffer statement. The 10-foot asphalt pedestrian and bicycle trail shall be available for use as a public trail system and shall be maintained by the property owners association established for the project. The 10-foot asphalt pedestrian and bicycle trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. 2) The Owner and/or Applicant shall construct a community building to include a workout/fitness facility and a community swimming pool for use by the residents of the project. The community building and swimming pool facilities shall be available for use by the residents of the project prior to the completion of the second phase of residential land use development specified in Section D2 of the proffer statement. The community building, workout/fitness facility, and community swimming pool shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. 3) The Owner and/or Applicant shall construct an 8-foot asphalt pedestrian trail system within the residential portions of the project, which shall provide connectivity to adjacent commercial land uses located within the same Land Bay area. The general location of the trail system shall be provided on the Master Development Plan. The 8-foot asphalt pedestrian trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. G. Transportation 1) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, and Roundabout; Section C — East Tevis Street to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan Identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U4D). 2) County -Managed Revenue Sharing Program Project Agreement The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in alter the "Agreement") for the regional road system identified as Section A and Section B on the proffered GDP within 30 days of non -appealable rezoning approval. The Agreement may be modified to provide language acceptable to the County and the Owner and/or Applicant Pile 11370111C/EMV 6 Greemriy Engineering September 25, 2015; Revised October 23, 2015, I leritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 provided that the location and typical section of the Section A and Section B regional road system is consistent with the proffered conditions. Tile Owner and/or Applicant shall be responsible in the Agreement for the local funding match for the Section A and Section B regional road system identified on the proffered GDP. The Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed. 3) Section A Regional Road Improvement Program The Section A regional road system shall be designed and constructed as an Urban FOur-Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin COIIStl'LICti011 of the Section A regional road system. The Owner and/or Applicant shall be permitted to begin residential and Commercial development that is served by the Section A regional road system, which shall be limited to the development Of the residential and commercial land uses specified in Section D 1 and D5 of the Proffer Statement until construction of the Section B regional road system commences. 4) Section B Regional Road Improvement Program The Section B regional road system shall be designed and constructed as an Interstate 81 Bridge with four travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U4D) with Curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay I and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. 5) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C East Tevis Street extension between the Roundabout and the northern Property boundary. The Section C right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41+50 to Station 46+50 within the Property. The Section C right-of-way dedication plat shall be provided to the File /070111C/GAW 7 • 0 Green ay Engineering September 25, 2015; Revised October 23, 2015, I lerilage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 County for recordation within 30 days of written notice by the County of final road construction design plan approval. The final road design plan shall include an intersection that provides full access and/or partial access commercial entrances serving Land Bay 1 on the east and west side of the Section C regional road system that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall provide ingress/egress easements along the northern limits of the Property within Land Bay I sufficient to allow for inter -parcel access for construction and use by the adjoining properties. In the event that the County -Managed Revenue Sharing Program construction project has not commenced for the portion of Section C within the Property when street access is needed to serve development within this portion of Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is completed by others. The partial street section shall be constructed within the planned right-of-way and shall be constructed to permit expansion of the Section C East Tevis Street extension as described in the first paragraph of this section of the Proffer Statement. 6) Section D Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section D Warrior Drive extension between the Roundabout and the southern Property boundary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be SUfficlent for the COl1StrUCtlo►1 Of all Urban POur-Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. The Owner and/or Applicant shall dedicate right-of-way sufficient for the described Warrior Drive U41) road section within 6 months Of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right-of-way dedication area identified on the proffered GDP. 7) Residential and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and commercial land development program specified in Section C2 of the proffer statement until the land uses have a cumulative impact of 20,000 ADT. Tile Owner and/or Applicant shall utilize actual traffic counts to determine ADT volumes associated with land uses developed in the Property. The Owner and/or Applicant shall conduct actual traffic CO1111tS when ITE Generation values for approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director. Once actual traffic counts for land uses developed in the project reach 20,000 ADT, the Owner and/or Applicant will prepare traffic studies in conjunction with subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the File 11370111C/EA%V 8 • • Grecrimay Engineering September 25, 2015; Revised October 23, 2015, heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 transportation system within the Property identified by the traffic studies will be implemented by the Owner and/or Applicant during the site plan development process as required by VDOT and the County. The Owner and/or Applicant shall limit development within Land Bay 3 to land uses with a cumulative impact of 2,550 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual traffic counts at the Madison Village public access road connection along the southern boundary of the Property to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Street access connecting Land Bay 3 to Land Bay 2 shall be the responsibility of the Owner and/or Applicant and shall be designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. 8) Private Streets The Owner and/or Applicant shall have the ability to construct all internal street systems within the Property as private streets, except for the regional road systems described in Section G 1 through G5 of the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer and in conformance to VDOT corner clearance distances that are in force at the time of final private street design plan approval before all intersection entrance and/or public street can be connected to the private street. 9) Adjoining Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential subdivision street syste►ns. H. Winchester Regional Airport l) The Owner and/or Applicant shall provide information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. File 113701 nGEA%V 9 0 0 Greermay Engineering September 25, 2015; Revised October 23, 2015, 1leritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 Signature The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: By: 150 PE, LLC - Owner at Commonwealth of � YLal�' City/County of 20-LTI 6d 0 V To Wit: The foregoing instrument was acknowledged before me this day of�1�� 20 ( by r r lP T SO PR60IL / Notar Public My Commission Expires File 4070111C/EAw 10 Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 10-15 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels the "Property") 63-A-150, 64-A-10 and 64-A-12 (here -in after RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Project") ORIGINAL DATE OF PROFFERS: September 25, 2015 REVISION DATE: November 19, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq. of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning, the undersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #10-15 for the rezoning of 1.50.59±-acres inclusive of 96.28± acres of Business General (132) District and 54.0± acres of Residential Performance (RP) District with proffers, and 0.31± acres of Rural Areas (RA) District without proffers to 150.59±-acres of Residential Planned Community (R4) District with proffers, development of the subject properties (here -in after the "Property") shall be done in conformity with the terms and conditions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, heirs, or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated October 29, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development File 0701HUE-AW • Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 Plan (here -in after the "GDP") attached hereto and incorporated herein by reference as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development PIan and contains all information deemed appropriate by the Frederick County Planning Department. 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. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the GDP prepared by Greenway Engineering, dated October 29, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the location of the maximum number of potential entrance locations along the regional road systems serving the Property, the general location of the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system can be adjusted to accommodate final engineering design requirements without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the Design Modification Document dated October 29, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/or Applicant shall develop a mixed land use development that includes market rate multi -family residential, commercial, and market rate multi - bile #3701 HGEAW • U Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 family residential/commercial land uses within the same structure. Market rate multi -family residential land use is defined as having no income limit for the unit and rented as the highest rent that the local market can sustain. Market rate multi- family residential land use shall exclude subsidized housing units. The market rate multi -family residential and the market rate residential/commercial land uses within the same structure may be developed within gated communities with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the minimum and maximum percentages of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. Market rate multi -family residential/commercial land uses within the same structure shall be permitted within Land Bay 2 and Land Bay 3, and calculated as the percentage of each land use within the structure applied to the total site area the structure is developed on. The actual acreages identified for each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B1; 1 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B1; B2; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification Document Uses allowed in RP; 3 B1; 132; B3 Districts 53.95± acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall limit residential land use development within the Property to a maximum of 645 market rate multi -family units, which is File #3701 HC/EAW 3 n U 1] Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 inclusive of market rate multi -family residential/commercial land uses within the same structure. The commercial land use development within the Property is not limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G6 of the proffer statement. 4) The Owner and/or Applicant shall prohibit permitted land uses within the OM, Office Manufacturing District and the M1, Light Industrial District that are not otherwise permitted within the RP, B1, B2 and B3 Zoning Districts. 5) The Owner and/or Applicant shall provide for a common shared buffer and screening easement along the common boundary line of Tax Map Parcels 64-Al2 and 64-A-14 should this portion of Tax Map Parcel 64-A-12 be developed as market rate multi -family units. The Owner and/or Applicant shall provide for the location and plantings associated with the common shared buffer and screening easement to be completely located on Tax Map Parcel 64-A-12. The common shared buffer and screening easement shall be provided as a component of the Site Plan for the market rate multi -family units if applicable. D. Land Use Phasing Program 1) The Owner and/or Applicant shall phase the residential land use development program so as not to exceed 175 residential units within the first two years of the project, which shall begin at the time of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section DI of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 147 residential units for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner and/or Applicant shall develop 50,000 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 300`1i market rate multi -family residential unit. 6) The Owner and/or Applicant shall develop an additional 57,500 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 6001h market rate multi -family residential unit. Pile #3701 HC/EAW 4 Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 E. Monetary Contribution for Public Schools 1) The Owner and/or Applicant shall establish an escrow account with the County totaling an initial amount of $200,000.00 to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be determined by Frederick County Public School annual student population data specific to the project following issuance of the certificates of occupancy for each of the residential unit thresholds identified in Proffers E2-E5. Monetary contributions for impacts to public schools shall be drawn from the escrow account by the County as specified in Proffers E2-E5. This escrow account shall continue to be funded by the Owner and/or Applicant as necessary throughout the residential land use development program to ensure that the payments described in Sections E2—E5 of the Proffer Statement are satisfied. No further certificates of occupancy for residential units shall be issued until the Owner and/or Applicant has provided funding for the escrow account that is required to satisfy the payments described in Sections E2—E5 of the Proffer Statement. The remainder of the escrow account balance shall be released by the County following the Frederick County Public School annual student population count that is conducted subsequent to the issuance of the final occupancy permit for the residential development program, or County approval of a conditional zoning amendment that provides for the discontinuance of the residential land use development program. 2) A one-time payment of $3,000.00 for each student over 15 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 175th residential unit. 3) A one-time payment of $3,000.00 for each student over 27 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 323rd residential unit. 4) A one-time payment of $3,000.00 for each student over 39 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 4701h residential unit. 5) A one-time payment of $3,000.00 for each student over 51 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 645th residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall construct a 10-foot asphalt pedestrian and bicycle trail throughout the limits of the Buffalo Lick Run Land Bay in the general location depicted on the GDP. The 10-foot asphalt pedestrian and bicycle trail shall be designed and constructed in conjunction with second phase of File 03701HC/EAW 5 • Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 residential land use development specified in Section D2 of the proffer statement. The 10-foot asphalt pedestrian and bicycle trail shall be available for use as a public trail system and shall be maintained by the property owners association established for the project. The 10-foot asphalt pedestrian and bicycle trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. 2) The Owner and/or Applicant shall construct a community building to include a workout/fitness facility and a community swimming pool for use by the residents of the project. The community building and swimming pool facilities shall be available for use by the residents of the project prior to the completion of the second phase of residential land use development specified in Section D2 of the proffer statement. The community building, workout/fitness facility, and community swimming pool shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. 3) The Owner and/or Applicant shall construct an 8-foot asphalt pedestrian trail system within the residential portions of the project, which shall provide connectivity to adjacent commercial land uses located within the same Land Bay area. The general location of the trail system shall be provided on the Master Development Plan. The 8-foot asphalt pedestrian trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. G. Transportation 1) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, and Roundabout; Section C — East Tevis Street to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U41)). 2) Count -Managed Revenue Sharing_ Program Project Agreement The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement") for the regional road system identified as Section A and Section B on the proffered GDP within 30 days of non -appealable rezoning approval. The Agreement may be modified to provide language acceptable to the County and the Owner and/or Applicant File #3701 HC/EAW • Greenway Engineering September 25, 2015: Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 provided that the location and typical section of the Section A and Section B regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible in the Agreement for the local funding match for the Section A and Section B regional road system identified on the proffered GDP. The Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed. 3) Section A Regional Road Improvement Program The Section A regional road system shall be designed and constructed as an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval, The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be permitted to begin residential and commercial development that is served by the Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D 1 and D5 of the Proffer Statement until construction of the Section B regional road system commences. 4) Section B Regional Road Improvement Program The Section B regional road system shall be designed and constructed as an Interstate 81 Bridge with four travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. 5) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C East Tevis Street extension between the Roundabout and the northern Property boundary. The Section C right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41+50 to Station 46+50 within the Property. The Section C right-of-way dedication plat shall be provided to the File #3701 HC/EA W 7 0 • Greemvay Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 County for recordation within 30 days of written notice by the County of final road construction design plan approval. The final road design plan shall include an intersection that provides full access and/or partial access commercial entrances serving Land Bay 1 on the east and west side of the Section C regional road system that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall provide ingress/egress easements along the northern limits of the Property within Land Bay 1 sufficient to allow for inter -parcel access for construction and use by the adjoining properties. In the event that the County -Managed Revenue Sharing Program construction project has not commenced for the portion of Section C within the Property when street access is needed to serve development within this portion of Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is completed by others. The partial street section shall be constructed within the planned right-of-way and shall be constructed to permit expansion of the Section C East Tevis Street extension as described in the first paragraph of this section of the Proffer Statement. 6) Section D Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section D Warrior Drive extension between the Roundabout and the southern Property boundary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. The Owner and/or Applicant shall dedicate right-of-way sufficient for the described Warrior Drive U41) road section within 6 months of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right-of-way dedication area identified on the proffered GDP. 7) Residential and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and commercial land development program specified in Section C2 of the proffer statement until the land uses have a cumulative impact of 20,000 ADT. The Owner and/or Applicant shall utilize actual traffic counts to determine ADT volumes associated with land uses developed in the Property. The Owner and/or Applicant shall conduct actual traffic counts when ITE Generation values for approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director. Once actual traffic counts for land uses developed in the project reach 20,000 ADT, the Owner and/or Applicant will prepare traffic studies in conjunction with subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the I--tle il3701HC/EAW 8 n Greenway Engineering September 25, 2015; Revised October 23, 2015, Heritage Commons Rezoning Revised October 29, 2015; Revised November 19, 2015 transportation system within the Property identified by the traffic studies will be implemented by the Owner and/or Applicant during the site plan development process as required by VDOT and the County. The Owner and/or Applicant shall limit development within Land Bay 3 to land uses with a cumulative impact of 2,550 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual traffic counts at the Madison Village public access road connection along the southern boundary of the Property to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Street access connecting Land Bay 3 to Land Bay 2 shall be the responsibility of the Owner and/or Applicant and shall be designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. 8) Private Streets The Owner and/or Applicant shall have the ability to construct all internal street systems within the Property as private streets, except for the regional road systems described in Section G1 through G5 of the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer and in conformance to VDOT corner clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. 9) Adjoining Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential subdivision street systems. H. Winchester Regional Airport 1) The Owner and/or Applicant shall provide information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. Pile #3701HGEAW Greenway Engineering September 25, 2015; Revised October 23, 2015, Revised October 29, 2015; Revised November 19, 2015 Sienature Heritage CommorLs Rezoning The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: k15OBy: , Owner at Commonwealth of � City/County of 2AL!) M 0. To Wit: The foregoing instrument was acknowledged before me this day of a I J'' `O� 20by f ►l� N �� PT1��� Notary Public My Commission Expires File M37011IGEAW 10 Oireenway Lngine ring septembw 25. 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29. 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 10-15 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (114) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels the "Property") 63-A-150, 64-A-10 and 64-A-12 (here -in after RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Project") ORIGINAL DATE OF PROFFERS: September 25, 2015 REVISION DATE: October 29, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq. of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning, the undersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #10-1.5 for the rezoning of 150.59t-acres inclusive of 96.28t acres of Business General (132) District and 54.0t acres of Residential Performance (RP) District with proffers, and 0.31 t acres of Rural Areas (RA) District without proffers to 1.50.59t-acres of Residential Planned Community (114) District with proffers, development of the subject properties (here -in after the "Property") shall be done in conformity with the terms and conditions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, heirs, or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated October 29, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development File N3701 HGF.AW 01� ► G f rq Pr L- Greenway Engineering September 25, 2015 1lerilage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 Plan (here -in after the "GDP") attached hereto and incorporated herein by reference as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. The exact boundary and acreage of each land bay may be shifted to a reasonable degree at the tittle of site plan submission for each land bay in Order to accommodate engineering or design considerations. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the GDP prepared by Greenway Engineering, elated October 29, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the location Of the Illaxinll1111 nUmber of potential entrance locations along the regional road systems serving the Property, the general location of the land bays proposed for residential and commercial development, the general location Of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. The final location of' the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location Of the Buffalo Lick Run Open Space Area and public trail system can be adjusted to accommodate final engineering design requll'0I11CIAS without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the Design Modification Document elated October 29, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/or Applicant shall develop a mixed land use development that II1CIUdes market rate 1111I1ti-falllily residential, Commercial, and market rate Illlllti- File #3701 HC/BAW 2 Greenway Gngincering September 25, 2015 I leritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 family residential/Commercial land uses within the same Structure. Market rate multi -family residential land use Is defiIled as having no income limit for the unit aIld reIlted as the highest rent that the local market can Sustain. Market rate multi- family residential land use shall exclude Subsidized housing units. The market rate multi -family residential and the market rate residential/commercial land Uses within the same Structure may be developed within gated communities with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the nlininlunl and maximum percentages of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. Market rate 111L116-family residential/commercial land uses Within the San1C Structure Shall be permitted within Land Bay 2 and Land Bay 3. The actual acreages identified for each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; 1 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B l ; 132; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification Document Uses allowed in RP; 3 B 1; 132; B3 Districts 53.95± acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification DOCLImCIA Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant Shall limit residential land use development Within the Property to a I11axin1L1111 of 645 market rate Illulti-family units, Which is inclusive of market rate Illulti-family residential/commercial land uses Within the Sallie Structure. The commercial land use dCVeloplllCllt Within the Property Is not File U701 HUFAW 3 • Greenway Engineering September 25, 2015 I leritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G6 of the proffer statement. 4) The Owner/Applicant shall prohibit permitted land uses within the OM, Office Manufacturing District and the M 1, Light Industrial District that are not Otherwise perIl7itted within the RP, 131, B2 and B3 Zoning Districts. D. Land Use Phasing Program 1) The Owner and/or Applicant shall phase the residential land use development program so as not to exceed 175 residential units within the first two years of the project, which shall begin at the time of non -appealable rezoning approval. 2) SLibSegllent to the two year time line specified in Section D1 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year time line specified in Section D2 of' the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 147 residential units for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner and/or Applicant shall develop 50,000 Square feet of commercial land Use prior t0 the iSSUance of'a certificate 01" OCCLipancy permit for the 300`I' market rate multi -family residential unit. 6) The Owner and/or Applicant shall develop an additional 57,500 Square feet of commercial land Use prior to the ISSUance of a Certificate Of OCCLIpancy permit for the 600`I' market rate multi -family residential unit. E. Monetary Contribution for Public Schools 1) The Owner and/or Applicant shall establish an escrow account with the County totaling all initial amount of $200,000.00 t0 mitigate potential impacts to public Schools resulting front student generation from the project. Potential impacts to public schools shall be determined by student population data specific to the project obtained from Frederick County Public Schools within 90 clays following issuance of the certificates Of occupancy for each of the units identified in Proffers E2-E5. Monetary contributions for impacts to public schools shall be drawn from the escrow account. This escrow account shall continue to be funded by the Owner and/Or Applicant as necessary tlll'OLlgllOLlt the residential land use File 113701 IiC/I:AW 4 C E Greenway Engineering September 25, 2015 I lerilage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 development program t0 CiISLIre that the payments described in Sections E2 — E5 of the Proffer Statement are satisfied. No further certificates Of occupancy for residential units Shall be ISSLted UIltil the remaining ai110UiltS then dUe have been paid. The remainder Of the escrow aecOUnt balance shall be released by the County within 90 clays of' issuance of the final occupancy permit following completion of the residential developillent program, Or within 90 clays of' a conditional zoning amendment that provides for the discontinuance of the residential land use development program. 2) A one-time payment of $3,000.00 for each student over 15 total students, as calculated based upon the actual student population Specific to the project at the time of issuance of the certificate of occupancy for the 175°i residential Unit. 3) A one-time payment of' $3,000.00 for each Student over 27 total Students, as calculated based upon the actual student population specific to the project at the tinge 01' issuance of the certificate of Occupancy for the 323r`' residential unit. 4) A one -tinge payment of $3,000.00 for each student over 39 total students, as calClllated based Upon the actual Student population specific to the project at the time of issuance of the certificate of occupancy for the 470°i residential unit. 5) A one-time payment of $3,000.00 for each student over 51 total students, as calculated based upon the actual Student population specific to the project at the time of issuance of the certificate of occupancy for the 645t1i residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall Construct a 10-fool asphalt pedestrian and bicycle trail throughout the limits of the Buffalo Lick RLIII Land Bay in the general location depicted on the GDP. The 10-foot asphalt pedestrian and bicycle trail shall be designed and Constructed ill conjunction With second phase of residential land use development specified in Section D2 of the proffer statement. The 10-foot asphalt pedestrian and bicycle trail shall be available for use as a public trail system and shall be maintained by the property owners association established for the project. The 10-foot asphalt pedestrian and bicycle trail system shall be permitted to count towards the recreational amenity values for the market. rate Il1Ult1-falllily units developed within the project. 2) The Owner and/or Applicant Shall Construct a C011111lUnity building to inclLlcle a workout/fitness facility and a community SWinlnlillg pool for use by the residents of the project. The community building and swimming pool facilities Shall be available for use by the residents of the project prior to the completion of the Second phase of' residential land use development specified in Section D2 of the proffer Statement. The COmnlLlnity building, workout/fitness facility, and C011llllllllity SWII1111liIlg pool Shall be permitted to COLlllt towards the recreational File #370111C/IiAW 5 0 (ireenway 13ngincering September 25, 2015 I lerilage Commons Rezoning Revised October 23, 2015, Revised October 29, M 5 amenity values for the market rate nlUlti-fallllly units developed within the project. 3) The Owner and/or Applicant shall construct an 8400t asphalt pedestrian trail system within the residential portions of the project, which shall provide connectivity to adJacent commercial land uses located within the sallle Land Bay area. The general location of the trail system shall be provided on the Master Development Plan. The 10-foot asphalt pedestrian trail system shall be permitted to count towards the recreational ailrelnity values for the market rate I11LIlti-family units developed within the project. G. Transportation 1) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, and Roundabout; Section C — East Tevis Street to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane ,Section (U2); the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U41)). 2) County -Managed RevenuC Sharing Program Protect Agreement The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement") for the regional road system identified as Section A and Section 13 on the proffered GDP within 30 days of non -appealable rezoning approval. The Agreement may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of the Section A and Section B regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible in the Agreement for the local funding match for the Section A and Section B regional road system identified on the proffered GDP. The Owner and/or Applicant Shall not be permitted to commence development activities on the Property until the Agreement is executed. 3) Section A Regional Road Improvement Program The Section A regional road system shall be designed and constructed as an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete Sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay I and Land Pile I13701 HCIEMAI 6 r Greenway Engineering September 25, 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 Bay 2 that meet or exceed VDOT entrance spacing regUil-Cn1CI1tS that are iIl force at the time of final road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies regUil-CCI for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be permitted to begin residential and commercial development that is served by the Section A regional road system, which shall be limited to the development of the residential and commercial laIld uses specified in Section Di and D5 of the Proffer Statement until construction of the Section B regional road system commences. 4) Section B Regional Road Improvement Program The Section B regioIal road system shall be designed and consti-LICted as all IIterstate 81 Bridge with four travel lanes, a raised Concrete median, and sidewalks; an Urban Four -Lane Divided Section (U4D) with Club and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay I and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plall approval. 5) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C East Tevis Street extension between the Roundabout and the northern Property boundary. The Section C right-of-way dedication plat shall be Sufficient for the construction of' an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41+50 to Station 46+50 within the Property. The Section C right-of-way dedication plat shall be provided to the County for recordation within 30 days of written notice by the County of final road construction design plan approval. The final road design plan shall include all intersection that provides full access and/or partial access commercial entrances serving Land Bay I on the east and west side of the Section C regional road system that meet or exceed VDOT entrance spacing requirements that are in force at the tinge of final road design plan approval. The Owner and/or Applicant shall provide ingress/egress easements along the northern limits of the Property within Land Bay I SLII.TiCICnt to allow for inter -parcel access FOr construction and use by the adjoining properties. Pile #3701I-IC/I?AW 7 Greenway Engineering September 25, 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29. 2015 In the event that the County -Managed Revenue Sharing Program COnstructloll project has not commenced for the portion of Section C within the Property when street access is needed to serve development within this portion of Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the Cast Tevis Street extension project is completed by others. The partial street section shall be constructed within the planned right-of-way and shall be constructed to permit expansion of the Section C East Tevis Street extension as described in the first paragraph of this section of the Proffer Statement. 6) Section D Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section D Warrior Drive extension between the ROUndabOUt and the Southern Property boundary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be SUfflClCllt fOr the C011StruCti011 Of all Urban FOUr-Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. The Owner and/or Applicant shall dedicate right-of-way Sufficient for the described Warrior Drive U4D road section within 6 months of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right -Of -Way dedication area Identified oil the proffered GDP. 7) Residential and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and commercial land development program specified in Section C2 of' the proffer statemcnt Until the land uses have a CLIMUlative impact Of 20,000 ADT. The Owner and/or Applicant shall utilize actual traffic counts to determine ADT volumes associated with land uses developed in the Property. The Owner and/or Applicant shall conduct actual traffic counts when ITE Generation values for approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director. Once actual traffic COMICS for land uses developed in the project reach 20,000 ADT, the Owiler and/or Applicant will prepare traffic studies in conjunction with subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the transportation system withiIl the Properly identified by the traffic studies will be implemented by the Owner and/Or Applicant dlll'lllg the site plan development process as required by VDOT and the County. The Owner and/or Applicant shall limit, development within Land Bay 3 to lapel uses with a Cumulative impact of 2,550 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual traffic Counts at the Madison Village public access road connection along the Southern bOLInclary of' the Property to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to Pile 4137011C/FAW 8 0 9 (ireenway Engineering September 25, 2015 I leritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system seI'viIlg Land Bay 2. Street access connecting Land Bay 3 to Land Bay 2 shall be the responsibility of the Owner and/or Applicant and shall be designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. 8) Private Streets The Owner and/or Applicant shall have the ability to construct all internal street systems within the Property as private streets, except for the regional road systems described in Section G 1 through G5 of the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer and in conformance to VDOT corner clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. 9) Adjoining_ Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential Subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential Subdivision street systems. H. Winchester Regional Airport 1) The Owner and/or Applicant shall provide inl'ormation in sales literatUl-e, property deeds and lease agreements for the market fate I11Ult-lallllly Units that identifies the Winchester RegioIlal AirpoI't Iacility location and flight pattern in proximity to the Property. OWNER/APPLICANT NOTARIZED SIGNATURE ON FOLLOWING PAGE File #3701 HUHAW 9 Greenway Engineering September 25, 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 Sienature The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: By:6�L'—/V"�L'A ILT R APE, LLC - Owner Date Commonwealth of V�irgi , City/County of B /V Oae To Wit: The foregoing instrument was acknowledged before me this 210day of 7Hby 1- / Notary Public My Commission Expires GR�w�FR 40 PAY W0 9- ) �J= O ��4" MoaE File #3701HCA Aw 10 • HERITAGE COMMONS DESIGN MODIFICATION DOCUMENT - PROFFER EXHIBIT B October 29, 2015 Design Modification Document 1 October 29, 2015 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 appllcatloll. Alternative Dcsignl 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 Laid Bays t0 demonstrate the proposed general land Use plait 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 or residential and commercial land use within each Land Bay classified as Mixed -Use Commercial/Residential. A Master Development Plan will be provided to the County prior to development activity on the Property. Justification for Modification: A mixed -Ilse plaimcd C011111111111ty Oil 150.28 +- acres of land capitol be completely master planned as a condition Of rezoning approval. These C0111111LIllitiCS are dynamic due to the market; therefore, the exact location of residential units, internal roads, commercial land Use, recreational amenities, open space and significant environmental fcatLll-CS 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 C0111111LIlllty t0 inform decision makers and interested citizens how the general land Use patterns aild major road systems will be developed ShOuld a rezoning be approved. The use of a Generalized Development Plan and Proflcr Statement as a tool for this purpose is reasonable, as It contains illustrative and general development information that call assist In understanding the basic concepts of a 1111XCCI-LISC p1fi1111CCI Co111111Lllllly and gllidC the 11101-C 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 Master Development Plan during the rezoning process. A Master Development Plan will be provided subsequent to the rezoning approval process to ensure consistency with SLlbdlvlsion design plans and site design plans within the project. Design Modification Document 2 October 29, 2015 0 MODIFICATION #2 §165-501.03 Permitted Uses Ordinance Requirement: All uses are allowed in the R4 Residential Planned Conlnlunity District that are allowed in the following zoning districts: RP Residential Performance District B l Neighborhood Business District B2 Business General District B3 Industrial Transition District M I Light huiustrial District OM Office and Manufacturing District Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for urban mixed -use commercial and residential land use, which may irIClllde commercial and residential land uses that are located within the same structure, Or within connected structures. Land uses permitted within the OM, Office Manufacturing District and the MI, Light Industrial District that are not otherwise permitted within the RP, Bl, B2 and B3 Zoning Districts shall be prohibited within the Property. Justification for Modification: Heritage Commons is planned as an Urban center design form that will Contain multi -family units, commercial, retail and office Structures, and Stl'llCtlll'CS that may comprisc 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, alld work within the same area Of then' C01111111Illlty. Design Modification Document 3 October 29, 2015 • MODIFICATION #3 §165-501.05 Mixture of Housing Types Required Ordinance RCgLlirClnCI1t: Each planned conlnlunity shall be expected to contain a nlixtlu-e 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 conlnlunity designated for residential uses shall be used for any of the following housing types: duplexes, multiplexes, alrllllll IIOUSCS, weak -link townhouses, 1OW1111011SCS or garden apartments or any combination Of those housing types. Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for market - rate multi -faintly residential housing types. To achieve this type Of urban residential development, single-family detached and attached residential units will not be required as a component of the residential mix, and multi -family residential units will be allowed to comprise 100% Of the residential I1OUSing Units Within the Heritage Commons project. Justification for Modification: Heritage Commons IS planned as ail Urban design forth that Will contain ]lllllti-family housing Units within a Il11XCd-llse commercial, retail and Office dcvclopmcnt. The Residential Planned Co111111111lity District promotes SUbUrban residential design IOrm that is pi-cclo nlnately 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 heed for higher density residential land use to facilitate this form Of development. Design Modification DOCUment 4 October 29, 2015 MODIFICATION #4 §165-501.06(C) Residential Density Ordinance Requirement: Residential Density. The maximum allowed gross density for residences in the planned conllllunity 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 urban residential housing types. To achieve this type Of urban residential development, the gross densities specified in Section 165-402.05B for nullti-fanlily residential land use shall be permitted. Justification for Modification: Heritage Commons IS planned as all Urban design form that will contain MUlti-fallllly 11OLISIIlg 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 properly 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. DesignModification Document 5 October 29, 2015 E MODIFICATION #5 §165-501.06(D) Commercial & Industrial Areas Ordinance Requirement: Commercial and industrial areas. The areas for commercial Or 111dUS1rial uses shall not exceed 50% of the gross area of the total planned COnlnlunity. Sl1fFIClCnt commercial and industrial areas shall be provided to meet the needs of the planned conlnlunity, to provide an appropriate balance of uses and to lessen the overall impact of the planned Community on Frederick County. A minimurn of 10% of the gross area of the project shall be IISM for bUSlnesS and industrial uses. Alternative Design Standard: The Heritage Commons Land Bays are intended to be developed as commercial and as mixed - use commercial and residential land use. Therefore, commercial areas may exceed, and should be encouraged to, exceed 50% of the gross area of the total planned COnlnlilnity. 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 will allow for higher density residential uses and will create Land Bays that lend themselves to creating a community where residents can live, work and play in the same Community. A Land Bay Breakdown Table has been incorporated into the Heritage Commons Proffer Statement to demonstrate the i11111inlUrn and inaxinlUrn acreages for commercial and residential development throughout the project. Justification for Modification: A planned mixed -use Commercial and residential C01111111Illlty in all 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 IISCS 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. Design Modification Document 6 October 29, 2015 u MODIFICATION #6 §165-501.06(C) Open Space Ordinance Requirement: Open Space. A 111111111111M of 30% of the gross area Of any proposed development shall be designated as common open space. Alternative Desiwl Standard: A minimum of 15% Of the gross area of the Mixed-Usc 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 all Urban design forth that will contain 111llltl-family h011Slllg units within a mixed -Use commercial, retail and Office development. This type Of urban design provides opportunities for indoor and outdoor recreational amenities and facilities, pedestrian sidewalk and trail systems, central plazas and squarcS, 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 f01- 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 Cnsure conformity with ordinance requirements. Design Modification Document 7 October 29, 2015 0 E MODIFICATION #7 §165-501.06(G) Buffers and Screening Ordinance Requirement: 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 I 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 that section. In addition, along the perimeter bOUndary of the Residential Planned C011111111i11ty District, bllffus 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 M 1 Zoning Districts. Alternative Design Standard: Buffers and screening shall be provided along the perimeter boundary of the Residential Planned CO111munity District where proposed Commercial Retail and Office Land Bays adjoin existing residential land use, Or where multifamily residential units adjoin CX]Sllllg S111gIe-faintly detached residential land use. Buffers and screening shall be provided accordingly as specified in Section 165-203.02(C), Section 165-203.02(D), and Section 165-203.02(C) of this Chapter. Justification for Modification: Heritage Commons is planned as an urban design form that will incorporate mixed -use commercial and residential land use immediately adjacent to each Other. Land uses within this forill of development are intended to be integrated, and in some instances located within the Sa117C StRICtures; therefore, the regllil-C111Cllt for internal buffers and screening are ilot 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 laud uses. This buffer and screening Standard is consistent with applicable residential separation buffers and /_Oiling district bllffCPS UtiliZCd in Other portions of the Urban Development Area. Design Modification Document 8 October 29, 2015 9 9 MODIFICATION #8 §165-501.06(1) Road Access Ordinance RCQnlrement: Road Access. All planned C01111111.1i11ty (levelopmeilts shall have direct access to an arterial or collector road or to roads improved to arterial or collector standards. The planned Conlnlunity 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 the Construction and/or right-of- way dedication for primary regional 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 (level opment 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 acceptable to the Frederick County Engineer 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 fi-om planned public streets within the project. Justification for Modification: Heritage Commons is planned as an urban design forth that will contain a variety of street systems that are designed in general to meet vertical base design standards acceptable to the Frederick County Engineer based on projected traffic voltlnlcs for the 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 IOW -impact design and landscaping design to assist in meeting water quality measures for the project. Design Modification Document 9 October 29, 2015 0 0 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 sclicdule. 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 design form that will contain mixed land use including commercial, retail, office, 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. Design Modification Document 10 October 29, 2015 CJ MODIFICATION #10 §165-201.03(B)(6) Height Limitations §165-601.02 Dimensional and Intensity 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 fi-om 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 bUlldings, hotel buildings, and shared Commercial and residential buildings may be constructed up to 80 feet in height; however, architectural screening features may be permitted to exceed this height allowance but shall be limited to a maximum structural height of 90 feet. Justification for Modification: Heritage Commons is planned as an urban design form that will promote vertical Const]"UCtion throughout the project. The ability to construct buildings to 80 feet in height is consistent with the height allowance for shared commercial and 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 height; therefore, the Heritage Commons Urban design form is consistent with these more intensive types of development currently permitted by County Code. Heritage Commons has coordinated with the Winchester Regional Airport (WRA) to obtain information that delineates height limitations for structures that would impact the WRA approach zones and conical zones. This information has been incorporated within an exhibit that demonstrates that the maximum height allowances identified in the alternative design standards will not impact WRA operations. Design Modification Document I 1 October 29, 2015 9 MODIFICATION #11 §165-402.09(J)(Dl) Multifamily 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 set back from road right-of-ways and from lot lines in addition to each of the regUlred lllllllllllllll yard dimensions, a distance Of ilot 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 mixed use buildings may be constructed within 20 feet Of public or private street systems serving the community. Justification for Modification: Heritage Commons Is planned as all urban Cleslgn form that will promote vertical CODStrUCtloll throughout the project. This dcsign form should provide flexibility to promote building COI1StrUCtiOII that abuts wide pedestrian walkway areas that adjoin public and private street systems. Urban dcsign 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. Design Modification Document 12 October 29, 2015 • MODIFICATION #12 §165-4002.09(I) Modified Apartment Building Ordinance Requirement: This housing type 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: A. Lot Dimensions Al Maximum Site imperviOLIS SUrfaCC ratio 0.60 B. Building Setbacks B I From public road right-of-way 35 feet B2 From private road right-of-way, off-street parking lot or 20 feet 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 IlllllllllUin 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 have a nlillinlunl distance of 50 feet between buildings. C. Minimum Parking Cl Required off-street parking 2 per unit D. Height D1 Principal building (max): 55 feet D2 Accessory building (max) 20 feet Alternative Design Standard: This housing type consists of buildings that contalll IllUltiple dwelllllg UllitS that share a common outdoor area and residential and commercial mixed -use buildings. 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 1111111111L1111 of 16 Clwelhllg Ulllts bill may not exceed more than 64 dwelling units within a Single strUCtllre. Dimensional regUil-C1T1CIAS Shall be as follows: A. Lot Dinicnsions A I Maximum Site illlpel-ViOLIS SUrfaCC ratio 0.60 B. Building Setbacks Design Modification Document 13 October 29, 2015 0 B I Prom public road right-of-way 20 feet B2 From private road right-of-way, driveway off-street parking lot or 10 feet B3 Side (perimeter) 15 feet B4 Rear (perimeter) 15 feet B5 Rear for balconies and decks 20 feet B6 Minimum on -site building spacing: back; 15 feet back to back 15 feet side to side; 15 feet side to C. Minimum Parking C 1 Required off-street parking 2 per unit, inclusive of garage D. Height D I Principal bUllding (max): 80 feet D2 Accessory building (max): 50 feet D3 Maintenance buildings (max): 20 feet Justification for Modification: Heritage Commons is planned as an urban 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 appropriate IlUmber Of CIWC1Illlg units within a single structure and within a residential and commercial mixed -use building. 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. Design Modification Document 14 October 29, 2015 C� • HERITAGE COMMONS DESIGN MODIFICATION DOCUMENT - PROFFER EXHIBIT B September 25, 2015 Design Modification Document I September 25, 2015 • 0 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 lion-resldentlal 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 mixed -use planned community on 150.28 +- acres of land cannot be completely master planned as a condition of rezoning approval. These ConlnluniticS are dynamic due to the market; therefore, the exact location of residential units, internal roads, commercial land use, 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 con111illnity 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 ilIUStrative and general development information that call assist in understanding the basic concepts of a 1111Xed-IISC pla1111Cd C0111111LInity and glliClC 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 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. Design Modification Document 2 September 25, 2015 • MODIFICATION #2 §16S-S01.03 Permitted Uses Ordinance Requirement All uses are allowed in the R4 Residential Planned C01111111Illlly District that are allowed in the following zoning districts: RP Residential Performance District B 1 Neighborhood Business District B2 Business General District B3 Industrial Transition District M 1 Light Industrial District OM Office and Manufacturing District Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for urban mixed -use commercial and residential land use, which may include commercial and residential land uses that are located within the same structure, or within connected structures. Land uses permitted within the OM, Office Manufacturing District and the M 1, Light hldustrial District that are not otherwise permitted within the RP, Bl, B2 and B3 Zoning Districts shall be prohibited within the Property. Justification for Modification: Heritage Commons is planned as all urban Center design forth that will Contain multi -family Linits, commercial, retail and Office StRICtUrCS, and StrltCtlll'CS that may comprise a combination of these land uses. The ability to provide for mixed-usC 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 t11Clr C0111111LIllity. Design Modification Document 3 September 25, 2015 9 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 con11r1u11ity designated for residential uses shall be used for any of the following housing types: duplexes, multiplexes, atri11111 11OLISCS, weak -link townhouses, townhouses or garden apartments or any combination of those housing types. Alternative Design Standard: The Land Bays identified On the proffered Generalized Development Plan are slated for market - rate multi -family residential housing types. To achieve this type Of urban residential development, single-family detached and attached residcntial units will not be required as a component of the residential mix, 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 all urban design forth that will contain multi -family 11Ousing 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 for111 Of development. Design Modification Document 4 September 25, 2015 u • MODIFICATION #4 §165-501.06(C) Residential Density Ordinance RcgUirenlent: Residential Density. The maximum allowed gross density for residences in the planned conununity development shall be four units per acre. Alternative Design Standard: The Mixed -Use Commercial/Residential Land Bays identified on the proffered Generalised Development Plan are slated for urban residential housing types. To achieve this type of urban residential development, the gross densities specified in Scction 165-402.05B for multi -family residential land use shall be permitted. Justification for Modification: Heritage Commons is planned as all Urban desigIl form that will contain multi -family housing 11111tS within a ]Mixed-l1SC C0111111CI-clal, retail and office development. The Board of Supervisors recently approved inercased dc11sitieS for residential development within the Urban Development Area (UDA) to maximize the residential devclopmcnt 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. Design Modification Document 5 September 25, 2015 • MODIFICATION #5 §165-501.06(D) Commercial & Industrial 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 COnlnlunity. Sufficient commercial and industrial areas shall be provided to meet the needs of the planned Co11111111111ty, to provide all appropriate balance Of uses and to lessen the Overall impact of the p1a1111Cd CO111111111lity oil Frederick COLlllty. A lllinin111111 of 10% Of the gross area Of the project Shall be LISCd for bLlSilless and industrial uses. Alternative Design Standard: The Heritage Commons Land Bays are intended to be developed as commercial and as mixed - Use commercial and residential land use. Therefore, commercial areas may exceed, and SllOLlld be encouraged to, exceed 50% of the gross area of the total planned c0n1111unity. 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 will allow for higher density residential uses and Will create Land Bays that lend themselves to creating a community Where residents Call live, Work and play in the same community. A Land Bay Breakdown Table has been incorporated into the Heritage Commons Proffer Statement to demonstrate the 111ininlUm and illaxilllUm acreages for commercial and residential development throLlgllout the project. Justification for Modification: A planned mixed-L1Se C011llllel'Clal and residential community ill all area that 1S designated Under the Comprehensive Plan as SUCh Should provide for a higher percentage mix of commercial uses. Given the intensity and extent of conlnlercial 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 CO11 mercial. With the transportation networks and connectivity Of all the Land Bays, Ilowcvcr, 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. Design Modification Document 6 September 25, 2015 C1 MODIFICATION #G §165-501.0G(C) Open Space Ordinance Requirement: Open Space. A 111inin1U111 of 30% of the gross area of any proposed development shall be designated as common open space. Alternative Design Standard: A 111inllllll111 of 15% of the gross area of the Mixed -Use Conlnicrcial/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 all Urban design form that will contaiI1 111111t1-f£111111y 11OLISing UIl1tS within a MiXCd-LISC commercial, retail and office development. This type Of Urban design provides opportunities for Indoor and OLItdOOr recreational amenities and facilities, pedestrian sidewalk and trail systems, central plazas and Squares, small CXICI'101' Urban -scale green -Space areas, and rooftop green -space or rooftop amenity areas; therefore, vast expanses of green space area are not colldLIClVC 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. Design Modification Document 7 September 25, 2015 • MODIFICATION #7 §165-501.06(G) Buffers aild Screening* Ordinance Requirement: Buffers and Screening. Bluffers 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 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, B1, B2, or M I Zoning Districts. Alternative Design Standard: Buffers and screening shall be provided along the perimeter boundary Of the Residential Planned Co111111ullity District Where proposed Commercial Retail and Office Land Bays adjolll existing resideitial land Use, 01- WhCI-C Illllltlfamily residential Units adjoin existing Single-family detached residential land use. Buffers and screening Shall be provided accordingly as specified ill Section 165-203.02(C), Section 165-203.02(D), and Section 165-203.02(C) of this Chapter. Justification for Modification: Heritage Commons is planned as an urban design form that will incorporate mixed -use commercial and residential land use immediately adjacent to each other. Land LISCS Within this form of development are intended to be integrated, and ill some instances located Within the Sa11le St1'LICtL1l-eS; 111C1'Cf01'C, the I-equirement for internal buffers and screening are ilot practical ill 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 separation buffers and zoning district bufferS utilized in other portions of the Urban Development Area. Design vlodificauon Document 8 September 25, 2015 MODIFICATION #8 §165-501.06(1) Road Access Ordinance Requirement• Road Access. All planned C011111111111ty (level opments shall have direct access to an arterial or collector road or to roads improved to arterial or collector standards. The planned corllnlunity 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 the construction and/or right-of- way dedication for primary regional 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 acceptable to the Frederick County Engineer 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 front planned public streets within the project. Justification for Modification: Heritage Commons is planned as an urban design form that will contain a variety of street systems that are designed in general to ]Meet vertical base design standards acceptable to the Frederick County Engineer based on projected lraflic volumes for the 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 innovativc storm water management low -impact design and landscaping design to assist in meeting water quality measures for the proicct. Design Modification Do MODIFICATION #9 §165-501.06(M) Phasing Ordinance Requirement: Phasing. A schedule of phases shall be submitted with each proposed planned Conlnlunity. 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 Conlnlunity 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 all Urban design form that will contain mixed land Use 1llCllldlllg commercial, retail, offiCC, and llll.11tl-failllly IIoIISlilg 1I111tS 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 he dictated by market conditions. Design Modification Document 10 September 25, 2015 0 MODIFICATION #10 §165-201.03(B)(6) Height Limitations §165-601.02 Dimensional and Intensity 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 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 bUlldiilgs, 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. Justification for Modification: Heritage Commons is planned as an Urban design form that will promote vertical CO11StRICtlOn throughout the project. The ability to construct buildings to 80 feet in height is consistent with the height allowance for shared commercial and 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 height; therefore, the Heritage Commons urban design form is consistent with these more intensive types of development currently permitted by County Code. Heritage Commons has coordinated with the Winchester Regional Airport (WRA) to obtain information that delineates height limitations FOr StrIICLUrCS that would impact the WRA approach zones and conical zones. This information has been incorporated within an exhibit that demonstrates that the maxii11U111 licight allowances identified ill the alternative design standards will not impact WRA operations. Design Modification Document I 1 September 25, 2015 E MODIFICATION #11 §165-402.09(J)(D1) Multifamily Residential Buildings Ordinance Requirement: Principal building (max): 60 feet, provided that a multifamily residential bUildlllg may be erected to a 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 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 the community. Justification for Modification: Heritage Commons is planned as an urban design form that will promote vertical construction throughout the project. This dcsign form should provide flexibility to promote building construction that abuts wide pedestrian walkway areas that adjoin public and private street systems. Urban 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. Design Modification Document 12 September 25, 2015 u MODIFICATION #12 §165-4002.09(I) Modified Apartment Building Ordinance Requirement: This housing type consists of blllldlllgs that contain multiple dwelling lllllts 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 110 more than four stories and shall contain six or more Units in a SII1gIC Stl-UCtlll-C, liot to exceed 16 lllllts within a SIllgIC StrUctUrc. Dimensional requirements shall be as follows: A. Lot Dimensions A I Maxlllll1111 site impervious surface ratio 0.60 B. Building Setbacks B1 From public road right-of-way 35 feet 132 From private road right -Of --Way, off-street parking lot or 20 feet driveway 133 Side (perimeter) 20 feet 134 Rear (perimeter) 25 feet 135 Rear for balconies and decks 20 feet 136 Minimum oil -site building Spacing: BUildillgS placed side t0 side shall have a IlllillillUm distance of 20 feet between blllldlllgs; buildings placed side to back shall have a minimum distance of 35 feet between buildings. Buildings back t0 back shall have a 111111111111111 distance of 50 feet between blllldlllgs. C. Minimum Parking C 1 Required off-street parking 2 per unit D. Height D 1 Principal building (max): 55 feet D2 Accessory building (max) 20 feet Alternative Design Standard: This housing type consists of buildings that contain multiple 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 Illlllillllilll Of 16 dwelllllg UllitS bUt may not exceed more than 64 dwelling units within a single structure. Dimensional requirements shall be as follows: A. Lot Dimensions A I Maxlllll1111 Site illlpel'V10lIS Slll'faCC ratio 0.60 B. Building Setbacks Design Modification Document 13 September 25, 2015 0 B 1 From public road right-of-way 20 feet B2 From private road right-of-way, off-street parking driveway lot or 10 feet B3 Side (perimeter) 15 feet B4 Rear (perimeter) 15 feet B5 Rear for balconies and decks 20 feet B6 Minimum On -site building spacing: 15 feet Side to side; 15 feet side to back; 15 feet back to back C. Minimum Parking C 1 Required off-street parking 2 per unit, irICiLISiVC Of garage D. Height D 1 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 an urban 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 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 dCnSC Urban center design form. Design Modification Document 14 September 25, 2015 • HERITAGE COMMONS DESIGN MODIFICATION DOCUMENT - PROFFER EXHIBIT B May 20, 2015 • 11 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 tie 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 Modification: A mixed -use 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, commercial land use, 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 inl'orm 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 mixed -use 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 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. • i MODIFICATION #2 §165-501.03 Permitted Uses Ordinance Requirement: All uses are allowed in the R4 Residential Planned Community District that are allowed in the following zoning districts: RP Residential Performance District B I Neighborhood Business District B2 Business General District B3 Industrial Transition District M1 Light Industrial District Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for urban mixed -use 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 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 conlnlumty. LJ • 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 Land Bays identified on the proffered Generalized Development Plan are slated for niarket- rate multi -family residential housing types. To achieve this type of urban residential development, single-family detached and attached residential units will not be required as a component of the residential mix, 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 design form that will contain 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 development. 0 9 MODIFICATION #4 §165-501.06(C) 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 Nlixed-Use Commercial/Residential Land Bays identified on the proffered Generalized Development Plan are slated for urban residential housing types. To achieve this type of urban residential development, the gross densities specified in Section 165-402.05B for multi -family residential land use shall be permitted. Justification for Modification: Heritage Commons is planned as an urban design form that will contain 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. �I 0 MODIFICATION #5 §165-501.06(D) Commercial & Industrial 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 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: The Heritage Commons Land Bays are intended to be developed as mixed -use commercial and residential land use. Therefore, commercial areas may exceed, and should be encouraged to, exceed 50% of the gross area of the total planned community. 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 will allow for higher density residential uses and will create Land Bays that lend themselves to creating a community where residents can live, work and play in the same 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 planned mixed -use commercial and residential 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, (lining 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 #G §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 15% of the gross area of the 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 design form that will contain multi -family housing units within a mixed -use commercial, retail and office development. This type of urban 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(G) Buffers and Screening Ordinance Requirement: Buffers and Screening. Buffers and screening shall be provided between various uses and housing types as if the uses were located within the RP, B1, B2, or M1 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 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, B1, B2, or MI Zoning Districts. Alternative Desiin 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 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(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 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 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 separation buffers and zoning district buffers utilized in other portions of the Urban Development Area. i 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 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 acceptable to the Frederick County Engineer 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 design form that will contain a variety of street systems that are designed in general to meet vertical base design standards acceptable to the Frederick County Engineer based on projected traffic volumes for the 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 assist in meeting water quality measures for the project. MODIFICATION #9 §165-501.06(M) Pliasing 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. 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 design form that will contain mixed land use including commercial, retail, office, 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. 0 • MODIFICATION #10 §165-201.03(B)(6) Height Limitations §165-601.02 Dimensional and Intensity 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 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 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 an urban 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 height and allow for a floor area to lot area ratio of 2.0; therefore, the Heritage Commons urban design form is consistent with these more intensive types of Clevelopinent Currently nr-,rmifinrl by ('nnnfv Cnrlt, • MODIFICATION #11 §165-402.09(J)(D1) Multifamily 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 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: 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 an urban 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 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. 0 MODIFICATION #12 §16S-4002.09(I) Modified Apartment Building Ordinance Requirement: This housing type 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: A. Lot Dimensions A 1 Maximum site impervious surface ratio 0.60 B. Building Setbacks B I From public road right-of-way 35 feet 132 From private road right-of-way, off-street parking lot or 20 feet driveway 133 Side (perimeter) 20 feet 134 Real- (perimeter) 25 feet 135 Rear for balconies and decks 20 feet 136 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 have a minimum distance of 50 feet between buildings. C. Minimum Parking CI Required off-street parking 2 per unit D. Height D1 Principal building (max): 55 feet D2 Accessory building (max) 20 feet Alternative Design Standard: This housing type consists of buildings that contain multiple 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 exteInal corridors at the discretion of the developer. Modified apartinent buildings shall contain a minimum of 16 dwelling units but may not exceed more than 64 dwelling units within a single structure. Dimensional requirements shall be as follows: A. Lot Dimensions Al MaximuIn site impervious surface ratio 0.60 B. Building Setbacks 0 B1 From public road right-of-way 20 feet B2 From private road right-of-way, off-street parking lot or 10 feet driveway B3 Side (perimeter) 15 feel B4 Rear- (perimeter) 15 feet B5 Rear for balconies and decks 20 feet B6 Minimum on -site building spacing: 15 feet back; 15 feet back to back side to side; 15 feet side to C. Minimum Parking C1 Required off-street parking 2 per unit, inclusive of garage D. Height D 1 Principal building (max): 80 feet D2 Accessory building (rnax): 50 feet D3 Maintenance buildings (max): 20 feet Justification for Modification: Heritage Commons is planned as an urban 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 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. • • Greenway Engineering September-228,2005 1"sed May-:N-24114N1"sed September 25, 2015 Revised October 23, 2015. Revised October 29. 201 S HERITAGE COMMONS PRO REZONING PR ERT RZ# 02 14 -15 1�/ I r� 1 Ai- Is (I A) istl�c Bit ft�ess General (I32) \\,sIClClltla PCI'lo 111aI1C( (RP) D1St1'lel with PI'OffCl'S t PI,t Co lm ity (R4) DisU'ict with Proffers 15�sJ+/- acres; C� Heritage Commons Rezoning Dis�t�r �-/— nd o Re�sicl�lntial Tax Map Parccls 63-A-150, 64-A-10 No 64-A-12 (here -in after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in alter the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Pro,ject") ORIGINAL DATE OF PROFFERS: S"p'e',e'Q 2n0s I�4a�zo201 S September 25, 2015 REVISION DATE: Sel3teiiibei• 2s 2015 Arc ''?- � 0 Y October 29, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq. of the Code of Virginia, 1950, as amended, and the provisions of the Freclerick County Zoning Ordinance with respect to conclitional zoning, the undersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #02 1/1 #10-15 for the rezoning of 150.59±-acres inclusive of 96.28± acres of 13usinesS General (I32) District and 54.0± acres of Residential Performance (RP) District with proffers, and 0.31± acres of Rural Areas (RA) District without proffers to 150.59±-acres of Residential Planned Community (R4) District with proffers, development of the subject properties (here -in after the "Property") Shall be done in conformity With the tel'llls and conchtlons set forth herein, except to the extent that SUCK terns and conditions may be subsegUently amended or revised by the Applicant and such be approved by the Freclerick County Boarcl of SUpei-visoi-s in accordance With the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be cleemed withch•awn and have no effect whatsoever. These proffers Shall be bincling upon the Owner and any legal Successors, heirs, or assigns. References to the Master Development Plan, hereinafte►• referred to as the Generalized Development Plan dated Septembei- 252015 9ctebei- ''?=ter; 2015 October 29, 2015, as required by the Frederick County Zoning Ordinance, arc to be interpreted to be references File 83701 HUFAW • • Greenway Engineering September-18-2005 I leritage Commons Rezoning R- vised May ?8-2-013; Reyked September 25, 2015 Revised October 23, 2015, Revised (Moher 29. 2015 to the specific Generalized Development Plan (here -in after the "GDP") attached hereto and incoI'porated herein by reference as "Exhibit A". The OwneI'/Appllcallt is SUbmitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick COL1I1ty Planning Department. 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 ill Orden' to accomIllodate engineering of design considerations. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan I) The Owner and/or Applicant shall develop Lhe Properly in substantial conformance With the GDP prepared by Green Way Engineering, dated Saptembel 2�, 2015 Oetebei- ''?�z- , 2015 October 29, 2015, which is attached and approved as part of this rezoning application. The GDP IS intended to delineate the geIleral location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the IOcatiOil of the llllXilllL1111 number of potential entrance locations along the regional road systems serving the Property, the general location Of' the land bays proposed for residential and commercial development, the general location Of the East Tevis Street and the WarrioI' DI'ive right -of -Way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location Of' the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system can be ad listed to accommodate filial engineering design regUIrCillelltS Without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in substantial conformance With the Design Modification DOCL1111ent dated Septembel-5-2015 Oe ebe-i- 2�z015 October 29, 2015 that is attached and incorporated hereto as "Exhibit B". PUBLiant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix File #3701liC11iAW 2 • 0 Greenway I..neincering September-28, 005 I leritage Commons Rezoning Revised May-20, 201 i-Revised September 25, 2015 Revi.wd October 23, 2015, RL-Vised October 29. 2015 I) The Owner and/or Applicant shall develop a mixed land use development that iI1CILides market rate I11Ulti-family residential, commercial, and market rate I11LIIt1- Family residential/commercial land Lases within the same Structure. Market rate multi -family residential land LISC is defined as having no income limit for the unit and effered rented as the highest relit that the local market can sustain. Market rate I11Ulti-fa11111y reSidClltial land use Shall exclude Subsidized 11OUSlllg Units. The market rate lllLl164,1illlly residential and the market rate residential/commercial land uses within the same Structure May be developed within gated com munities with private Street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the llllllllllUm and maxi111L1111 perceIltages of' residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A iIl this proffer statement. Market rate multl-Iamily residential/commercial land uses within the same structure shall be permitted within Land Bay 2 and Land Bay 3. The actual acreages identified for each Land Bay is approximate and may fluctuate based on final Survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%o) Uses allowed in B 1; 1 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B 1; 132; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification Document Uses allowed in RP; 3 B 1; 132; B3 Districts 53.9.5± acres 0% M IN. AC. 80%n MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall limit residential land use development within the Property to a maximum of 645 market rate 111L1104,11111Iy units, which is File $1370111C/1:nw 3 u • Oreenway Engineering Septembers,2005 I leritage Commons Rezoning Revised May-224,4201-5=12evised September 25, 2015 Revised Octoher 23, 2015, Revised October 29, 2015 inclusive Of market rate i ultl-fail1lly residential/commercial land LISCS Withill the Sa111C StRiCture. The commercial land Use development Withill the Property is riot limited other than by the requirements pertaining to the average daily trip (ADT) generation specified ill Section G6 of the proffer statement. 4) The Owner/Apphcall L Shall prohibit permitted land uses within the OM, Office Manufacturing District and the M 1, Light Industrial District that are not Otherwise permitted Withill the RP, 131, B2 and B3 Zoning Districts. D. Land Use Phasing Program 1) The Owner and/or Applicant shall phase the residential land use development program so as not to exceed 175 residential units within the first two years of the project, which shall begin at the time of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section D1 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 147 I'CSidClltial UllitS foi' the CI1SLlillg two years of the project. 4) Subsequent to the two year Lillie line specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner and/or Applicant shall develop 50,000 SgUare feet ofcommercial mercial land LISC prior to the ISSLlailce of a certificate Of OCCLIpancy permit for the 300i1' market rate multi -family residential unit. 6) The Owner and/or ApplicallL shall develop fill additional 5;000 57,500 SgUare feel of commercial land use prior to the issuance of a certificate of occupancy permit for the 600t11 ]Market fate 111L11t1-falllily residential unit. C C. Monetary Contribution I'm- Public Schools 1) The Owner and/or Applicant shall establish all escrow account With the County totaling an initial amount Of $200,000.00 to mitigate potential impacts to public File #370111C/I:AW 4 Greenway Engineering September-28-2005 I lcritage Commons Rezoning I"- sed May-20-2015; Revised September 25, 2015 Revised October 23, 2015, Revised OcIoher 29, 2015 Schools reSLlltillg fl'0111 Student generation from the proleCt. Potential impacts to public Schools Shall be determined by Student e-nleulatiolllUmber-S pfovided lly population data specific to the project obtained from Frederick County Public Schools S,eetio D t n^ of the .,mfl� e,• staten,-„t- within 90 clays following issuance of the ccrtificatcs of occupancy for each of the units identified in Proffers E2-E5. Monetary contributions for impacts to public schools shall be pre Wed as -a - one - drawn f*ronl the escrow account. This escrow account Shall continue to be funded by the Owner and/or Applicant as necessary throughout the residential land use development program to ensure that the payments described in Sections E2 - E5 of' the Proffer Statement are satisfied. No 1111-1her ccrtificatcs of occupancy for residential units shall be issued until the remaining amounts then clue have been paid. The remainder of the escrow account balance shall be released by the County within 90 days of issuance of the final occupancy permit Following completion of the residential development program, of, within 90 days of a conditional zoning amendment that provicles fill• the d►SClnt►llL►ance of the residential land Use development program. i(e., f- fn ounty ' tile n��,,l.1.' With lf' nf,nlJpeEi{'y'iil�"rttte-tonal-II-umbei—of' students within ile Property withinthisnn ,I. e4eas"er-reel-te ensure that pre-fferedayni , ,'s have been seem -opt 14 the projet 2) A one-time payment of $3,000.00 for each student over 15 total Students, as calculated basal upon the actual student population specific to the project at the time of issuance of the certificate of occupancy f•Ol- file 17.5°i residential unit. 3) A one-time payment of $3,000.00 for each student over 27 total students, as calculated haled upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 323"(1 residential unit. 4) A one-time payment of $3,000.00 for each student over 39 total Students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 470`t' residential unit. 5) A one-time payment of $3,000.00 for each Student over .51 total Students, as calCLllated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 645t1i residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall construct a 10-fool asphalt peclestr►an and bicycle trail throughout the limits of the Bul•f•alo Lick Run Land Bay in the general location depicted on the GDP. The 10-fool asphalt peclestrian and bicycle trail shall be clesigned and constructed in conjunction with Second phase of File 1137011IC/1?AW Is 9 • Greenway Engineering September-28-2005 IlCritage Commons Rezoning Revised May a-G,4 1I5; Revised September 25, 2015 Revised October 23, 2015, Revised October 29. 2015 residential land use development specified in Section D2 of the proffer- statement. The 10-foot asphalt pedestrian and bicycle trail shall be available for use as a public trail systeill and shall be maintained by the property owners association established for the project. The 10-foot asphalt pedestrian and bicycle trail system shall be permitted t0 count towards the recreational amenity values for the markeL rate Illlllti-lalllify LlllitS LICVC10ped within the project. 2) The Owner and/Or Applicant Shall construct a Conlnlunity building to include a workout/fitness facility and a Community swinlnlillg 1)001 for use by the residents of the project. The COI11111LI1]Ity building and swilllming pool facilities shall be available for use by the residents of the project prior to the Completion of the second phase of residential land use development specified in Section D2 of the proffer Statement. The Community building, workout/fitness facility, and COI1 MUIlity SWllllllllllg 1)001 Shall be permitted LO C011llt towards the recreational aillenity Values for the illarket rate illUlti-faillily uilitS developed Within the project. 3) The Owner and/or Applicant shall collStl-LICt an 8-fool asphalt pedestrian trail system within the residential portions of the project, which shall provide connectivity to adjacent commercial land uses located within the same Land Bay area. Tile general location of the trail system shall be provided on the Master Development Plan. The 10-foot asphalt pedestrian trail system shall be permitted to COullt towards the recreational anlellity Values for the market rate Illllltl-family units developed within the project, G. Transportation 1) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, aIld ROLlndabOLlt; Section C — East Tevis Street to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban FOUr-Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U4D). 2) County_iylanaged RCVCI]L1C Sharillr Progran] Project Agreement The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement") for the regional road system identified as Section A and Section 13 on the proffered GDP within 30 days of not] -appealable rezoning approval. The Agreement shall —ham �?il�t Idle #37011IC/1?AW 6 i \� Greenway Engincering September-29, 005 Heritage Commons Rezoning Revised N1a5-20-201-5-Revised September 25, 2015 Revised October 23, 2015, Revised October 29. 2015 With th1„= S1,111dai-d 1:oi-mat itil: �l�G-d !orot-lhei-execute I County Ai an « it R-ev.n„l_4 cl - , , PI-E fMn l s�t-nd may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of the Section A and Section 13 regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible in the Agreement for the local funding match for the Section A and Section B regional road system identified on the proffered GDP. The Owner and/or Applicant shall ilot be permitted to commence development activities on the Pl'opCrty 1111t11 t11e Agreement is executed. 3) Section A Regional Road Improvement Program • • tIN : : • The O 1/ A. pli t shall be eSI30Icibl , r! ihn Ifa•. I 1' Ali mateli!'a !'at - the `ri,nv�i, ..,. ... the Seeder A i--egional-roil. J�Jtf ffl, Which The Section A regional road system shall be designed and constructed as an Urban Four -Lane Divided Section (U4D) With curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in Force at the time of final road design plan approval. The Owner and/or Applicant shall he permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be permitted to begin residential and commercial development that is served by the Section A regional Toad system, Which shall be limited to the development of (lie residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences. 4) Section B Regional Road Improvement Program .. MIM File 107011 iC/IiAW 7 • 6reenway Filgincering Sep tember-M —, 2005 I Ierilage Commons Rezoning 1"sed inlay-22MO S; Revised September 25, 2015 Revised October 23, 2015, RCOSC(I OCIOber 29. 2015 pi-! ded that the loeation atid t I eti r �h�e fi R 1 road Jeri Cip li—QI Cf( GZ7Qrl—D—I-li�fl�ll Cll -1 lJLlU system is eensistent with the JN:O�d 6011di ienls The Owner 1/ n l: ,i shall be ;hle lbi- [lie _l. .,l i'Unding ateh for the SeefiOil i3 Fegi0flal ,•^^d SySt&n`-A4 ieh The Section 13 regional road system shall be designed and constructed as an Interstate 81 Bridge with FOln' travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete Sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. 5) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C East Tevis Street extension between the RoUndabout and the northern Property boundary. The Section C right-of-way dedication plat shall be sufficient for the C011strUCtlOII Of ail Urban FOUr-Lane Divided Section (U4D) with Curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41+50 to Station 46+50 within the Property. The Section C right-of-way dedication plat shall be provided to the County for recordation within 30 days of written notice by the County of final road construction design plan approval. The final Toad design plan shall include an intersection that provides full access and/Or partial access commercial entrancesRrld j)al-ti"1aceeSS ,,,e,•Gial Land Bay I oil the east and west Side Of the Section C regional road System that meet Or exceed VDOT entrance spacing regL1ll'CIllCI1tS that are in force at the time of final road design plan approval. The Owner and/or Applicant shall provide ingress/egress easements along the northern limits of the Property within Land Bay 1 SLIfficient to allow for inter -parcel access 101- COIiStI-LICtion and use by the adjoining properties. In the event that the County -Managed Revenue Sharing Program construction project has not commenced for the portion of Section C within the Property when street access is needed to serve development within this portion Of Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is Completed by others. The partial Strcct Section Shall be constructed withill the planned right-of-way and shall be conStRiCtcd to permit expansion of the Section C East Tevis Strect extension as described in the first paragraph of this section of the Proffer Statement. File 1137011IC/IiAw 8 • Greenway Engineering September-28,2005 Heritage Commons Rezoning Revised Ev}ay ?A-2E}} 5 lievisec} September 25, 2015 Revised October 23, 2015, Revised Octoher 29. 2015 6) Section D Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section D Warrior Drive extension between the Roundabout and the SOLltllCl'il Property boundary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. Tile Owner and/or Applicant shall dedicate right-of-way Sufficient for the described Warrior Drive U4D road section within 6 months of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right-of-way dedication area identified on the prol'I'erccl GDP. 7) Residential and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and corn I1ercial land development program specified in Section C2 of' the proffer statement until the land uses have a cumulative impact of 20,000 ADT. The Owner and/or Applicant shall utilize actual traffic counts to determine ADT volumes associated with land uses developed in the Property. The Owner and/or Applicant shall conduct actual traffic counts when ITE Generation values for approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director. Once actual traffic counts for land uses developed in the project reach 20,000 ADT, the Owner and/or Applicant will prepare traffic studies in Conjunction with subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the transportation system within the Property identified by the traffic studies will be implemented by the Owner and/or Applicant dLlrillg the site plan development process as required by VDOT and the County. Tile Owner and/or Applicant shall limit (level of) men t within Land Bay 3 to land uses with a CL11111,I1ative impact Of 2,550 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the prof17cred GDP. The Owner and/or Applicant shall utilize actual traffic COMAS at the Madison Village public access road connection along the southern boundary 01' the Property to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to Continue development within Land Bay 3 above the 2,550 ADT threshold following the Construction of' street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Street access connecting Land Bay 3 to Land Bay 2 shall be the responsibility of the Owner and/or Applicant and shall be designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. 8) Private Streets File t13701 FIC/EAW 9 Greenway 13ngineering Septemher-?8,2005 Heritage Commons Rezoning Revised May ?0�4- 45; Revised September 25, 2015 Revised October 23, 2015. Revised 0cloher 29. 2015 The Owner and/or- Applicant shall have the ability to construct all internal street systems within the Property as private streets, except Ior the regional road systems described in Section G 1 through G5 of' the proffer- statement. All private streets shall be designed to standards acceptable to the County Engineer and in conformance to VDOT corner clearance distances that are In force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. 9) Adjoining SUbdlylslon Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit ol' the adjoining residential subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential subdivision street systems. H. Winchester Regional Airport 1) The Owner and/or Applicant shall provide lnlormation In sales llteratUre, property deeds and lease agreements for the market rate multi -Family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. OWNER/APPLICANT NOTARIZED SIGNATURE ON FOLLOWING PAGE File #3701110HAw L Oreenway L'ngineering Sep(emher8-2E)O3 Heritage Commons Rezoning Revised ivtay-10201 Revised September 25, 2015 Revised October 23, 2015, Revised Oewher 29. 2015 Si�znature The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and SLICCCSSOI-S Ill the Interest OI the owner and applicant. In the event the Frederick County Board OI Supervisors grants this rezoniIlg and accepts the conditions, the pr011Cred conditions shall apply to the land rezoned ill addition to other regLlll-CI11entS Set IOrth ill the Frederick COLlllty COCIC. Respectfully Submitted: LIN R 150 SPE, LLC - Owner Commonwealth of Virginia, City/County O1' To Wit: The foregoing instrument was acknowledged before me this clay of 20 by My Commission Expires Date Notary Public File H3701 nC/I:AW • COUNTY of FREDERICK Department of Planning and Development 540/ 665-5651 Tax: 540/ 665-6395 TO: wall Wyatt Greenway Engineering FROM: Michael T. Rudely, AICP Deputy Director RC: Rezoning Comments: Heritage Commons 2015 Rezoning. East of 1-81, West side of From Royal Pike (Route 522 South), inlnlediatcly across fi•onl Airport Itoacl; PIN's 63-A-150, 64-A-10, and 64- A-12, totaling 150.59 acres. DATE: October 16, 2015 The following comments are offered regarding the Heritage Commons 2015 Rezoning Application. This is a request to rezone the approximately 150 acres that make Lll) the Russell 150 rezoning (RZ#01-05) from the B2 (General BLISilless) District, RP (Residential Performance) District, and a small piece of RA (Rural Area) District to the R4 (Residential Planned Community) with proffers. The review is generally based upon the proffer statement with a May 20, 2015 revision date and the Impact Analysis Statement dated September 8, 2015, and the subsequent submission of a revised proffer statement and impact analysis dated September 25, 2015. Prior to formal submission to the County, please ensure that these comments and all review agency comments are adequately addressed. At a minimum, a letter describing how each of the agencies and their comments have been adch•essed should be included as part of the submission so any changes can be appropriately evaluated by the reviewing agencies, and more importantly, the Planning Commission, and Board of Supervisors. General 1) Based on acreage of 150.59 acres, the Submission fee for this application would total $25,029.50. 2) As always, please provide a rezoning plat, including a metes and bounds description of the rezoning. 107 North Kent Street, Suite 202 • Winchester, Virginia 22601-5000 Heritage Commons 2015 Rezoning. October 16, 2015 Page 2 Land Use 1) The 2030 Comprehensive Plan and the Scnseny/Eastern Frederick Area Plan provide guidance on the future development of the property. The property is located within the UDA and SWSA. The 2030 Comprehensive Plan identifies this property with an employment and commercial lalld use designation and a high density residential land use designation. The employment land use designation supports commercial development. The high density residential designation is located generally south of Buffalo Lick Run, adjacent to other proposed higher density residential land uses. The employment land uses are generally north of Buffalo Lick Run and west of future Warrior Drive. 2) The application provides for a Generalized Development Plan (GDP), included in the proffer statement that icicntifies three land bays and shows their location within the property. The proffer statement contains a land use nlatriX that further defines the land uses within the land bays. Land Bay I contains only commercial land uses. Land Bay 2 contains a mix of residential land uses and commercial land uses with the majority being residential land uses (75-80 percent). Land Bay 3 contains a potential mix of commercial and residential land uses 3) This application should address the discrepancy between the proffered land uses identified in the GDP and matrix with the land uses identified in the 2030 Comprehensive Plan to a greater extent. In particular, Land Bay 3 and the area of predominately commercial land uses within the area identified for higher density residential land uses, generally south of Buffalo Lick Run. 4) The application identifies itself as an urban lll1XCd use commercial and residential community, and in many cases describes this environment. It should be recognized that the proffer statement does not fully implement such a development. Urban Center designation is envisioned to be a more intensive, walkablC Urban area Nvith a larger commercial core, higher densities, and designed around some form of public space of focal point, located in close proximity to major transportation Illfi•aStl-LlCtlll'C. Impact Analysis and Proffer Statements. Please address the following items from the revised Impact Analysis and Proffer Statement prepared for this Application. Heritage Commons 2015 Rezoning. October 16, 2015 Page 3 1) The current proffer statement directly ties the development of' the land uses to road improvements. Significantly, it provides that all improvements will be in place to support the development with the Initiation of the development. Recognizing this approach may no longer be feasible, the proffer statement should still seek to link those transportation improvements that are developer obligations, current Or fUtlii-e, to the land use plan to a greater extent. It appears as thOLigh the only reference to linking the development to the transportation improvements is in Section G. 2) where the Owner is limited to 175 residential units and 50,000 square feet of commercial land use until the Section B Regional Road hnprovements cominence. Notwithstanding the approach to utilize the Revenue Sharing Program approach as the tool to implement several of the transportation improvements, the proffer statement should be clearer in linking locations Of land use to transportation improvements. 2) The possibility would appear to exist that the initial development anticipated above could occur without any improvements being in place. Please ensure this is addressed. 3) With regards to the revenue sharing approach, the Board of Supervisors Should Ultimately determine if this mechanism is appropriate to be the foundation Of an applications transportation approach. IiLirthcl-, it should be determined if such an approach is acceptable when considering there is no Other comillitillent by the Applicant to implement the transportation improvements associated with this request and property. 4) The approach taken by the Applicant to enter into a Revenue Sharing Agreement for the regional road systems identified on the GDP within 30 clays of a non - appealable rezoning approval clearly brings into question what the fall back approach to the transportation improvements would be. It should be clear that development would not occur in some form of- statement, rather than inaction resulting in rendering the project in violation of its recently approved proffered commitments. 5) Staff would Suggest all additional proffei- that would restrict development without an executed revenue sharing agreement between the County and the Applicant. 6) Warrior Drive is a key component of the COunty's primary regional road system identified in the Comprehensive Plan and is located on the property. This application Should frilly recognize Warrior Drive and implement its construction. 7) Airport Road between Route 522 and the Warrior Drive/Tevis Street roundabout is currently proffered as a U4D, the TIA originally related to the rezoning of the property further supported this standard and the trips discussed in this current application remain significant. A U4D would appear to still be warranted by this development. Therefore, credit towards its implementation based on its minor collector road designation on the Comprehensive Plan may not be appropriate. 0 • Heritage Commons 2015 Rezoning. October 16, 2015 Page 4 S) With regards to the private streets, it may be overall a preferred approach if there was at least a public street providing access in Land Bay 3 from the existing public street in the adjacent Madison Village project to the Iutul-C Warrior Drive. In addition, consider a public street from the road just mentioned to the road identified as Section A that would provide inter parcel access ova- Buffalo Lick Run. Currently, only public streets and utilities are allowed to cross such wetlands, natural waterways, and riparian buffers. 9) The entrance directly onto Route 522 Should be removed as it is located in relative close proximity to the recently approved entrance 1or the Madison Village project and just south of the main project access at Airport Road. The land use plan for this area supports minimizing entrances along Route 522. 10) The application has proposed an alternative approach to addressing the impacts to Community Facilities. The Board should ultimately determine if such an approach is appropriate. Current Board policy recognizes that the impacts to community facilities by certain types of residential development, illustrates those potential impacts with the Development Impact Model (DIM), and anticipates that the Applicant will fully address those impacts. 1 I) Schools are one component of the DIM. The potential impacts to other Co1111111.1111ty faC1lit1CS Should be addressed. 12) The Application should clarify the values used to determine the a -edit you would like to receive for the reduction in the proffers from that identified in the DIM to that proffered in the application. 13) It would appear as though the negative fiscal impacts associated with the residential uses proposed on the property have not been satisfactorily addressed. 14) Please clarify ifs the number of' residential units proposed includes those that may be included within the modified residential units Incorporated into the commercial project. 15) Please correct the rezoning number in the proffer statement to ultimately recognize this new, substantially different application. 16) Should the original date of the proffers be the currant date associated with this request for the R4 district rather than the original rezoning date for the Russell 150 project? 17) The RA portion of the property should be included in the preliminary mattes section of the proffer statement. IS) The proffer statement includes language describing market rate residential land uses. The Board has typically recognized residential uses by housing type rather than by a particular style. Staff would Suggest removing the market rate nomcnclatul-C, or alternately, providing more detail in the definition of market rate so that the County can better administer this proffer should it become an issue. 19) Please identify why an eight foot wide trail is being proffered rather than the typical standard of ten feet. 20) Please clarify why the escalation clause has been removed from the proffer statement. Heritage Commons 2015 Rezoning. October 16, 2015 Page 5 The following transportation comments have been provided by Mr. John Bishop, County Transportation Planner. Thank you for the opportunity to comment. A number of transportation items previously fully proffered have been removed or modified as follows. a. $1,000,000 in cash proffers for transportation. It should be noted that this proffer was meant to address the fact that there \vCl'C additional offsitc impacts that the original rezoning could not directly address. For CxarllplC, the original rezoning was not able to connect the Tevis extension across Glaizc and the Church property to the north and in the original TIA the intersection of ROLIte 17/50, ROutc 522, and I-81 was noted to need regional Ievcl improvements. b. Construction of the Warrior Drive (Section D on your GDP) has been replaced with right of, way dedication. This is an important section of the COLlnty's comprehensive plan to put in place a regional network to address traffic caused by new development. It's removal also appears to potentially be leaving land bay 3 with inadcgUatc access. C. Construction of Tevis Extension to your northern property line (Section C Oil your GDP) has been replaced with right of way (iedication. Once again, this is a comprehensive planned road that furthers the developlllellt of the regional network and helps to offscl this new development. It's removal, combincd With the rcinoval Of Warrior chive, has potential to reduce future ingress and egress points for this core portion of tlic development from 3 to 1. 2. The language regarding revenue sharing agreements for section A and section B of your GDP appears to suggest multiple agreements. The preference of staff would be for this to be handled as a single agreement. Additionally, while I believe the deadline established for entering the rcvcnLie sharing agreement intend to commit to no land development moving forward Witl)OLlt that agreement in place, 1 think the language should be modified to be more specific and clear On this point. With revenue sharing at the heart of how the proffers will be implelllentcd, it must be Llllfaifingly clear that development cannot proceed without that agreement. 3. In section G6 there is a note that the trip generation from land bay 3 could exceed 2,550 following the construction of street access that connects land bay 3 to the regional road system serving land bay 2. Please clarify what type of connection is envisioned. This may be where the reinstatement Of Warrior Drive could be consicicred. .. i 0 Heritage Commons 2015 Rezoning. October 16, 2015 Page 6 In conclusion, please enSLll'C that the above comments, and those offered by the reviewing agency are addressed. Additional comments may be provided upon receiving updated information pertaining to this rezoning application. Cc: Rod Williams, County Attorney John Bishop, Deputy Director Transportation MTR/pd • Mike Ruddy From: John Bishop Sent: Friday, October 16, 2015 2:29 PM To: Mike Ruddy Subject: FW: Heritage Commons Rezoning Proffer Statement & GDP Fyi, just came in From: Lineberry, Jeff, PE (VDOT) [mailto:Jeff.Lineberry@VDOT.Virginia.gov] Sent: Friday, October 16, 2015 2:15 PM To: Evan Wyatt Cc: Matthew Milstead; bgriffin@brrealty.net; John Bishop; Short, Terry (VDOT); Smith, Matthew, P.E. (VDOT) Subject: RE: Heritage Commons Rezoning Proffer Statement & GDP Dear Evan: I have reviewed the revised proffer statement, GDP, and summary letter and offer the following comments: 1. 1 would suggest some language similar to what is depicted in paragraph 3 of Section G. 4) of the proffer statement for Section C Road Improvements regarding who will be responsible for building the partial or full typical section if Revenue Sharing funds are not available for the construction of Section G. 2) Section A Regional Road Improvement Program, Section G. 3) Section B Regional Road Improvement Program and Section G. 5) Section D Regional Road Right of Way Dedication. In item G 6), it states "The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2." It does not state who is responsible for this construction if 1.) Revenue Sharing funds are not available or 2.) the Owner/Applicants' development schedule is ahead of development of the regional road network by others. The Owner/Applicant should be responsible for building a full or partial typical section based on the traffic projections for Land Bay 3 that exceed the maximum 2,550 ADT threshold discussed in item G. 6). 2. An addition needs to be made to paragraph 2 of Section G 2) of the proffer statement to add the highlighted text to "and intersection providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2" Although all the potential entrance locations may in fact be full access entrances, it is presumptuous to assume that all of the potential entrance locations are full access before site plans are submitted, and reviewed to make the determination that VDOT's Access Management requirements are met. This same comment applies to similar language in Section G. 3) Paragraph 2. In Section G. 4) Paragraph 2, the highlighted text needs to be added to "The final road design plan shall include an intersection that provides full access and /or partial access commercial entrances". Again, full access entrances may be allowed but that determination cannot be made until a site plan is submitted for review and approval. The designation for "Potential Entrance Location" to access Land Bay 3 from US Rte 522 needs to be removed. Access to this land bay needs to be accomplished through a shared access with Madison Village and/or construction of Warrior Drive, Section D to a sufficient typical section to support the development proposed in Land Bay 3. Under Section G 6), it needs to be clarified whom will be implementing improvements in Paragraph 1 which states "Improvements to the transportation system within the Property identified by the traffic studies will be implemented by the Owner/Applicant during the site plan development process as required by VDOT and the County. Under Section G 7) Private Streets, an addition needs to be made to the last sentence to state "All private streets shall be designed to standards acceptable to the County Engineer and in conformance to the current VDOT Appendix F Access Management Regulations which govern the minimum corner clearance distance from a • • PrI VDOT maintained public street before an intersection entrance and/or street can be connected to the private street". Please advise if you have any questions. Thanks Jeff Jeffery A. Lineberry, P.E. Transportation and Land Use Director Virginia Department of Transportation - Staunton District 811 Commerce Road Staunton, Virginia 24401-9029 Phone: 540 332 -2265 Office Email: Jeff.lineberry@VDOT.Virginia.gov From: Evan Wyatt [mailto:ewyatKcbgreenwayeng.com] Sent: Tuesday, October 06, 2015 5:52 PM To: Lineberry, Jeff, PE (VDOT); Smith, Matthew, P.E. (VDOT) Cc: Matthew Milstead; bgriffin(ftrrealty.net; John Bishop Subject: Heritage Commons Rezoning Proffer Statement & GDP Hi Jeff and Matt, Thanks again for meeting with our group to determine concerns with the previous proffer statement for the Heritage Commons project. Please find attached a Letter that is intended to serve as a Summary Document for the revised proffers; as well as the revised Proffer Statement and revised GDP that we need you to use for the VDOT rezoning comments for this project. Please review the attached information and do not hesitate to contact me if you have any questions, or if we need to conference call or meet to discuss anything pertaining to this project. Thank you, Evan Evan A. Wyatt I Director of Land Planning 151 Windy Hill Lane Winchester, VA 22602 Phone: 540.662.4185 Phone: 540.974.2701 Fax:540.722.9528 Web: www.GreenwayEng.com Email: ewyatt@greenwayeng.com fr] FND 011971 GREENWAY ENGINEERING Uis<laimer Till, enlc�il may cont,,in confulrntial and piirdr rcd m;vtr ii>J for the sole use of the inlrndr•d it cysirnt(�,). /any it virw, uu , di' lnhution or nipclosure liy otl is ra strictly 1.1oh1hiled. If you h;nve received tins c(,niinunu:,I[oil in r uoi, ple;1w nolify the "elldcl wuncdritcly by vw,aIl and delete III(' nws�af:c and any We "tt,3chui[It s from y<,ui roi11put, i. ILani you. (keenway Engineering September-JDY�0(A Heritage Commons Rezoning Revised May 20, 20M Revised September 25. 2015 Revised Ocwher 23, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 02--14 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Prol'I'crs PROPERTY: 150.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: I-Ieritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in alter the "Project") ORIGINAL DATE OF PROFFERS: Septeiabe•' 28, ` 0G5 May 20, 2015 REVISION DATE: re„teiiih,.' 2s 201s October 23, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq. of'the Code of Virginia, 1950, as amended, and the provisions of the Frederick Collllly Zol]lllg Ordinance with respect to conclilional zoning, the undersigned Owner hereby prol'I'ers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #02 14 for the rezoning of 150.59±-acres inclusive of 96.28± acres of Business General (132) District and 54.0± acres of Residential Performance (RP) District with proffers, and 0.31± acres of Rural Areas (RA) District without proi'I'ers to 150.59±-acres of Residential Planned Community (R4) District with proi'I'ers, development of' the subject properties (here -in after the "Property") shall be done in conformity with the terms and conclitions set forth herein, except to the extent that such terms and conclitions may be subsequently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accorclance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be cleemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, heirs, or assigns. References to the Master Development Plan, hereinal'ler rel'erred to as the Generalized Development Plan dated Septembe1- 2�5 October 23, 201.5, as requirecl by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific File 113701 HGEAW (ireenway Engineering 0 Septembef� 2005 Heritage Commons Rezoning Revised May 20, 2015: Revisal September 25, 2015 Revised October 23, 2015 Generalized Development Plan (here -in after the "GDP") attached hereto and incorporated herein by reference as "Exhibit A". The Owncr/Applicant is Submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. 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. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the GDP prepared by Greenway Engineering, dated September 25, 2015 October 23, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the location ofpotcnlial entrance locations along the regional road systems serving the Property, the general location of the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. Tile final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system can be adjusted to accommodate final cI1ginecring desigI1 regU1rements without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Desian Modifications Document 1) The Owner and/or Applicant shall develop the Properly in Substantial conformance with the Design Modification DOCllment dated ge-ptevabef 25, 2015 October 23, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/or Applicant shall develop a mixed land use development that 1i1ClUdeS market rate I11L11t1-faintly residential, Commercial, and market rate 111LI1t1- Pile #37011IC/tinW 2 Greenway 1?ngineering SeptemheF 28, 005 Heritage Commons Rezoning Revised May 20, 2015; Revised Septemher 25, 2015 Revised October 23, 2015 fallllly residential/commercial lipid L1SCS Within the same structure. Market rate multi -family residential land use is defined as having no income limit for the unit and offered as the highest rent that the local market can sustain. Market rate Illliltl-fallllly residential land use Shall exclude Subsidized housing units. The market rate multi -family residential and the market rate residential/Commercial land L1SCS Within the same Stl-L1CtLlre may be developed Wlthlll gated communities with private street systcnis. I � l/ G`(C\t/� CGLG_ ,U L �%�1 �c 5 i _t/ L G `� l Gvi^ A mu) cu) /} \(,-v lie - rA l4/e a/v LIB � o(-,c-S cC c 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the minimum and Illax1111L1111 pCI-Centages Of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. The actual acreages identified for each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; 1 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B 1; 132; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification DOCUIllent Uses allowed in RP; 3 Bl; 132; B3 Districts 53.95± acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document BUff•alo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing pcw� 0 3) The Owner and/or Applicant shall4inlit5residential land Use dCVe10pillCnt`Within the Property t0 a maxI111L1111 of 645 market rate IllUlti-fallllly Units, Which is inclusive of market rate multi -family residential/commercial land uses Within the same s ruottl 1 The commercial land use development within the Property is not limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G6 of the proffer statement. File #37011IC/13AW 3 (ireenway Engineering 0 September-29, ?005 • heritage Commons Rezoning l",A May 20, 2015; Revised September 25, 2015 Revised October 23, 2015 4) The Owner/Applicant shall prohibit permitted land uses within the OM, Office MaI1LIfaCtUring District and the M 1, Light IFICILlstrlal District that are not Otherwise permitted within the RP, B 1, B2 and B3 Zoning Districts. D. Land Use Phasing Progi-ant ,i t Sze P ��I iru p vO"(p 1) The Owner and/or Applicant shall phase the residential land use development program to 175 residential units within the first two years of the project, which shall begin at the -timeof e rezoning approval. 2) Subsequent to the two year time line specified in Section D1 of the proffer statement, the Owner a of/or Applicant shall phase the residential land use development program to 148 residential units for the ensuing two years of the project. j 3) Subsequent to the two year time line specified in Section D2 Of the proffer statement, the Owner and/or Applicant Shall phase the residential land Use development progran> to 147 residential units for the ensuing two years of the project` / -- 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential UllitS. l 5))TThee Owner and/or Applicant shall develop 50,000 square feet of commercial land Ise 'Prlolto the issuance of a Certificate OI OCCLII)ancy permit fol' the 300L" 1narka— SUelLUl 1'aLG Il1Ult1-fallllly I'eS1CIClitlal LIIl1�1 I� C 6) The Owner and/or Applicant shall developlan additional 50,000 square feet of commercial land use 1)I'101' to the issuance Of a CerllflCate Of 0CCLIpa11Cy pei'llllt for the 600t1i market fate illlllti-fallllly residential Ulllt_ a wd l s0 v l^.n IfVC 7) The Owner and/or Applicant hall develop/7�00-sgLtare—fCe-t Ol C10111iii(' cci-, I laid _use,}5rior to the issuance of a Certificate Of Occupancy permit for the 645°i market rate illllltl-fallllly residential 1I111t.7 E. Monetary Contribution for Public Schools �(S aVAI 4-0 O'dd,v.a-C't .- 1) The Owner and/or Applicant shall establish an escrow account ith the County cClt ww totaling all initial aillount Of $200,000.00 t0 mitigate potential impacts to public I !� Schools I-CSL11tillg fl-0111 Student generation from the project. Potential impacts to public schools shall be determined by StLiCICilt calculation IlUmbers provided by Frederick County Public Schools consistent with the residential land use ��i�°t� ��,, ✓� development program specified in Section DI — D4 of the proffer statement. l < �/Z��✓1.l l_ t2 �, l ( �-� �� �e� � C S,l LV1� �(h (�Y S '�-C riler137o1ilal:nw �� b l c ✓J�L� L 5 Oreenway laigineering epteniher-?8 ?OOS Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 Revised October 23. 2015 Monetary contributions for impactS to public schools Shall be provided as a one- time payment as described in Sections E2 — E5 of the Proffer Statement. This escrow account shall Continue to be funded by the Owner and/or Applicant as necessary throughout the residential land use development program to ensure that the payments described in Sections E2 — E5 of the Proffer Statement are satisfied. The escrow account shall be released by the County within 90 days of issuance of the final occupancy permit following completion Of the resldelltlal development program, or within 90 days of a conditional zoning amenclnlent that provides for the diSC011tll1uance Of the residential land use development program. Frederick County Public Schools shall provide the County with information specifying the total 111.1mber Of students within the Property within this 90 clay release period to ensure that proffered payments have been Secured for the project. 2) A one-time payment of $3,000.00 for each student over 15 total students calculated at the 175`I' residential unit. 3) A one -tulle payment of $3,000.00 for each Student over 27 total Students calculated at the 323rc1 residential unit. 4) A one-time payment of' $3,000,00 for each Student over 39 total students Calculated at the 470`I' residential unit. 5) A one-time payment of $3,000.00 for each student over 51 total students calculatecl at the 645t1i residential unit. ✓l U tntib 0l 0 k Recreational Amenities �V e�l,c � �)-LGL)c , o—ve� ca p acL,d s P V e e e--- wb' 1) The Owner and/or Applicant shall construct a 10-foot asphalt pedestrian and e `' • bicycle trail till-ougllout the limits of the Buffalo Lick Run Land Bay in the general location depicted on the GDP. The 10-Pool asphalt pedestrian and bicycle 4, trail shall be designed and constructeCl in Conjunction with second phase of residential land use Clevelopmerlt Specihcd in Section D2 of the proffer statement. V% \ a�-0The 10-foot asphalt pedestrian and bicycle trail shall be available for use as a J public trail system and shall be maintained by the property owners association f�� established for the project. The 10-foot asphalt pedestrian and bicycle trail system Shall be permitted to collet towards the recreational amenity values for the market rate Illulti-fallllly UnitS CICVelOped Wlthln 01C proleCt. /- tNU 2) The Owner and/or Applicant shall construct a C01111r1unity building to include a ��� workOUt/fltlleSS facility and a C0111111unily SWillmling 1)001 f01- use by the reSldC lltS ej'� �-0� of the project. The Community buildii 7 al wimming pool facilitigs shall be vj( �w " available for use by the residents of the project prior to the Completion of the �jp �,U second phase of residential land use developlllellt specified in Section D2 of the c�0' proffer statement. The C0111111Ulllty building, workout/fitness facility, and� ^�� UO��ua Colllllllllllty SWllllllllllg pool Shall be permitted to COUIlt towards the recreational ��t Ike, U rt vi rile #37011IC/I;nW j40 f✓ O)I t� o I� � r J✓ ,.r l !/l�/Lf� /f��t �. CA, lil/�P� riOZ lj CU ,r,ro-v c /�- k vcd C C,� Oreenway Engineering 9 September-28-200.5 Heritage Commons Rezoning Revised May 20, 2015; Revisal September 25, 2015 Revised oc(oher 23, 2015 aillenity valUeS for the market fate Illllltl-family Units developed Within the project. 3) The Owner and/or Applicant shall construct an 8-fool asphalt pedestrian trail system within the residential portions Of the project, which Shall provide / connectivity to adjacent commercial land Uses located Within the same Land Bay C , area. The general location of the trail system shall be provided on the Master Development Plan. The 10-foot asphalt pedestrian trail system shall be permitted 10 count towards the 1•ecreaU011al amenity values for the market rate multi -family 5 f units developed within the project. � � �taf���L ��/'[ e v� p " � p L� J �1 _ Q n /� �C' e� 1� C�.�J Gl l (N V ���W I O-V� FEU � �{-�c�� J l ✓ �- 1/lf, `-C l/ � (NUJ �' �/ ✓ v \ � .. � ✓ �S I �e,i � n-lip w(�t� Ip p ✓' 1 JL 11 ti 5 G. Transportation / 1) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, and ROUndab011t; Section C — East Tevis Street to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U4D). 2) Count -Managed Revenue Sharing Program Project Agreement The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement") for the regional road system identified as Section A and Section i3 on the proffered GDP within 30 days of non -appealable rezoning approval. The Agreement shall be consistent with the standard format utilized for other executed County -Managed Revenue Sharing Program Projects and may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of the Section A and Section 13 regional road system is consistent with the proffered conditions. /Jbc Owner an(V(jr Applicant shall be responsible for the local funding Match for the Section A and Section B regional"road system identified on the proffered GDP.- The Owner and/or Applicant shall not be per11 itt�d to commence CFvClopnlent activities on the Property lentil the Agreement is executed. 3) Section A Regional Road Improvement Program POCTIMMIMOACE File 113701 FlCninw 6 Greenway Engineering September-2S�011S Heritage Conttnons Rezoning 14erised May 20, 2015; Revised September 25, 2015 Revised October 23, 2015 the Seetim,��,�b Ta> teZ��l-system, ,+ic-h The Section A regional road system shall be designed and constructed as an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances iIlto Land Bay I and Land Bay 2 that sleet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be permitted to begin residential and commercial development that is served by the Section A regional road system, which shall be limited to the development of the residential and commeIcial land uses specified in Section D 1 and D5 of the Proffer Statement until construction of the Section B regional road system commences. 4) Section 13 Regional Road Improvement Program i RMWEVIR" -lam— MICI.M.11=10PUMN, .. : The Owiief and/Or Applieant shall-ber „ 11111dilig , atel, r r tile SeGfiEM! B FeoEfflal E)ad .,,hieh The Section B regional road system shall be designed and constructed as an Interstate 81 Bridge with four travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay I and Land Bay 2 that Pile #3701 HUFAW 7 Greenway Engineering 0 September-29, 2005 • 1leritage Commons Rezoning 1%viwed May 20, 2015: Revised September 25, 2015 Revised Ocloher 23, 2015 meet or exceed VDOT entrance spacing regllil•CillelltS that are lit force at the tittle of final road design plan approval. 5) Section C Regional Road Right -of -Way Dedication The Owner aild/Or Applicant shall provide the County with a right-ol'-way dedication plat for the Section C East Tevis Street extension between the ROLlnclabOLlt aIld the northern Property boundary. The Section C right-of-way dedication plat shall be Sufficient for the ConStl•uction of' an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41+50 to Station 46+50 within the Property. The Section C right-ol'-way dedication plat shall be provided to the CoLulty for recordation within 30 clays of.' written notice by the County Of final road Construction design plan approval. The final road design plan shall inclUcle all intersection that provides full access and/or partial access commercial entrances afld—iaFai ee ial Land Bay 1 on the cast and west side of the Section C regional road system that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant Shall provide ingress/egress casements along the northern limits of' the Property within Land Bay I SLIIfICient t0 allow fOr inter -parcel access for construction and use by the adjoining properties. In the event that the County -Managed Revenue Sharing Program construction project has not conlnlenccd for the portion of Section C within the Property when street access is needed to serve development within this portion of Land Bay 1, the Owner and/Or Applicant shall be permitted t0 COi1Sll•L1Ct a partial Street section necessary to serve said development until the East Tevis Street extension project Is completed by Others. 6) Section D Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section 1) Warrior Drive extension between the ROLlndabout and the southern Property boundary consistent with the alignment identified on the GDP. The Section D right-ol'-way dedication plat shall be Sufficient for the construction of an Urban Four -Lane Divided 1 U4D) with �LFf�3-a11Z1 gTltter-,-a-1-0' asphaLLpedestria11and bicycle The Owner and/or Applicant shall dedicate right -of' -way sufficient 17or the described Warrior Drive _U4D road section within 6 months Of the issuance of an Occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right-of-way dedication area. 7 �e L,w,tic File #3701 HC/I:Aw 8 • • (ireenway Engineering September-2"005 heritage Commons Rezoning Revsed May 20, 20M Revised September 25, 2015 Revised Ocloher 23, 2015 7) Residential and Commercial DevelopMent Program The Owner and/or Applicant shall be permitted to implement the residential and commercial land development program SpeCllled in Section C2 of' the proffer statement until the land uses have a Cumulative impact of 20,000 ADT. The Owner and/or Applicant shall utilize actual tral•fic counts to determine ADT Vo111117CS aSSOClaled with land uses de ye-Io-peLl-itl the Propcity. The Owner and/or Applicant shall conduct actual traffic Counts when ITE Generation values 1'01- approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director. Once actual traffic counts for land uses developed in the project reach 20,000 ADT, the Owner and/or Applicant will prepare traffic Studies in ConjluICtion With Subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the transportation System within the Property identified by the traffic Studies will be implemented by the Owner and/or Applicant during the site plan development process as required by VDOT and the County. The Owner and/or Applicant shall limit development Within Land Bay 3 to land uses with a CLIIIIIIIative impact of 2,550 ADT in which access is limited to the Signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual trail c counts at the Madison Village public access road connection along the Southern boundary of' the Property to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to Continue (levelOpment within Land Bay 3 above the 2,550 ADT threshold following the C0IISIi•L1CtI0ll of street access that connects Land Bay 3 to the W f✓' 1 regional road system serving Land Bay 2. Street access connecting Land Bay 3 to Land Bay 2 shall be the responsibility of the Owner and/or Applicant and shall be (� (ViQ, �ahv designed and COIIStrLlCted as a typical Section SLIHIClent to accommodate the traffic projections that exceed the 2,550 ADT threshold. b� 1, 8) Private Streets The Owner and/or Applicant shall have the ability to construct all internal street systems within the Property as private Streets, except for the regional road systems described in Section G I through G5 of the proffer Statement. All private I streets shall be designed to standards acceptable to the County Engineer and in conformance to VDOT corner clearance distances that are in force at the time of Lr final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. 9) Adjoining Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential Subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete Sidewalks or asphalt trails within the File #37011IC/EAW 9 Greenway Engineering Neri(age Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 Revised Octoher 23, 2015 portions of the Property that abut the existing residential subdivision street systems. H. Winchester Regional Airport 1) The Owner and/or Applicant shall provide information in sales llteratUCe, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. OWNER/APPLICANT NOTARIZED SIGNATURE ON FOLLOWING PAGE Idle #3701110FAw 10 Greenway Engineering Signature 46 SeptembeF 28, 005 Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 Revised October 23, 2015 The coIditions proffered above shall be bindlllg UI1011 the heirs, executoI's, administrators, assigns and Successors in the interest of the owner and applicant. In the event the Frederick County Board 01' Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: B y: R 150 SPE, LLC - Owner Date Commonwealth of Virginia, City/County of' To Wit: The f0reg011lg InStrU lent was acknowledged before me this clay o1' 20 by Notary Public My Commission Expires File #3701 HUHAW p , (r, )-S G d " c'c'o • • Greenway Engineering September 28, 2005 1leritage Commons Rezoning Revised May 20. 2015; Reviscd September 25, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 02-14 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Pro,ject") ORIGINAL DATE OF PROFFERS: September 28, 2005 REVISION DATE: September 25, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Secl. of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning, the Undersigned Owner hereby proffers that in the event the Board OI SllperVIS01'S of Frederick County, Virginia, shall approve Rezoning Application #02-14 for the rezoning of 150.59±-acres inclusive of 96.28± acres of Business General (132) District and 54± acres Of Residential Performance (RP) District with prof'l'ers to 150,59±-acres of Residential Planned Community (R4) District with proffers, development of the subject properties (here -in after the "Property") Shall be clone In coiformlty with the terms and conditions set forth herein, except to the extent that Such terms and conclitions may be subsegUently amended or revised by the Applicant and SUCK be approved by the Frederick COUnty Board Of SUpei'VISO1'S In accorclance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be cleemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, heirs, or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan elated September 25, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development Plan (here -in after the "GDP") attached hereto and incorporated herein by File 113701 HUEAW Greenway Fnginecring September 28, 2005 heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 reference as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Departillent. The exact bOUndary aild acreage Of each laud bay may be shifted t0 a reasonable degree at the time Of Site plan SUbillisSion for each laud bay in Order t0 accommodate engineering Or design considerations. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/Or Applicant shall develop the Property in Substantial conformance with the GDP prepared by Greenway Engineering, dated September 25, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the locatioI Of potential entrance locations along the regional road systems serving the Property, the general location Of the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive fight -Of -way dedication areas, and the general location Of tile Buffalo Lick Run Open Space Area and public trail system. The final location of., the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick IZun Open Space Area and public trail system can be adjusted to accommodate final engineering design requirements without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depictCd on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall devClOp the Property in substantial conforIllance with the Design Modification DOCUmcnt dated September 25, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/or Applicant shall develop a mixed land use development that inClUdes market rate illlllti-falnily residential, commercial, and market fate multi- family residential/commercial land uses within the same structure. Market rate IllUlti-failllly residential land is defined as having no IIIC0111C limit f01' the Unit and File #3701 HUFAW 2 • • Grecnway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 offered as the highest rent that the local market can sustain. The market rate multi -family residential and the market rate residential/commercial land uses within the same structure may be developed within gated COMM with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters oil the Property. The Land Use Matrix Table provides for the IllillllllUm and maximui71 percentages Oi residential and commercial that will be developed within the land bays identifies( within the GDP identified as Exhibit A in this proffer statement. The actual acreages identified for each Land Bay is approximate and may fluctuate based oil filial SUrvCy work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; 1 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification DOCUI11CIlt Uses allowed in RP; 2 B 1; 132; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification DOCulllent Uses allowed in RP; 3 B1; 132; B3 Districts 53.95± acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/Or Applicant shall limit residential land use dCVCI0p1lle1t within the Property to a maxillll1111 of 645 market rate multi -family units. The commercial land use development within the Property is not limited other than by the requirements pertaining to the average daily trip (ADT) generation Specified in Section G6 of the proffer statement. 4) The Owner/Applicant shall prohibit permitted land uses within the OM, Office 1VIanufactl11'Ing District and the M 1, Light Industrial District that are not otherwise permitted within the RP, Bl, B2 and B3 Zoning Districts. File N3701 HUFAW 3 • i (ireenway Engineering September 28, 2005 Heritage Commons Rezoning Ruised May 20, 2015; Revised September 25, 2015 D. Land Use Phasing Program 1) The Owner and/or Applicant shall phase the residential land use development program to 175 residential units within the first two years of the project, which shall begin at the time of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section D1 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program to 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program to 147 residential units for the ensuing two years of the project. 4) SLlbsegLICllt to the two year time line specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner and/or Applicant shall develop 50,000 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 300°i market rate nullti-family residential unit. 6) The Owner and/or Applicant shall develop an additional 50,000 square feet of commercial land use prior to the ISSLlance of a Certificate Of OCCLIpancy permit for the 600`' market rate 111Ldtl-falllily residential Ullit. 7) The Owner and/Or Applicant shall develop 7,500 Square feet Of., commercial land use prior to the issuance of a certificate Of occupancy permit for the 64.5"' market rate multi -family residential unit. E. Monetary Contribution for Public Schools l ) The Owner and/or Applicant shall establish an escrow account with the County totaling $200,000.00 to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be determined by student calculation numbers provided by Frederick County Public Schools consistent with the residential land use development program specified in Section D 1 — D4 of the proffer statement. Monetary contributions for impacts to public schools shall be provided as a one-time payment as described in Sections E2 — E5 of the proffer statement. The escrow account shall be released by the County within 90 Clays of issuance of [lie final OCCUpancy permit following completion of the residential development program, or within 90 days of a conditional zoning amendment that provides for the discontinuance of the File #3701 HUHAW 4 • (ireenway nngincering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 residential land use development program. Frederick County Public Schools shall provide the County with information specifying the total number- of students within the Property within this 90 clay release period to ensure that proffered payments have been secured for the project. 2) A one-time payment of $3,000.00 for each student over 15 total students calculated at the 175t' residential unit. 3) A one-time payment of $3,000.00 for each student over 27 total students calculated at the 323r(1 residential unit. 4) A one-time payment of $3,000.00 for each student over 39 total students calculated at the 470t1i residential unit. 5) A one-time payment of $3,000.00 for each student over 51 total students calculated at the 645t1i residential unit. F. Recreational Amenities 1) The Owner and/Or Applicant shall construct a 10-foot asphalt peclestrian and bicycle trail throughout the limits of the Buffalo Lick Run Land Bay in the general location depicted on the GDP. The 10-foot asphalt peclestrian and bicycle trail shall be designed and Constructed in conjunction with second phase of residential land use development specified in Section D2 of the proffer statement. The 10-fool asphalt peclestrian and bicycle trail shall be available for use as a public trail system and shall be maintained by the property owners association established for the project. The 10-foot asphalt pedestrian and bicycle trail system shall be permitted t0 Count towards the recreational amenity values for the market rate i-nLiltl-fallllly units developed within the proect. 2) The Owner and/or Applicant shall construct a community building to include a workout/fitness facility and a community swinlnling pool for use by the residents of the prOJect. The COn1111lllllty building and swimming pool facilities shall be available for use by the residents of the project prior to the completion of' the second phase of residential ]and use development specified in Section D2 of the proffer statement. The C011111111nity building, workout/fitness facility, and community swimming pool shall be permitted to count towards the recreational amenity values for the market rate Illllltl-fa11111y units developed within the project. 3) The Owner and/or Applicant shall construct an 8-fool asphalt peclestrian trail system within the residential portions of the project, which shall provide connectivity to adjacent commercial land uses located within the same Land Bay area. The general location of the trail system shall be provided on the Master Development Plan. The 8-foot asphalt peclestrian trail system shall be permitted to Count towards the recreational amenity values for the market rate multi -family units developed within the project. Idle #3701I-IC7tiAw 5 \J • (ireenway 13ngincering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015: Revisal September 25, 2015 G. Transportation 1) Comprehensive Policy Plan Regional Road InfrastrLICtUrC Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section 13 — Interstate 81 Bridge, East Tevis Street to western Properly boundary, and Roundabout; Section C — East Tevis Street to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U4D), 2) Section A Regional Road Improvement Program The Owner and/or Applicant Shall enter Into ACOLInty-Managed RCVCnUe ShariIlg� Iogram Project Agreement (here -in after the "Agreement") for the regional road system identified as Section A on the proffered GDP within 30 days of noIl- IMF appealable rezoning approval. The Agreement shall be consistent with the \" \ \U standard format utilized for other executed County -Managed RCvenuC Sharing Program Projects and may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical Section of' the Section A regional road system is Consistent with the proffered onditionS. The Owner and/or Applicant shall be responsible for the local funding match for ^Al he Section A regional road system, which Shall be designed and COnStrUcLed as all rban Four -Lane Divided Section (U41)) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access c011 mercial entrances into Land Bay I and Land Bay 2 that meet or exceed VDOT entrance Spacing regUirements that are ill force at the tittle of filial road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable Studies required for approval by the County and �J VDOT necessary t0 begin COI)SlrLiCti011 of the Section A regional road system. �0 The Owner and/or Applicant shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences. 3) Section B Regional Road Improvement Program The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement for the regional road system identified as Section B File #370111C/I;Aw 6 0 0 (ireemvay Engineering Septemher 28, 2005 heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 on the proffered GDP within 30 clays of* lion -appealable rezoning approval. The Agreement shall be consistent with the standard format utilized for other executed County -Managed Revenue Sharing Program Projects and may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of the Section B regional road system is consistent with the proffered conclitions. The Owner and/or Applicant shall be responsible for the local funding match for the Section B regional road system, which shall be designed and constructed as all Interstate 81 Bridge with four travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections provlcllllg lull access commercial entrances into Land Bay I and Land Bay 2 that sleet Or exceed VDOT entrance spacing regU1rel-nentS that are in Force at the time of final road clesign plan approval. 4) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provicle the County with a right -of' -way dedication plat for the Section C East Tevis Street extension between the Roundabout and the northern Property boundary. The Section C right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan From Station 41+50 to Station 46+50 within the Property. The Section C right -of* -way cledication plat shall be provided to the County for recordation within 30 days of written notice by the C011ilty Of filial road construction design plan approval. The final road design plan shall include an intersection that provides full access comIllercial eItrances and partial access commercial entrances serving Land Bay I On the east and west side Of the Section C regional road system that Illeet Or exceed VDOT entrance spacing recillll-ClllCllts that are in force at the time of filial road design plan approval. The Owner and/or Applicant shall provide Ingress/egress easements along the lorthern limits OI the Property within Land Bay 1 sufficient to allow for inter -parcel access for construction and use by the adjoining properties. In the event that the County -Managed Revenue Sharing Program construction project has not commenced for the portion of Section C within the Property when street access is needed to serve development within this portion of Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is completed by others. q�� bVA5 A flk Kve--- km I or "' File H37011 iC/I:AW 7 0 1] Greemvay Engineering September 28, 2005 heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 5) Section D Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section D Warrior Drive extension between the RoundabOLlt and the SOLItl1CI'11 Property boundary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be sufficient for the construction of an Urban hour -Lane Divided Section (U41)) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. The Owner and/or �� Applicant shall dedicate right-of-way sufficient for the described Warrior Drive vjA 4D road section within 6 months of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the � ZOLlndab011t and the right-of-way dedication area. pV 6) Residential and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and commercial land development program specified in Section C2 Of tale proffer statement until the land uses have a cumulative impact of 20,000 ADT. The t Owner and/or Applicant shall utilize actual traffic counts to determine ADT V� volumes associated with land uses developed in the Property. The Owner and/or Applicant shall conduct actual traffic counts when ITE Generation values for approved land uses are projected to reach 20,000 ADT, which will be provided to �l- ¢ the County Transportation Director. Once actual traffic counts for land uses �( developed in the project reach 20,000 ADT, the Owner and/or Applicant will b� prepare traffic studies in conjunction with subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the transportation system within the Property identified by the traffic studies will be implemented dlll'illg the site plait development process as regUired by VDOT and the County. The Owner and/or Applicant shall limit development within Ladd Bay 3 to land uses with a CLI111lllative impact of 2,550 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual traffic Counts to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be I)CI-IllittCd to C011tllllle development within Land Bay 3 above the 2,550 ADT threshold following the construction Of street access that Connects Land Bay 3 to the regional road system serving Land Bay 2. 7) Private Streets The Owner and/or Applicant shall have the ability to COIIStrIICt all internal street systems within the Property as private streets, except for the regional road systems described in Section G I through G.5 of' the proffer statement. All private Streets shall be designed to standards acceptable to the County Engineer. rile #37011IC/E,AW 8 • Greenway Engineering September 28, 2005 heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 8) Adjoining Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential subdivision street systems. H. Winchester Regional Airport 1) The Owner and/or Applicant Shall provide llllormatlon In sales liLeraLL11'e, property deeds and lease agreements for the market fate I11LIlt1-faintly U11itS that Identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. OWNER/APPLICANT NOTARIZED SIGNATURE ON FOLLOWING PAGE File H370111C/I:Aw 9 0 Greenway Engineering Signature September 28, 2005 Revised May 20, 2015; Revised September 25, 2015 I leritage Commons Rezoning The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered concitions shall apply to the land rezoned In addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: 13 y: R 150 SPE, LLC - Owner Commonwealth of Virginia, City/County of To Wit: The foregoing instrument was acknowledged before me this clay of 20 by My Commission Expires Date Notary Public File #3701 HC/FAW 10 4 0 ,L Greenway Gnginecring September 28, 2005 heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 02-14 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") RECORD OWNER: R 150 SPE, LLC (hcre-in after the "Owner") APPLICANT: Heritage Commons, LLC (hcre-in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Project") ORIGINAL DATE OF PROFFERS: September 28, 2005 REVISION DATE: May 20, 201s September 25, 2015 Prelinlinary Matters Pursuant to Section 15.2-2296 Et. Seq. of the Code of' Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional Z_011lllg, the undersigned Owner hereby proffers that in the event the Board Of' Supervisors of Frederick County, Virginia, shall approve Rezoning Application #02-14 for the rezoning of 150.59±-acres inclusive of' 96.28± acres of Business General (132) District and 54± acres of Residential Performance (RP) District with proffers to 150.59±-acres of Residential Planned Community (R4) District with proffers, development of the subject properties (here -in after the "Property") shall be done in conformity with the terms and conditions set forth herein, except to the extent that SIICIl terms and conditions may be SUbsequently amended or revised by the Applicant and SUch be approved by the Frederick County Board Of SUpervisors ill accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal Successors, heirs, or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated May 20, 2014 September 25, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development Plan (here -in after the "GDP") attached hereto and File #3701 HUFAW • C, Greemaay Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20. 2015; Revised September 25, 2015 incorporated herein by reference as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. 'File GDP IS provided Ill IleLl of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Departillent. The exact bOUildary and acreage of each land bay may be shifted to a reasonable degree at the tiille of Site plan SUbmisslon for each land bay Ill order to accommodate engineering or design considerations. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in Substantial conformance with the Ge-neralized 'revelepnleit-4fffl-{-GW-) GDP prepared by Greenway Engineering, dated Nelay 20, `'n's September 25, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road iffipi-eveilTents systems identified in the Frederick County Comprehensive Policy Plan, the location of potential entrance locations along the regional road systems serving the Property, the general location of' the land bays proposed for residential and commercial development, the general location of the East Tevls Street and the Warrior Drive right-of-way eligmei}t dedication areas, and the general location of' the Bul,lalo Lick Run Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right -of -Way r'1-Ii *meF}t dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system call be adjusted to accommodate final engineering design requirements Without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in Substantial conformance With the Design Modification DOCLlmellt dated Wy 20,-2vi-4 September 25, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/or Applicant shall develop a mixed land use development that includes market rate multi -family residential, commercial, and market rate IllUlti- family residential/co11111mercial land USCS Within the Sallie structure. Market rate File U3701 1 lC/l:AW 2 • • Ureenway iSngineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 multi -family residential laird IS defined as having no income limit foI' the Unit and offered as the highest rent that the local market can sustain. Tile market rate multi -family residential and the market rate residential/commercial land Uses within the same StRICtUre may be developed within gated C0111111LInitieS with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the 1111I1i11lUm and maxin1L1111 peI'Centages Of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. The actual acreages identified for each Land Bay is approximate and may 11LICtLIate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; 1 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B 1; 132; B3 Districts 46.47± acres 75% MIN. AC, 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification DOCLIMCIlt Uses allowed in RP; 3 B 1; 132; B3 Districts 53.95± acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document Buffalo Open Space; Public. 12.35 acres N/A N/A Lick RLIn Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall limit residential land Use development within the Property to a maximum of 645 market rate InUlti-family Units. The commercial land Use development within the Property is not limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G5 G6 of the proffer statement. File 113701 HC/GnW 3 • 0 Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 4) The Owner/Applicant shall prohibit permitted land uses within the OM, Office Ivlanufacturing District and the M I, Light Industrial District that are not otherwise permitted within the RP, B 1, B2 and B3 Zoning Districts. 11n E. Land Use Phasing Program 1) The Owner and/or Applicant shall phase the residential land use development program to 175 residential Units Within the first two years of the project, which The t e yeat- time line shall begin at the time of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section DI of., the proffer statement, the Owner and/Or Applicant shall phase the residential land use development program to 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program to 147 residential units for the ensuing two years off the project. 4) Subsequent to the two year time bile specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner and/or Applicant shall develop 50,000 SCIUare feet Of commercial land use prior to the issuance of a CertificatC Of OCCUpancy permit for the 300`I' market fate multi -family residential urlit. 6) The Owner and/or Applicant shall develop an additional 50,000 square feet of commercial land Use pl'I0i' to the Issuance Of a certificate Of Occupancy permit for the 600°i market rate multi -family residential unit. 7) The Owner and/or Applicant shall develop 7,500 SClliare feet Of commercial land use prior to the issuance of a certificate of occupancy permit for the 645`I' market rate multi -family residential unit. Monetary Contribution for Public Schools 1) The Owner and/or Applicant shall establish an escrow account With the County totaling $200,000.00 to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be determined by student calculation numbers provided by Frederick County Public Schools consistent With the residential land use development program specified in Section D 1 — D4 of the proffer statement. Monetary contributions for impacts to public schools shall be provided as a one-time payment as described in Sections Mile #3701 HC/EAW 4 Creenway Engineering September 28, 2005 heritage Commons Rezoning Revised May 20, 2015: Revised September 25, 2015 E2 — E5 of the proffer statement. The escrow account shall be released by the County Within 90 clays of issuance of' the final occupancy permit following completion of the residential development program, or within 90 days of a conditional zoning amendment that provides for the Cliscontinuance Of' the residential land use development program. Frederick County Public Schools shall proviCle the County With information specifying the total number of students Within the Property Within this 90 clay release period to ensure that proffered payments have been secured for the projec(. 2) A one-time payment of $3,000.00 for each Student over 15 total students calculated at the 175t1i residential unit. 3) A one-time payment of $3,000.00 for each student over 27 total Students calculated at the 323`d residential unit. 4) A one -tittle payment of $3,000.00 for each Student over 39 total Students calculated at the 470t1i residential unit. 5) A one-time payment of $3,000.00 for each student over 51 total students calculated at the 645°i residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall construct a 10-foot asphalt pedestrian and bicycle trail throughout the limits of' the Buffalo Lick Run Land Bay in the general location depicted on the GDP. The 10-foot asphalt pedestrian and bicycle trail shall be designed and constructed in conjunction with second phase of residential land use development, Specified in Section D2 of the proffer statement. The 10-fool asphalt pedestrian and bicycle trail ��. sie11 shall be available for use as a public trail system tise and shall be maintained by the properly owners association established for the project. The 10-foot asphalt pedestrian and bicycle trail system shall be permitted to count towards the recreational amenity values For the market rate Illultl-family units deVCl01)eCl Within the 1)1"0lCct. 2) The Owner and/or Applicant Shall construct a community building to include a workout/fitness facility and a comnuulity SWinlnling pool for use by the residents of the project. The c0111nlurlity building and swimming pool facilities shall be available for use by the residents of the project prior to the completion of the second phase of residential land use development specified in Section D2 of the proffer statement. The community building, workou(/fitness facility, and C01111111Illity SWllllllllllg 1)001 shall be perl111tteCl to Count towards the recreational amenity values for the market rate I11LlItl-failllly units dCVelopcd Within the project. 3) The Owner and/or Applicant shall construct an 8-fool asphalt pedestrian trail system within the residential portions of the project, which shall provide connectivity to acljacent commercial land uses located within the same Land I3ay File #370111Cn:nw 5 0 u Greenway 1?ngineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015: Revised September 25, 2015 area. The general location of the trail system shall be provided on the Master Development Plan. The 8400t asphalt pedestrian trail system shall be permitted to C011llt towards the recreational allIelllty VaIIICS for the market rate 111Ult1-fallllly units developed within the project. G. Transportation I) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road Intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, and Roundabout I�etl+da-heut a+xd East Tevis Street te nei'theast prepei-ty betlndaf-y; ai+d Section C — East Tevis Street to west preperty northern Property boundary and r t , - 81 !3i-;,I (; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); aftI the East Tevis Street portions ol' Section 13 and Section C as all Urball Four - Lane Divided Section (U4D); and Section D as all Urban Four -Lane Divided Section (U41)). 2) Section A Regional Road Improvement Program The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement") for the regional road system identil'ied as Section A on the proffered GDP within 30 days of non - appealable rezoning approval The Agreement shall be consistent with the standard format utilized for other executed County -Managed Revenue Sharing Program Projects and may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of' the Section A regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible for the local IUndlllg match for the Section A regional road system, which shall be designed and Constructed as an File 10701 FIC/BAW 6 • Greenway Engineering September 28, 2005 heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access commercial entrances into Land Bay I and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of' final road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be limited to the development of the residential and commercial land uses specified in Section 1) 1 and D5 until construction of the Section B regional road system commences. 3) Section B Regional Road Improvement Program :: �10 IV - The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement for the regional road system identified as Section B on the proffered GDP within 30 days of' non -appealable rezoning approval. The Agreement shall be consistent with the standard format utilized 101' otller executed COIInty-Managed ReVCIll1C Sharing Program PrOlects and Illay be Illochhed to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of' the Section B regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible for the local funding match Ior the Section B regional road system, which shall be designed and constructed as an Intei-State 81 Bridge with I•ollr travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U41)) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access commercial entrances into Land Bay I and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. Pile #37011-IC/I:AW 7 Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Rcvixd September 25, 2015 4) Section C Regional Road Right -of -Way Dedication v'esel-c ed in -Se crap CA of the praf i-cimrcement. Ali pi*iP�rI.I� LI- streets shall be designed tstandards aeeeptab}e t ie-EemA-y�eels The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C Cast Tevis Street extension between the Roundabout and the northern Property boundary. The Section C right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41+50 to Station 46+50 within the Property. The Section C right-of-way dedication plat shall be provided to the County for recordation within 30 days of written police by the County of final road construction design plan approval. The final road design plan shall include an intersection that provides full access commercial entrances and partial access commercial entrances serving Land Bay 1 on the east and west side of the Section C regional road system that meet or exceed VDOT entrance spacing reduirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall provide ingress/egress easements along the northern limits of the Property within Land Bay I sufficient to allow for inter -parcel access for construction and use by the adjoining properties. In the event that the County -Managed Revenue Sharing Program construction project has not commenced for the portion of Section C within the Property when street access is needed to serve development within this portion of Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is completed by others. 5) Section D Regional Road Right -of -Way Dedication JIIIVIIL J statement until the I Wises have a eum lattiyimpaet f 23,177 A DT Tile APT vale rr s asseeiaieCiNaiwId USeS Elfye10j)eEl—in the—projeei The ntu al traff' "un e"�—Qianef- t; nlu for appi-e�,ed laflEl uses are jeete�l�tt to i-eaeh �gnn A DTe h;eh will be , lalid uses developed in the pf-ejeet i-eaeh e177 e the Owfiei4Applieant will eei�unetion with ub ""ent—sit, plans ;1' Ele ad TCl �. u Idle 107011-IC/I;AW 8 E Greenway Engineering September 28, 2005 I Ieritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section D Warrior Drive extension between the ROundabout and the S011thel'11 Property bOUndary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. The Owner and/or Applicant shall dedicate right-of-way sufficient for the described Warrior Drive U4I) road section within 6 months of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right-of-way dedication area. 6) Residential and Commercial Development Program The Owner and/Or Applicant Shall be permitted to implement the residential and commercial land development pl'Ogram specified 111 Section C-r C2 of the proffer statement until the land uscS have a cumulative impact ol',l77 20,000 ADT. The Owner and/or Applicant shall be-pe- mitted40 utilize actual traffic counts to determine ADT volumes associated with land uses developed in the Rl-eject Property. The Owner and/or Applicant Shall C011duct actual traffic COunts when ITE Generation values for approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director. Once actual traffic counts for land uses developed in the project reach 23,27 20,000 ADT, the Owner and/or Applicant will prepare traffic Studies in conjunction with subsequent site plans il' deemed necessary by the County Transportation Director. '^ Ele ine adElitiEMiRl—Hfiff6Vemen--;i Improvements t0 the transportation System within the pf-pjeet Property identified by the t'afl'ic Studies will be implemented during the site plan development process aS required by VDOT and the County. The Owner and/or Applicant shall limit development within Land Bay 3 to land uses with a C1111111lative impact of 2,5.50 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual traffic COLHAs to determine ADT volumes associated with land uses development restriction for this phase of development within Land File #3701 HUFAw 9 • • Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Rcviscd September 25. 2015 Bay 3. The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. 7) Private Streets The Owner and/or Applicant shall have the ability to construct all internal street systems within the prajeet Property as private streets, except for the regional road systems described in Section G 1 through G5 of the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer. 8) Adjoining Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential SLlbd1V►Si011 adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential subdivision street systems. H. Winchester Regional Airport 1) The Owner and/or Applicant shall provide in('ormation in sales literature, property deeds and lease agreements for the market rate n11116 family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. OWNER/APPLICANT NOTARIZED SIGNATURE ON FOLLOWING PAGE File #3701 HUFAW 10 • (ircenway 13ngincering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015: Revised September 25, 2015 Signature The conditions proffered above shall be biIIding upon the beil-S, executors, administrators, assigns and SLICCCSSOI-S ill the Interest Of the owner and applicant. hl the event the Frederick County Board of' Supervisors grants this rezoning and accepts the conditions, the proffered concitions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: B y: R 150 SPE, LLC - Owner Commonwealth of Virginia, City/County 01' To Wit: The foregoing instrument was acknowledged before me this clay of' 20 by My Commission Expires Date Notary Public file #3701 FlGlinw lJ 0 Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 02-14 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Project") ORIGINAL DATE OF PROFFERS: September 28, 2005 REVISION DATE: May 20, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq. of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning, the undersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #02-14 for the rezoning of 150.59±-acres inclusive of 96.28± acres of Business General (132) District and 54± acres of Residential Performance (RP) District with proffers to 150.59±-acres of Residential Planned Community (R4) District with proffers, development of the subject properties ("Property") shall be done in conformity with the terms and conditions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, heirs, or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated May 20, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development Plan (here -in after the "GDP") attached hereto and incorporated herein by reference as File #3701 HC/rnw Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015 "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. 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. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan I ) The Owner/Applicant shall develop the Property in substantial conformance with the Generalized Development Plan (GDP) prepared by Greenway Engineering, dated May 20, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road improvements identified in the Frederick County Comprehensive Policy Plan, the general location of the land bays proposed for residential and commercial development, the general location of the Warrior Drive right-of-way alignment, and the general location of the Buffalo Lick Run Open Space Area. The final location of the regional road improvements, the land bays proposed for residential and commercial development, the general location of the Warrior Drive right-of-way alignment, and the general location of the Buffalo Lick Run Open Space Area can be adjusted to accommodate final engineering design requirements without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner/Applicant shall develop the Property in substantial conformance with the Design Modification Document dated May 20, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code § 165- 501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner/Applicant shall develop a mixed land use development that includes market rate multi -family residential, commercial, and market rate multi -family residential/commercial land uses within the same structure. Market rate multi- family residential land is defined as having no income limit for the unit and offered as the highest rent that the local market can sustain. The market rate multi -family residential and the market rate residential/commercial land uses within the same structure may be developed within gated communities with private street systems. File #37011-IC/Enw 2 • l J Greenway Engineering September 28, 2005 Heritage Commons Reroning Revised May 20, 2015 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the minimum and maximum percentages of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. The actual acreages identified for each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Use allowed in B 1; 132; 1 B3 Districts and Design 37.48± acres 0% AC. 100% AC. Modification Document Use allowed in B 1; 132; 2 B3 Districts and Design 46.47± acres 75% MIN. AC. 20% MIN. AC. Modification 80% MAX. AC. 25% MAX. AC. Document Use allowed in B 1; 132; 3 B3 Districts and Design 53.95± acres 0% MIN. AC. 80% MIN. AC. Modification 20% MAX. AC. 100% MAX. AC. Document Buffalo Open Space; Trail 12.35 acres N/A N/A Lick Run System; Road Crossing 3) The Owner/Applicant shall limit residential land use development within the Property to a maximum of 645 market rate multi -family units. The commercial land use development within the Property is not limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G.5 of the proffer statement. D. Land Use Phasing Program 1) The Owner/Applicant shall phase the residential land use development program to 175 residential units within the first two years of the project. The two year time line shall begin at the time of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section D1 of the proffer statement, the Owner/Applicant shall phase the residential land use development program to 148 residential units for the ensuing two years of the project. Mile H3701 FIDEAW 3 0 Greenway Engincering September 29, 2005 Heritage Commons Rezoning Revised May 20, 2015 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner/Applicant shall phase the residential land use development program to 147 residential units for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner/Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner/Applicant shall develop 50,000 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 300t1i market rate multi -family residential unit. 6) The Owner/Applicant shall develop an additional 50,000 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 6000' market rate multi -family residential unit. 7) The Owner/Applicant shall develop 7,500 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 645"i market rate multi -family residential unit. E. Monetary Contribution for Public Scliools 1) The Owner/Applicant shall establish an escrow account with the County totaling $200,000.00 to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be determined by student calculation numbers provided by Frederick County Public Schools consistent with the residential land use development program specified in Section DI — D4 of the proffer statement. Monetary contributions for impacts to public schools shall be provided as a one-time payment as described in Sections E2 — E5 of the proffer statement. 2) A one-time payment of $3,000.00 for each student over 15 total students calculated at the 17511i residential unit. 3) A one-time payment of $3,000.00 for each student over 27 total students calculated at the 323r1 residential unit. 4) A one-time payment of $3,000.00 for each student over 39 total students calculated at the 470t1i residential unit. 5) A one-time payment of $3,000.00 for each student over 51 total students calculated at the 64511i residential unit, F. Recreational Amenities 1) The Owner/Applicant shall construct a 10-foot asphalt pedestrian and bicycle trail throughout the limits of the Buffalo Lick Run land bay in conjunction with second phase of residential land use development specified in Section D2 of the proffer File 16701 HC/EAW 4 • 0 Greenway Engineering September 28, 2005 heritage Commons Rezoning Revised May 20, 2015 statement. The trail system shall be available for public use and shall be maintained by the property owners association established for the project. 2) The Owner/Applicant shall construct a community building to include a workout/fitness facility and a community swimming pool for use by the residents of the project. The community building and swimming pool facilities shall be available for use by the residents of the project prior to the second phase of residential land use development specified in Section D2 of the proffer statement. 3) The Owner/Applicant shall construct an 8-foot asphalt pedestrian trail system within the residential portions of the project. The general location of the trail system shall be provided on the Master Development Plan. G. Transportation 1) The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Roundabout and East Tevis Street to northeast property boundary; and Section C — East Tevis Street to west property boundary and Interstate 81 Bridge. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2) and the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D). 2) The Owner/Applicant shall enter into separate County Managed Revenue Sharing Program Project Agreements for the regional road systems described in Section G 1 of the proffer statement. Tile Owner/Applicant shall be responsible for the local funding match for the regional road systems located within the Property; for a prorata share of the local funding match for the Interstate 81 Bridge to be determined with tine County and adjacent land owners with beneficial interest; and for right-of-way dedications within the Property for the regional road systems described in Section G1 of the proffer statement. The time line for construction of the regional road systems will be dictated by the requirements of the County Managed Revenue Sharing Program Project Agreements. 3) The Owner/Applicant shall construct the first phase of Warrior Drive as a 36-foot pavement section and a 10-foot asphalt pedestrian and bicycle trail between the Roundabout and the first full commercial entrance location to the south of the Roundabout in conjunction with the first site plan for an approved land use within this portion of the project. The Owner/Applicant shall dedicate right-of-way sufficient for a Warrior Drive U41) road section within 6 months of the issuance of an occupancy permit for the land use approved for the first site plan within this portion of the project. The right-of-way dedication shall be for the entire segment of Warrior Drive within the property and will be in a location consistent with the alignment identified on the GDP. File #3701 HC/EAW 5 r� U �� Greemvay i3nginccring September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015 4) The Owner/Applicant shall have the ability to construct all internal street systems within the project as private streets, except for the regional road systems described in Section GI of the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer. 5) The Owner/Applicant shall be permitted to implement the residential and commercial land development program specified in Section C3 of the proffer statement until the land uses have a cumulative impact of 23,177 ADT. The Owner/Applicant shall be permitted to utilize actual traffic counts to determine ADT volumes associated with land uses developed in the project. The Owner/Applicant shall conduct actual traffic counts when ITE Generation values for approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director. Once actual traffic counts for land uses developed in the project reach 23,177 ADT, the Owner/Applicant will prepare traffic studies in Conjunction with subsequent site plans if deemed necessary by the County Transportation Director to determine additional improvements to the transportation system within the project. 6) The Owner/Applicant shall be permitted to initiate the design and construction of the initial phase of regional road system Section A described in Section G1 of the proffer statement in advance of the County Managed Revenue Sharing Program Project to facilitate the residential and commercial development program. The Owner/Applicant shall provide for a 36-foot pavement section and the final phase of the traffic signal at the Front Royal Pike/Airport Road intersection in conjunction with the initial phase of construction. The cost of Construction associated with this initial phase shall be credited to the Owner/Applicant for the County Managed Revenue Sharing Program Project Agreement for Section A described in Section G 1 of the proffer statement. OWNER/APPLICANT NOTARIZED SIGNATURE ON FOLLOWING PAGE File #3701 HC/rnw 6 C, • Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015 Sijmature The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: R 150 SPE, LLC - Owner Date Commonwealth of Virginia, City/COUnty Of To Wit: The foregoing instrument was acknowledged before me this day of 20 by Notary Public My Commission Expires 0 0 Greenway Engincering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015 Signature The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: Heritage Commons, LLC - Applicant Date Commonwealth of Virginia, City/County of To Wit: The foregoing instrument was acknowledged before me this day of 20 by Notary Public My Commission Expires File V3701 FIGLnw 8 0 0 Greenway Engineering September 28, 2005 I leritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 02-14 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: l 50.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Project") ORIGINAL DATE OF PROFFERS: September 28, 2005 REVISION DATE: September 25, 2015 Preliminary Matters Pursuant to Section 1.5.2-2296 Et. Seq, ol' the Code of' Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning, the undersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #02-14 for the rezoning of' 150.59±-acres inclusive Of 96.28± acres Of Iusiness General (132) District and 54± acres ol' Residential Performance (RP) District with proffers to 150.59±-acres of Residential Planned Community (R4) District with proffers, development of the Subject properties (here -in after the "Property") shall be done in conformity with the terms and conditions set forth herein, except to the CXLCIIt that SLICK terms and conditions may be SLlbsequently amended or revised by the Applicant and SLICK be approved by the Frederick County Board Of Supervisors in accordance with the Said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawal and have no ef'f'ect whatsoever. These proffers shall be binding upon the Owner and any legal SLICCCSSOI"S, heirs, Or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated September 25, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development Plan (here -in after the "GDP") attached hereto and incorporated herein by Pile #370111C/FAW 0 E (ireenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20. 2015; Revised September 25, 2015 reference as "Exhibit A". The Owiler/Applicant IS SUbillitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan aIld contains all information deemed appropriate by the Frederick County Planning DepartmeIlt. The exact bOUndary and acreage Of each land bay may be Shifted t0 a reasonable degree at the time Of Site plan SUbmission for each land bay ill order t0 accommodate engineeIing or design considerations. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in Substantial conformance with the GDP prepared by Greenway Engineering, dated September 25, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the location of potential entrance locations along the regional road Systems serving the Properly, the general location Of the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right -Of -way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location Of the East Tevis Street and the Warrior Drive fight -of -way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system can be adjusted to accommodate final engineering design redUirenlents without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the Design Modification Document dated September 25, 2015 that is attached and incorporated hereto as "Exhibit B". PLII'SUant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/or Applicant Shall develop a mixed land use developlilent that InCILICICS Illarket rate 111L1Itl-fallllly residential, commercial, and Illarket fate IllUltl- family residential/commercial land uses within the Same structure. Market rate 111Ult1-falmily residential land 1S defined as having no ilIC0I11C 1i1111t f01' the Unit and File 03701 HG1iAW 2 Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015: Revised September 25, 2015 offered as the highest rent that the local market can sustain. The market rate Illlllti-falllily residential and the market rate residential/commercial land Uses within the Sallie StrUCtllrC may be developed within gated C0111imIli ties with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the minimum and maxllllllm perCelltageS Ol residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. The actual acreages identified for each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; 1 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification DOCUment Uses allowed in RP; 2 B l ; 132; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 2.5% MAX. AC. Modification Document Uses allowed in RP; 3 B 1; 132; B3 Districts 53.95± acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification DOCllment Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall limit residential laud Use development within the Property t0 a maxillll1111 OI 645 market rate Illlllt]-falllily Units. The commercial land Use &VClOpmellt within the Property IS not limited other than by the regUlrelllCIAS pertaining to the average daily trip (ADT) generation specified in Section G6 of'the proffer statement. 4) The Owner/Applicant shall prohibit permitted land uses within the OM, Office Manufacturing District and the M 1, Light Industrial District that are not otherwise permitted within the RP, Bl, B2 and 133 Zoning Districts. File #3701 HC/EAW 3 0 0 Greenway Fngineering Septemhcr 28, 2005 Revised May 20, 20M Revised Septemhcr 25, 2015 D. Land Use Phasing Program I leritage Commons Rezoning 1) The Owner and/or Applicant shall phase the residential land use development program to 175 residential units within the first two years of the project, which shall begin at the time of' non -appealable rezoning approval. 2) Subsequent to the two year tlllle line specified in Section D1 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program to 148 residential units IOr the ensuing two years of' the project. 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program to 147 residential units for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner and/Or Applicant shall be permitted to clevelop the remaining 175 residential units. 5) The Owner and/or Applicant shall develop 50,000 square feet of commercial land Use prior to the iSSLiance of a certificate Of OCCLIpancy permit for the 300°i market rate multi -family residential unit. 6) The Owner and/or Applicant shall clevelop an additional 50,000 square feet of commercial land use prior to the issuance of a certificate Of Occupancy permit for the 600`' market rate multifamily residential unit. 7) The Owner and/or Applicant shall clevelop 7,500 SClUare feet of Commercial land use prior to the issuance of' a certil'icate ol' occupancy permit for the 645°i market rate multi -family residential unit. E. Monetary Contribution for Public Schools I) The Owner and/or Applicant shall establish an escrow account with the County totaling $200,000.00 to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be determined by student calculation numbers provided by Frederick County Public Schools Consistent with the residential land use development program specified in Section D 1 — D4 of' the proffer statement. Monetary contributions for impacts to public schools shall be provided as a one-time payment as described in Sections E2 — E5 of the proffer statement. The escrow account shall be released by the County within 90 days OI issuance of the final Occupancy permit following Completion of' the residential Clevelopment program, or within 90 Clays of a conditional zoning amendment that provides for the chSCOntilIUance of' the File #3701HC EAW 4 Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015: Revised September 25, 2015 residential land use development program. Frederick County Public Schools shall provide the County with information specifying the total number of students Within the Property within this 90 clay release period to CI1SUI-e that proffered payments have been secured for the p1-0,ject. 2) A one-time payment of $3,000.00 for each StIICICIIt Over 15 total Students calClllated at the 175"' residential lllllt. 3) A one-time payment of $3,000.00 for each Student over 27 total students calculated at the 323"' residential unit. 4) A one-time payment of $3,000.00 for each student over 39 total students calculated at the 470"' residential unit. 5) A one -tulle payment of $3,000.00 for each student over 51 total students calculated at the 645"' residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall construct a 10-fool asphalt pedestrian and bicycle trail throughout the lullitS of the Buffalo Lick Run Land Bay in the general location depicted on the GDP. The I0-foot asphalt pedestrian and bicycle trail shall be designed and Constructed in Conjunction with second phase of residential land use development specified in Section D2 of the proffer statement. The 10-fool asphalt pedestrian and bicycle trail shall be available for use as a public trail system and shall be maintained by the property owners association established for the project. The 10400t asphalt pedestrian and bicycle trail system shall be permitted t0 COUrIt tOW U-dS the recreational amenity values for tile market rate multi -family units developed within the project. 2) The Owner and/or Applicant shall Construct a CO1I1111UIlity bUildillg to include a workout/fitness facility and a community swinlnling pool for use by the residents Of the project. The CoillmUnity building and swimming pool facilities shall be available for use by the residents of' the project prior to the completion of- the second phase of residential land use development Specified in Section D2 of the proffer statement. The community bUlldltlg, workout/fitness facility, and ComlllUllity SWI111111111g pool shall be permitted t0 C011ilt towards the recreational amenity values for the market rate 111U1t1-fallllly units developed within the project. 3) The Owner and/Or Applicant shall construct an 8-foot asphalt pedestrian trail system within the residential portions of- the project, which shall provide connectivity to adjacent commercial land uses located within the Sanle Land Bay area. The general location of the trail system shall be provided on the Master Development Plan. The 8-foot asphalt pedestrian trail system Shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. File #37011 JC/HAW 5 E • (ireenway Engineering September 28, 2005 Heritage Commons Rezoning Revisal May 20, 2015: Revised September 25, 2015 G. Transportation 1) Comprehensive Policy Plan Regional Road Inf-rastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to ROundabOlit; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, and Roundabout; Section C — East Tevis Strect to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U4D). 2) Section A Regional Road Improvement Program The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement") for the regional road system identified as Section A on the proffered GDP within 30 clays of nori- appealable rezoning approval. The Agreement shall be consistent with the standard format utilized for other cxecutcd County -Managed Revenue Sharing Program Projects and may be modified to provide language acceptable to the County and the Owner and/or Applicant provicled that the location and typical section of the Section A regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible for the local funding match for the Section A regional road system, which shall be designed and constructed as an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections provicling Full access commercial entrances into Land Bay I and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be limited to the clevelopment of the residential and commercial land uses specifiecl in Section D1 and D5 of the Proffer Statement until construction of- the Section 13 regional road system commences. 3) Section B Regional Road Improvement Program The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement f-or the regional road system identified as Section B File U3701FICA inw 6 Greenway Gngincering Septemher 28, 2005 1 Icrilage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 on the proffered GDP within 30 days of non -appealable rezoning approval. The Agreement shall be consistent with the standard format utilized for other executed County -Managed Revenue Shading Program Projects and may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of. the Section B regional road system is consistent with the proffered conditions. The Owner aild/or Applicant shall be responsible for the local funding match for the Section B regional road System, which Shall be designed and constructed as all Interstate 81 Bridge with four travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U41)) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access commercial entrances Into Land Bay I and Land Bay 2 that meet or exceed VDOT entrance spaclllg regUiremelltS that are in force at the time of final road design plan approval. 4) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C East Tevis Street extension between the Roundabout and the northern Property boundary. The Section C right -of -Way dedication plat shall be Sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41+50 to Station 46+50 within the Property. The Section C right-of-way dedication plat shall be provided to the County for recordation within 30 days of written notice by the County of' final road construction design plan approval. The final road design plan shall include an intersection that provides full access commercial entrances and partial access commercial entrances serving Land Bay I oil the east and west side of the Section C regional road System that Illeet or exceed VDOT entrance spacing regUil-Cments that are in force at the time of filial road design plait approval. The Owner and/or Applicant shall provide ingress/egress easements along the northern limits of the Property within Land Bay 1 sufficient to allow f7or inter -parcel access for construction and use by the adjoining properties. In the event that the County -Managed Revenue Sharing Program construction project has not commenced for the portion of Section C within the Property when street access is needed to serve development within this portion of Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is completed by others. File #3701 HGI:Aw 7 0 9 Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015: Revised September 25, 2015 5) Section D Regional Road Right -of -Way Dedication Tile Owner and/or Applicant shall provide tile COLIilty with a right -Of -Way dedication plat for the Section D Warrior Drive extension between the Roundabout and the southern Property boundary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be sufficient for the construction of an Urban FOUr-Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. The Owner and/or Applicant shall dedicate right-of-way sufficient 17or the described Warrior Drive U4D road section within 6 months of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right -of -Way dedication area. 6) Residential and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and commercial land development program specified ill Section C2 O1 the proffer statement Llutil the land uses have a CU1111.1lative impact of 20,000 ADT. The Owner and/or Applicant shall utilize actual trai' is counts to determine ADT volumes associated with land uses developed in the Property. The Owner and/or Applicant shall Conduct actual tral'fic counts when ITC Generation values for approved land Uses are projected to reach 20,000 ADT, which will be provided to the COurlty Transportation Director. Once actual traffic counts 17or land uses developed in the project reach 20,000 ADT, the Owner and/or Applicant will prepare traffic studies in conjunction with subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the transportation system within the Property identified by the traffic studies will be implemented CILII'lllg the site plan development process as required by VDOT and tile C011llty. The Owner and/or Applicant shall limit development within Land Bay 3 to land Uses with a CLIMUlative impact OI 2,550 ADT Ill which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual traffic counts to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction Of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. 7) Private Streets The Owner and/or Applicant shall have the ability to construct all internal street systems within the Property as private streets, except 1'or the regional road systems described in Section G I through G5 of the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer. Pile H3701 HUHAW 8 0 Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 8) Adjoining SUbdlylslon Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential subdivision adjoining Land Bay I. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential subdivision street systems. H. Winchester Regional Airport 1) The Owner and/or Applicant shall provide information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. OWNER/APPLICANT NOTARIZED ,SIGNATURE ON FOLLOWING PAGE rile #3701 HC/13nw 9 Greemvay Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 Si�!natuI e The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and SLICCCSsors In the Interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conchtlons Shall apply to the land rezoned In addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: By: AUV-Vowd— 10 S R I. 0 SPE, LLC - Owner )ate S-wc a (- �(A (v \ Gl..tnc� —Com-monweal tl— of`VIrg— n City/County of ,�/—tll��� mom/l U To Wit: The foregoing instl*ument was acknowledged bel'ore me this%' clay of 2016�by Notary Public My Commission Expires (� / Ik CROWIP a �~q• Q '�/401R E 04 Idle #3701 HC/I-AW 10 0 • HERITAGE COMMONS DESIGN MODIFICATION DOCUMENT - PROFFER EXHIBIT B September 25, 2015 Design Modification Document I September 25, 2015 • 0 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 Herltagc Commons will also provide a matrix identifying the residential and lion -residential land L1SCS within each Land Bay, the projected acreage of each Land Bay and the percentage of residential and commercial land Lise within each Land Bay classified as Mixed -Use Commercial/ResidCntial. Justification for Modification: A mixed-LISC planned Colllllllllllty 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, II1tCrllal roads, commercial land Lise, recreational amenities, open space and significant environmental features are difficLllt 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 pLll-poSC is reasonable, as It contains illustrative and general development information that call assist in understanding the basic concepts of a mixed -use plallnCd Colllllllllllty and guide the 11101-C 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 Master Development Plan during the rezoning process. A Master Development Plan will be provided subsequent to the rezoning approval process to C11Sure Col1SIStCi1Cy with subdivision design plans and site design plans within the project. Design Modification Document 2 September 25, 2015 • • MODIFICATION #2 §165-501.03 Permitted Uses Ordinance Requirement: All uses are allowed in the R4 Residential Planned Community District that are allowed in the following zoning districts: RP Residential Performance District B I Neighborhood Business District B2 Business General District B3 Industrial Transition District M 1 Light Industrial District OM Office and Manufacturing District Alternative Design Standard: The Land Bays identified On the proffered Generalized Development Plan are slated for urban mixed -use commercial and residential land use, Which May I1lCILlde commercial and residential land Uses that are located within the Sa111C StrL1Ct111'C, of within connected Strlletllres. Land LISes permitted within the OM, Office Manufacturing District and the M1, Light Industrial District that are not otherwise permitted within the RP, B 1, B2 and B3 Zoning Districts shall be prohibited within the Property. Justification for Modification: Heritage Commons is planned as an urban center design form that will Contain 111LIlti-fallllly units, commercial, retail and office Stl'LICtUrCS, and St1'L1CtL11'CS that may comprise a combination of these land LISCS. The ability to provide for mixe(I-use residential and commercial, retail and/or Office land use within the same StRiCtUrC Or Wlthill C0i111CCLed Strl1CLL11'CS 1S 111 keeping With Urban form design, which provides a very efficient Llsc of land and 1)rOVidCS Opp01'tL111itieS for rCSidelltS to live, shop, and work within the same area of their Community. Design Modification Document 3 September 25, 2015 0 MODIFICATION #3 §165-501.05 Mixture of Housing Types Required Ordinance Requirement: Each planned con1r11unity shall be expected to contain a ll1iXtllrC Of hollSillg tyl)CS that is typical for existing and planned residential neighborhoods in Frederick County. No more than 40% of the area Of portions of the planned conmlunity designated for residcntial uses shall be used for any Of the f011OWillg 11OUS111g types: dlIp1CXCS, nlllltiplexes, atrium 110useS, weak -link tOWi111OlISCS, townhouses or garden apartments or any combination of those housing types. Alternative Desim Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for market - rate llllllti-fallllly residential housing types. To achieve this type of urban residential development, single-family detached and attached residential units Will not be required as a component Of the residential mix, and multi -family residcntial units will be allowed to comprise 100% of the 1'CSldentlal 11Ol1Slilg l.lilltS Within the Heritage Commons project. Justification for Modification: Heritage Commons is planned as all lll'ban design form that Will contain llllllti-fallllly 11OnSlllg units within a mixed -use commercial, retail and office development. The Residential Planned Community District promotes Suburban reslClClltlal design form that is predominately residential with a lllllllllll1111 percentage of non-residential land use. The implementation of significant percentages of non-residential land use within Heritage Commons dictates the ]teed for higher density residential land use to facilitate this form of development. Design Modification Document 4 September 25, 2015 0 • MODIFICATION #4 §165-501.06(C) Residential Density Ordinance Requirement: Residential Density. The maximum allowed gross density for residences in the planned community development shall be folll' I.Illlts per acre. Alternative Design Standard: Tile Mixed -Use Commercial/Residential Land Bays identified on the proffered Generalized Development Plan are slated for urban residential housing types. To achieve this type of urban residential development, the gross densities specified in Section 165-402.05B for multi -family residential land use shall be permitted. Justification for Modification: Heritage Commons is planned as an urban design form that will contain 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. Design Modification Document 5 September 25, 2015 U • MODIFICATION #5 §165-501.06(D) Commercial & Industrial 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 COnlnlunity. SLIffiClCilt 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 CO111111Ullity oil Frederick County. A nlininllnll of 10% Of the gross area of the project shall be used for business and industrial uses. Alternative Design Standard: The Heritage Commons Land Bays are intended to be developed as commercial and as mixed - use commercial and residential land use. Therefore, commercial areas may exceed, and Should be encouraged to, exceed 50% of the gross area of the total planned Conlnlunity. 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 will allow for higher density residential useS and will create Land Bays that lend themselves to creating a community where residents call live, work and play in the Sallie community. A Land Bay Breakdown Table has been incorporated into the Heritage Commons Proffer Statement to demonstrate the i111111111Um and max1111Ui11 acreages for commercial and residential development throughout the project. Justification for Modification: A planned mixed -use commercial and residential 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 intcl1Slty and extent of colt mucial 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 011t SO that the residents will be able to walk back and forth between these LISCS and not heed use their automobiles to access these facilities and amenities. Design Modification Document ( September 25, 2015 MODIFICATION #6 §165-501.06(C) 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 i111ml11um of 15% of the gross area of the Mixed-Usc 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 all 111-ban design form that will contain 111111t1-falllily 11OLlSillg LlllitS within a mixed -lase commercial, retail and office development. This type of urban design provides OpportLin ities for indoor and 01.Itd001- 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. Design Modification Document 7 September 25, 2015 i 0 MODIFICATION #7 §165-501.06(G) Buffers and Screening Ordinance Requirement: 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 I 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 that section. In addition, along the perimeter boundary of the Residential Planned Community District, buffers and sci-cerls shall be provided in relation to adjoining properties as if the uses in the planned community were located in the RP, 131, B2, or M I Zoning Districts. Alternative Design Standard: Buffers and screening shall be provided along the perimeter boundary of the Residential Planned Co11111111111ty District Where proposed Commercial Retail and Office Land Bays adjoin existing residential land use, or where 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(C), Section 165-203.02(D), and Section 165-203.02(C) of this Chapter. Justification for Modification: Heritage Commons is planned as an urban design form that will incorporate mixed -use comincl'cial and residential land Use immeChately adjacent to each other. Land IISCS Withill this forth of development are intended to be integrated, and in some instances located within the Sallie Strllctllres; therefore, the requirement for internal buffel-s 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 pro .iect 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. Design Modification Document 8 September 25, 2015 0 • 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 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 the construction and/or right-of- way dedication for primary regional 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 stib- 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 acceptable to the Frederick County Engineer 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 design form that will contain a variety of street systems that are designed in general to meet vertical base design standards acceptable to the Frederick County Engineer based on projected traffic volumes for the identified land uses within the project. The ability to utilize private street design will provide design flexibility throughout the project that would otlierwisc 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. Design Modification Document 9 September 25, 2015 0 • MODIFICATION #9 §165-501.06(M) Phasing Ordinance Requirement: Phasing. A schcdulc of phases shall be submitted with cacti proposed plannccl conlmLill ity. The schedule shall specify the year ill which each phase will be completely developed. No subdivision or site plans shall be approved ill the planned Conlnrlulity unless they are in accordance with the approved schcdulc. Alternative Desigji 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 design form that will contain nixed land use 111CIlKllllg commercial, retail, offiCC, alld 111llltl-ft111111y 11ollSlllg UI11tS within a master planned project. Heritage Commons exceeds the commercial, retail and office land use percentages from conventional residential planned community projects, and may incolporatc mixed Commercial and residential land use within the same structure. Therefore, it is not practical to require a phasing schedule and time tine that limits the ability for the project to develop, as this will be dictated by market conditions. Design Modification Document 10 September 25, 2015 MODIFICATION #10 §165-201.03(B)(6) Height Limitations §165-601.02 Dimensional and Intensity Requirements Ordinance Requirement: General office buildings ill the B2 and B3 Districts and hotel and motel buildings in the B2 Zoning District shall be exempt from the maximum height requircnlCntS 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 bUildillgS, office buildings, hotel buildings, and shared commercial and residential buildings may be constructed up to 80 feet in height, 110t to 111CILICle archltCCtLlral screening features and antenna Structures. Justification for Modification: Heritage Commons is planned as an urban 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 shared commercial and residential buildings, which will be developed Wlthlll the project. Other Zoning ChStriClS Wlthlll the COUnty allow for Office blillCllllgS and Other StRICtUres t0 be Constructed alp to 90 feet ill height; therefore, the Heritage Commons urban design forth is consistent with thCSc more intensive types Of development Cl11'1'Cntly permitted by County Code. Heritage Commons has coordinated with the Winchester Regional Airport (WRA) to obtain information that delineates height limitations f01' Stl'LlCtllrCS that Would impact the WRA approach zones and Conical Zones. This information has been incorporatcd Wlthlll all exhibit that demonstrates that the maximum height allowances identified ill the alternative design standards will not impact WRA operatlolls. Design Modification Document I i September 25, 2015 • L_J MODIFICATION M §165-402.09(J)(D1) Multifamily Residential Buildings Ordinance RcgLlil-CIl1CIlt: Principal building (max): 60 feet, provided that a nlLlltifanlily residential building may be erected to a maximum of 80 feet if it is set back from road right-of-ways and fi-om lot lines in addition to each Of the regUired minipill yard dimensloils, 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 ConStRICtCd within 20 feet of public or private street systems Serving the community. Justification for Modification: Heritage Commons is planned as an urban design form that will promote vertical construction throughout the project. This design form should provide flexibility to promote building COI1St1'l1Ct1011 that abuts wide pedestrian walkway areas that adjoin public and private street systems. Urban design promotes bulld-to setback lilies, which are not proposed as a regUlrClllellt 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. Design Modification Document 12 September 25, 2015 MODIFICATION #12 Ordinance Reduil-enlent: §165-4002.09(I) Modified Apartment Building This housing type 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 U111tS in a Single Structure, not to exceed 16 U11itS within a Sill& StRICtUre. Dimensional requirements shall be as follows: A. Lot Dimensions A I Maxinlunl Site inlperviouS Surface ratio 0.60 B. Building Setbacks B 1 From public road right-of-way 35 feet 132 From private road right-of-way, off-street parking lot or 20 feet driveway 133 Side (perimeter) 20 feet 134 Rear (perimeter) 25 feet 135 Rear for balconies and decks 20 feet 136 MlllllllL1111 on -Site building spacing: BU11d1ngS placed side to side shall have a I111111111L1111 distance of 20 feet between buildings; buildings placed Side to back Shall have a lllllllillum distance of 35 feet between buildings. BUildings back to back shall have a IlllllllllL1111 distance of 50 feet between bU11dirlgS. C. Minimum Parking C I Required off-street parking 2 per unit D. Height D 1 Principal building (max): 55 feet D2 Accessory building (max) 20 feet Alternative Design Standard: This housing type consists of buildings that contain I11UItlple dwelling U111tS 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 16 dwelling units but may not exceed more than 64 dwelling units within a Single Structure. Dimensional requirenlentS shall be as follows: A. Lot Dimensions A 1 Maximum Site inlperviouS Surface ratio 0.60 B. Building Setbacks Design Modification Document 13 September 25, 2015 • 4 1 B I From public road right-of-way 20 feet B2 From private road right-of-way, driveway off-street parking lot or 10 feet B3 Side (perimeter) 15 feet B4 Rear (perimeter) 15 feet B5 Rear for balconies and decks 20 feet B6 Minimum On -site building spacing: back; 15 feet back to back 15 feet side to side; 15 feet side to C. Minimum Parking C 1 Required off-street parking 2 per unit, inclusive of garage D. Height D 1 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 an urban 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 appropriate 111.1mber 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. Design Modification Document 14 September 25, 2015 Mike Ruddy From: Wayne Lee <leew@fcpskl2.net> Sent: Monday, November 16, 2015 9:07 AM To: Evan Wyatt Cc: David Sovine; Al Orndorff; Mike Ruddy Subject: Re: Heritage Commons Rezoning Evan, The proffer revision addresses our concern about the timing of determining in which new units students live. Thanks. Wayne On Fri, Nov 13, 2015 at 3:40 PM, Evan Wyatt <cwyatt a,�,,rccnwaycn�,,.com> wrote: Hi Wayne, I have heard back from the Applicants and they have authorized me to release the proposed revisions that eliminate the 90 day statement for determining student generations from when the project reaches specific development thresholds. The Applicants understand that this could potentially extend the time frame for their requirement to maintain the escrow account; however, they are amenable to this due to the FCPS current practice of performing annual student calculations for the county -wide school system. Please review this language and advise me if this addresses your response from Wednesday and I will plan to discuss this during the November 18`h Planning Commission public hearing. Thank you, Eva n From: Evan Wyatt Sent: Friday, November 13, 2015 11:24 AM To: 'Wayne Lee' <leew@fcpskl2.net> Cc: David Sovine <Sovined@fcpsl<12.net>; Al Orndorff <orndorfa@fcpsl<12.net>; Mike Ruddy <mruddy@fcva.us>; 'Matt Milstead' <matt.milstead@verizon.net>; bRriffin@brrealty.net Subject: RE: Heritage Commons Rezoning U Hi Wayne, I prepared a proposed revision to Section E1 of the Proffer Statement based on your response from Wednesday, which has been forwarded to the Applicants for review and I hope to be able to forward that to you later today. The essence of the revision is to base the draw down from the escrow account following the annual student counts conducted by FCPS subsequent to each of the residential unit thresholds identified in this section of the proffer. The basis for the proffer has always been to provide FCPS with a monetary guarantee if the market -rate multi -family units generate more students than the Applicants believe to be the case. The Applicants recognize that FCPS has to utilize the student generation calculations for a multi -family unit regardless of the price point of the unit or the number of bedrooms in the unit; therefore, we believe that the escrow account is the most equitable approach regarding this matter. The Applicants have identified potential fiscal credits for Heritage Commons that reflect proffered commercial commitments during the residential development program, which the County DIM Output Module demonstrates reduces the capital facilities impacts by 50%; through financial commitments for regional road improvements that are above the impacts of the development; and through additional commitments such as development of public trail systems and the student escrow account. This information is intended to demonstrate why the proffer statement does not provide for monetary contributions on a unit basis that would be a typical proffer for a "residential only" project that does not provide for commercial commitments or for regional improvements. I have attached a PDF of this Fiscal Credit Analysis for your information and would glad to discuss this in more detail with you once you have had an opportunity to review this information. Thank you, Evan From: Wayne Lee [mailto:leew@fcpsl<12.net] Sent: Friday, November 13, 2015 10:47 AM To: Evan Wyatt <ewyatt@greenwayeng.com> Cc: David Sovine <Sovined@fcpsl<12.net>; Al Orndorff <orndorfa@fcpsl(12.net>; Mike Ruddy <mruddv@fcva.us> Subject: Re: Heritage Commons Rezoning 40 Evan, 0 Good morning. After giving this some thought, we see some difficulties with keying the proffers to the number of students in the development. It is not only the issue with FCPS assuming the responsibility of reporting the number of new students there, but also the fact that the number of students will change continually, even after the development is built out. We think keying the proffers to the number of units is a much simpler solution, and that is our recommendation. Thanks. Wayne On Wed, Nov 11, 2015 at 10:47 AM, Evan Wyatt <cwyatt a,flrecnwayent coni> wrote: Hi Wayne, Thanks for the response. The 90 day requirement was intended to give the County assurance that potential payments for student generation impacts would be made in a timely fashion, not to burden FCPS or to create a scenario where monetary proffers would not be paid by the project. Please let me know how you would prefer that this be worded and I will advise the Planning Commission accordingly next week and make the proffer revision prior to the Board of Supervisors meeting in December. The wording could be as simple as the County drawing down on the escrow account when FCPS conducts their annual student count subsequent to the specific residential unit triggers identified in E2-E5. Thanks, Evan From: Wayne Lee [mailto:leew@fcpsl<12.net] Sent: Wednesday, November 11, 2015 9:25 AM To: Evan Wyatt <ewyatt@greenwayeng.com> Cc: David Sovine <Sovined@fcpskl2.net>; AI Orndorff <orndorfa@fcpsk12.net>; John Grubbs <Grubbsi@fcpsl<12.net>; Mike Ruddy <mruddy@fcva.us> Subject: Re: Heritage Commons Rezoning Evan, Good morning. Thank you for the clarification regarding when the $3,000 per student proffer applies. We will leave any comments regarding the DIM and its application to County Planning. Because our comment regarding student generation was not made with the intention of negotiating proffers, but instead as information for use by the Planning Commission and the Board of Supervisors, we wish to reiterate that we estimate 164 students will reside in Heritage Commons, and that these students will require $1.9M annually in operating costs and $6.6M in one-time capital costs. Paragraph EA on page 5 of the proffers places a time limit on FCPS of 90 days after CO to provide information regarding the number of students in new units. This limit is burdensome. The work to determine how many students live in new units is done once per year; personnel tasked with this responsibility have other duties throughout the year. We are concerned about what will happen as a result of not meeting the 90-day deadline for a particular unit/building. Thanks. Wayne Kenneth Wayne Lee, Jr. LEED AP Coordinator of Planning and Development CI Frederick County Public Schools 1415 Amherst Street P. 0. Box 3508 Winchester, VA 22604-2546 leew@fcpskl 2. net (office) 540-662-3889 x88249 (cell) 540-333-2941 On Tue, Nov 10, 2015 at 3:52 PM, Evan Wyatt <ew ay tt(&- greenwayeng com> wrote: Hi Wayne, Thanks again for the meetings and discussions pertaining to the Heritage Commons Rezoning; as well as providing comments in a timely fashion. I have attached PDFs that include the revised proffer statement, the revised GDP, the comprehensive review agency comment response letter, and a version of the proffer statement that identifies revisions with red line text (FOPS and FC Planning) and blue line text (County Attorney) for your information. Please note that the comment responses pertaining to your review comments are provided on Pages 6-7, and do not hesitate to contact me if you have any questions regarding this information or if you need any additional information from me at this time. Thank you, Evan Evan A. Wyatt I Director of Land Planning 151 Windy Hill Lane "Jinchester. VA 22602 U Phone:540.662.4185 Phone: 540.974.2701 Fax:540.722.9528 Web: www.GreenwayEng.com Email: ewyatt@greenwayeng.com t%� MV%01t971 GREENWAY ENGINEERING Disclaimer: This email may contain confidential and privileged material for the sole use ofthe intended recipientts). Any review, use. distribution or disclosure by others is strictly prohibited. If you have received this communication in error, please notify the sender immediately by email and delete the message and any file attachments li-om your computer. Thank you. PONFIDENTIALITY NOTICE: This email message and any attachments are for the sole use of the intended recipient and may contain confidential or privileged information. Any unauthorized review, use, disclosure or distribution is prohibited and may be a violation of law. If you are not the intended recipient or a person responsible for delivering this message to an intended recipient, please contact the sender by reply email and destroy all copies of the original message. All communications may 6/so be subject to Virginia's Freedom of Information Act CONFIDENTIALITY NOTICE: This email message and any attachments are for the sole use of the intended recipient and may contain confidential or privileged information. Any unauthorized review, use, disclosure or distribution is prohibited and may be a violation of law. If you are not the intended recipient or a person responsible for delivering this message to an intended recipient, please contact the sender by reply email and destroy all copies of the original message. All communications may so be subject to Virginia's Freedom of Information Act CONFIDENTIALITY NOTICE: This email message and any attachments are for the sole use of the intended recipient and may contain confidential or privileged information. Any unauthorized review, • use. disclosure or distribution is prohibited and may be a violation of law. If you are not the intended recipient or a person responsible for delivering this message to an intended recipient, please contact the sender by reply email and destroy all copies of the original message. All communications may also be subject to Virginia's Freedom of Information Act 0 HERITAGE COMMONS — FISCAL IMPACT CREDIT ANALYSIS Executive Summcn•v The purpose of this dOCLIInCilt is to provide information pertaining to the Heritage Commons mixed -use residential and Commercial development program that qualify as credits for Fiscal impacts projected by the County's Development Impact Model (DIM), by the COunty's Consulting Engineer regional road system construction cost estimates, by the COunty'S Park and Recreation Department constrUCtioll Cost CSt1111ates for public asphalt pedestrian aildl bicycle trail Systems, and by the County escrow account for public school student generations. The items identified in this document are specified in the Heritage Commons Proffer Statement dated October 29, 2015. These items include the proffered commercial phasing program to mitigate stand-alone residential unit development, the proffered commitment for participation in regional road improvement projects, the proffered public asphalt bicycle and pedestrian facilities, and proffered monetary contributions to mitigate Student generation impacts to public schools. The Heritage Commons mixed -use residential and commercial project proffers a maxinlunl of 645 market rate multi -family residential units. The COLlnty's Development Impact Model (DIM) does not differentiate between market rate multi -family LI111tS, CO11VC11t1011a1 1111.I1t1-fal1llly L111ItS, Or subsidized multi -family units. The current Fiscal impact assumed by the DIM for apartment units is $13,880.00 per unit. Therefore, a stand-alone 645 unit multi-fallllly rCSldClltlal dICVelOpment woLlld be projected to have a capital facilities fiscal impact of $8,952,600.00. Development Program Credit Items The Heritage Commons Proffer Statement commits to 50,000 square feet of commercial development prior to the 300°i lllarket-rate 111LI1t1-fa111ily Lllllt, and all additional 57,500 square feet Of commercial development prior t0 the 600t1i market -rate 111LIltl-fallllly unit. Therefore, this element of the project results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The DIM identifies an average commercial retail and Office credit I -Milting in a fiscal impact of $6,500.00 per multi -family unit, which reduceS the overall capital facilities fiscal impact of the 645 multi -family units to $4,192,500.00. The Heritage Commons Proffer Statement Commits to providing the local Funding match and/Or right-of-way dedication for all regional transportation improvement projects within the Property and the hlterstate 81 Bridge. These regional transportation iniprovenlent projects include the local match for the Interstate 81 Bridge; the local match and right-of-way for the East Tevis Street extension between the I-81 Bridge and the Roundabout; the local match and right-of-way for the dual -lane Roundabout; the local match and right -of --way for a U41) regional transportation improvement between the Roundabout and Route 522 South at the Airport Road intersection (the Comprehensive Policy Plan recommends a U2 section); the right-of-way dedication for the East Project 0 70 1 HC Tevis Street section between the Roundabout and the northern property boundary; and the right- of-way dedication for the Warrior Drive section between the Roundabout and the southern property boundary. The County Consulting Engineer has developed an engineering cost estimate for the construction costs associated with the Interstate 81 Bridge, the dual -lane Roundabout, and both sections of East Tevis Street through the property. Additionally, Greenway Engineering has developed a cost estimate for the U41) regional transportation improvement between the Roundabout and Route 522 South at the Airport Road intersection. The Heritage Commons commitment for local match values for the Interstate 81 Bridge, the dual -lane Roundabout, and the U41) regional transportation improvement between the Roundabout and Route 522 South at the Airport Road intersection total $4,825,930.00. The right-of-way dedication values for the East Tevis Street section between the Roundabout and the northern property boundary; and the right- of-way dedication for.between the Roundabout and the southern property boundary total $1,3800,000.00 base"n a value of $6.00 per square feet of land area. Wherefore, the co fined a -for regional road construction and right-of-way dedication is h $6,205,930.00. It should be noted that right-of-way value for the road sections that Heritage Commons has committed for development is not included in this valuation. The Heritage Commons Proffer Statement commits to the construction of 10' asphalt pedestrian and bicycle facilities that are not required by County Code. These public pedestrian and bicycle facilities are located within the Buffalo Lick Run Open Space Area and along the regional road system between the Roundabout and the Route 522 South intersection with Airport Road. These public pedestrian and bicycle facilities are approximately 4,600 lineal feet and have a value of $68.00 per lineal feet based on information provided by the County Parks and Recreation Department. Therefore, the value for the public pedestrian and bicycle facilities is $312,800.00. It should be noted that this value does not include the public 8' asphalt pedestrian and bicycle facilities within the residential portions of the project, nor the concrete or asphalt pedestrian systems that connect the adjoining residential subdivision to the Heritage Commons project. The Heritage Commons Proffer Statement commits to establishing an escrow account in the amount of $200,000.00 that will be utilized to mitigate student generation impacts to public schools. This monetary contribution provides for $3,000.00 per student when specific student generation thresholds are exceeded. The DIM assumes a student generation ratio of .256 students per apartment unit, which projects a total of 165 students for a 645 unit multi -family residential development. Therefore, this element of the project qualifies as a fiscal impact credit towards the fiscal impact value projected by the DIM for public school construction. Fiscal Impact Credit Values The following table provides for the Heritage Commons development program items that qualify as fiscal impact credits towards the $13,880.00 per unit value projected by the DIM. This table identifies the development program item, the projected cost, and the credit value that is assumed to mitigate the residential unit fiscal impacts projected by the DIM. Project #3701 HC 2 11 • HERITAGE COMMONS — FISCAL IMPACT CREDITS Development PIogi-am Item Development Item Value Development Fiscal Impact Credit O fye,I DIM Proffered Commercial $7,300/unit $4,708,500.00 Development Credit Section A Regional Road 2,100 LP U41) x $595/LF $1,249,500.00 1111prove111e11t Project Section B Regional Road I-81 Bridge - $3,165,580.00 $3,810,420.00 Improvement Project Roundabout - $410,350.00 200 LP U41) - $234,490.00 Section C & Section D 230,000 Sqft. x $6.00/Sgft. $ 1,380,000.00 Regional Road Improvement Project Right -of -Way 10' Asphalt Pedestrian & 4,600 LF x $68.00/LF $312,800.00 Bicycle Facility Student Generation Escrow $3,000/student $200,000.00 TOTAL: N/A $11,661,220.00 Conclusion The County's DIM currently projects a capital facilities fiscal impact for 1111.11t1-fll1111y U111tS that 1S $13,880.00 per Ulllt. The Heritage Commons project proffers a max1111U111 of 645 market rate 111111t1- family residential units, which would be projected to have a capital facilities Fiscal impact of $8,952,600.00 by the DIM. Project 0701HC 0 0 The Heritage Commons Proffer Statement commits to the CO11St1'11CtiO11 Of commercial land use at Specific levels of multi -family development; the funding and right-of-way dedication for regional road improvements; the funding of construction for public pedestrian and bicycle facilities; and monetary contributions for Student generation impacts. The projected value for these project commitments is $11,661,220.00, which provides for a positive fiscal impact Of $2,708,620.00 for County capital facilities costs associated with the Heritage Commons project. Therefore, the Heritage Commons project has proffered a development program that provides a positive fiscal impact to Frederick County as follows: $8,952,600.00 — Normal DIM Capital Facilities Impacts $11,661,220.00 — Heritage Commons Development Program Commitments Using County Inforinatioll Heritage Commons Project: $11,661,220.00 Project Values - $8,952,600.00 Fiscal Impacts = +$2,708,620.00 Project U37011-IC 4 Pennoni Associates Inc. Job No: FRED1301 Rennoni Consulting Engineers Date 4/16/2015 Project: Tevis Street Extension - UPC 94846 Des By: CLA Subject: 30% Submittal Breakdown Chk By: RAM Section Sta. to Sta. Cost Percentage Bridge and Abutments 29+00 to 38+00 $6.331,165 54% Roundabout 38+00 to 41+50 $820,707 7% R150E 41+50 to 46+50 $586,219 5% Elks Lodge/Access Road 12+50 to 15+25 10+00 to 16+00 $586,219 5% Glaize 46+50 to 56+78.14 14+27.58 to 21 +21.89 $3,400,070 29% Total 1 $1 1.724,380 100% Notes' 1. Total linear footage for project, including Tevis, Elks Lodge. Access Road, and Rt. 522, is 3,686 LF. 2 Costs include Mobilization and Contingency. 3. Roundbout costs includes Airport Road and Warrior Drive entrances. 4. Bridge costs includes the construction costs for the Bridge and Bridge MOT. 5. Costs associated with the Proposed Traffic Signal are included in the Glaize Section. • C� J OUTPUT MODULE sheet created for discusion Dec 2013 Applicant: Heritage Commons 9/ 18/2015 Commercial Credit Worksheet Not Approved by BOS For Use Residential Units (number) 300 Units SFD 0 SFA 0 Residential Input Data MFD 300 Non -Residential (sq. ft.) 50,000 Sq. Ft. Retail 0 Sq. Ft. Go to Scenarios tab for non-residential inputs Office 50,000 Sq. Ft. Budget Summary Revenues $ 15,844,181 Source: BudSum W 169 Expenses - Operating $24,202,537 Source: BudSunn W 174 - Capital Expenses - Capital $4,269,568 Source: BudSum W I I 1 + BudSum W 154 10 Year Average Capital Expenditures 1 3% Source: I CAFR *Capital Projects & Debt Service Revenues - assignable $2,059,744 Total Cost of Capital Facilities Per Unit Fire And Rescue $123,600 $412 General Government $315,000 $1,050 Public Safety $0 $0 Library $101,400 $338 Parks and Recreation $417,300 $1,391 School Construction $3,206,700 $10,689 Total $4,164,000 $13,880 Net Cost of Capital Faclities $2,104,256 $7,014 • • OUTPUT MODULE sheet created for discusion Dec 2013 Applicant: Heritage Commons 9/ 18/2015 Commercial Credit Worksheet Not Approved by BOS For Use Residential Units (number) 345 Units SFD 0 SFA 0 Residential Input Data MFD 345 Non -Residential (sq. ft.) 57,500 Sq. Ft. Retail 57,500 Sq. Ft. Go to Scenarios tab for non-residential inputs Office 0 Sq. Ft. Budget Summary Revenues $19,214,347 Source: BudSum W 169 Expenses - Operating $24,810,467 Source: BudSum W 174 - Capital Expenses - Capital $4,3 1 0,635 Source: BudSum W I I I + BudSum W I S4 10 Year Average Capital Expenditures 1 3% Source: I CAFR *Capital Projects & Debt Service Revenues - assignable $2,497,865 Total Cost of Capital Facilities Per Unit Fire And Rescue $142,140 $412 General Government $362,250 $1,050 Public Safety $0 $0 Library $1 16,610 $338 Parks and Recreation $479,895 $1,391 School Construction $3,687,705 $10,689 Total $4,788,600 $13,880 Net Cost of Capital Faclities $2,290,735 $6,640 0 • Applicant: Residential Units (number) SFD SFA MFD Non -Residential (sq. ft.) Retail Office Budget Summary Revenues Expenses - Operating Expenses - Capital 10 Year Average Capital Expenditures 1 3% Revenues - assignable $2,070,732 OUTPUT MODULE sheet created for discusion Dec 2013 Heritage Commons 9/ 18/2015 Commercial Credit Worksheet Not Approved by BOS For Use 345 Units 0 0 345 57,500 Sq. Ft. 0 Sq. Ft. 57,500 Sq. Ft. $15,928,707 $24,230,302 $4,272,376 Residential Input Data Go to Scenarios tab for non-residential inputs Source: BudSum W 169 Source: BudSum W 174 - Capital Source: BudSum W I I I+ BudSum W 154 Source: I CAFR *Capital Projects & Debt Service Total Cost of Capital Facilities Per Unit Fire And Rescue $142,140 $412 General Government $362,250 $1,050 Public Safety $0 $0 Library $1 16,610 $338 Parks and Recreation $479,895 $1,391 School Construction $3,687,705 $10,689 Total $4,788,600 $13,880 Net Cost of Capital Faclities $2,717,868 $7,878 • • Evan Wyatt From: Jonathan Turkel <jturkel®fcva.us> Sent: Thursday, September 24, 2015 3:27 PM To: Evan Wyatt Cc: Jason Robertson Subject: RE: Recreational Amenity Values Evan, The current recreation unit value is $32,500. As for the constructed 10' asphalt trail budget number we use, it is $68 If. We are still working through the open space discussion and will let you know our thoughts on that as soon as we can. Please let me know if there is anything else you need. Jon From: Evan Wyatt [maiIto: ewyatt@greenwayeng.comj Sent: Thursday, September 24, 2015 2:59 PM To: Jonathan Turkel Cc: Jason Robertson Subject: Recreational Amenity Values Hi Jon, Thanks again to both Jason and you for meeting with me Tuesday morning. I have a meeting with the Heritage Commons team tomorrow beginning at 11:30 AM and would like to advise them of the current recreational value for a recreational unit equivalent as well the current recreational value for the constructed trial lineal footage. Please forward this information to me at your earliest possible convenience and thanks in advance for your assistance. Thank you, Evan Evan A. Wyatt ; D-rector of Land Plann ng 151 Windy Hi:, Lane Wincheser, VA 22602 Phone 540.662.4185 Phone 5.40.974.2701 Fax: 540. 722.9528 Web. www GreenwayEng.com Erna ewyattOgreenwayeng corn e%1' %IV GREENWAY ENCINEEkINC, 0 0 Section C — Land Use and Land Use Matrix Section New Proffer CS The Owner and/or Applicant shall provide for a common shared buffer and screening easement along the common boundary line of'Tax Map Parcels 64-A 12 and 64-A-14 should this portion of Tax Map Parcel 64-A-12 be developed as market rate nuilti-Ivnily units. The Owner and/or Applicant shall provide for the location and plantings associated with the common shared buffer and screening easement to be completely located on Tax Map Parcel 64-A-12. The common shared buffer and screening easement shall be provided as a component of the Site Plan for the market rate multi -family units if'applicable. Mike Ruddy From: Evan Wyatt <ewyatt@greenwayeng.com> Sent: Monday, November 30, 2015 11:12 AM To: michael.shepard@bldr.com Cc: Mike Ruddy; Matt Milstead; bgriffin@brrealty.net Subject: Common Shared Buffer and Screening Easement Proffer Attachments: Common Shared Buffer and Screening Easement - New Proffer C5.pdf Hi Mike, It was good talking to you this morning. I have attached a PDF of the new proffer language that I prepared on November 191h that provides the commitment for Heritage Commons to develop the common shared buffer and screening on their property in the event the buffer would be required between the properties. I provided this new language to the Planning Department and the County Attorney on November 19`I' and will be submitting the updated proffer statement to the County this week for the December 9t1' Board Meeting. This information will also be provided on the Master Development Plan that will be required subsequent to the rezoning process. You may recall from the Planning Commission meeting that Heritage Commons would be required to provide a buffer if they developed the multi -family units beside you; however, there would not be a buffer requirement if they developed a commercial land use beside you. Matt and Bruce will be the developers of the project, but please be aware that proffers transfer to successors and assigns in title; therefore, this locks in the requirement moving forward. Please review this information and give me a call if you have any questions. Thanks, Evan Evan A. Wyatt I Director of Land Planning 151 Windy Hill Lane Winchester, VA 22602 Phone: 540.662.4185 Phone: 540.974.2701 Fax: 540.722.9528 Web: www.GreenwayEng.com Email: ewyatt@greenwayeng.com GREENWAY ENGINEERING Disclaimer: 1 his email may contain confidential and privile8ed material for the sole use of lire intended recipient(s). Any review, use, distribution or disclosure by others is strictly prohibited. If you have received this communication in error, please notify the sender immediately by email and delete the messace and any file attachments from your computer. Thank you. 0 0 Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? e Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwillia(a,fcva.us Please note new e-mail address: rwillia@,fcva.us • Mike Rudd From: Evan Wyatt <ewyatt@greenwayeng.com> Sent: Monday, November 16, 2015 2:30 PM To: june.wilmot@verizon.net; roger.pamthomas@comcast.net; Rhodes Marston; Greg Unger; ctriplet.fredcogovpc@icloud.com; Kevin Kenney; Robbie Molden; Chuck Dunlap; Christopher Mohn; Lawrence Ambrogi; Manuel, Paige; Stan Crockett; Gary Oates Cc: Mike Ruddy Subject: Heritage Commons Proffer Statement Attachments: Heritage Commons Proffer E1 Revisions - FCPS Escrow Account 11-13-15.pdf Good afternoon, Please note that I received an additional comment from FC Public Schools after the staff report was released to you last week. We have worked with FCPS to revise Section E1 of the Proffer Statement to address this comment and received confirmation today that this revision is acceptable. I advised FCPS that we would not have sufficient time to make this revision, circulate the revised proffer for owner signature, and provide this to the Planning Commission prior to the public hearing. Therefore, the approach is to make you aware of this revision today and I will plan to have this as a slide during my presentation and commit to this revision, which will then be submitted as a new proffer with updated owner signature prior to the Board of Supervisors public hearing. I discussed this matter with Mike this morning and he is amenable to this approach. Please review this information and do not hesitate to contact me if you have any questions regarding this matter. Thank you, Eva n From: Wayne Lee [mailto:leew@fcpskl2.net] Sent: Monday, November 16, 2015 9:07 AM To: Evan Wyatt <ewyatt@greenwayeng.com> Cc: David Sovine <Sovined@fcpsk12.net>; Al Orndorff <orndorfa@fcpskl2.net>; Mike Ruddy <mruddy@fcva.us> Subject: Re: Heritage Commons Rezoning Evan, The proffer revision addresses our concern about the timing of determining in which new units students live. Thanks. Wayne From: Wayne Lee [mailto:leew@fcpskl2.net] Sent: Wednesday, November 11, 2015 9:25 AM To: Evan Wyatt <ewyatt@greenwayeng.com> Cc: David Sovine <Sovined@fcpsl<12.net>; Al Orndorff <orndorfa@fcpsk12.net>; John Grubbs <Grubbsi@fcpsk12.net>; Mike Ruddy <mruddy@fcva.us> Subject: Re: Heritage Commons Rezoning Evan, • • Good morning. Thank you for the clarification regarding when the $3,000 per student proffer applies. We will leave any comments regarding the DIM and its application to County Planning. Because our comment regarding student generation was not made with the intention of negotiating proffers, but instead as information for use by the Planning Commission and the Board of Supervisors, we wish to reiterate that we estimate 164 students will reside in Heritage Commons, and that these students will require $1.9M annually in operating costs and $6.6M in one-time capital costs. Paragraph E.1 on page 5 of the proffers places a time limit on FCPS of 90 days after CO to provide information regarding the number of students in new units. This limit is burdensome. The work to determine how many students live in new units is done once per year; personnel tasked with this responsibility have other duties throughout the year. We are concerned about what will happen as a result of not meeting the 90-day deadline for a particular unit/building. Thanks. Wayne Kenneth Wayne Lee, Jr. LEED AP Coordinator of Planning and Development Frederick County Public Schools Evan A. Wyatt I Director of Land Planning 151 Windy Hill Lane Winchester, VA 22602 Phone: 540.662.4185 Phone: 540.974.2701 Fax: 540.722.9528 Web: vAvw.GreenwayEng.com Email: ewyatt@greenwayeng.com �1 " 01971 1 GREENWAY ENGINEERING Disclaimer: This email may contain confidential and privileged material for the sole use of the intended recipient(s). Any review, use, distribution or disclosure by others is strictly prohibited. If you have received this communication in error, please notify the sender immediately by email and delete the message and any file attachments from your computer. Thank you. 0 9 Heritage Commons Proffer E(1) 1) The Owner and/or Applicant shall establish an escrow account with the County totaling an initial amount of $200,000.00 to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be determined by Frederick County Public School annual student population data specific to the project obtained fi•em 1-i-edeiie - Gounty Public,following issuance of the certificates of occupancy for each of the units residential unit thresholds identified in Proffers E2-E5. Monetary contributions for impacts to public schools shall be drawn from the escrow account by the County as specified in Proffers E2-E5. This escrow account shall continue to be funded by the Owner and/or Applicant as necessary throughout the residential land use development program to ensure that the payments described in Sections E2—E5 of the Proffer Statement are satisfied. No further certificates of occupancy for residential units shall be issued until the have been ., Owner and/or Applicant has provided funding for the escrow account that is required to satisfy the payments described in Sections E2—E5 of the Proffer Statement. The remainder of the escrow account balance shall be released by the County'Aq days of following the Frederick County Public School annual student population count that is conducted subsequent to the issuance of the final occupancy permit fellewing mplefien of for the residential development program, or within 90 days County approval of a conditional zoning amendment that provides for the discontinuance of the residential land use development program. �JN�Y SAktr4T�o y O'r Yap, FREDERICK �9 Safi SANITATION AUTHORMIT �qi Y0UP5� Post Office Box 1877 P1r. — (540)868-1061 Winchester Virginia 22604-8377 Fax —(540)868-1429 wwwScsa-water.cotn November 13, 2015 Mr. Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester VA 22602 Ref: Rezoning Plan Conn icnts, Proffers Amendments Heritage Commons Tax map # 63-A-150, 64-A-10 & 64-A-12 Dear Mr. Wyatt: Per your request, a review of the proposed rezoning application has been performed. The Frederick County Sanitation Authority offers comments limited to the anticipated impacts upon the Authority's public water and sanitary sewer system and the demands thereon. The parcels are in the water and sanitary sewer area served by the Authority. Based on the location both water service and sanitary sewer service is available. Sanitary sewer treatment capacity at the waste water treatment plant is also presently available. Sanitary sewer conveyance capacity and layout will be contingent on the applicant performing a technical analysis of the existing sanitary sewer system within the area to be served and the ability of the existing conveyance system to accept additional load. Any needed upgrades identified in the analysis would need to be addressed by the developer. It should be noted that the FCSA has serious concerns about the ability of the existing wastewater conveyance system to transport the sanitary flows of the fully developed Heritage Conunons site to the wastewater treatment plant. The nearest points of connection to the existing sanitary sewer system are on the east side of US 522 Front Royal Pike. These connections all flow through at least 3 sanitary pump stations to reach the Opequon WRF. Two of these pump stations in particular, the Senseny Road pump station and the Route 50 pump station are nearly at capacity. Significant upgrades would be required including possible force main replacements. FCSA is currently conducting a study in which the portion of the County to be developed as the Heritage Commons site and others adjoining it in the SWSA could be sent by a combination of gravity and forced sewer connections to the Parkins Mill WWTP which is much closer geographically to the subject parcels and has adequate capacity to serve the projected Heritage Commons demands. WATER'S WORT11 rr E 0 (��JNjY SAN1Tq�O � Water distribution capacity will require the applicant to perform a technical analysis of the existing system within the area to be served to determine available capacity. Water facilities have already been extended to the site. Furthermore, the FCSA is actively searching for additional groundwater sources within Frederick County. The Heritage Commons site is located in area near a potentially high yielding aquifer. Given 12 months to conduct preliminary well exploration, a well site to serve Frederick County could potentially be developed. The developer should consider provisions to accommodate the well testing and site dedication should the test result in a viable water- source. FCSA also anticipates that access to water and sewer service for additional properties could be provided through the Heritage Commons site with appropriately sized water and sewer mains and the provision of easements to the adjoining property lines. Please note that water and sanitary sewers are to be constructed in accordance with FCSA standards and specifications. Dedicated easements will be required and based on the layout vehicular- access will need to be incorporated into the final design. All easements should be free from any encumbrance including permanent structures (fences, signs, etc.) and landscaping (trees, sluubs, etc.). Thank you, Michael Newlin, P.E. Assistant Engineer -Director WATER'S WORTH rr 0 • Mike Ruddy From: Ed Strawsnyder Sent: Friday, November 13, 2015 10:58 AM To: Mike Ruddy Subject: Revised Proffer Statement for the Proposed Heritage Commons Mike, I reviewed the revised proffer statement for the subject project dated October 29,2015 and determined that it has not adequately addressed our previous review comments. In particular, the applicant has not committed to funding road Sections A and B depicted on the GDP in the event that revenue sharing is not available. As I indicated in our previous review comments, Frederick County should not approve a rezoning where we are obligated to provide revenue sharing . Ed Strawsnyder Director of Public Works Mike Ruddy From: Jonathan Turkel Sent: Monday, November 16, 2015 9:02 AM To: Mike Ruddy Subject: Heritage Commons Trails Good morning Mike, Scanning the Heritage Commons re -zoning I wanted to follow up on our conversation regarding recreation trail widths. There appear to be 3 different trail segments identified in the project: 1. 10ft shared use along Airport Rd. 2. 10ft shared use in Buffalo Lick drainage, 3. 8ft pedestrian internal network. We had discussed the 8ft trail width. As these trails are identified for pedestrian use only, and not shared use, the 8ft width is not an issue. It is the shared use trails that should meet the 10ft width minimum. It should be noted that the proffer statement (p 6, p. 44 of the planning agenda pdf.) confuses the issue by citing both 8ft and 10ft in the same paragraph discussing the pedestrian trails. I'm sure this is just a typo oversight, but it does add to the confusion. Thanks, Jon Jon Turkel Park and Stewardship Planner Frederick County Parks and Recreation 107 N. Kent St. Winchester, VA 22601 iturkel@fcva.us 0: (540) 722-8300 F: (540) 665-9687 0 E COUNTY of FREDERICK Department of Planning and Development 540/ 665-5651 Fax: 540/665-6395 TO: Evan Wyatt Greenway Engineering FROM: Michael T. Ruddy, AICP Deputy Director RE: Rezoning Comments: Heritage Commons 2015 Rezoning. East of I-81, West side of Front Royal Pike (Route 522 South), immediately across from Airport Road; PIN's 63-A-150, 64-A-10, and 64- A-12, totaling 150.59 acres. DATE: October 16, 2015 The following comments arc offered regarding the Heritage Commons 2015 Rezoning Application. This is a request to rezone the approximately 150 acres that make up the Russell 150 rezoning (RZ#01-05) from the B2 (General Business) District, RP (Residential Performance) District, and a small piece of RA (Rural Area) District to the R4 (Residential Planned Community) with proffers. The review is generally based upon the proffer statement with a May 20, 2015 revision date and the Impact Analysis Statement dated September 8, 2015, and the subsequent submission of a revised proffer statement and impact analysis dated September 25, 2015. Prior to formal submission to the County, please ensure that these comments and all review agency comments are adequately addressed. At a minimum, a letter describing how each of the agencies and their comments have been addressed should be included as part of the submission so any changes can be appropriately evaluated by the reviewing agencies, and more importantly, the Planning Commission, and Board of Supervisors. General 1) Based on acreage of 150.59 acres, the submission fee for this application would total S25,029.50. 2) As always, please provide a rezoning plat, including a metes and bounds description of the rezoning. 107 North Kent Street, Suite 202 o Winchester, Virginia 22601-5000 Heritage Commons 2015 Rezoning. October 16, 2015 Page 2 Land Use 1) The 2030 Comprehensive Plan and the Scnseny/Eastern Frederick Area Plan provide guidance on the fiiture development of the property. The property is located within the UDA and SWSA. The 2030 Comprehensive Plan identifies this property with an employment and commercial land use designation and a high density residential land use designation. The employment land use designation supports commercial development. The high density residential designation is located generally south of Buffalo Lick Run, adjacent to other proposed higher density residential land uses. The employment land uses are generally north of Buffalo Lick Run and west of fiiture Warrior Drive. 2) The application provides for a Generalized Development Plan (GDP), included in the proffer statement that identifies three land bays and shows their location within the property. The proffer statement contains a land use matrix that further defines the land uses within the land bays. Land Bay 1 contains only commercial land uses. Land Bay 2 contains a mix of residential land uses and commercial land uses with the majority being residential land uses (75-80 percent). Land Bay 3 contains a potential mix of commercial and residential land uses 3) This application should address the discrepancy between the proffered land uses identified in the GDP and matrix with the land uses identified in the 2030 Comprehensive Plan to a greater extent. In particular, Land Bay 3 and the area of predominately commercial land uses within the area identified for higher density residential land uses, generally south of Buffalo Lick Run. 4) The application identifies itself as an urban mixed use commercial and residential community, and in many cases describes this environment. It should be recognized that the proffer statement does not fully implement such a development. Urban Center designation is envisioned to be a more intensive, walkable urban area with a larger commercial core, higher densities, and designed around some form of public space or focal point, located in close proximity to major transportation infrastructure. Impact Analysis and Proffer Statements. Please address the following items from the revised Impact Analysis and Proffer Statement prepared for this Application. Heritage Commons 2015 Rezoning. October 16, 2015 Page 3 1) The current proffer statement directly ties the development of the land uses to road improvements. Significantly, it provides that all improvements will be in place to support the development with the initiation of the development. Recognizing this approach may no longer be feasible, the proffer statement should still seek to link those transportation improvements that are developer obligations, current or future, to the land use plan to a greater extent. It appears as though the only reference to linking the development to the transportation improvements is in Section G. 2) where the Owner is limited to 175 residential units and 50,000 square feet of commercial land use until the Section B Regional Road Improvements commence. Notwithstanding the approach to utilize the Revenue Sharing Program approach as the tool to implement several of the transportation improvements, the proffer statement should be clearer in linking locations of land use to transportation improvements. 2) The possibility would appear to exist that the initial development anticipated above could occur without any improvements being in place. Please ensure this is addressed. 3) With regards to the revenue sharing approach, the Board of Supervisors should ultimately determine if this mechanism is appropriate to be the foundation of an applications transportation approach. Further, it should be determined if such an approach is acceptable when considering there is no other commitment by the Applicant to implement the transportation improvements associated with this request and property. 4) The approach taken by the Applicant to enter into a Revenue Sharing Agreement for the regional road systems identified on the GDP within 30 days of a non - appealable rezoning approval clearly brings into question what the fall back approach to the transportation improvements would be. It should be clear that development would not occur in some form of statement, rather than inaction resulting in rendering the project in violation of its recently approved proffered commitments. 5) Staff would suggest an additional proffer that would restrict development without an executed revenue sharing agreement between the County and the Applicant. 6) Warrior Drive is a key component of the County's primary regional road system identified in the Comprehensive Plan and is located on the property. This application should fully recognize Warrior Drive and implement its construction. 7) Airport Road between Route 522 and the Warrior Drive/Tevis Street roundabout is currently proffered as a U41), the TIA originally related to the rezoning of the property further supported this standard and the trips discussed in this current application remain significant. A U41) would appear to still be warranted by this development. Therefore, credit towards its implementation based on its minor collector road designation on the Comprehensive Plan may not be appropriate. • 9 Heritage Commons 2015 Rezoning. October 16, 2015 Page 4 8) With regards to the private streets, it may be overall a preferred approach if there was at least a public street providing access in Land Bay 3 from the existing public street in the adjacent Madison Village project to the future Warrior Drive. In addition, consider a public street from the road just mentioned to the road identified as Section A that would provide inter parcel access over Buffalo Lick Run. Currently, only public streets and utilities are allowed to cross such wetlands, natural waterways, and riparian buffers. 9) The entrance directly onto Route 522 should be removed as it is located in relative close proximity to the recently approved enhance for the Madison Village project and just south of the main project access at Airport Road. The land use plan for this area supports minimizing entrances along Route 522. 10) The application has proposed an alternative approach to addressing the impacts to Community Facilities. The Board should ultimately determine if such an approach is appropriate. Current Board policy recognizes that the impacts to community facilities by certain types of residential development, illustrates those potential impacts with the Development Impact Model (DIM), and anticipates that the Applicant will fully address those impacts. 11) Schools are one component of the DIM. The potential impacts to other community facilities should be addressed. 12) The Application should clarify the values used to determine the credit you would like to receive for the reduction in the proffers from that identified in the DIM to that proffered in the application. 13) It would appear as though the negative fiscal impacts associated with the residential uses proposed on the property have not been satisfactorily addressed. 14) Please clarify if the number of residential units proposed includes those that may be included within the modified residential units incorporated into the commercial project. 15) Please correct the rezoning number in the proffer statement to ultimately recognize this new, substantially different application. 16) Should the original date of the proffers be the current date associated with this request for the R4 district rather than the original rezoning date for the Russell 150 project? 17) The RA portion of the property should be included in the preliminary matters section of the proffer statement. 18) The proffer statement includes language describing market rate residential land uses. The Board has typically recognized residential uses by housing type rather than by a particular style. Staff would suggest removing the market rate nomenclature, or alternately, providing more detail in the definition of market rate so that the County can better administer this proffer should it become an issue. 19) Please identify why an eight foot wide trail is being proffered rather than the typical standard of ten feet. 20) Please clarify why the escalation clause has been removed from the proffer statement. Heritage Commons 2015 Rezoning. October 16, 2015 Page 5 The following transportation comments have been provided by Mr. John Bishop, County Transportation Planner. Thank you for the opportunity to comment. 1. A number of transportation items previously frilly proffered have been removed or modified as follows. a. $1,000,000 in cash proffers for transportation. It should be noted that this proffer was meant to address the fact that there were additional offsite impacts that the original rezoning could not directly address. For example, the original rezoning was not able to connect the Tevis extension across Glaize and the Church property to the north and in the original TIA the intersection of Route 17/50, Route 522, and I-81 was noted to need regional level improvements. b. Construction of the Warrior Drive (Section D on your GDP) has been replaced with right of way dedication. This is an important section of the County's comprehensive plan to put in place a regional network to address traffic caused by new development. It's removal also appears to potentially be leaving land bay 3 with inadequate access. c. Construction of Tcvis Extension to your northern property line (Section C on your GDP) has been replaced with right of way dedication. Once again, this is a comprehensive planned road that furthers the development of the regional network and helps to offset this new development. It's removal, combined with the removal of Warrior drive, has potential to reduce future ingress and egress points for this core portion of the development fi•om 3 to 1. 2. The language regarding revenue sharing agreements for section A and section B of your GDP appears to suggest multiple agreements. The preference of staff would be for this to be handled as a single agreement. Additionally, while I believe the deadline established for entering the revenue sharing agreement intend to commit to no land development moving forward without that agreement in place, I think the language should be modified to be more specific and clear on this point. With revenue sharing at the heart of how the proffers will be implemented, it must be unfailingly clear that development cannot proceed without that agreement. 3. In section G6 there is a note that the trip generation from land bay 3 could exceed 2,550 following the construction of street access that connects land bay 3 to the regional road system serving land bay 2. Please clarify what type of connection is envisioned. This may be where the reinstatement of Warrior Drive could be considered. 0 0 Heritage Commons 2015 Rezoning. October 16, 2015 Page 6 In conclusion, please ensure that the above comments, and those offered by the reviewing agency are addressed. Additional comments may be provided upon receiving updated information pertaining to this rezoning application. Cc: Rod Williams, County Attorney John Bishop, Deputy Director Transportation MTR/pd COUNTY of FRE DIERICK 540/722-83$3 Pax 540/667-0370 E-mail: rwillia@co:frederick.va.us . October 28, 2015 VIA E-MAIL -- evv kt(a greenWayeng.'6ms'AND REGULAR MAIL Mr. Evan A: Wyatt Greenway Engineering 151 Windy I-Ii11 Lane Winchester VA :22602 . Re: Rezoning Application = R l 50 SPE, LLC property "Heritage Commons" (f/k/a ' Russell 156), Parcel Numbers 63-A-150, 64=A=10,.64-A-12, consisting of .150.591 acres -Proffer Stateineiit dated S. 0ternber 25; 2015 Dear Evan: You have submitted io Frederick Courity for review the above -referenced proposed proffer statement (the "Proffer Stateriient") for the proposed rezoning of the indicafed property (the "Property")'in the.Slaativriee lvlagisterial Distirictfrom the RA:(Rural Areas) District; the RP . (Residential Perforii��.ance) District; with profters, :and the B2 (GerieraI B siness) Distfict, with proffers;to the R4 (Residential Planned Community) District,:wiith proffers..1f4ve now reviewed the Proffer:Stateriienf and it is my :opinion that the Proffer:Statement would only be in a form ao meet the .requirement' of the Predericktounty Zon g Ordinance and the Code of Virginia,.arid.would only be legally suffrcient as a proffeiIstateiiieiit;aubjecf to the following coiuiiients::.: 1. Rezoning Numberand Date The Proffer Stateriient' Trent identifies the rezoning as RZ# 02=14. This reference shoul&be� to �vliatever number liar been assigiaed to the neW rezoning application.: Also, given that the.proposec rezoningis to an entirely iieW zoziiiig district, the reference toihe 2005 "original date" is best deleted:.'The"original date" of proffers is really the Septerriber 25,.2015 date. 2. Preliminary Ivlatters section - This section should also reference the small portion of the Property that is zoned RA. . 107 North Kent Street 'Winchester, Virginia 22601 . s 1] Mr. Evan A. Wyatt October 28, 2015 Page 2 3. Proffer A/Creneralized Develo inent Plazi "GDP" p ( ) --- The GDP shows a number of locations each identified as a "Potential Entrance Location". The use of the word "potential" is confusing relative to the issue of whether the Proffer is actually limiting entrances; 1 recognize that Proffer G refers to entrances meeting or exceeding VDOT entrance spacing recluirenients, but this raises a question as to whether, if the VDOT standards would permit more entrances than are shown; the Owner/Applicant is going'to limit entrances to the number shown on th6`GDP:... 4.. Proffer B Design ModificatiOir 1 (Rezoning Procedure) =The stated iiistificatiori for the proposed isiodification .is that a Master Devel6p*me* it Plan will be provided subsequent to the rezoning approval process but the actual .lang' u'age'of the proposed alteriaat, design standard does iiot iricliide -such-'a- provision: The provision should be included in the .:... language of the alterziative'design standard: Zt might.be: appropziate, .for instance to state that a master development plain would beprovided for a particular land bay prior to issuazice of any' permits for work on that land bay 5. Proffer B - Design Modification I 0 (IIeiglit Limitatioh§) . Staff should' be aware that this proposed miodificatioii v✓ob d exclude entirely f�orri the Height limitati6 s "architectural screening features" .arid "antenna structures:" :Such features aid structures would apparently be subiect to zoo lime under the proposed modification despite the'followiiig provision in the ordinance definiti n of `.`building height"::"For structures that include appurtenant or other accessory roof features; the height shall be rneasured froiii the average finished grade at the front of the structure to the highest point of the .feature." See County Code § 165=101 A2 6: Proffer B � Desigii Modifl dtions 1 l and 12 (Multifamily 12esidential Buildings/Modified Aparfineiit Building), ' The Proffer Statexiierit riiakes various references to structures containing mi—fi le uses (residential and comzriercial) within ilie same -structure.. None of the desigxi iiiodificatioris, .however; specifically provide for the design standards for such .. structures: Design ;modifications 11:'and 12.coritaiii wliat appear to .be possible standards, but perhaps should specifically state. that ihos:e* kandards and/or such other standards woiild appIy 'to mixed- irae buildings 7. Proffer1=Land Use aiid Land IJse Matrix -The inclusion of the words "multi family resideiitiaT land" in.tlie'definition:6 'mda & rate rnulti-faiilily residential lazatl°' is unnecessary and eonfusiiag.::With the additional .words;: "land" is .the noun,: instead 'of "rate". The concept seemingly is intended to focus on factors relevant to the rato and not the laud: Also; the phrase"offeied`at thehighest relit that the local market stistaizi" is'meariit glens.• Anything . can tie offered for sale at g'�'y price; the question is whether the market will sustain 66'actual sale at a paiticula.r price. Therefore; it appears that the word "offered" should be replaced with "rented". U • Mr. Evan A. Wyatt October 28, 2015 Page 2 3. Proffer A/Generalized Development Plan ("GDP") --- The GDP shows a number of locations each identified as a "Potential Entrance Location". The use of the word "potential" is confusing relative to the issue of whether the Proffer is actually limiting entrances.. I recognize . that Proffer G refers to entrances meeting or ekeeeding VDOT cntfance spacing requirements, but this raises a question as to whether, if the VDOT standards would permit more entrances than are shown.; the Owner/Applicant is going to limit entrances to the number shown on the GDP:...... . 4.. Proffer B ' Design Modification 1 (Rezoning Procedure) ='The stated justification for the proposed modification is that a Master DeveIOPm* eilt Plan will be provided subsequent to the rezoning approval process; but the actual Il rigiiage of the proposed alternative design standard does iiot iiicltide such a provision: The provision shoiild.be included inthe..... language of the alteinative design standard. Ii might be appropriate, .for insfance, `to state iliat a master development plan would be provided for a particular land bay prior to issuance of any'' . permits for work on that land bay. 5. Proffer B —Design Modification 10 (I4eight Liiriitations) =Staff should be avi�are that this proposed tnodificatio'n would exclude eniirely froni the height limitations "architectural screening features" and "ant6nha structures." :Stich features and stiucfuies would Apparently be subject to no fin if under the`proposed modification; despite 'tlie following provision in the ordirianee defiiutioii of `.`building height":. "F6r`stru6tiiros that include appurtenant or other accessory roof features;.the' height shall'be measured froth the average finished grade at the front of'the structure to the highest point of the feature." See County Code § 165=101.02. 6: Proffer B _ Desigtt Ivlodifications 1 l and 12 (MultifariiilyResideiitial Buildings/Modified Apartnieint Building): -.The Proffer Stato "dit'ni k. various references to structures containing multiple tises (residential and'comznercial) within the same stiucture:..None . of the design-modifications,.however; specifically provide for the design standards foi' such''.. structures:; Design-nnodificatioiis 11 and 12.contain whaGappear 'to.be possible "standards bur perhaps should specifically`state'tliat those standards �indlor such oilier standards would apply to mixed -use' buildings.:..: : 7. Proffer Cl and Use and Laiid Use Ivlatri :rhe inclusion of the words ``multi- faintly residential land" in.tlie definitionof "tnailcet ratf multifamily residential land".is unnecessary and corifusing..Witli theadditiotial words;:"land" is the noun; iustead'of "rate''. The concept seemingly is iiiiended to focus on factors relevant to tlierate and not the land: Also; the phrasd`off6red at the"highest rent that the local market susiaizi'' is meaningless: Aiiytliing can be offered for sale at AjjY price; the question is whether the market will sustain an actual sale .. a . p t a articular price. Therefore; it appears that the word "offered" should be replaced with "rented". 0 Mr. Evan A. Wyatt October 28, 2015 Page 3 8. Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also includean explanation of how the acreage usage percentages would be determined for such strictures and the respective parcels on which they are placed. 9. Proffers D1 through D4 — Land Use Phasing Program — For clarity, these Proffers would better state"the Owner and/or Applicant shall phase the residential land use development program so as not to exceed residential units" withiz:/f6i'the relevant time period. 10. Proffers W through D7 —'Land Use Phasing Program _ The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s). i t . Proffer D7 =Land Use Phasing Program Staff should be aware that tlrc Pi offer is almost meaningless; as Proffer C3 already limits residential developrrzent on the Propeity to .645 residential units. Therefore, the requirement of Proffer.D7, for an additional 7,500 of commercial square footage prior to issuance of a'certificatc of.decupancy for the 645th residential . unit; would restrict only the occupancy of the last residential unit otherwise a1t6wed for the Property. 12. Proffer El — Monetary Contribuiion foi' Public Schools ",The second sentence might more clearly read as: .."Impacts to public schools shall be deteriiiined by student population data obtained from Frederiek.County Public Schools within 90 days follo\Ving issuance of the certifieates'of occupancy for each of the units identified in Proffers E2 thfougli E5." Also; the last sentence purports to obligate the Schools`io produce the information-, an act which may not necessarily .be called for iim a proffer statement, biit I believe that the revised language of the second sentence would permit the deletiori of the last seziteiice:: Likewise, .tlie . third sentence ("Monetary contributions :.. ") should statethai the .amouAts 'are to be drawn t om the escrow amid the begimm�g of the next sentence should state:.`.`The remainder 'of the escrow account balance...". 13. Proffers E2 through E5 -; For clarity, the language of each of these provisions might best read'. "A one-time payment of $3,000 for each student over ^ total students, as calculated based upon the student population at the time of issuance of the certificate of occupancy for theme residential unit." Also;.while I uiidei•sian that the Owner/Applicant will believe the circumstance unlikely to occur, Proffer E needs an additional provision to cover the situation in which the escrow fund is exhausted; this could perhaps be a Proffer E6 which states: "In the event that the escrow fund provided in Section EI of the Proffer Statement is exhausted 9 Mr. Evan A. Wyatt October 28, 2015 Page 4 prior to fulfillment of the payhierits set forth in Sections E2-E5 "of the Proffer Statement; no further certificates of occupancy for residential units shall be issued until the remaining amounts then due have been paid." 14.... Proffer G2 — Transportation (Section- A Program) - I canz*of say that there is necessarily a "standard format" for revenue sharing agreements. It might be best if, and to avoid potential contract zoning issues, the second seiit6Ace of the first paragraphi was deleted acid if the. language of the next paragraph contaizied'the additional words that I have underlined Here: `.`The Owner aiid/or Applicant shall be responsible 14 i the A regiment for ...:Also,' I'do not understand the purposa of the first sentence of the third paragraph and it appears to irripose an obligation orz the County; 1 see no reason:why the Owner/Applicant cannot `.`advance" road'. plails;:irrespective of having entered into an agree inent::._Fiinally; as a'sepaiate con tiierit for staff, I note that the Proffer Statement does .not expressly preclude development of the firs- 175 residential iziiifs'and 50;000 squat•& feet of cornriiercial uses prior to a revenue'sharing agreement acid soiihe guarantee that the Secti61i A. transportatioh pro gram 'is built.. 15.:...:Proffer G3 Transportation (Section B Program) = As vrith Proffer G2,'there is not necessarily a "standard format" and changes similar to those for Proffer G2 may be appropriate for Proffer 63.. Staff sliotild be aware that, .while tlae Proffer- states that the Owner/Applicant shall er7ter into the zeveriue sharing agreemeAtwithin 30 days of approval of the ke" zoning; the Proffer does not corifain any limitatio'on developriierit iii fhe event the Owner/Applicant does not enter into the agreement or does not fulfill the agreement: 15:. Proffer G4 Transpor ation (Section- C Program) In the third paragraph, the language needs to indke clear tiat any partial street section so constructed must be within the planned right_of-way axid constructed tb permit expansio%n consistent with the Section C East Tevis'Street extension described in'Saetizori G4 of the Proffer Statement. 17.. Proffer G5 = Transpoifiatiori (Section D Program) =The last sentence is not clear regarding access to the road system "between.th6 Roundabout And the right=of-:Way dedication area":. It seems that the Proffer should just refer to access to the Secti6n D right -of way: i • Mr. Evan A. Wyatt October 28, 2015 Page 4 prior to fulfillment of the payments set forth in Sections E2-E5 'of the Proffer Statement, no further certificates of occupancy for residential units shal I be issued until the remaining amounts then due have been paid." 14. Proffer 62 -- Transportation (Section A Program) = I cariiiot say that there is' necessarily a "standard format" for revenue sharing agreements. It might be best if, and to avoid potential contract'zoning issues, tile 'second seii nbe of the first paragraph was deleted and if the . language of the next paragraph contained the additior*ial wards thatI have underlined here: "Ibe Owner and/or Applicant shall be responsible in the A recinent for ". Also, I do not understand the purpose of the first sentence of the' third paragraph and it appcdrs to iiiipose at) obligation on the Comity; I see no reason why the Owiiei•/Applicantcaniiot `.`advance" road plans, irrespective of having entered into art agreement.- .liiiially, ,as a "separate comment for staff, " I note that the Proffer Statement does not expressly preclude developrilenl of the first 175 residential Units and 50;000 square feet of commercial uses prior to a reveirtie sharing agreement . and soiire guarantee that the Section A transportation program is built. 15. Proffer G3 Transportation (Section I3 Program) - A�* with:Pfoffer G2, there is not necessarily a "standard foiMat" and changes `similar to those for Proffer G2 rriay be appropriate for Proffer G3.: Staff should `be avrare thai, :vvliile the Prof%i states thaf the Owner/Applicant shall e, hfi r'iiito the revenue sharing agreenient within 30 days of approval of the'rezoning; the Proffer d6es'h6t contain any lirnifation on developmeni in the event the . Owner/Applicant does iiot 6htainto the agreement or does not fulfill the agreement. 16.. Proffer 04 L Transportation (Section C Program)'— In the third paragraph, the language needs to make clear tliat arty partial street section so constructed must be within tyre planned right-of-way 'and constructed to pet' mit expansion coiisisterif with the Section C East Tevis Street extension described in Section 04 of the Proffer Statenierit. 17.. Proffer G5 Tranaporiat 6h (Section D Program) = Th6 last sentence is not clear regarding.access fo the road system "betweenihe Roundabout and the right=of-way dedication I. way: area": 'It seems that the Proffer should justrefer to access to the Section D right -of • M.r. Evan A. Wyatt October 28, 2015 Page 5 1 have not reviewed the substance of the proffers as to whether the proffers are suitable and appropriate for this specific development, as it is my understanding that review will be done by staff and the Planning Commission. Sincerely yours, Roderick B. Williams County Attorney cc: Michael T. Ruddy, Deputy Director of Planning and Development ►._J L-7 Evan Wyatt From: Lineberry, Jeff, PE (VDOT) <Jeff.Lineberry@VDOT.Virginia.gov> Sent: Friday, October 16, 2015 2:15 PM To: Evan Wyatt Cc: Matthew Milstead; bgriffinObrrealty.net; John Bishop; Short, Terry (VDOT); Smith, Matthew, P.E. (VDOT) Subject: RE: Heritage Commons Rezoning Proffer Statement & GDP Dear Evan: I have reviewed the revised proffer statement, GDP, and summary letter and offer the following comments: I would suggest some language similar to what is depicted in paragraph 3 of Section G. 4) of the proffer statement for Section C Road Improvements regarding who will be responsible for building the partial or full typical section if Revenue Sharing funds are not available for the construction of Section G. 2) Section A Regional Road Improvement Program, Section G. 3) Section B Regional Road Improvement Program and Section G. 5) Section D Regional Road Right of Way Dedication. In item G 6), it states "The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2." It does not state who is responsible for this construction if 1.) Revenue Sharing funds are not available or 2.) the Owner/Applicants' development schedule is ahead of development of the regional road network by others. The Owner/Applicant should be responsible for building a full or partial typical section based on the traffic projections for Land Bay 3 that exceed the maximum 2,550 ADT threshold discussed in item G. 6). An addition needs to be made to paragraph 2 of Section G 2) of the proffer statement to add the highlighted text to "and intersection providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2" Although all the potential entrance locations may in fact be full access entrances, it is presumptuous to assume that all of the potential entrance locations are full access before site plans are submitted, and reviewed to make the determination that VDOT's Access Management requirements are met. This same comment applies to similar language in Section G. 3) Paragraph 2. In Section G. 4) Paragraph 2, the highlighted text needs to be added to "The final road design plan shall include an intersection that provides full access and /or partial access commercial entrances". Again, full access entrances may be allowed but that determination cannot be made until a site plan is submitted for review and approval. 3. The designation for "Potential Entrance Location" to access Land Bay 3 from US Rte 522 needs to be removed. Access to this land bay needs to be accomplished through a shared access with Madison Village and/or construction of Warrior Drive, Section D to a sufficient typical section to support the development proposed in Land Bay 3. 4. Under Section G 6), it needs to be clarified whom will be implementing improvements in Paragraph 1 which states "Improvements to the transportation system within the Property identified by the traffic studies will be implemented by the Owner/Applicant during the site plan development process as required by VDOT and the County. Under Section G 7) Private Streets, an addition needs to be made to the last sentence to state "All private streets shall be designed to standards acceptable to the County Engineer and in conformance to the current VDOT Appendix F Access Management Regulations which govern the minimum corner clearance distance from a VDOT maintained public street before an intersection entrance and/or street can be connected to the private street". Please advise if you have any questions. Thanks Jeff Frederick County Public Schools O... to ensure all students an excellent education K. Wayne Lee, Jr. LEED AP . Coordinator of Planning and Development . leew@fcpskl2.net September 30, 2015 Mr. Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 Re: Heritage Commons Rezoning Application Dear Evan: Frederick County Public Schools has reviewed the Heritage Corinnons rezoning application submitted to its on September 9, 2015. We offer the following comments: It is noted that there is now the possibility of cash proffers for schools, and that these cash pl'offcrs ai-e based 011 t11C lllllllbel' Of 1'CSLdeilt stllcleiltS instead Of llie 11Ulllbel' Of liillts. It is our understanding that, at the time all residential Units are COiiStrUcted and occupied, cash proffers would not be paid on the first 51 resident Students. It is Our understanding that the related $200,000 escrow account does not represent a cap On the cash proffers. The cumulative impact of this development and other developments in Frederick County will require construction Of new schools and support facilities to acconlnlodate increased student enrollment. This development proposal includes a maximum of 645 apartments. We estimate that, in this case, the cevelopment will house 164 students: 43 high school students, 35 middle school students, and 86 elementary school students. In Order to properly serve these additional students, Frederick County Public Schools would spend all estimated $1,900,000 more per year in operating costs (or $2,946 average per unit per year) and all estimated $6,633,000 in one-time capital expenditures (or $10,284 average per unit). You will find, enclosed with this letter, a more detailed assessinent Of the estiillated iillpact Of Heritage Commons On FCPS, including attendance zone inl'ormation. 4. It is noted that the proposed proffer statement includes the possibility of private streets. As our buses clon't travel private lanes, students who live On these streets will need to walk to a public street to meet the bus at a location to be designated by our Transportation Department. 1415 Amherst Street P.O. Box 3508 Winchester, Virginia 22604.2546 wimfrederick.k 12.va.us 540.662.3889 Ext. 88249 540.662.4237 fax 0 • Please feel free to contact me at leeNv((-i)fcpsk 12.net or 540-662-3888 x88249 if you have any questions or comments. Sincerely, K. Wayne Lee, Jr., LEED AP Coordinator of Planning and Development enclosure cc: Dr. David SOVIne, Superintcndcnt of Schools Mr. Albert Orndorff, Assistant Superintendent for Administration Mr. John Grubbs, Transportation Director Mrs. Elizabeth Brown, Supervisor of Drivcr Operations Project Name: Assessment Date: Housing Type Single -Family Detached Single -Family Attached Multifamily Mobile Home/Other Totals Frederick County Public Schools DevelODment Assessment Heritage Commons September 30, 2015 Student Generation Elementary Middle School High School School Student Student Student Total Student Housing Units# Generation Generation Generation Generation 0 0 0 0 0 0 0 0 0 0 645 86 35 43 164 0 0 0 0 0 645 86 35 43 164 Capital Costs Elementary Middle School School Cost Cost (2016-21 CIP) (2016-21 CIP) School Cost S24,700,000 S49,500,000 Program Capacity 850 940 Per Student Cost 529,059 S52,660 Students Generated by this Development 86 35 This Development's Impact on FCPS Capital Costs $2,499,000 $1,843,000 Average Capital Cost Per Unit High School Cost (2016-21 CIP) S91,900,000 1,725 S53,275 43 $2,291,000 Total Capital Costs $6,633,000 • • Annual ODerational Costs FY 2016 Budgeted Cost Per Student (FY2016 Total Student Annual Budget) Generation Impact his Development's Impact on FCPS Operational Costs S 11,584 164 $1.900.000 verage Annual Operational Cost Per Unit $2,946 School Facilitv Information Elementary School (Grades Middle School High School K-5) (Grades 6-8) (Grades 9-12) 2015-16 School Attendance Zone" Evendale Admiral Byrd Millbrook September 15, 2015 Student Enrollment 536 893 1,340 2015-16 Program Capacity 680 850 1,250 - School Attendance Zones are subject to change. r - Using applicant's assumptions regarding number of housing units. • • • �J I Mr. Evan Wyatt Grcenway Engineering 151 Windy Hill Lane Winchcstcr, Virginia 22602 RE: Heritage Commons Rezoning I:redcrick County, Virginia Dear Mr. Wyatt: September 25, 2015 COUNTY of FRFDFRICK Department of Public Works 540/66S-5643 FAX: 540/678-0682 We have completed our review of the proposed rczoning of Heritage Commons (formerly Russell 150) and offer the following comments: 1. Refer to the Design Modification Document: a) Modification /19 proposes that a phasing plan and phasing schedule will not be required. However, the revised proffer statement provides a proposed phasing plan. Clarify this apparent conflict. b) Modification i/ 10 proposes a nlaxinlLun height of 80 feet. Because of the proicct's close proximity to the existing airport, the F1'A shall be 1nCILldCd ill ClCtC1-1lli1llllg the i1MaXiML1111 height allowance. 2. Refer to the Impact Statcnlcnt, Paragraphs D, E and G: Indicate how the commercial square footage was determined considering that it does not equal the amount rcfcrencccl in the proffer statement. Refer to the Proffer Statcnlcnt, Paragraph D. Phasing: The proposed phasing program clocs not reference the cicvclopnlcrlt of the site infi-astructure. The existing approved rczoning dated September 28, 2005 requires that all infrastructure including transportation improvements be completed prior to the issuance of the first building permit. At a minimum, this new rczoning proposal should indicate what infrastructure will be completed prior to the development of cacti phase. Rcfcr to the Proffer Statement, Paragraph E. Monetary Contribution for Public Schools: The applicant has proposed establishing an escrow account to mitigate potential impacts to schools. We will defer to comments fi-onl the school system to cletcrnline the sufficiency of this proposal. However, it is apparent that the applicant has ilcglectcd to address the Impacts of this rczoning on the other capital facilities (i.e., fire and rescue, general government, etc.) typically included in Frederick County's breakdown of proiect impacts. indicate if this omission was an ovci-sight or intentional. 107 North Kent Street, Second Floor, Suite 200 • Winchester, Virginia 22601-5000 • Heritage Commons Rezoriing Application Comments Page 2 September 25, 2015 Rcfcr to the Proffer Statcmcnt, Paragraph G(2), Transportation: This paragraph proposes that the applicant/owner will enter into a revenue sharing agreement with Frederick County to construct the regional road system described in Scction G(2) of the proffer statement. Frederick County cannot approve a proposal which obligates it to rcvcnuc sharing when this approach may not be available at the time of construction. Instead, the applicant/owncr should assume the total responsibility for the design and construction of the referenced regional road system. Frederick County cannot be obligated to provide or pursue revenue sharing projects with the Virginia Department of Transportation (VDOT). Regarding the road and bridge over I-81, the applicant/owner should define their expectation of a prorated share of the cost and their willingness to fund this project regardless of the timing. For example, indicate if the applicant/owner would be willing to post a bond for their share of the cost. 6. Rcfcr to the Proffcr Statement, Paragraph G(6), Transportation: Revise this paragraph to delete any reference to rcvcnuc sharing.. I can be reached at 722-8214 if you should have any questions regarding the above comments. Sincerely, 4-W�,Zc. Flarvcy C. Strawsnydcr, Jr., P.C. Director of Public Works HCS/rls cc: Planning and Development file u:\►ZHONnn\,rea►►'CoaiiN►rN,rs\Helirrncc COMMONS ►zry ►icr.CONIMOC Evan Wyatt From: Jonathan Turkel <jturkel@fcva.us> Sent: Monday, September 28, 2015 12:35 PM To: Evan Wyatt Subject: Heritage Commons Rezoning - Prks and Recreation Comments Hello Evan, In the interest of expediency I am sending the Parks and Recreation comments via e-mail (see below). Please let me know if you will need a hard copy and I can send that over. Also, please feel free to let me know if you have any questions. Thank you, Jon September 28, 2015 Parks and Recreation Heritage Commons Rezoning Comments: Monetary Proffer: Monetary proffer appears insufficient to meet the impact of the development 2. Parks and Recreation would like to see bicycle and pedestrian accommodation included in the I-81 bridge crossing segment. 3. 8-foot asphalt trail proffer: The proffered 8-foot asphalt pedestrian trail system should additionally serve to connect residential and commercial bays 4. Con11r1unity Building and Pool Proffer: Parks and Recreation would encourage amenities intended for exclusive HOA use and/or intended to satisfy recreation unit requirements not be included as a proffered amenity. 5. Warrior Drive 10-foot asphalt bike/pedestrian trail. It is the understanding of Parks and Recreation that 10' trails are required by ordinance on all segments of major roads in the development. Parks and Recreation strongly supports these trail segments, however it appears listing them Ill the pl'Offff StatClllent is U1111000Ssary. 6. Modification #6: Open space. The proposed modification does not meet open space requirements. However, Parks and Recreation does recognize the proffered Buffalo Lick trail demonstrates use of the Buffalo Lick area and would support having the proffered Buffalo Lick trail allowing a larger amount of environmental areas to be considered toward satisfying the 30% open space requirement. Jon Turkel Park and Stewardship Planner Frederick County Parks and Recreation 107 N. Kent St. Winchester, VA 22601 iturkel@fcva.us O: (540) 722-8300 F: (540) 665-9687 0 • I Mr. Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, Virginia 22602 RE: Heritage Commons Rezoning Frederick County, Virginia Dear Mr. Wyatt: September 25, 2015 COUNTY of FREDERICK Department of Public Works 540/665-5643 FAX: 540/ 678-0682 We have completed our review of the proposed rezoning of Heritage Commons (formerly Russell 150) and offer the following comments: 1. Refer to the Design Modification Document: a) Modification #9 proposes that a phasing plan and phasing schedule will not be required. However, the revised ln'offer statement provides a proposed phasing plan. Clarify this apparent conflict. b) Modification #10 proposes a maximum height of 80 feet. Because of the project's close proximity to the existing airport, the FFA shall be included in determining the maximum height allowance. 2. Refer to the Impact Statement, Pal'agl'aplls D, E and G: Indicate how the commercial square footage was determined considering that it does not equal the amount referenced in the proffer statement. Refer to the Proffer Statement, Paragraph D. Phasing: The proposed phasing program does not reference the development of the site infrastructure. The existing approved rezoning dated September 28, 2005 requires that all infrastructure including transportation improvements be completed prior to the issuance of the first building permit. At a minimum, this new rezoning proposal should indicate what infrastructure will be completed prior to the development of each phase. 4. Refer to the Proffer Statement, Paragraph E. Monetary Contribution for Public Schools: The applicant has proposed establishing an escrow account to mitigate potential impacts to schools. We will defer to comments from the school system to determine the sufficiency of this proposal. However, it is apparent that the applicant has neglected to address the impacts of this rc-r_oning on the other capital facilities (i.e., fire and rescue, general government, etc.) typically included in Frederick Courlty's breakdown of project impacts. Indicate if this omission was an oversight or intentional. 107 North Kent Street, Second Floor, Suite 200 • Winchester, Virginia 22601-5000 9 0 Heritage Commons Rezoning Application Comments Page 2 September 25, 2015 Refer to the Proffer Statement, Paragraph G(2), Transportation: This paragraph proposes that the applicant/owner will enter into a revenue sharing agreement with Frederick County to construct the regional road system described in Section G(2) of the proffer statement. Frederick County cannot approve a proposal which obligates it to revenue sharing when this approach may not be available at the time of construction. Instead, the applicant/owner should assume the total responsibility for the design and construction of the referenced regional road system. Frederick County cannot be obligated to provide or pursue revenue sharing projects with the Virginia Department of Transportation (VDOT). Regarding the road and bridge over I-81, the applicant/owner should define their expectation of a prorated share of the cost and their willingness to fund this project regardless of the timing. For example, indicate if the applicant/owner would be willing to post a bond for their share of the cost. Refer to the Proffer Statement, Paragraph G(6), Transportation: Revise this paragraph to delete any reference to revenue sharing.. I can be reached at 722-8214 if you should have any questions regarding the above comments. Sincerely, 4wmac. &'Uw� Harvey E. Strawsnyder, Jr., P.E. Director of Public Works HES/rls cc: Planning and Development file U:\RIIONDA\7'EMI'COMMENTS\IIERITAGI. COMMONS REV REZCOM.DOC M Posl Office Box 1877 Winchester Virginia 22604-8377 September 21, 2015 Mr. Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, Virginia 22602 L� FREDERICK COUNTY SANITATION AUTHORITY PI1. — (540)868-1061 Fax — (540)868-1429 www.fcsa- Is, ater.coIn Ref.: Rezoning Plan Comments, Proffer Amendments Heritage Commons Tax Map # 63-A-150, 64-A-10 & 64-A-12 Dear Sir: Uwc E. NVeindel, P.B. Engineer-Direclor RECEIVED 9EP 2 4 2015 GREENWAY ENGINEERING Per your request, a review of the proposed rezoning has been performed. The Frederick County Sanitation Authority offers comments limited to the anticipated impact/effect upon the Authority's public water and sanitary sewer system and the demands thereon. The parcel is in the water and sanitary sewer area served by the Authority. Based on the project's location both water and sanitary sewer service is available within a reasonable distance from the site. Sanitary sewer treatment capacity at the waste water treatment plant is also presently available. Sanitary sewer conveyance capacity and layout will be contingent on the applicant performing a technical analysis of the existing sanitary sewer system within the area to be served and the ability of the existing conveyance system to accept additional load. Please keep in mind that this area would require numerous sanitary pump station review and will be affected by various projects already contemplated within this area. Likewise, water distribution capacity will require the applicant to perform a technical analysis of the existing system within the area to be served to determine available capacity of both the potable water system and the ability to provide fire protection. Water and sanitary sewers are to be constructed in accordance with the FCSA standards specifications. Dedicated easements may be requires and based on the layout vehicular access will need to be incorporated into the final design. All easements should be free from any encumbrance including permanent structures (fences, signs, etc.) and landscaping (trees, shrubs, etc.). Please be aware that the Authority does not review or comment upon proffers and/or conditions proposed or submitted by the applicant in support of or in conjunction with this plan, nor does the Authority assume or undertake any responsibility to review or comment upon any further amended proffers and/or conditions which the Applicant may hereafter provide to Frederick County. Thank you; Uwe E. Weindel, PE Engineer -Director \VATER'S 1VORr11 IT 0 complaints about aircraft noise and associated operations resulting in a negative impact on the airport's twenty-four operations. As a condition of approval by the County of Frederick for the rezoning of Heritage Commons the Winchester Regional Airport Authority respectfully requests that the owner provide the following in the Proffer Statement and include details in the Design Modification: o Owner(s) should provide for noise attenuation in all proposed structures on the property to include residential, commercial/residential and commercial buildings. o Owner(s) will include written notice of the airport's proximity to the property and aviation uses in every deed and/or lease o Owner(s) execute an avigation easement with the Winchester Regional Airport Authority over the property using the enclosed Avigation Easement o Owner(s) will erect use lighting features that will not impact or interfere with aviation uses by creating light pollution and hazard to aircraft pilots 2. The Airport Authority is very concerned with the request to modify Frederick County zoning ordinance §165-201.03 (B) (6) Height Limitations increasing the maximum allowable height from sixty (60) feet to eighty (80) feet, not to include architectural screening features and antenna structures. • The property is outside the Runway Protection Zone but lies within the airport's pattern airspace, the Federal Aviation Regulation Part 77 protected airspace surfaces and the horizontal and instrument approach surfaces The prime objectives of the FAA are to promote air safety and the efficient use of the navigable airspace and. To accomplish this, aeronautical studies are conducted based on information provided by proponents on an FAA Form 7460-1, Notice of Proposed Construction or Alteration. Prior to approving any proposed structures by the County of Frederick a Determination of No Effect from the FAA would need to be performed for each proposed structure in accordance with Title 14 of the Code of Federal Regulations (14 CFR) Part 77. The concern by the FAA, the Virginia Department of Aviation and the Winchester Regional Airport Authority is the potential for future obstructions which could adversely affect the safety, efficiency or utility of the Airport. Determination of any impact to the navigable airspace of the Winchester Regional Airport by the requested modification to increase the max height allowance on the property must include and apply to any and all appurtenances such as architectural screening features, antenna structures, rooftop green -space, rooftop amenities, towers, etc. Winchester Regional Airport is a vital link in the National Air Transportation System used by private citizens, commercial charter users, commercial aircraft, businesses and industries throughout the region to transport people and goods around the world. The system of airports in the Commonwealth provides numerous critical services to enhance the quality of life, health, safety and welfare of Virginia citizens. The Winchester Regional Airport Authority cannot support high density residential development within close proximity of the airport. Development of land uses that are not compatible with airports and aircraft noise is a growing concern across the country. We also recognize the need to allow progress within the County of Frederick and the ability for land owners to propose what they feel best fits their needs however we must try to protect the future viability of the Winchester Regional Airport. Thank you for giving this your consideration and should you have questions, please contact my office. Sincerely, F-" RP-\,4 Serena R. Manuel Executive Director Cc: Mark K. Flynn, WRAA Legal Counsel Chad Carper, FAA/WADO Scott Denny, VDOA y�0 WINCHESTER REGIONAL AIRPORT SEMNG THE 491 AIRPORT ROAD TOP OF MGM WINCHESTER, VIRGINIA 22602 -q�R��� (540) 662-2422 HO October 21, 2015 Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, Virginia 22602 Re: Rezoning Application — RA & B2/RP to R4 Parcels 63-A-150, 64-A-10 and 64-A-12 150.59+/- acres Applicant: Heritage Commons, LLC Owner: R 150 SPE, LLC Shawnee Magisterial District Dear Mr. Wyatt: On behalf of the Winchester Regional Airport Authority the referenced proposed rezoning application was reviewed the Federal Aviation Administration, the Virginia Department of Aviation, Delta Airport Consultants and my office. I offer the following comments related to possible negative impacts on existing and future operations of the Winchester Regional Airport: 1. The request to change the current zoning from RA, B2 and RP to R4: - The proposal would allow an increase in the current maximum allowance of two hundred ninety-four (294) townhomes to mixed land use development to allow including a maximum of a 645 market rate multi -family residential units, commercial, and market rate multi -family residential/commercial uses within the same structure. This parcel is located within close proximity and immediately under the traffic pattern of Winchester Regional Airport which is approximately 1,200 feet above the ground elevation. Residential development adjacent to or under a flight path used regularly by aircraft as they arrive or depart the Winchester Airport is subject to aircraft noise. Property owners, tenants and business owners are likely to experience aircraft noise from over flights of aircraft entering or departing the flight patterns. As the airport continues to expand services and operations, interactions between aircraft operations and residents are likely to increase. To ensure that potential buyers and tenants are made aware of the airport's existence and aircraft noise and fly -over potential, the County should work with the developer to develop a proffer provision that it will give written notice to future property owners or tenants of this potential through a disclosure statement as a covenant in their property deed or a statement within their rental lease agreement. This would be consistent with previous requirements for residential zoning within close proximity of the airport. The Winchester Regional Airport has a direct and significant economic impact on our community and we continually work towards expanding its operations. The Virginia Department of Aviation 2011 Economic Impact Study shows that Winchester Regional Airport generated: 168 jobs, payroll of $5,882,000.00 and economic activity of $22,538,000.00 during 2010. To be successful in our ventures, we need citizen support, which is the reason for our concern regarding potential Win c b Pster pttl�lic sez vice s Rouss City Hall 15 North Cameron Street Winchester, VA 22601 September 22, 2015 Mr. Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 RE: Heritage Commons Rezoning Dear Evan: Telephone: (540) 667-1815 FAX: (540) 662-3351 TDD: (540) 722-0782 Website: www.wincliesterva.gov As requested, I have reviewed the regional transportation component of the proposed Heritage Commons Rezoning in Frederick County. The City's Public Services Department is very supportive of this proposed transportation element that includes constructing a bridge over Interstate-81 and a new roadway that will connect East Tevis Street in the City with U.S. Route 522. This link will serve as a vital facility to help meet the future traffic demands of our area as continued growth occurs. Please feel free to contact me anytime if you have any questions or would like to discuss this matter in more detail. Sin y, Perry Eisenach, P.E. Public Services Director "To be a financially sound City providing lop quality municipal set -vices while focusing on the customer and engaging our community. " 0 0 r V� R ` 151 Windy Hill Lane GREENWAY Winchester, VA 22602 ENGINEERING October 28, 2015 Frederick County Planning Department Attn: Mike Ruddy, Deputy Director 107 North Kent Street Winchester, VA 22601 RE: Heritage Commons Rezoning — Review Agencies Comment Response Letter Dear Mike: The purpose of this letter is to provide you with a comprehensive comment response letter that addresses the Heritage Commons Rezoning comments received from the various review agencies. The comprehensive comment response letter- is structured to provide for the specific review agency, the date the comment was received, and information pertaining to each review comment. This information is intended to explain how specific comments have been addressed by the rezoning application or advise why the specific comment was not included in the proffered development program for Heritage Commons. Frederick County Fire Marshal — Comment dated September 18, 2015 •3 Rezoning Approved. Frederick County Sanitation Authority — Comment dated September 21, 2015 The parcel is in the water and sewer service area served by FCSA. ❖ Water and sewer service is available within a reasonable distance from. the parcel. Sewer treatment capacity is available at the waste water treatment plant. d• A technical analysis of the water and sewer systern. will need to be petform.ed by the Applicant prior to development on the parcel. COMMENT RESPONSE: Agreed. Frederick -Winchester Service Authority — Comment dated September 22, 2015 •:• No comments regarding wastewater treatment capacity. Engineers Surveyors Planners E lwil-0nITlCital scientists Laboratory Telephone 540-662-4185 Pax 5,10-722-9528 www.greenwayeng.com Project 43701 HC/EAW 0 9 City of Winchester Public Services — Comment dated September 22, 2015 The City's Public Services Department is very supportive of the regional transportation component, which will serve as a vital facility to help meet the future traffic demands of the community as continued growth occurs. Frederick County Public Works — Comment dated September 25, 2015 Clarify the discrepancy between the phasing plan. modification and the phasing plan in the proffer statement. COMMENT RESPONSE: The phasing plan that is specific to the Modification #9 in the proffered Design Modification Document is to eliminate this as all element of the Master Development Plan that will be required subsequent to rezoning approval. The proffer statement does not provide a proposed phasing plan for Heritage Commons; however, it does commit to a specific amount of commercial land use that will develop during the residential buildout for the project. • The project's close proximity to the airport will require FEA review in determining maximum. height allowances based on. the 80' rnaximuna height allowance specified in Modification #10. COMMENT RESPONSE: The Applicant has met with the Winchester Regional Airport (WRA) Director and has obtained maximum height allowances for [lie horizontal zone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons site and determined a high elevation of' 747' n1s1. The horizontal zone approach surfaces associated with WRA Runway 14 demonstrates an elevation of 876' msl closest to the project. This information demonstrates that. the development of structures in Heritage Commons with a maximum height of 80' will not impact horizontal zone approach surfaces associated with WRA Runway 14. An exhibit has been prepared that delineates this information, which is part of the rezoning application information that has been submitted for this project. The WRA Executive Director has stated that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. The commercial square footage in the Impact Analysis Statement does not equal the amount referenced in. the Proffer Statement. Indicate how this was determined. COMMENT RESPONSE: The Applicant prepared a calculation for potential commercial square footage within the Iinpact Analysis Statement that considered the commercial acreage permitted within each Land Bay and utilized a 0.2 FAR, which is typical for commercial site development in the County. This information was derived to determine a potential impact to Project #370 1 HC/GAw 2 water, sewer, and solid waste required of the project. The commercial square footage identified in the Proffer Statement demonstrates the amount of commercial square footage that is committed to occur at certain thresholds of residential development within the project. Heritage Commons will exceed the amount of commercial square footage identified in the Proffer Statement. Proffer Statement Section. D — Phasing does not reference the development of site infrastructure. At a ininimum, the rezoning proposal should indicate what infrastructure will be completed prior to the development of each phase. COMMENT RESPONSE: Section D within the Proffer Statement is entitled Land Use Phasing Program and is intended to specify the minimum time frame for completion of the residential land use and the minimum amount of commercial square footage that will be developed in conjunction with the residential land use. The proffered GDP identifies Regional Road Sections A and B, which will be developed as Revenue Sharing Program Projects. Section G2 Of the Proffer Statement requires the Applicant to enter into a County -Managed Revenue Sharing Agreement within 30 days of non -appealable rezoning approval and to provide the local funding match for these regional road improvements that will be designed by the County's Consulting Engineer. These regional road improvements provide the only means of access to Land Bay 1 and Land Bay 2; therefore, development within these Land Bays is dependent upon this infrastructure. Section G3 provides for a maximum development of 175 residential units and 50,000 square feet Of Commercial land use until Construction Commences for the Section B regional road improvements, Proffer Statement Section E — Monetary Contributionsfor Public Schools provides anescrow account to mitigate potential impacts to schools. However, the Applicant has not provided molietary contributions for impacts on other County Capital Facilities. Indicate if this omission was an. oversight or intentional. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to development specific amounts of commercial land use In Conjunction with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as Community recreational amenities. The value of these fiscal commitments, including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. Therefore, the Heritage Commons project Project #3701 HC/EAW 3 neither intentionally nor unintentionally omitted monetary contributions to offset their impacts to County Capital Facilities. ❖ Section. G2 of the Proffer Statement proposes that the Applicant will enter into a Revenue Sharing Agreement with Frederick County to construct the regional road system. Frederick County cannot approve a proposal which obligates it to Revenue Sharing when this approach may not be available at the time of construction. The Applicant should assume the total responsibility for the design and construction of the regional road system. Frederick County cannot be obligated to provide or pursue revenue sharing projects with. VDOT. COMMENT RESPONSE: The Frederick County Transportation Director and representatives from the Frederick County Public Works Department are collectively involved in a County - Managed Design Revenue Sharing Project that includes the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the construction of the regional road improvements applicable to the Heritage Commons project. The Heritage Commons Proffer Statement provides commitments for executive of a Revenue Sharing Program Agreement with the County and for the local funding match associated with the previously approved funding for these regional road projects. The Heritage Commons Proffer Statement does not obligate Frederick County to provide or pursue Revenue Sharing Projects for the regional road systems with VDOT as these already exist. Section G6 of the Proffer Statement refers to Revenue Sharing; therefore, delete any reference to Revenue Sharing. COMMENT RESPONSE: Same response as above. Frederick County Parks and Recreation — Comment dated September 28, 2015 Monetal7, proffer appears insii,ff icient to meet the impact of the development. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to develop specific amounts of commercial land use in conjunction with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as community recreational amenities. The value of these fiscal commitments, Project #3701 HC/EAW 4 n including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. ❖ Parks and Recreation would like to see bicycle and pedestrian. accommodation included in. the 1-81 Bridge crossing segment. COMMENT RESPONSE: The Applicant and Greenway Engineering met with the County's Consulting Engineer that is responsible for the County -Managed Design that includes the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522. The County's Consulting Engineer has advised that the Interstate 81 Bridge Design will include two travel lanes in each direction, a raised concrete median, and 5' pedestrian sidewalks along both sides of the bridge. The design does not propose a bicycle lane, but does provide for pedestrian accommodation. The proffered 8' asphalt pedestrian trail system should additionally serve to connect residential and commercial bays. COMMENT RESPONSE: Section F3 of the Proffer Statement has been revised to ensure that the 8' asphalt pedestrian trail system provides connectivity between the residential land uses and the adjoining commercial land uses within the same Land Bay. •:• Parks and Recreation would encourage amenities intended ,for exclusive HOA use and/or intended to satisfy recreational unit requirements not be included as a proffered amenity. COMMENT RESPONSE: The Heritage Commons project proposes the development of 645 market -rate multifamily residential units, resulting In a required recreational amenity equivaleIt of 21.5 recreational units valued at $698,750. Greenway Engineering met with Frederick County Parks and Recreation to discuss the recreational amenities program and was advised that the public pedestrian and bicycle facilities Would be considered as recreational amenities above the 21.5 required recreational equivalent; however, the community building, work/out fitness facility and community swimming pool would be considered as part of the 21.5 required recreational equivalent since these were specific to the Heritage Commons project. Heritage Commons recognizes this, but believes it is important to identify both recreational amenities that are associated with required recreational units; as well as recreational amenities that exceed this requirement to provide a commitment for a comprehensive recreational package that is competitive with proffered recreational programs that have been approved by the County for other projects. •:• It is the understanding of Park and Recreation that the 10' trails are required by ordinance on all segments of major roads in. the development. Parks and Recreation strongly supports these trail segments; however, it appears listing them in the proffer statement is unnecessay. Project #3701 HC/GAW 5 0 0 COMMENT RESPONSE: The County Code requires bicycle and pedestrian facilities to be constructed along roadways designated by the Comprehensive Plan. The Heritage Commons project identifies regional road improvements on the proffered Generalized Development Plan (GDP). The GDP roadway labeled as Section A is identified in the Comprehensive Plan as a U2 road section without a 10' bicycle and pedestrian facility. The Proffer Statement calls for this road section to be constructed as a U41) with a 10' bicycle and pedestrian facility. The typical section for the remaining regional road sections has been identified in the proffer statement to be consistent with the design that is being prepared by the County's Consulting Engineer. Design. Modification #6 does not meet open space requirements; however, Parks and Recreation recognizes that the proffered Buffalo Lick trail demonstrates use of this area and would support having this area represent a larger amount of environmental area to be considered toward satisfying the 30% open space area. requirement. COMMENT RESPONSE: The proposed Design Modification is intended to allow for open space sufficient for the market -rate multifamily land uses, while providing for efficiency in the development of commercial land use throughout the project. The market -rate multifamily land use sections will achieve open space through green areas Surrounding the units, through indoor and outdoor recreational amenities, and through protection of the Buffalo Lick Land Bay area that will be improved with a 10' asphalt bicycle and pedestrian facility. Additionally, commercial land uses will be required to meet County Code requirements that include required green space and will also have the opportunity to provide areas such as plazas that may or may not be located outside of commercial lot areas. The proffered Land Use Matrix Table for Land Bays 1-3 demonstrates that there can be 47.96 acres o1' residential land use as a maximum standard. This maximum residential acreage would require approximately 14.38 acres of open space to achieve a 30% requirement. This standard can be easily achieved through the proposed Design Modification that will require 33.08 acres of open space throughout the Heritage Commons project. This modification ensures adequate open Space for the residents of the project while not adversely impacting economic development acreage that will provide benefit to the Applicant and the County. City of Winchester Planning Department — Comment dated September 29, 2015 No comments pertaining to Planning Department review. Frederick County Public Scliools — Comment dated September 30, 2015 Cash proffers are now being offered for schools that are based on the number of students instead of the number of units. It is our understanding that at the time of complete residential occupancy that cash proffers would not be paid on. the first SI students. Project #3701 HC/GAW 6 0 COMMENT RESPONSE: Section E of the Proffer Statement provides for monetary contributions to mitigate potential impacts to public schools. This is accomplished through the establishment of an Escrow Account that is maintained by the County and can be drawn on if student generation numbers are in excess of specific student counts at specific levels of residential development. As an example, the first phase of residential development commits to a $3,000 payment per student once student generations exceed a total of 15 students during the construction of 175 market -rate multifamily units. Therefore, Frederick County Public Schools would receive monetary contributions at this level of the project and not be required to wait until student generation totals exceed 51 students. It is our understanding that the related $200,000 escrow account does not represent a cap on the cash proffers. COMMENT RESPONSE: This is correct. Section E1 of the Proffer Statement has been amended to clarify this matter. Frederick County Public Schools estimates that the Heritage Commons development will generate 164 students from. the construction of 645 apartment units. A detailed assessment of the estimated impact of Heritage Commons on FCPS is attached with these comments. COMMENT RESPONSE: The Heritage Commons project has proffered to development specific amounts of commercial land use in conjuncfion with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development. provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The FCPS calculations for capital cost per unit are based on a "residential only" project. Additionally, the Heritage Commons project is committing to significant funding in support of regional road improvements needed by the Community; as well as the Frederick County Public School Escrow Account. These proffered commitments I'eSlllt in a positive fiscal impact for the Heritage Commons project that is estimated at $2.7M above the normal DIM "residential only" project. The Applicant has utilized County information to determine these values. Virginia Department of Transportation — Comment dated October 16, 2015 It is reconunnended that language similar to the third paragraph of Section G4 of the Proffer Statement is provided for the regional road systems identified in Section G2 and Section G3, and the regional road right-of-way dedication. identified in. Section G5 if Revenue Sharing Funds are not available for the project. COMMENT RESPONSE: The Frederick County Transportation Director and representatives from the Frederick County Public Works Department are collectively involved in a County - Managed Design Revenue Sharing Project that includes the Interstate 81 Bridge, the Dual -Lane Project H3701HC/EAW 7 • Roundabout, and a U41) Major Collector Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the construction of the regional road improvements applicable to the Heritage Commons project. It has been confirmed by the VDOT Revenue Sharing Grant Administrator at the VDOT Richmond Central Office that this funding is still applicable and available to the projects described in this paragraph. The Heritage Commons Proffer Statement provides commitments for execution of a Revenue Sharing Program Agreement with the County and for the local funding match associated with the previously approved funding for these regional road projects. The Revenue Sharing Program Agreement requires the local match provider to provide funding in addition to the available revenue sharing funds should these be insufficient to complete the specific project. The Heritage Commons Proffer Statement does not obligate Frederick County to provide or pursue additional Revenue Sharing Projects for the regional road systems with VDOT as existing revenue sharing funds are available. Section. G6 of the Proffer Statement allows the Applicant to continue development within. Ladd Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system in Land Bay 2. This does not state who is responsible for construction if Revenue Sharing funds are not available or if the Applicant's development schedule is ahead of development of the regional road system by others. The Applicant should be responsible for building a full or partial typical section based on traffic projections for Land Bay 3 that exceed the 2,550 ADT threshold. COMMENT RESPONSE: Section G7 (formerly ,Section G6) of the Proffer Statement has been amended to require street access connecting Land Bay 3 to Land Bay 2 to be the responsibility of the Owner and/or Applicant and to ensure that the street access is designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. Additional language needs to be made to the second paragraph of Section G2, Section. G3 and Section G4 oj' the Proffer Statement to identify intersections as providing full access and/or partial access commercial entrances. Potential entrance locations may in. fact be full access; however, a determination cannot be made by VD07' unlil site plans are submitted and reviewed to determine if VDOT Access Management requirements are met. COMMENT RESPONSE: Section G3, Section G4 and Section G5 (formerly Section G2, Section G3 and Section G4) of the Proffer Statement have been amended to state that intersections will provide full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The designation. for "Potential Entrance Location" to access Land Bay 3 from US Route 522 needs to be removed. Access to Land Bay needs to be acco/nplished through a shared access Project #3701 HC/EA W 8 0 with Madison Village and/or construction of Warrior Drive to a sufficient typical section to support the development proposed in Land Bay 3. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement identifies access to Land Bay 3 as being limited to the signalized full access entrance at Madison Village and the potential entrance location identified on the proffered GDP. The potential entrance location can be designed and constructed to meet current VDOT Spacing Standards for Partial Access Entrances to Any Type of Intersection. This current standard allows a Partial Access Entrance (right-in/right-out) to be developed a distance of 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than 50 rnph. The proffered GDP has been modified to identify the general location of Land Bay 3 that could accommodate the Partial Access Entrance; as well as identify the general location of the Madison Village signalized intersection. Section G6 of the Proffer Statement needs to clarify who will be intplem.enting improvements to the transportation system. within the property that are identified by traffic studies submitted during the site plan development process. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement has been amended to identify the Owner and/or Applicant as being responsible for implementing improvements to the transportation system within the Property that are identified by traffic studies during the site plan development process. Section G7 of the Proffer Statenrertt should include language that requires private streets to conform to VDOT corner clearance requirements before anintersection entrance and/or street can be connected to the private street systent. COMMENT RESPONSE: Section G8 (formerly Section G7) of the Proffer Statement has been amended to require private street design to conform to VDOT corner clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. Frederick County Transportation — Comment dated October 16, 2015 Transportation Comment Section (County Transportation Comments 1-3) A number of transportation items previously fully proffered have been removed or modified as follows: First is the elimination of $1,000,000 in cash proffers for transportation that would be available for regional transportation such as the Tevis Street extension and regional improvements to the 1-81/Route 522/Route 50117 intersection. Project #3701 HC/EAW 9 C� J Second, the construction of Warrior Drive has been replaced with right-of-way dedication. This is an. important section. of the County's Comprehensive Planto put in place a regional road network to address traffic caused by new development. Its removal also appears to potentially be leaving Land Bay 3 with inadequate access. Third, the construction. of Tevis Extension to the northernproperty line has been replaced with right-of-way dedication. Once again, this is a. comprehensive planned road that furthers the development of the regional road network and helps to offset this new development. Its removal, combined with the removal of Warrior Drive has potential to reduce fixture ingress and egress points for this core portion. of the development from. three to one. COMMENT RESPONSES: The previous rezoning was approved as a special taxing district that had the ability to leverage bonding for regional road improvements and have the bonding debt service paid through special assessments that would be paid by property owners within the project. This funding mechanism allowed the previous developer to obtain funding for all regional road improvements within the property and offer additional funding for regional transportation improvements within the general proximity of the project. This regional transportation funding mechanism was not successful and Is not an appropriate comparison to the new rezoning application, Which provides private financial resources as the funding mechanism to provide the required local match for Revenue Sharing Program Funds offered by VDOT. Greenway Engineering has undertaken an analysis of the Warrior Drive regional road system and has prepared an Exhibit entitled Warrior Drive Alignment with Route 37 East that is included as information with this rezoning application. This Exhibit identifies the Warrior Drive regional road system and the various properties north of the Crosspointe Project that will require inclusion in the Comprehensive Policy Plan and in the Urban Development Area in order to accommodate this alignment. It is evident that Warrior Drive will not be a developed regional road system between Crosspointe and Heritage Commons over the very long term. The Applicant has committed to dedicate right-of-way to the County sufficient for the Warrior Drive U41) typical section from the Dual -Lane Roundabout area through the limits of the Property to the southern boundary in conjunction with a development trigger in Land Bay 2. This proffered right-of-way dedication does not have a reversion clause; therefore, the County will have secured the appropriate right-of-way through the Heritage Commons project for the future. The previous Proffer Statement for Heritage Commons provided for the completion of the portion of East Tevis Street Extension within the property and for a pro-rata share of the Interstate 81 Bridge with adjoining property owners that had mutual benefit. It was determined that creating documents and agreements for a pro-rata share of the Interstate 81 Bridge would be problematic; therefore, the Heritage Commons Proffer Statement was amended to require the Applicant to be responsible for the complete local match requirement for the Interstate 81 Project #3701 HC/EA W 10 • Bridge, which is a significant financial commitment. The construction of East Tevis Street to the northern property line that was previously proffered did not result in a connection to US Route 522; therefore, providing the available right-of-way for the East Tevis Street Extension is a very reasonable alternative to ensure this connection can be constructed now that the Heritage Commons Proffer Statement has guaranteed the funding necessary to complete the Interstate 81 Bridge. Staff would prefer that the language regarding Revenue Sharing Agreements for the Section A and Section B regional road systems be handled as a single agreement. Additionally, a commitment to no land development moving forward without the Revenue Sharing Agreement inplace should be provided. COMMENT RESPONSE: A new Section G2 has been created within the Proffer Statement to address this matter. Additionally, language has been incorporated into new Section G2 of the Proffer Statement that states the Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Revenue Sharing Agreement is executed. In Section G6 of the Proffer Statement, there is a note that the trip generatio�a from Land Bay 3 could exceed 2,550 ADT following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Please clarify what type of connection is envisioned. This naay be where the reinstatement of Warrior Drive could be considered. COMMENT RESPONSE: As requested by VDOT, Section G7 (formerly Section G6) of the Proffer Statement has been amended to require street access connecting Land Bay 3 to Land Bay 2 to be the responsibility of the Owner and/or Applicant and to ensure that the street access is designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. Frederick County Planning — Comment dated October 16, 2015 General Section (Planning Comments 1 & 2) Provide a submission fee in the amount of $25,029.50 and a rezoning plat, including a metes and bounds descriptionof the rezoning. COMMENT RESPONSES: The applicable rezoning application fee is provided. A rezoning plat exhibit is provided that includes a metes and bounds description of the rezoning. The entire acreage is proposed to be rezoned to the R4 District; therefore, the metes and bounds description is provided for the three parcels identified in this application. Project #3701 HC/GAW 0 • Land Use Section (Planning Comments 1-4) The 2030 Comprehensive Plan and the Senseny/Eastern. Frederick Area Plan (SEFAP) provide guidance on the future development of the property. The property is within the UDA and SWSA. The SEFAP identifies the property as employment, commercial and high density residential land use. The SEFAP identifies the employment and com.merci.al land uses on the north side of Buffalo Lick Run. and the high density residential on the south side of Buffalo Lick Run. The proffered GDP identifies three Land Bays and a proffered Land Use Matrix further defines land uses within the three Land Bays. Land Bay 1 is commercial. only; Land Bay 2 contains a land use mix with the majority being residential; Land Bay 3 contains a land use mix with the majority being commercial. The Applicant should address the discrepancy between the land uses identified on the proffered GDP and the proffered Land Use Matrix to a greater extent. In particular, Land Bay 3 proposing to provide a greater amount of commercial where the SEFAP identifies higher density residential land use. The application identifies itself as an urban. mixed use commercial and residential community. It should be recognized that the proffer statement does n.ot Rill), implement such a development. Urban Center designation is envisioned to be a more intensive, walkable urban area with a larger commercial core, higher densities, designed around a inajor,focal point and located in close proximity to major transportation. infrastructure. COMMENT RESPONSES: The SEFAP identifies this geographic area of the future land use plan as employment, commercial and high density residential land use. The SEFAP was established subsequent to the 2005 Rezoning for the Russell 150 project and file land uses identified on the north and south side of Buffalo Lick Run appear to have followed suit with the previously approved GDP for that project. The Heritage Commons GDP provides for an urban mixed use commercial and residential community that is much more integrated than the previously approved project. The proffered GDP and Land Use Matrix provide opportunities to allow for commercial and residential development to occur within Land Bays on both sides of Buffalo Lick Run, which will provide the ability for residents of Heritage Commons and Madison Village to have access to commercial land use within close proximity of their residences. The Heritage Commons Proffer Statement provides for an urban mixed use commercial and residential community. The proffered regional road network provides for commercial and residential land uses to be in close proximity of urban four -lane divided road systems that have direct access to US Route 522 South and a new Interstate 81 Bridge that provides direct access to the South Pleasant Valley Road corridor in the City of Winchester. The proffered mixed use Project #3701I-IC/GAW 12 • • commercial and residential within the Land Bays and Land Use Matrix Table provides for a development that is 2/3 commercial and employment and 1/3 residential in development acreage. The proffered Land Use Matrix provides for higher density residential that exceeds 13 dwelling units per acre for the residential development acreage. The proffered mix of commercial and residential land uses within Land Bay 2 and Land Bay 3 provide opportunities for integrated design that allows for walkable community design. Therefore, the Heritage Commons Proffer Statement fully implements an urban mixed use commercial and residential community. Impact Analysis and Proffer Statements Section (Planning Comments 1-20) ❖ (Planning Comments 1-2) The proffer statement should seek to link transportation improvements that are developer obligations to the land use plan to a greater extent. Section G2 of the proffer statement limited development to 175 residential units and 50,000 square feet of commercial land use until the Section B Regional Road improvements commence. The proffer statement should be clearer in linking locations of land use to transportation improvements. The possibility would appear to exist that the initial development phase could occur without any improvements being in place. COMMENT RESPONSE: Section G3 (formerly Section G2) of the Proffer Statement has been amended to ensure that the residential and commercial development identified in the above comment is served by the Section A regional road system. Subsequent to rezoning approval, the Applicant will be required to submit a Master Development Plan for the Heritage Commons project area, which will further identify information associated with the land use plan and transportation. Section G3 and Section G4 (formerly Section G2 and Section G3) of the Proffer Statement describe the requirements for construction of the complete Section A and Section B regional road system. Section G3 and Section G7 (formerly Section G2 and Section G6) of the Proffer Statement are specific to the amount of residential and commercial development that can be developed initially; therefore, the Section A and Section B regional road systems identified on the proffered GDP will be completed well in advance of the residential and commercial land development program for the Heritage Commons project. (Planning Comment 3) The Board of Supervisors .should ultimately determine if revenue sharing is the appropriate mechanism to be the foundationto implement transportation. improvements associated with this request and property. COMMENT RESPONSE: Agreed. (Planning Comments 4-5) The Applicant has proffered to enter into revenue sharing agreentents for the regional road systems identified on the GDP within 30 (lays of non - appealable rezoning approval. It should be clear that development would not occur in some form. of statement, rather than. inaction of the proffer commitments. Staff would suggest an Project ##3701 HC/EAW 13 additional proffer that would restrict development without an executed revenue sharing agreement between the County and the Applicant. COMMENT RESPONSE: The County Transportation Director has requested an amendment to the proffer statement to provide for a single Revenue Sharing Agreement; therefore, a new Section G2 has been created to address this matter. Additionally, language has been incorporated into new Section G2 of the Proffer Statement that states the Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Revenue Sharing Agreement is executed. ❖ (Planning Comment 6) Warrior Drive is a key component of the County's primary regional road system. identified in. the Comprehensive Plan and is located on. the property. This application should fully recognize Warrior Drive and implern.ent its construction. COMMENT RESPONSE: Greenway Engineering has undertaken an analysis of the Warrior Drive regional road system and has prepared an Exhibit entitled Warrior- Drive Alignment with Route 37 East that is included as information with this rezoning application. This Exhibit identifies the Warrior Drive regional road system and the various properties north of the Crosspointe Project that will require inclusion in the Comprehensive Policy Plan and in the Urban Development Area in order to accommodate this alignment. It is evident that Warrior Drive will not be a developed regional road system between Crosspointe and Heritage Commons over the very long term. This matter has been discussed with VDOT and there is not an opportunity to have the section of Warrior Drive within Heritage Commons qualify for revenue sharing assistance due to the lack of connectivity. Additionally, VDOT has not provided an indication that they would be supportive of accepting the section of Warrior Drive within Heritage Commons as a state maintained road, as it is evident that this will be a road to nowhere over the very long term. The inability to have this section of Warrior Drive accepted for maintenance by VDOT Would require the Applicant to be subjected to a significant maintenance bond over the very long term. Conversely, if VDOT would actually accept this section of Warrior Drive, they Would be directing maintenance funding away from other road systems that provided benefit to the public. The Applicant has committed to dedicate right-of-way to the County sufficient. for the Warrior Drive U41) typical section from the Dual -Lane Roundabout area through the limits of the Property to the Southern boundary In Conjunction With a development trigger In Land Bay 2. This proffered right-of-way dedication does not have a reversion clause; therefore, the County will have secured the appropriate right-of-way through the Heritage Commons project for the future. (Planning Comment 7) Airport Road between. Route 522 and Warrior Drive/I'evis Street roundabout is currently proffered as a U4D, the TIA originally related to the rezoning of the Project #3701 HGEAW 14 • U property fisrther supported this standard and the trips discussed in this current application remain significant. A U4D would still appear to be warranted by this development. Therefore, credit towards its implementation based on. its collector road designation on. the Comprehensive Plan may not be appropriate. COMMENT RESPONSE: The Comprehensive Plan identifies the section of road between Route 522 and the Warrior Drive/Tevis Street roundabout as a U2 Urban Two -Lane Road system. The Traffic Impact Analysis (TIA) for the Russell Farm Rezoning identified a Build - Out Lane Geometry and Levels of' Service Exhibit (Figure 9), which is a requirement of any TIA submitted for review by VDOT and the County. The Build -Out Lane Geometry and Levels of Service Exhibit identifies the section of road between Route 522 and the Warrior Drive as a single travel lane with a separated left turn lane and a shared thru-right turn lane at the intersection with Route 522. The Heritage Commons Proffer Statement limits traffic generation from development within the project at 20,000 ADT (which is 3,000 ADT less than the traffic generation identified in the Russell Farm TIA) and then requires traffic studies to be submitted in conjunction with site plans that exceed the 20,000 ADT threshold. The Heritage Commons Proffer Statement expands the U2 Urban Two -Lane Road section between Route 522 and the Warrior Drive/Tevis Street roundabout identified by the Comprehensive Plan and by the Russell Farm TIA to a U41) Urban Four -Lane Divided Collector. Therefore, it is appropriate to assume credit towards the implementation of this road system. (Planning Comment 8) It may be a p/-eferred approach if there was at least a public street providing access in Land Bay 3 fi-om the existing public street inthe adjacent Madison Village project to the future Warrior Drive. In. addition, consider a public street fi-oin. the road just mentioned to the road identified as Section. A that would provide inter parcel access over Buffalo Lick Run. Currently, only public streets and utilities are allowed to cross such wetlands, natural waterways, and riparian buffers. COMMENT RESPONSE: Section 4e of- the Madison Village Proffer Statement requires a public road connection to the Heritage Common project. At a minimum, this connection will be extended to the Heritage Commons project as a public road. However, the Applicant may choose to continue this public road if future land use dictates this type of road. Section G7 (formerly Section G6) of the Heritage Commons Proffer Statement requires the Applicant to construct street access from Land Bay 3 to the regional road system serving Land Bay 2 before land development activities in Land Bay 3 exceed a 2,550 ADT threshold. Therefore, the road connection between Land Bay 3 and Land Bay 2 would require a crossing over Buffalo Lick Run. The Frederick County Code states that access to a property or roads are allowed to cross such wetlands, natural Waterways, and riparian buffers. This Chapter of the Frederick County Code defines Road and Street as a street dedicated to, or owned by, Frederick County or VDOT; also privately owned rights -of -way which serve as the principal means of access to more than one property. Therefore, a public or private road or street Would be permitted to cross Buffalo Lick Run to serve as access between Land Bay 3 and Land Bay 2. Project #3701 HC/EAW 15 0 0 ❖ (Planning Comment 9) The entrance directly onto Route 522 should be removed as it is located in relative close proximity to the recently approved en.tran.ce for the Madison Village project and just south of the main project access at Airport Road. The land use plan for this area supports minimizing entrances along Route 522. COMMENT RESPONSE: The potential entrance location can be designed and constructed to meet current VDOT Spacing Standards for Partial Access Entrances to Any Type of Intersection. This current standard allows a Partial Access Entrance (right-in/right-out) to be developed a distance of' 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than 50 mph. The proffered GDP has been modified to identify the general location of Land Bay 3 that could accommodate the Partial Access Entrance; as well as identify the general location of the Madison Village signalized intersection. The correct placement of partial access entrances assists with the overall capacity and function of a full access intersection and provides efficiencies for the road network. (Planning Comment 10) The application has proposed an alternative approach to addressing the impacts to Community Facilities. The Board should ultimately determine if such an approach is appropriate. COMMENT RESPONSE: Agreed. (Planning Comments 11-13) Schools are one component of the DIM. The potential innpacts to other comnmutrrity facilities should be addressed. The Application. should clarify the credit you would like to receive for the reduction in the proffers front that identified in. the DIM. It would appear that the negative fiscal impacts associated with the residential uses proposed on the property have not been. satisfactorvlh, addressed. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to development specific amounts of commercial land use in conjunction with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as community recreational amenities. The value of these fiscal commitments, including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. Project #3701 HC/EAW 16 0 U ❖ (Planning Comment 14) Please clarify if the number of residential units proposed includes those that may be included withinthe modified residential units incorporated into the commercial project. COMMENT RESPONSE: Section C3 of the Proffer Statement has been amended to limit residential land use development within the Property to a maximum of 645 market rate multi- family units, which is inclusive of market rate multi -family residential/commercial land uses within the same structure. (Planning Comment 15) Please correct the rezoning number in. the proffer statement to ultimatel>> recognize this new, substantially different application.. COMMENT RESPONSE: The General Information and Preliminary Matters portions of the Proffer Statement have been amended to allow for the assignment of a new Rezoning Application Number by the County. (Planning Comment 16) Should the original date of the proffers be the current date associated With this request for the R4 District rather than the original rezoning date for the Russell 150 project? COMMENT RESPONSE: The General Information portion of the Proffer Statement and the headers associated with each page of the Proffer Statement have been amended to identify the original date of the Proffer Statement as May 20, 2015. This will remain as suggested unless otherwise specified by the County Attorney. (Planning Comment 17) The RA portion of the properly should be included in the preliminary matters section of the proffer statement. COMMENT RESPONSE: The Preliminary Matters portions of the Proffer Statement has been amended to include information pertaining to the RA District portion of the property. (Planning Comment 18) The proffer statement includes language describing market rate residential land uses. The Board has typically recognized residential uses by housing type rather thanby a particular style. Staff would suggest removing the market rate nomenclature, or alternately, providing more detail in the definition. of market rate so that the County can better administer this proffer should it become an. issue. COMMENT RESPONSE: Section C1 of the Proffcr Statement has been amended to expand upon the definition of market rate multi -family residential land use to exclude subsidized housing units so that the County can better administer this proffer. The Applicants believe it is important to maintain this nomenclature to guarantee and demonstrate a high quality multi- family product throughout the Heritage Commons project. Project #3701 HGGA W 17 (Planning Comment 19) Please identijy why an eight foot wide trail is being proffered rather than the typical standard of 10 feet. COMMENT RESPONSE: The comments provided by Frederick County Parks and Recreation did not identify the 8-foot wide asphalt trail within the residential portions of the project that will provide connectivity to the adjoining commercial land uses as being substandard. (Planning Coninient 20) Please clarify why the escalation clause has been rernoved from the proffer statement. COMMENT RESPONSE: Neither the Applicant's May 20, 2015 Proffer Statement or the September 25, 2015 Proffer Statement contained language that proffered an escalation clause. It is unclear what Section of the Proffer Statement would necessitate an escalation clause as the Applicant is responsible for the complete local funding match associated with the construction of the Section A and Section B regional road system improvements that are identified on the proffered GDP and further described in Section G of the Proffer Statement. Winchester Regional Airport — Comment dated October 21, 2015 (WRA Comment 1) The parcel is located within close proximity and immediately under the traffic pattern of WRA. Residential developin.en.t adjacent to, or under, a flight path used regularly by aircraft is subject to aircraft noise. As the airport continues to expand services and operations, interactions between aircraft operations and residents are likely to increase. To ensure that potential buyers and tenants are made aware of the airport's existence and aircraft noise and fly -over potential, the County should work with the developer for a proffer provision that will give written notice to future property owners or tenants of this potential through a disclosure statement as a covenant in. their property deed or a statement within their rental lease agreernent. As a condition of approval for the Heritage Commons rezoning, WRA requests the owner provide inforrnatiaz in. the Proffer Statement and Design. Modification.for noise attenuation in all proposed structures on the property; written notice of the airport's proximity to the property and aviation uses inevery deed and/or lease; execute an avigation easement with WRA over the property; and use lighting features that will not create light pollution and hazard to aircraft pilots. COMMENT RESPONSE: Section H 1 of the Heritage Commons Proffer Statement provides language for the provision of information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. Greenway Engineering has met with the WRA Executive Director to determine if FFA, VDA and/or WRA has Project #3701HC/BAW 18 9 information that identifies specific building materials above normal Building Code standards that would promote noise attenuation in structures. The WRA Executive Director was not aware of this information and advised that a request would be made to FFA and VDA to determine if this information is available. This information would need to be determined before commitments could be made for this recommendation. The WRA Executive Director has advised that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. Therefore, FFA compliance for structural heights, appurtenance heights, lighting, and other development matters subject to FFA review will be accomplished to ensure safe operations for WRA aircraft. (WRA Continent 2) WRA is very concerned with the request to increase maximum. allowable height from 60' to 80', not to include architectural screening and antenna structures. WRA will require each structure developed in. Heritage Commons to be subject to FFA review to provide a determination that the structures will not impact the WRA navigable airspace. COMMENT RESPONSE: Greenway Engineering has met with the Winchester Regional Airport (WRA) Director and has obtained maximum height allowances for the horizontal zone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons site and determined a high elevation of 747' msl. The horizontal zone approach surfaces associated with WRA Runway 14 demonstrates an elevation of 876' msl closest to the project. This information demonstrates that the development of structures in Heritage Commons with a maximum height of' 80' will not impact horizontal zone approach surfaces associated with WRA Runway 14. An exhibit has been prepared that delineates this information, which is part of the rezoning application information that has been submitted for this project. The WRA Executive Director has stated that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. Frederick County Attorney — Comment dated October 28, 2015 (County Attorney Comments 1-2) The profferstatement reference should be consistent with the number assigned to the new rezoning application. The original date of the proffers for the new rezoning application should be September 25, 2015. The small parcel that is currently zoned RA District should be referenced in the Prelim.inaty Matters Section of the Proffer Statement. COMMENT RESPONSE: The Proffer Statement has been amended to incorporate the number assigned to the new rezoning application; the original date of the proffers associated with the Project tt3701 HC/CAW 19 0 9 new rezoning application; and the information associated with the 0.31± acre parcel that is currently zoned RA District. ❖ (Count), Attorney Com.rnent 3) The GDP identifies several potential entrance locations. The term, potential is confusing relative to the issue of whether the proffer is actually limiting entrances. COMMENT RESPONSE: Section Al of the Proffer Statement has been amended to clarify that the potential entrance locations represents the maximum number of potential entrance locations along the regional road system serving the Property. (County Attorney Comment 4) Design Modification I states that a Master Development Plait (MDP) will be provided subsequent to the rezoning approval process; however, the alternative design standard does not include such a provision. It would be appropriate to amend this alternative standard to state that a MDP will be provided prior to issuance of any permits for work on. the property. COMMENT RESPONSE: Design Modification 1 has been amended to include language stating that a MDP will be provided to the County prior to development activity on the Property. (County Attorney Continent S) Staff should be aware that Design. Modification 10 excludes architectural screening features and antennas front height restrictions. COMMENT RESPONSE: Design Modification 10 has been amended to eliminate language pertaining to antennas and to restrict the maximum height for architectural screening features to 90 feet. The design flexibility to utilize a pitched roofline or parapet wall for screening mechanical equipment or other items on the roof system represents good architectural design practice. The maximum 90 feet height limitation for the architectural screening features is still well below the Winchester Regional Airport's (WRA) horizontal and approach zone heights. Additionally, WRA has stated that they will be submitting all site plans for the heritage Commons project to the FFA for review to ensure that the airspace around the airport is protected, which is acceptable to the Owner and/or Applicant. (County Attorney Comment 6) The Proffer Statement snakes various references to structures containing residential and commercial uses within the same structure; however, none of the design. modifications address this use. Design. Modifications 11 and 12 appear to be possible standards but should state that these standards would apply to mixed -use buildings. COMMENT RESPONSE: Design Modifications 11 and 12 have been amended to include commercial and residential mixed -use buildings that can be developed In conformity With the alternative design standards associated with these modifications. Project #3701 HC/EAW 20 0 • (County Attorney Comment 7) Proffer CI - The inclusion of the words "multi family residential land" in the definition of "market rate multi- amily land" is confusing. This concept appears to focus onfactors relevant to the rate and not the land. Additionally, the phrase "offered at the highest rent that the local market can sustain." is meaningless. It appears that the word "offered: should be replaced with "rented. " COMMENT RESPONSE: Section C1 of the Proffer Statement has been amended as recommended. The word "use" was inadvertently omitted from the phrase "market rate multi- family laIld use" and has been Incorporated to clarify this definition. The word "offered" has been replaced with "rented" so the phrase states "Market rate multi -family residential land use is defined as having no income limit for the unit and rented as the highest rent that the local market can sustain." (County Attorney Comment 8) Proffer C2 — The Proffer Statement contemplates that the project will include structures containing a mix of residential and commercial use. The Proffer Statement would best also include anexplanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed. COMMENT RESPONSE: Section C2 of the Proffer Statement has been amended to identify that market rate multi -family residential and commercial land uses within the same structure will be permitted within Land Bay 2 and Land Bay 3. These land bays are planned to be developed with both residential and commercial land use; therefore, residential and commercial land uses within the same structure would be appropriate within these land bays. The Owner and/or Applicant does not. know the amount of mixed -use residential and commercial land use that will be located within the same structure at this point in the process; therefore, acreages and use percentages cannot be determined at this time. (County Attorney Comment 9) Proffers DI through D4 would be better stated to include the language "so as not to exceed" prior to the number of residential units. COMMENT RESPONSE: Section DI through Section D3 of the Proffer Statement has been amended to incorporate the language "so as not to exceed" prior to the number of residential units that are limited during these time lines. It is not necessary to include this language in Section D4 of the Proffer Statement as this section represents the build -out phase of the residential development program. (County Attorney Comment 10) Proffers DS through. D7 do not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial development. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structures. COMMENT RESPONSE: The Owner and/or Applicant believe that the language committing to the development of 50,000 square feet of commercial land use at various intervals of the Project 113701 HC/EAW 21 0 • residential development program is specific and clear and does not desire to amend this section of the Proffer Statement. The Owner and/or Applicant is proffering to provide significant financial Investment in regional road Construction and infrastructure, and Is limiting residential development through the commitment to develop specific levels of commercial land use. The Owner and/or Applicant is assuming financial risk by committing to specific levels of commercial land use and is highly motivated to ensure that these structures are leased or sold as quickly as practical. (County Attorney Comnnent 11) The requirement in Proffer D7 for an additional 7,500 square feet of commercial square footage prior to the issuance of a certificate of occupancy permit for the 645"' residential unit would only restrict occupancy of the last residential unit otherwise allowed for the property. COMMENT RESPONSE: Section D6 of the Proffer Statement has been amended to increase the level of commercial land use from .50,000 square feet to 57,.500 prior to the issuance of a certificate of occupancy permit for the 600"' market rate multi -family residential unit. Section D7 of the Proffer Statement has been eliminated. (County Attorney Comments 12 and 13) It is recommended that Sections El through E5 include language that determine impacts to public schools by population data obtained fronn. Frederick County Public Schools within 90 days following issuance of certificates of occupancy ,for each of the units identified in Proffers E2 through E5; that future occupancy permits for residential units be restricted until amounts have beenpaid; that language be provided for the escrow release that is specific to the remaining balance; and that language is provided hi Proffers E2 through E5 that further clarify calculations will be based upon. population data at the time of issuance of*the certificate of occul)alcy for the specific. residential unit. COMMENT RESPONSE: Sections El through E5 of the Proffer Statement have been amended to reflect the recommendations provided in these comments. (County Attorney Comment 14) Proffer G2 — Section. A Transportation Program. The term. "standard format" for revenue sharing agreements is not necessarily accurate and it nn.ight be best to eliminate this reference and slate that the "Owner andlor Applican.l shall be responsible in the Agreement for... " Additionally, there is no reason that the Owner andlor Applicant cannot advance road plans, irrespective of entering in.lo the Agreement. Finally, the Proffer Statement does not preclude development of thefirst phase of the residential and commercial development program. prior to a revenue sharing agreennent and sane guarantee that the Section A transportation program is built. COMMENT RESPONSE: The County Transportation Director advised that it would be better to identify a single Revenue Sharing Agreement for the Section A and Section B Transportation Programs; therefore, Proffer Section G2 was completely rewritten to be specific to the Agreement. This new proffer section establishes the Agreement for the Section A and Section Project #3701FIC/EAW 22 B Transportation Programs; eliminates the reference to the "standard format" for the Agreement; requires the Owner and/or Applicant to be responsible for the local funding match for the Section A and Section B Transportation Programs; and restricts development on the Property until the Agreement is executed. Section G3 of the Proffer Statement has been created to provide specific information pertaining to the Section A Transportation Program. Language has been incorporated based on comments received from the County Transportation Director that allows for the first phase of the residential and commercial development program to commence, which is served by the Section A regional road system. The Revenue Sharing Agreement will require the Section A Transportation Program to be constructed as a unified project between US Route 522 and the Dual -Lane Roundabout; therefore, the first phase of residential and commercial development will be served from this regional road system. s• (County Attorney Continent 15) Proffer G3 — Section. B Transportation Program. As with the previous comment, there is not necessarily a "standard fornial" for revenue sharing agreements and changes similar to the Section A Transportation Program may be appropriate for the Section B Transportation Program. Similarly, the Proffer does not provide for limitations on development in the Agreement is not executed or fulfilled. COMMENT RESPONSE: Section G2 of the Proffer Statement provides language specific to the Revenue Sharing Agreement and Section G4 of the Proffer Statement has been created to provide specific information pertaining to the Section B Transportation Program. This new language in Section G2 of the Proffer Statement provides an Agreement for the Section B Transportation Program; eliminates the reference to the "standard format" for the Agreement; requires the Owner and/or Applicant to be responsible for the local funding match for the Section B Transportation Program; and restricts development on the Property until the Agreement is executed. (Count), Attorney Comment 16) Proffer G4 — Section C Transportation Program. Language needs to be made clear that any partial street section that is constructed must be within the planned right-oflway and constructed to permit expansion consistent with. the Section C East Tevis Street extension described in the Proffer Statement. COMMENT RESPONSE: Section G5 of the Proffer Statement has been amended for the Section C Program to state that the partial street section shall be constructed within the planned right-of-way and shall be constructed to permit expansion of the Section C East Tevis Street extension as described in the Section C Program. (County Attorney Comment 17) Proffer G5 — Section. D Transportation Prograna. The last sentence is not clear regarding access to the road systemt, between the Roundabout and the right-of-way dedication. area. Project #3701 HC/EAW 23 COMMENT RESPONSE: Section G6 of the Proffer Statement has been amended for the Section D Program to utilize the GDP as the reference for the regional road system between the Roundabout and the right-of-way dedication area; as well as the location of the right-of-way dedication area that is proffered to be provided to the County. Please advise me if you have any questions regarding this information or if there is any additional information that is necessary pertaining to these comments. Sincerely, a . Evan Wyatt, Director of Land Planning Greenway Engineering, Inc. Project #3701 F1C/LAW 24 540/722-8383 Pax 540/667 0370 E-mail: rwillia@co.fredericic.va.us . October 28, 201,5 VIA. E-MAIL ewyatt0a gmenivayeng-mn --AND REGULAR MAIL Mr. Evan A: Wyatt . Greenway Engineering 151 Windy Hill Lane Winchester VA: 22602 Re: Rezoning Application = R 150 SPE, LLC pro pei ty "Heritage Commons" (f/k/a : Russell 150), Parcel Numbers 63-1A-150, 64-A-10;:64-A=12, consisting of 150.591 acres '—'Proffer Statement dated Septerhber 25; 2015 Dear Evan: You have subrriitted to Prederick County for review the above -referenced proposed proffer statement (the "Proffer Statement") for the proposed rezoning of the indicated property (the "Property") in the.Shdwnee Magisterial Disti=ict froiil the RA:(Rural Areas) District; the RP : (Residential Perforinance) District; with proffers; and the B2 (General Business) District, with proffers;to the R4 (Residential Planned Cornrn` unity) District,.with proffers.:.I liave flow reviewed the Proffer Statenien and it is rriy opinion :that the Pro£-6r..Statetrientwould only be in a . form .to meet the:requiiemeriis of theFrederic k County Loiiiig 0idinalice and'the Code Of : Virginia, mid .would only be legally sufficient as aproffei statezneiit,aubject to the followii►g coninlents: 1. Rezoning Niiirrb acid Date= The Proffer Sfaterriefit curreirtly identifies the rezoning as RZII02-14.. This reference should be to whatever nuiiiber lias been assigned to the new rezoning application. Also, given that theproposed rezoning is to an entirely new zoning district, the reference to the 2005 "original"date" is bestdeleted. The "original date" of proffers is really the September 25,_2015 date.• 2. Preliminary Matters section = This section should also reference the siiiall portion of the Proper-ty that is zoned RA. . 107 North Kent Street • 'Winchester,* Virginia 22601 • Mr. Evan A. Wyatt October 28, 2015 Page 2 3. Proffer` A/Generalized Development Plan ("GDP") —The GDP shows a number of locations each identified as a "Potential Entrance Location". The use of the word "potential" is confusing relative to the issue of whether the Proffer is actually limiting entrances, ' I recognize that Proffer G refers to entrances meeting or exceeding VDOT entrance spacing requirements, but this raises a question as to whether, if the VDOT standards would permit more entrances than are shown.: the Owner/Applicant is going'to limit entrances to the number shown on the`GDP:...... . 4..: Proffer B � Design Ivlodificatioii j (Rezoning Pxocedure) The stated justification £or the proposed modification is that a Master Developiiieiit Plan will he provided subsequent to the rezonifi apo' oval process, but the actual.Iarzgii age of the proposed alternative design standard does riot .include such a provision. ' .The provisions should be included in the ..... tariguage 'of the alternative design standard:::It might be' appropriate; .for iiistah6e� to state that a . master development plarn would be pt6vided'foz a particular land'bay prior to issuance of any - permits for work .on that land bay. 5 Proffer B Design Modification 10 (Height Limitations) StdfF should be aware that this proposed iniodificatiori would exclude entirely froiri the height Iiriiitations "architectural scraeiiing features".arid"antenna structures:" :Such features and sty-actirres wo�tici apparently be subject to no limit un, ek the`proposed ziiodificatiort, despite the following provision in the ordinance definition of "building height": :"For strukftires that iricliide appurteiiaiit or other accessory roof features the height sball be measured from the average finished grade at the front of the structiire to .the highest point of the .feature." See County Code § 165=101.02. 6. Pro5:, 1 Do' signlvlodifications l l acid l2 (Multi£amilyResidential . Buildings/Modified Apartm6iit Building) . The Proffer Sfatexrient iiiakas various references to structures containing nauitiple uses (residential and commercial) 'within th.e same structure: ..None of the design rnodificatiohs, .however, specifically provide for the design standards for such structures: Design znadificatioiis 11:and 12 contain what appear to .be possible standards; but .. .perhaps should specifically state'that those standards and/or shah other standards would apply to mixed -use buildings. 7. Proffer C 1 Land Use and Land Use Matrix - The iriciusion of the words "multi- farriily residential laud" iii.the definition of "nYarket rate iiiiilti-fa.mi..I residential land" is unnecessary and corifusing.::VJith the additional words,."land" is the noun; instead of "rate's. The ooncept seemingly is intended to focus on factors relevant to the rate and not the land: Also- the phrase"offered at the highest rent that the local market sustain is medningless.. Anything . can lie offered for sale at 4'�'X price; the question. is whether the market will sustain ah" actual sale . at a articular price. Therefore; it appears that the word "offered" should be replaced with "reefed". 6-1 0 • Mr. Evan A. Wyatt October 28, 2015 Page 3 8. Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include -an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed. 9. Proffers Dl tluough D4 =Land Use Phasing Program _ For clarity,.these Proffers would better "the'Owner and/or Applicant shall phase the residential land use development program so as not to exceed residential units" within/foi• the relevant time period. 10: Proffers D5 through D7 —Land Use Phasing Program _ The Proffer does not identify a particular meaning for the term "shall develop". with reslicct to the square'footage of commercial land use.. Tlie Proffer might provide greater clarity if it instead stated ."shall obtain a certificate of occupancy" for the structure(s): 11. Ptoffer D7 Land Use Phasing Program -= Staff should be aware that the ` coffer is almost meaningless; as Proffer C3 already limits residential development on the Property to : 645 residential units'..Therefore, the rcquirement of Proffer.D7, for an'additional 7;500 of commercial square footage prior to issuance of a cei-tifi&aic of occupancy foi `the 645"' residential . unit; would restrict only the occupancy of the last residential unit -otherwise aHdWed for the Property. 12. Proffer El —Monetary Contribution foi Public Schools "The second sentence . might more clearly read a5`.."Impacts to public schools shall be detezniined by student.::. population data obtained from Frederick County Public Schools within 90 days following issuance of the certificates bf occupancy for each of the Units ideiliifie.d . ii Proffers E2 hrough E5." `Also; the last sentence purports to obligate the Schools`to produce the information', ai act which may not necessarily be called foi•'in a'pz`offei' stateirient; biit I believe that the revised language of the second serifene'' would'permit the aeletioii of the`11st seiiien6c Likewise; "the.. third sentence ("Monetary contributions :..") should state thattlie:aniouiits are to bedrawnfirom the escrow and theaieginiung of the next sentence should state: ".The remainder of the escrow account balance.:..».:. 13. Proffers E2 through E5 = Foi clarity, the language of eacli of these provisions might best read:: "A one-time payment of $3,000 for each student over total students, as calculated based upon the student population at the time of issuance of the certificate of occupancy for theme residential unit." .Also;.while I uiiderstaiid that the Owner/Applicant will believe the circumstance unlikely to occur; Proffer E needs an additional provision to cover the situation in which the escrow fund is exhausted; this could perhaps be a Proffer E6 v�hich states: "In the event that the escrow fund provided in Section EI of the Proffer Statement is exhausted Mr. Evan A. Wyatt October 28, 2015 Page 4 prior to fulfzllment of the paymetits set forth ni Sections E2-E5 'of the Proffer Statement; no further certificates of occupancy for residential units shall be issued until the remaining amounts then due have been paid." 14....'Proffer G2 — Transpoxtation (Sectiozi A Prograin) = I cannot say that there is necessarily a' standard format" for revenue sharing agreements. It mighf be best if, and to avoid potential contract zoning issues, the second seziteiice of the first paragraph was deleted and if the language of the next pai'agi`aph contained the -additional words that I have underlined here: `.`The .Owner acid/or A:pplicaiit shall be responsible in the A 6e m6h _for . ; : ": Also; :I do hot understand the'puipose of the first sentence of the third paragraph and it appears to impose an. .obligation oii the County; I see no reason why the Owner/Applicant cannot `.`advance" lroad plans;'irrespective of havizig entered ziito an agreement. Finn' lly;:as a'separate comineiat for staff, I note that the Proffer Statement does not expresslypreclude developziieAt. of the first 175 residential units -and 5'0,000 squaie feet of commercial uses prior io arevenue sharnig agreement and soiiie guarantee that he Section A transportation progxaiii is built: 15... .Proffer G3 —Transportation (Section }3 Program) = As'witla Proffer 02, thexe is .not necessarily a "standard foimizat" and changes similar to those for Pxoffer .02 may be appropriate for Proffer Cr3:: Staffsliould be aware that, .while the Proffer states tha the Owner/Applicazit shall ei7tez into the revenue shazizig agreerzierit rvithin 30 clays of approval of the'rezoning; the Proffer does not contain any limitation on development iii`the event the Owner•/Applicant does riott enter"into the agreement or does not fulfill the agreement.' :Proffer G4 - Transportation (Section'C Program)' Inthe third paragraph, the language needs to -make clear that ahypartial sheet sectiozi so coziatructed must be within the plaiizied right=of-way and coristzucted to perfA1t expansion corisisteht withthe Section C East Tevis Street extension described iri Section G4 of the Pxoffer Statomerit... 17. Prbffei G5 Transportation (Section D Program) = Tlie last sentence is riot clear regarding .acoess io'the road systein "between.the Roiindabout azid the right-of-way dedication are It seems that the Pxoffer should jztst refer to access to the Section* D right -of way. N4i-. Evan A. Wyatt October 28, 2015 Page 5 1 have not reviewed the substance of the proffers as to whether the proffers are suitable and appropriate for this specific development, as it is my understanding that review will be done by staff and the Planning Commission. Sincerely yours, oe%, ,}V,`-Al,y,, 151 Windy Hill Lane CaREENWAY Winchester, VA 22602 ENGINEERING October 23, 2015 Frederick County Planning Department Attn: Mike Ruddy, Deputy Director 107 North Kent Street Winchester, VA 22601 RE: Heritage Commons Rezoning — Review Agencies Comment Response Letter Dear Mike: The purpose of this letter is to provide you with a comprehensive comment response letter that addresses the Heritage Commons Rezoning comments received from the various review agencies. The comprehensive comment response letter is structured to provide for the specific review agency, the date the comment was received, and information pertaining to each review comment. This information is intended to explain how specific comments have been addressed by the rezoning application or advise why the specific comment was not included in the proffered development program for Heritage Commons. Frederick County Fire Marshal — Comment dated September 18, 2015 •:• Rezoning Approved. Frederick County Sanitation Authority — Comment dated September 21, 2015 ,e The parcel is in the water and sewer service area served by FCSA. ❖ Water and sewer service is available within a reasonable distance from the parcel. ❖ Sewer treatment capacity is available at the waste water treatment plant. ❖ A technical analysis of the water and sewer system will need to be performed by the Applicant prior to development on the parcel. COMMENT RESPONSE: Agreed. Frederick -Winchester Service Authority — Comment dated September 22, 2015 ❖ No comments regarding wastewater treatment capacity. Engineers Surveyors Planners Environmental Scientists Laboratory Telephone 540-662-4185 Fax 540-722-9528 www. green wayeng.corn Project #3701HC/SAW City of Winchester Public Services — Comment dated September 22, 2015 The City's Public Services Department is very supportive of the regional transportation component, which will serve as a vital facility to help meet the future traffic demands of the community as continued growth occurs. .Dederick County Public Works — Comment dated September 25, 2015 ❖ Clarify the discrepancy between the phasing plait modification and the phasing plan in the proffer statement. COMMENT RESPONSE: The phasing plan that is specific to the Modification #9 in the proffered Design Modification Document is to eliminate this as an element of the Master Development Plan that will be required subsequent to rezoning approval. The proffer statement does not provide a proposed phasing plan for Heritage Commons; however, it does commit to a specific amount of commercial land use that will develop during the residential buildout for the project. ❖ The project's close proximity to the airport will require FFA review in determining maximum height allowances based on the 80' maximum height allowance specified in Modification #10. COMMENT RESPONSE: The Applicant has met with the Winchester Regional Airport (WRA) Director and has obtained maximum height allowances for the horizontal zone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons site and determined a high elevation of 747' msl. The horizontal zone approach surfaces associated with WRA Runway 14 demonstrates an elevation of 876' msl closest to the project. This information demonstrates that the development of structures in Heritage Commons with a maximum height of 80' will not impact horizontal zone approach surfaces associated with WRA Runway 14. An exhibit has been prepared that delineates this information, which is part of the rezoning application information that has been submitted for this project. The WRA Executive Director has stated that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. The commercial square footage in the Impact Analysis Statement does not equal the amount referenced in the Proffer Statement. Indicate how this was determined. COMMENT RESPONSE: The Applicant prepared a calculation for potential commercial square footage within the Impact Analysis Statement that considered the commercial acreage permitted within each Land Bay and utilized a 0.2 FAR, which is typical for commercial site development in the County. This information was derived to determine a potential impact to Project #3701 HGEAW 2 0 • water, sewer, and solid waste required of the project. The commercial square footage identified in the Proffer Statement demonstrates the amount of commercial square footage that is committed to occur at certain thresholds of residential development within the project. Heritage Commons will exceed the amount of commercial square footage identified in the Proffer Statement. ❖ Proffer Statement Section D — Phasing does not reference the development of site infrastructure. At a minimum, the rezoning proposal should indicate what infrastructure will be completed prior to the development of each phase. COMMENT RESPONSE: Section D within the Proffer Statement is entitled Land Use Phasing Program and is intended to specify the minimum time frame for completion of the residential land use and the minimum amount of commercial square footage that will be developed in conjunction with the residential land use. The proffered GDP identifies Regional Road Sections A and B, which will be developed as Revenue Sharing Program Projects. Section G2 of the Proffer Statement requires the Applicant to enter into a County -Managed Revenue Sharing Agreement within 30 days of non -appealable rezoning approval and to provide the local funding match for these regional road improvements that will be designed by the County's Consulting Engineer. These regional road improvements provide the only means of access to Land Bay 1 and Land Bay 2; therefore, development within these Land Bays is dependent upon this infrastructure. Section G3 provides for a maximum development of 175 residential units and 50,000 square feet of commercial land use until construction commences for the Section B regional road improvements. ❖ Proffer Statement Section E — Monetary Contributions for Public Schools provides an escrow account to mitigate potential impacts to schools. However, the Applicant has not provided monetary contributions for impacts on other County Capital Facilities. Indicate if this omission was anoversight or intentional. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to development specific amounts of commercial land use in conjunction with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as community recreational amenities. The value of these fiscal commitments, including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $23M above the normal DIM results using County cost estimates and values. Therefore, the Heritage Commons project Project #3701 HGEAW 3 neither intentionally nor unintentionally omitted monetary contributions to offset their impacts to County Capital Facilities. ❖ Section G2 of the Proffer Statement proposes that the Applicant will enter into a Revenue Sharing Agreement with Frederick County to construct the regional road system. Frederick County cannot approve a proposal which obligates it to Revenue Sharing when this approach may not be available at the time of construction. The Applicant should assume the total responsibility for the design and construction of the regional road system. Frederick County cannot be obligated to provide or pursue revenue sharing projects with VDOT. COMMENT RESPONSE: The Frederick County Transportation Director and representatives from the Frederick County Public Works Department are collectively involved in a County - Managed Design Revenue Sharing Project that includes the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the construction of the regional road improvements applicable to the Heritage Commons project. The Heritage Commons Proffer Statement provides commitments for executive of a Revenue Sharing Program Agreement with the County and for the local funding match associated with the previously approved funding for these regional road projects. The Heritage Commons Proffer Statement does not obligate Frederick County to provide or pursue Revenue Sharing Projects for the regional road systems with VDOT as these already exist. •3 Section G6 of the Proffer Statement refers to Revenue Sharing; therefore, delete any reference to Revenue Sharing. COMMENT RESPONSE: Same response as above. Frederick County Parks and Recreation — Comment dated September 28, 2015 ❖ Monetary proffer appears insufficient to meet the impact of the development. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to develop specific amounts of commercial land use in conjunction with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as community recreational amenities. The value of these fiscal commitments, Project #3701HCEAW 4 0 • including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. ❖ Parks and Recreation would like to see bicycle and pedestrian accommodation included in the 1-81 Bridge crossing segment. COMMENT RESPONSE: The Applicant and Greenway Engineering met with the County's Consulting Engineer that is responsible for the County -Managed Design that includes the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522. The County's Consulting Engineer has advised that the Interstate 81 Bridge Design will include two travel lanes in each direction, a raised concrete median, and 5' pedestrian sidewalks along both sides of the bridge. The design does not propose a bicycle lane, but does provide for pedestrian accommodation. ❖ The proffered 8' asphalt pedestrian trail system should additionally serve to connect residential and commercial bays. COMMENT RESPONSE: Section F3 of the Proffer Statement has been revised to ensure that the 8' asphalt pedestrian trail system provides connectivity between the residential land uses and the adjoining commercial land uses within the same Land Bay. •3 Parks and Recreation would encourage amenities intended for exclusive HOA use and/or intended to satisfy recreational unit requirements not be included as a proffered amenity. COMMENT RESPONSE: The Heritage Commons project proposes the development of 645 market -rate multifamily residential units, resulting in a required recreational amenity equivalent of 21.5 recreational units valued at $698,7.50. Greenway Engineering met with Frederick County Parks and Recreation to discuss the recreational amenities program and was advised that the public pedestrian and bicycle facilities would be considered as recreational amenities above the 21.5 required recreational equivalent; however, the community building, work/out fitness facility and community swimming pool would be considered as part of the 21.5 required recreational equivalent since these were specific to the Heritage Commons project. Heritage Commons recognizes this, but believes it is important to identify both recreational amenities that are associated with required recreational units; as well as recreational amenities that exceed this requirement to provide a commitment for a comprehensive recreational package that is competitive with proffered recreational programs that have been approved by the County for other projects. ❖ It is the understanding of Park and Recreation that the 10' trails are required by ordinance on all segments of major roads in the development. Parks and Recreation strongly supports these trail segments; however, it appears listing them in the proffer statement is unnecessary. Project #3701 HGEAW 5 0 COMMENT RESPONSE: The County Code requires bicycle and pedestrian facilities to be constructed along roadways designated by the Comprehensive Plan. The Heritage Commons project identifies regional road improvements on the proffered Generalized Development Plan (GDP). The GDP roadway labeled as Section A is identified in the Comprehensive Plan as a U2 road section without a 10' bicycle and pedestrian facility. The Proffer Statement calls for this road section to be constructed as a U41) with a 10' bicycle and pedestrian facility. The typical section for the remaining regional road sections has been identified in the proffer statement to be consistent with the design that is being prepared by the County's Consulting Engineer. ❖ Design Modification #6 does not meet open space requirements; however, Parks and Recreation recognizes that the proffered Buffalo Lick trail demonstrates use of this area and would support having this area represent a larger amount of environmental area to be considered toward satisfying the 30% open space area requirement. COMMENT RESPONSE: The proposed Design Modification is intended to allow for open space sufficient for the market -rate multifamily land uses, while providing for efficiency in the development of commercial land use throughout the project. The market -rate multifamily land use sections will achieve open space through green areas surrounding the units, through indoor and outdoor recreational amenities, and through protection of the Buffalo Lick Land Bay area that will be improved with a 10' asphalt bicycle and pedestrian facility. Additionally, commercial land uses will be required to meet County Code requirements that include required green space and will also have the opportunity to provide areas such as plazas that may or may not be located outside of commercial lot areas. The proffered Land Use Matrix Table for Land Bays 1-3 demonstrates that there can be 47.96 acres of residential land use as a maximum standard. This maximum residential acreage would require approximately 14.38 acres of open space to achieve a 30% requirement. This standard can be easily achieved through the proposed Design Modification that will require 33.08 acres of open space throughout the Heritage Commons project. This modification ensures adequate open space for the residents of the project while not adversely impacting economic development acreage that will provide benefit to the Applicant and the County. City of Winchester Planning Department — Comment dated September 29, 2015 ❖ No comments pertaining to Planning Department review. Frederick County Public Schools — Comment dated September 30, 2015 ❖ Cash proffers are now being offered for schools that are based on the number of students instead of the number of units. It is our understanding that at the time of complete residential occupancy that cash proffers would not be paid on the first 51 students. Project #3701HC/EAW 6 0 • COMMENT RESPONSE: Section E of the Proffer Statement provides for monetary contributions to mitigate potential impacts to public schools. This is accomplished through the establishment of an Escrow Account that is maintained by the County and can be drawn on if student generation numbers are in excess of specific student counts at specific levels of residential development. As an example, the first phase of residential development commits to a $3,000 payment per student once student generations exceed a total of 15 students during the construction of 175 market -rate multifamily units. Therefore, Frederick County Public Schools would receive monetary contributions at this level of the project and not be required to wait until student generation totals exceed 51 students. ❖ It is our understanding that the related $200,000 escrow account does not represent a cap on the cash proffers. COMMENT RESPONSE: This is correct. Section E1 of the Proffer Statement has been amended to clarify this matter. ❖ Frederick County Public Schools estimates that the Heritage Commons development will generate 164 students from the construction of 645 apartment units. A detailed assessment of the estimated impact of Heritage Commons on FCPS is attached with these comments. COMMENT RESPONSE: The Heritage Commons project has proffered to development specific amounts of commercial land use in conjunction with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The FCPS calculations for capital cost per unit are based on a "residential only" project. Additionally, the Heritage Commons project is committing to significant funding in support of regional road improvements needed by the community; as well as the Frederick County Public School Escrow Account. These proffered commitments result in a positive fiscal impact for the Heritage Commons project that is estimated at $2.7M above the normal DIM "residential only" project. The Applicant has utilized County information to determine these values. Virginia Department of Transportation — Comment dated October 16, 2015 It is recommended that language similar to the third paragraph of Section G4 of the Proffer Statement is provided for the regional road systems identified in Section G2 and Section G3, and the regional road right-of-way dedication identified in Section GS if Revenue Sharing Funds are not available for the project. COMMENT RESPONSE: The Frederick County Transportation Director and representatives from the Frederick County Public Works Department are collectively involved in a County - Managed Design Revenue Sharing Project that includes the Interstate 81 Bridge, the Dual -Lane Project #3701HGEAW 7 Roundabout, and a U41) Major Collector Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the construction of the regional road improvements applicable to the Heritage Commons project. It has been confirmed by the VDOT Revenue Sharing Grant Administrator at the VDOT Richmond Central Office that this funding is still applicable and available to the projects described in this paragraph. The Heritage Commons Proffer Statement provides commitments for execution of a Revenue Sharing Program Agreement with the County and for the local funding match associated with the previously approved funding for these regional road projects. The Revenue Sharing Program Agreement requires the local match provider to provide funding in addition to the available revenue sharing funds should these be insufficient to complete the specific project. The Heritage Commons Proffer Statement does not obligate Frederick County to provide or pursue additional Revenue Sharing Projects for the regional road systems with VDOT as existing revenue sharing funds are available. ❖ Section G6 of the Proffer Statement allows the Applicant to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system in Land Bay 2. This does not state who is responsible for construction if Revenue Sharing funds are not available or if the Applicant's development schedule is ahead of development of the regional road system by others. The Applicant should be responsible for building a full or partial typical section based oil traffic projections for Land Bay 3 that exceed the 2,550 ADT threshold. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement has been amended to require street access connecting Land Bay 3 to Land Bay 2 to be the responsibility of the Owner and/or Applicant and to ensure that the street access is designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. ❖ Additional language needs to be made to the second paragraph of Section G2, Section G3 and Section G4 of the Proffer Statement to identify intersections as providing full access andlor partial access commercial entrances. Potential entrance locations may in fact be full access; however, a determination cannot be made by VDOT until site plans are submitted and reviewed to determine if VDOT Access Management requirements are met. COMMENT RESPONSE: Section G3, Section G4 and Section G5 (formerly Section G2, Section G3 and Section G4) of the Proffer Statement have been amended to state that intersections will provide full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. ❖ The designation for "Potential Entrance Location" to access Land Bay 3 from US Route 522 needs to be removed. Access to Land Bay needs to be accomplished through a shared access Project #3701HC/EAW 8 0 • with Madison Village and/or construction of Warrior Drive to a sufficient typical section to support the development proposed in Land Bay 3. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement identifies access to Land Bay 3 as being limited to the signalized full access entrance at Madison Village and the potential entrance location identified on the proffered GDP. The potential entrance location can be designed and constructed to meet current VDOT Spacing Standards for Partial Access Entrances to Any Type of Intersection. This current standard allows a Partial Access Entrance (right-in/right-out) to be developed a distance of 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than 50 mph. The proffered GDP has been modified to identify the general location of Land Bay 3 that could accommodate the Partial Access Entrance; as well as identify the general location of the Madison Village signalized intersection. ❖ Section G6 of the Proffer Statement needs to clarify who will be implementing improvements to the transportation system within the property that are identified by traffic studies submitted during the site plan development process. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement has been amended to identify the Owner and/or Applicant as being responsible for implementing improvements to the transportation system within the Property that are identified by traffic studies during the site plan development process. ❖ Section G7 of the Proffer Statement should include language that requires private streets to conform to VDOT corner clearance requirements before an intersection entrance and/or street can be connected to the private street system. COMMENT RESPONSE: Section G8 (formerly Section G7) of the Proffer Statement has been amended to require private street design to conform to VDOT corner clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. Frederick County Transportation — Comment dated October 16, 2015 Transportation Comment Section (County Transportation Comments 1-3) ❖ A number of transportation items previously fully proffered have been removed or modified as follows: First is the elimination of $1,000,000 in cash proffers for transportation that would be available for regional transportation such as the Tevis Street extension and regional improvements to the 1-81/Route 522/Route 50117 intersection. Project #3701HGBAW 9 Second, the construction of Warrior Drive has been replaced with right-of-way dedication. This is an important section of the County's Comprehensive Plan to put in place a regional road network to address traffic caused by new development. Its removal also appears to potentially be leaving Land Bay 3 with inadequate access. Third, the construction of Tevis Extension to the northern property line has been replaced with right-of-way dedication. Once again, this is a comprehensive planned road that furthers the development of the regional road network and helps to offset this new development. Its removal, combined with the removal of Warrior Drive has potential to reduce future ingress and egress points for this core portion of the development from three to one. COMMENT RESPONSES: The previous rezoning was approved as a special taxing district that had the ability to leverage bonding for regional road improvements and have the bonding debt service paid through special assessments that would be paid by property owners within the project. This funding mechanism allowed the previous developer to obtain funding for all regional road improvements within the property and offer additional funding for regional transportation improvements within the general proximity of the project. This regional transportation funding mechanism was not successful and is not an appropriate comparison to the new rezoning application, which provides private financial resources as the funding mechanism to provide the required local match for Revenue Sharing Program Funds offered by VDOT. Greenway Engineering has undertaken an analysis of the Warrior Drive regional road system and has prepared an Exhibit entitled Warrior Drive Alignment with Route 37 East that is included as information with this rezoning application. This Exhibit identifies the Warrior Drive regional road system and the various properties north of the Crosspointe Project that will require inclusion in the Comprehensive Policy Plan and in the Urban Development Area in order to accommodate this alignment. It is evident that Warrior Drive will not be a developed regional road system between Crosspointe and Heritage Commons over the very long term. The Applicant has committed to dedicate right-of-way to the County sufficient for the Warrior Drive U41) typical section from the Dual -Lane Roundabout area through the limits of the Property to the southern boundary in conjunction with a development trigger in Land Bay 2. This proffered right-of-way dedication does not have a reversion clause; therefore, the County will have secured the appropriate right-of-way through the Heritage Commons project for the future. The previous Proffer Statement for Heritage Commons provided for the completion of the portion of East Tevis Street Extension within the property and for a pro-rata share of the Interstate 81 Bridge with adjoining property owners that had mutual benefit. It was determined that creating documents and agreements for a pro-rata share of the Interstate 81 Bridge would be problematic; therefore, the Heritage Commons Proffer Statement was amended to require the Applicant to be responsible for the complete local match requirement for the Interstate 81 Project #3701 HCEAW 10 Bridge, which is a significant financial commitment. The construction of East Tevis Street to the northern property line that was previously proffered did not result in a connection to US Route 522; therefore, providing the available right-of-way for the East Tevis Street Extension is a very reasonable alternative to ensure this connection can be constructed now that the Heritage Commons Proffer Statement has guaranteed the funding necessary to complete the Interstate 81 Bridge. ❖ Staff would prefer that the language regarding Revenue Sharing Agreements for the Section A and Section B regional road systems be handled as a single agreement. Additionally, a commitment to no land development moving forward without the Revenue Sharing Agreement in place should be provided. COMMENT RESPONSE: A new Section G2 has been created within the Proffer Statement to address this matter. Additionally, language has been incorporated into new Section G2 of the Proffer Statement that states the Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Revenue Sharing Agreement is executed. ❖ lit Section G6 of the Proffer Statement, there is a note that the trip generation from Land Bay 3 could exceed 2,550 ADT following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Please clarify what type of connection is envisioned. This may be where the reinstatement of Warrior Drive could be considered. COMMENT RESPONSE: As requested by VDOT, Section G7 (formerly Section G6) of the Proffer Statement has been amended to require street access connecting Land Bay 3 to Land Bay 2 to be the responsibility of the Owner and/or Applicant and to ensure that the street access is designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. Frederick County Planning — Comment dated October 16, 2015 General Section (Planning Comments 1 & 2) •;• Provide a submission fee in the amount of $25,029.50 and a rezoning plat, including a metes and bounds description of the rezoning. COMMENT RESPONSES: The applicable rezoning application fee is provided. A rezoning plat exhibit is provided that includes a metes and bounds description of the rezoning. The entire acreage is proposed to be rezoned to the R4 District; therefore, the metes and bounds description is provided for the three parcels identified in this application. Project #3701 HGEAW 11 Land Use Section (Planning Comments 1-4) ❖ The 2030 Comprehensive Plan and the Senseny/Eastern Frederick Area Plan (SEFAP) provide guidance on the future development of the property. The property is within the UDA and SWSA. The SEFAP identifies the property as employment, commercial and high density residential land use. The SEFAP identifies the employment and commercial land uses on the north side of Buffalo Lick Run and the high density residential on the south side of Buffalo Lick Run. •3 The proffered GDP identifies three Land Bays and a proffered Land Use Matrix further defines land uses within the three Land Bays. Land Bay 1 is commercial only; Land Bay 2 contains a land use mix with the majority being residential; Land Bay 3 contains a land use mix with the majority being commercial. ❖ The Applicant should address the discrepancy between the land uses identified on the proffered GDP and the proffered Land Use Matrix to a greater extent. In particular, Land Bay 3 proposing to provide a greater amount of commercial where the SEFAP identifies higher density residential land use. ❖ The application identifies itself as an urban mixed use commercial and residential community. It should be recognized that the proffer statement does not fully implement such a development. Urban Center designation is envisioned to be a more intensive, walkable urban area with a larger commercial core, higher densities, designed around a major focal point and located in close proximity to major transportation infrastructure. COMMENT RESPONSES: The SEFAP identifies this geographic area of the future land use plan as employment, commercial and high density residential land use. The SEFAP was established subsequent to the 2005 Rezoning for the Russell 150 project and the land uses identified on the north and south side of Buffalo Lick Run appear to have followed suit with the previously approved GDP for that project. The Heritage Commons GDP provides for an urban mixed use commercial and residential community that is much more integrated than the previously approved project. The proffered GDP and Land Use Matrix provide opportunities to allow for commercial and residential development to occur within Land Bays on both sides of Buffalo Lick Run, which will provide the ability for residents of Heritage Commons and Madison Village to have access to commercial land use within close proximity of their residences. The Heritage Commons Proffer Statement provides for an urban mixed use commercial and residential community. The proffered regional road network provides for commercial and residential land uses to be in close proximity of urban four -lane divided road systems that have direct access to US Route 522 South and a new Interstate 81 Bridge that provides direct access to the South Pleasant Valley Road corridor in the City of Winchester. The proffered mixed use Project #3701HGEAW 12 0 ! commercial and residential within the Land Bays and Land Use Matrix Table provides for a development that is 2/3 commercial and employment and 1/3 residential in development acreage. The proffered Land Use Matrix provides for higher density residential that exceeds 13 dwelling units per acre for the residential development acreage. The proffered mix of commercial and residential land uses within Land Bay 2 and Land Bay 3 provide opportunities for integrated design that allows for walkable community design. Therefore, the Heritage Commons Proffer Statement fully implements an urban mixed use commercial and residential community. Impact Analysis and Proffer Statements Section (Planning Comments 1-20) ❖ (Planning Comments 1-2) The proffer statement should seek to link transportation improvements that are developer obligations to the land use plan to a greater extent. Section G2 of the proffer statement limited development to 175 residential units and 50,000 square feet of commercial land use until the Section B Regional Road improvements commence. The proffer statement should be clearer in linking locations of land use to transportation improvements. The possibility would appear to exist that the initial development phase could occur without any improvements being in place. COMMENT RESPONSE: Section G3 (formerly Section G2) of the Proffer Statement has been amended to ensure that the residential and commercial development identified in the above comment is served by the Section A regional road system. Subsequent to rezoning approval, the Applicant will be required to submit a Master Development Plan for the Heritage Commons project area, which will further identify information associated with the land use plan and transportation. Section G3 and Section G4 (formerly Section G2 and Section G3) of the Proffer Statement describe the requirements for construction of the complete Section A and Section B regional road system. Section G3 and Section G7 (formerly Section G2 and Section G6) of the Proffer Statement are specific to the amount of residential and commercial development that can be developed initially; therefore, the Section A and Section B regional road systems identified on the proffered GDP will be completed well in advance of the residential and commercial land development program for the Heritage Commons project. ❖ (Planning Comment 3) The Board of Supervisors should ultimately determine if revenue sharing is the appropriate mechanism to be the foundation to implement transportation improvements associated with this request and property. COMMENT RESPONSE: Agreed. ❖ (Planning Comments 4-5) The Applicant has proffered to enter into revenue sharing agreements for the regional road systems identified on the GDP within 30 days of non - appealable rezoning approval. It should be clear that development would not occur in some form of statement, rather than inaction of the proffer commitments. Staff would suggest an Project #3701 HGBAW 13 additional proffer that would restrict development without an executed revenue sharing agreement between the County and the Applicant. COMMENT RESPONSE: The County Transportation Director has requested an amendment to the proffer statement to provide for a single Revenue Sharing Agreement; therefore, a new Section G2 has been created to address this matter. Additionally, language has been incorporated into new Section G2 of the Proffer Statement that states the Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Revenue Sharing Agreement is executed. ❖ (Planning Comment 6) Warrior Drive is a key component of the County's primary regional road system identified in the Comprehensive Plan and is located on the property. This application should fully recognize Warrior Drive and implement its construction. COMMENT RESPONSE: Greenway Engineering has undertaken an analysis of the Warrior Drive regional road system and has prepared an Exhibit entitled Warrior Drive Alignment with Route 37 East that is included as information with this rezoning application. This Exhibit identifies the Warrior Drive regional road system and the various properties north of the Crosspointe Project that will require inclusion in the Comprehensive Policy Plan and in the Urban Development Area in order to accommodate this alignment. It is evident that Warrior Drive will not be a developed regional road system between Crosspointe and Heritage Commons over the very long term. This matter has been discussed with VDOT and there is not an opportunity to have the section of Warrior Drive within Heritage Commons qualify for revenue sharing assistance due to the lack of connectivity. Additionally, VDOT has not provided an indication that they would be supportive of accepting the section of Warrior Drive within Heritage Commons as a state maintained road, as it is evident that this will be a road to nowhere over the very long term. The inability to have this section of Warrior Drive accepted for maintenance by VDOT would require the Applicant to be subjected to a significant maintenance bond over the very long term. Conversely, if VDOT would actually accept this section of Warrior Drive, they would be directing maintenance funding away from other road systems that provided benefit to the public. The Applicant has committed to dedicate right-of-way to the County sufficient for the Warrior Drive U41) typical section from the Dual -Lane Roundabout area through the limits of the Property to the southern boundary in conjunction with a development trigger in Land Bay 2. This proffered right-of-way dedication does not have a reversion clause; therefore, the County will have secured the appropriate right-of-way through the Heritage Commons project for the future. ❖ (Planning Comment 7) Airport Road between Route 522 and Warrior Drive/levis Street roundabout is currently proffered as a U4D, the TIA originally related to the rezoning of the Project #3701HC/EAW 14 property further supported this standard and the trips discussed ill this current application remain significant. A U4D would still appear to be warranted by this development. Therefore, credit towards its implementation based on its collector road designation on the Comprehensive Plan may not be appropriate. COMMENT RESPONSE: The Comprehensive Plan identifies the section of road between Route 522 and the Warrior Drive/Tevis Street roundabout as a U2 Urban Two -Lane Road system. The Traffic Impact Analysis (TIA) for the Russell Farm Rezoning identified a Build - Out Lane Geometry and Levels of Service Exhibit (Figure 9), which is a requirement of any TIA submitted for review by VDOT and the County. The Build -Out Lane Geometry and Levels of Service Exhibit identifies the section of road between Route 522 and the Warrior Drive as a single travel lane with a separated left turn lane and a shared thru-right turn lane at the intersection with Route 522. The Heritage Commons Proffer Statement limits traffic generation from development within the project at 20,000 ADT (which is 3,000 ADT less than the traffic generation identified in the Russell Farm TIA) and then requires traffic studies to be submitted in conjunction with site plans that exceed the 20,000 ADT threshold. The Heritage Commons Proffer Statement expands the U2 Urban Two -Lane Road section between Route 522 and the Warrior Drive/Tevis Street roundabout identified by the Comprehensive Plan and by the Russell Farm TIA to a U41) Urban Four -Lane Divided Collector. Therefore, it is appropriate to assume credit towards the implementation of this road system. (Planning Comment 8) It may be a preferred approach if there was at least a public street providing access in Land Bay 3 from the existing public street in the adjacent Madison Village project to the future Warrior Drive. In addition, consider a public street from the road just mentioned to the road identified as Section A that would provide inter parcel access over Buffalo Lick Run. Currently, only public streets and utilities are allowed to cross such wetlands, natural waterways, and riparian buffers. COMMENT RESPONSE: Section 4e of the Madison Village Proffer Statement requires a public road connection to the Heritage Common project. At a minimum, this connection will be extended to the Heritage Commons project as a public road. However, the Applicant may choose to continue this public road if future land use dictates this type of road. Section G7 (formerly Section G6) of the Heritage Commons Proffer Statement requires the Applicant to construct street access from Land Bay 3 to the regional road system serving Land Bay 2 before land development activities in Land Bay 3 exceed a 2,550 ADT threshold. Therefore, the road connection between Land Bay 3 and Land Bay 2 would require a crossing over Buffalo Lick Run. The Frederick County Code states that access to a property or roads are allowed to cross such wetlands, natural waterways, and riparian buffers. This Chapter of the Frederick County Code defines Road and Street as a street dedicated to, or owned by, Frederick County or VDOT; also privately owned rights -of -way which serve as the principal means of access to more than one property. Therefore, a public or private road or street would be permitted to cross Buffalo Lick Run to serve as access between Land Bay 3 and Land Bay 2. Project #3701HGEAW 15 i 0 •3 (Planning Comment 9) The entrance directly onto Route 522 should be removed as it is located in relative close proximity to the recently approved entrance for the Madison Village project and just south of the main project access at Airport Road. The land use plan for this area supports minimizing entrances along Route 522. COMMENT RESPONSE: The potential entrance location can be designed and constructed to meet current VDOT Spacing Standards for Partial Access Entrances to Any Type of Intersection. This current standard allows a Partial Access Entrance (right-in/right-out) to be developed a distance of 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than 50 mph. The proffered GDP has been modified to identify the general location of Land Bay 3 that could accommodate the Partial Access Entrance; as well as identify the general location of the Madison Village signalized intersection. The correct placement of partial access entrances assists with the overall capacity and function of a full access intersection and provides efficiencies for the road network. ❖ (Planning Comment 10) The application has proposed an alternative approach to addressing the impacts to Community Facilities. The Board should ultimately determine if such an approach is appropriate. COMMENT RESPONSE: Agreed. ❖ (Planning Comments I1-13) Schools are one component of the DIM. The potential impacts to other community facilities should be addressed. The Application should clarify the credit you would like to receive for the reduction in the proffers from that identified in the DIM. It would appear that the negative fiscal impacts associated with the residential uses proposed on the property have not been satisfactorily addressed. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to development specific amounts of commercial land use in conjunction with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as community recreational amenities. The value of these fiscal commitments, including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $23M above the normal DIM results using County cost estimates and values. Project #3701HGEAW 16 v (Planning Comment 14) Please clarify if the number of residential units proposed includes those that may be included within the modified residential units incorporated into the commercial project. COMMENT RESPONSE: Section C3 of the Proffer Statement has been amended to limit residential land use development within the Property to a maximum of 645 market rate multi- family units, which is inclusive of market rate multi -family residential/commercial land uses within the same structure. (Planning Comment 15) Please correct the rezoning number in the proffer statement to ultimately recognize this new, substantially different application. COMMENT RESPONSE: The General Information and Preliminary Matters portions of the Proffer Statement have been amended to allow for the assignment of a new Rezoning Application Number by the County. ❖ (Planning Comment 16) Should the original date of the proffers be the current date associated with this request for the R4 District rather than the original rezoning date for the Russell ISO project? COMMENT RESPONSE: The General Information portion of the Proffer Statement and the headers associated with each page of the Proffer Statement have been amended to identify the original date of the Proffer Statement as May 20, 2015. This will remain as suggested unless otherwise specified by the County Attorney. ❖ (Planning Comment 17) The RA portion of the property should be included in the preliminary matters section of the proffer statement. COMMENT RESPONSE: The Preliminary Matters portions of the Proffer Statement has been amended to include information pertaining to the RA District portion of the property. ❖ (Planning Comment 18) The proffer statement includes language describing market rate residential land uses. The Board has typically recognized residential uses by housing type rather than by a particular style. Staff would suggest removing the market rate nomenclature, or alternately, providing more detail in the definition of market rate so that the County can better administer this proffer should it become an issue. COMMENT RESPONSE: Section C1 of the Proffer Statement has been amended to expand upon the definition of market rate multi -family residential land use to exclude subsidized housing units so that the County can better administer this proffer. The Applicants believe it is important to maintain this nomenclature to guarantee and demonstrate a high quality multi- family product throughout the Heritage Commons project. Project #3701HC1EAW 17 0 0 •S (Planning Comment 19) Please identify why an eight foot wide trail is being proffered rather than the typical standard of 10 feet. COMMENT RESPONSE: The comments provided by Frederick County Parks and Recreation did not identify the 8-foot wide asphalt trail within the residential portions of the project that will provide connectivity to the adjoining commercial land uses as being substandard. ❖ (Planning Comment 20) Please clarify why the escalation clause has been removed from the proffer statement. COMMENT RESPONSE: Neither the Applicant's May 20, 2015 Proffer Statement or the September 25, 2015 Proffer Statement contained language that proffered an escalation clause. It is unclear what Section of the Proffer Statement would necessitate an escalation clause as the Applicant is responsible for the complete local funding match associated with the construction of the Section A and Section B regional road system improvements that are identified on the proffered GDP and further described in Section G of the Proffer Statement. Winchester Regional Airport — Comment dated October 21, 2015 ❖ (WRA Comment 1) The parcel is located within close proximity and immediately under the traffic pattern of WRA. Residential development adjacent to, or under, a flight path used regularly by aircraft is subject to aircraft noise. As the airport continues to expand services and operations, interactions between aircraft operations and residents are likely to increase. To ensure that potential buyers and tenants are made aware of the airport's existence and aircraft noise and fly -over potential, the County should work with the developer for a proffer provision that will give written notice to future property owners or tenants of this potential through a disclosure statement as a covenant in their property deed or a statement within their rental lease agreement. As a condition of approval for the Heritage Commons rezoning, WRA requests the owner provide information in the Proffer Statement and Design Modification for noise attenuation in all proposed structures on the property; written notice of the airport's proximity to the property and aviation uses in every deed and/or lease; execute an avigation easement with WRA over the property; and use lighting features that will not create light pollution and hazard to aircraft pilots. COMMENT RESPONSE: Section H1 of the Heritage Commons Proffer Statement provides language for the provision of information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. Greenway Engineering has met with the WRA Executive Director to determine if FFA, VDA and/or WRA has Project #3701HC/EAW 18 information that identifies specific building materials above normal Building Code standards that would promote noise attenuation in structures. The WRA Executive Director was not aware of this information and advised that a request would be made to FFA and VDA to determine if this information is available. This information would need to be determined before commitments could be made for this recommendation. The WRA Executive Director has advised that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. Therefore, FFA compliance for structural heights, appurtenance heights, lighting, and other development matters subject to FFA review will be accomplished to ensure safe operations for WRA aircraft. •'• (WRA Comment 2) WRA is very concerned with the request to increase maximum allowable height from 60' to 80', not to include architectural screening and antenna structures. WRA will require each structure developed in Heritage Commons to be subject to FFA review to provide a determination that the structures will not impact the WRA navigable airspace. COMMENT RESPONSE: Greenway Engineering has met with the Winchester Regional Airport (WRA) Director and has obtained maximum height allowances for the horizontal zone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons site and determined a high elevation of 747' msl. The horizontal zone approach surfaces associated with WRA Runway 14 demonstrates an elevation of 876' msl closest to the project. This information demonstrates that the development of structures in Heritage Commons with a maximum height of 80' will not impact horizontal zone approach surfaces associated with WRA Runway 14. An exhibit has been prepared that delineates this information, which is part of the rezoning application information that has been submitted for this project. The WRA Executive Director has stated that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. Please advise me if you have any questions regarding this information or if there is any additional information that is necessary pertaining to these comments. Sincerely, Evan Wyatt, Director of Land Planning Greenway Engineering, Inc. Project #3701HC/EAW 19 COUNTY of FDEIUC: K Roderick B. Williams . "County'Attorney " 540/122-OB .. Fax 540/667-0370 E-mail: i•willia@co:frederick.va.us . . October 28, 2015 VIA E-MAIL ewyattngi•eenWayeng.com AND REGULAR MAIL Mr. Evan A.:Wyatt Greenway Engineering " " 151 Windy]Jill.Lane Winchester VA": 22602 Re: Rezoning Application - R 150" SPE, LL"C property "14eritage Commons"" (£lc7a Russe11:150); Parcel Nuirzbers 63-'A-150, 64=A-10; 64-A-12,"con8isting of 150.59j= acres ="Proffer Statement dated Septeniber 25; 2015 Dear Evan: You have submitted to Frederick" County for i cview tlic"above=referenced proposed proffer stateinent (tlie "Proffer Statement") "for tlieproposed rezoning of the indicated property (the "Property") in -the Shh.Ani6c Magistetkd District "from the RA.:(Rural Areas) District; the RP : (Residential Perforiiianee) District,.with pi•of-Ibrs, :and the"l32 (General Business) "District, with proffers; to i,he "R4 (Residential "Plaiined Cointii`nity) District,.with proffers.: I have"now ieviewed the Proffer Statement and if is iriy"opin"that the Prof£cr:State ientvi�ould "only be i nio-ina... form to meet the."regiiir'etiients" of the I redericic County Lotiirig Oi;dinatice and "the Code "of Vugiiiia,"arid .would only be legally"suflzcieiit as a profl`ei�atat 'bent, "subject to the g Toll coriiinents:: l: Rezd'niiig Number""and Date"= The Proffer Statemeiit"curreiitly identifies the rezoni gas RZtF 0244:"..This reference should be to "whatever number has been assigned to the new rezoning "application. "Also, given tbatth"eproposed rezoningIs to aii entirely iiew zozring district, the reference'to"the 2005""6riginal date"'is best deleted: The "original date" of proffers is really the September"25,.2015 date: 2. Preliminary Matters "section _ This section should also reference the small portion of the Property that is zoned RA. 'gin 101 North Kent Street i ' Winchester, Vitia 22601 " • 0 Mr. Evan A. Wyatt October 28, 2015 Page t 3. Proffer A/Generali ed Development Plan ("GDP") — The GDP shows a number : of locations each identified as a "Potential Entrance Location". The use of the word "potential" is confusing relative to the issue of whether the Proffer is actually limiting entrances.:I recognize .. that Proffer G refers to entrances meeting or exceeding VDOT entrance spacing requirements, but this raises a -question as to whether, if the VDOT standards would permit more entrances than are shown; the Owner/Applicazit is going to limit entrances to the iiuinber shown ozi the GDP:....... , 4..: Proffer B =Design 1Vlodification. l (Rezoning Procedure) =The stated justification for the proposed modificatioi .is that a Master Developiiierit Plan will be provided .sub sequentto't erezoning approval process;.biit the actiial.Iaizgiiage of th proposed alterilative design standard.does iiot:iricliide such a provision: The provision sh6ula be included'in the language of the alternative design standard:`.It might.b'e:appropriate; for iiistaiice;'to state that a . master devetoprrient plan vvoulct beprovi& -for a:paxticulax land bay prior to issuance of any peri iits for work onithat land bay 5. Proffer B -Design Modification 10 (HeightLiiiiitati&: — Staff should be aware that this proposed iriodification vvoiild exclude enilrely from, the height liiiiitations "architectural screening features", and .``aiiteriiia striictares. - Such"features and'striictiires would apparently be subject to iao liiixif under tlre`Propesed modification; despite the following provision in the ordinance defiiition of `.`bui)dii g height "For'structures that include -appurtenant or other accessory roof features; the Height shall be m'easu�red front the average fiiiislied grade at the front of the structure to:the hig' est poixzt of the :feature." See County Code § 165=101.02..: 6: Proffer B Design .Nlodifcatio xs l I and 12 (Mulfifaraily Residential Buildings/Modified Aparfixieiit Building) .Tlie Proffer Stateri7eiit iiiakes"various references to . structures containing multiple uses (residential'and commercial) within the same sre tructu:: Noii.e Of ilie desi nnociif'ications,.ho"wwevei, specifically prdvzde for the design Standards for such: . structures: Design naodificatioris 11.and 12.contain what appear to .be possible `standards; but perhaps should specifically state that Those standards aiiclJor siiali oilier standards would apply to mixed -use buildings.. ::::: ...:....: .: : ....:. .. . ...... w: ; . ...........:.... 7. Proffer C 1 w_.Lario ,-Use aid Land Use Mafri� = :The iriclusiori of the words "iiiulti- family residential Iand" in.tlie definmon' of "market rate AAi ti4iaint' residential land'' is unnecessary and -confusing..: With the additional words;: "land" is the noun; instead 'of "rate". The concept seemingly is intended to f6dils on factors relevant to the rate and not the land: Also; the phrase "offered`at the highest rent that the local market siistaizi" is meaning Iess. Ariytliing . can be offered for sale wat ADY price; the question is whether the market will sustain an actual sale at a ;particular price. Therefore, it appears that the word "offered" should be replaced with "rented". Mr. Evan A. Wyatt October 28, 2015 Page 3 8. Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and conunercial) within the same structure, the Proffer Statement would best also include -an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed. 9. Proffers D 1 tlirougli D4 — Land Use Phasing Program=For clarity, these Proffers would better state "the Owner and/or Applicant shall phase the residential land use development program so as not to exceed residential units" within/for the relevant time period. 10. I'roffet:s b5 through D7 — Land Use Phasing Program _ The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall :obtain a certificate of occupancy" for the'structure(s). 11. Proffer D7 Land Use Phasing Program — Staff should be aware that the Proffer is almost meaningless; as Proffer C3 already limits residential development on the Property to . 645 residential units. Therefore, the requirement of Proffer D7, for an additional 7,500 of . commercial square footage prior to issuance of a certificate of occupancy for the 645`h residential unit, -would restrict Drily the occupancy of the last residential unit otherwise allowed for the Property. 12. Proffer El -Monetary Contribution for Public Schools = The second sentence might more'clearly read as: "Impacts to public schools shall be determined by student population data obtained fxom Frederick County Public Schools within 90 days following issuance of the certificates of occupatcy for each of the units identified in Proffers E2 through E5." Also, the last sentence purports to obligate the Schools to produce the information, an act which may riot necessarily be called for in proffet'statement; but I believe that the revised" language of the second sentence would pernjit the deletion of the last sentence. Likewise; .the third sentence ("Monetary contributions ..:") should state that the _amounts are to bedrawn from the -escrow and the beginning of the neat sentence should state: "The remainder of the escrow account balance:.:».. . 13. Proffers E2 through E5 - Por clarity, the language of each. of these provisions might best read: "A one-time payment of $3,000 for e'cich student over total students, as calculated based upon the student population at the time of issuance of the certificate of occupancy for the'_ residential unit.','. Also; while I understand that the Owner/Applicant will believe the circumstance unlikely to occur, Proffer E 'needs an additional provision to cover the situation in which the escrow fund is exhausted; this could perhaps be a Proffer E6 which states: "In the event that the escrow fund provided in Section E1 of the Proffer Statement is exhausted E 0 Mr. Evan A. Wyatt October 28, 2015 Page 4 prior to fulfillmOnt of the paytheilts set forth in Sections E2-E5 of the Proffer` Statement; rib further certificates of occupancy for residential units shall be issued until the remaining amounts then due have been paid." 14: Proffer G2 Transportation (so 'A Prograirt) I canziot say that there is necessarily a "standard format" for revenue sharing agreements. It might be best if, and to avoid potential contract zozaiiig issues, the second sentence of the first paragraph was deleted and if the . language of the next paragraph contained the additional .wards that I have underlined here:...The Or�vner acid/or Appli'oant shall be responsible in the A regiment for "::41so, :I do riot ut erstand the purpose 'of the first serztei Ce bf the third paragraph and it appears to hiipose ail obligation on the County; I see no reason -Why the Owner/Applicant cannot `.`ad'*' * ce" road . plaits; irrespective of having entered into a agreeih&A. Filially, as a separate corianieii# for staff,' I note that the Proffer Statement does not expressly preclude developniexif of the first 175 residential units and 50;440 'square feet of coiniiaerciai uses prior to a revenue'sharing agreement and some guarantee that the Section':A transportation program is built; 15. Proffer G3 =Transportation (Section }3 Program) As v✓itli:Proffer Cr2, thew is not necessarily a "standard format" and changes similar to those for Proffer G2 may be . appropriate for Proffer G3:. Staff should 'be aware that, :while the Proffei states that the g` Ovvrier/Applicant shall enter into the revenue sharin a' Bement within 30 days ofapproval of the'rezoning; the Proffer does not contain any limitation on development in the eve, ht the Owner/Applicant does ziot enter into the agreement or does'not fulfill the agreerttent; 16: Proffer G4 - fransportation (Section C Program) - In the third paragraph, the language needs to make clear that any partial'street sectiori so constructed:must be within the planned right=of v*ay and constructed to permit expansion consistentvaith the Section C East Tevis Street extension described in Section 04 of the Proffer Statement. 17.. Proffer G5 Transpoitatiori (Section D Prograrix) The last sentence is riot clear regarding.access to the road system "befwde'n.the Roundabout and the right=of- Way, dedicat ion area". It seems that the Proffer shoiild jtist refer to access to the Section bright -of way: Mr. Evan A. Wyatt October 28, 2015 Page 5 I have not reviewed the substance of the proffers as to whether the proffers are suitable and appropriate for this specific development, as it is my understanding that review will be done by staff and the Planning Commission. Sincerely yours, Roderick B. Williams County Attorney cc: Michael T. Ruddy, Deputy Director of Planning and Development • '40f W* 151 Windy Hill Lane Winchester, VA 22602 GREENWAY ENGINEERING October 23, 2015 Frederick County Planning Department Attn: Mike Ruddy, Deputy Director 107 North Kent Street Winchester, VA 22601 RE: Heritage Commons Rezoning — Review Agencies Comment Response Letter Dear Mike: The purpose of this letter is to provide you with a comprehensive comment response letter that addresses the Heritage Commons Rezoning comments received from the various review agencies. The comprehensive comment response letter is structured to provide for the specific review agency, the date the comment was received, and information pertaining to each review comment. This information is intended to explain how specific comments have been addressed by the rezoning application or advise why the specific comment Was not included in the proffered development program for Heritage Commons. Frederick County Fire Marshal — Comment dated September 18, 2015 Rezoning Approved. Frederick County Sanitation Authority — Comment dated September 21, 2015 The parcel is in the water and sewer service area served by FCSA. Water and sewer service is mailable within a reasonable distance from the parcel. Sewer treatment capacity is available at the waste water treatment plant. A technical analysis of the water and sewer system. Will need to be performed by the Applicant prior to development on the parcel. COMMENT RESPONSE: Agreed. Frederick -Winchester Service Authority — Comment dated September 22, 2015 No com-ni.ents regarding wastewater treatment capacity. laigincers Surveyors Planners Environmental Scientists Laboratory "Telephone 540-662-4185 Fax 540-722-9528 www.greenwayeng.com Project #370111C/EAW • 0 City of Winchester Public Services — Comment dated September 22, 2015 ❖ The City's Public Services Departn.en.t is very supportive of the regional transportation component, which will serve cis a vital facility to help sleet the fitture traffic demands of the coninitniry as continued groivth occurs. Frederick County Public Works — Comment dated September 25, 2015 Clarify the discrepancy betiveen the phasing plan modification and the phasing plan in the proffer statement. COMMENT RESPONSE: The phasing plan that is specific to the Modification #9 in the proffered Design Modification Document is to eliminate this as an element of the Master Development Plan that will be rcgUil-Cd SUbscgLICnt t0 rezoning approval. The proffer StateIllellt does not provide a proposed phasing plan for Heritage Commons; however, It does commit t0 a specific amOLltlt Of commercial land Use that Will develop dllrillg the residential blllldout for the project. The project's close proximity to the airport will require FFA review in determining maximum height allowances based on the 80' inaxinum. height allowance specified in Modification #10. COMMENT RESPONSE: The Applicant has met with the Winchester Regional Airport (WRA) Director and has Obtained maXiillll117 height allowances for the horizontal "Lone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons Site and determined a high elevation of 747' msl. The horizontal zone approach Surfaces associated with WRA Runway 14 demonstrates an elevation of 876' nlsl Closest t0 the project. This information demonstrates that the deVClOpIllCnt of structures in Heritage Commons With a maXllllUm height 01 80' will not impact horizontal zone approach SLII-faCCS associated with WRA Runway 14. An exhibit has been prepared that delineates this information, which is part of the rezoning application information that has been Submitted for this project. The WRA EXCCLItiVC Director has stated that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. • The conimercial square footage in the Impact Analysis Statement does not equal the aniount referenced in the Proffer Statement. Indicale how this was determined. COMMENT RESPONSE: The Applicant prepared a calculation for potential commercial square footage within the Impact Analysis Statement that considered the commercial acreage permitted within each Land Bay and utilized a 0.2 FAR, Which IS typical for commercial site development in the COLIIity. This information Was derived to determine a potential impact t0 Project #3701 I-IC/GAW 2 water, sewer, and solid waste required of the project. The Commercial square footage identified in the Proffer Statement demonstrates the am0Llllt of' Commercial square footage that is committed to occur at certain thresholds of' residential clevelopment within the project. Heritage Commons will exceed the amount of commercial square footage identified in the Proffer- Statement. v Proffer Statement Section D — Phasing does not reference the development of site innfn-astructure. At a minimum, the rezoning proposal should indicate what infrastructure will be coml)leled prior to the development o/ each phase. COMMENT RESPONSE: Section D within the Proffer Statement is entitled Land Use Phasing Program and is intended t0 Specify the minimLlIll time frame for Completion of the residential land use and the mininlUm amOL111t of' Commercial square footage that will be developed ill C011jUI1Cti0ll With tile residential land use. Tile proffered GDP identifies Regional Road Sections A and B, which will be developed as Revenue Sharing Program Projects. Section G2 of the Proffer Statement requires the Applicant to enter into a County -Managed RevellUe Shading Agreement within 30 days Of non -appealable rezoning approval aild to provide the local funding match for these regional road iillprovements that Will be designed by tile COLlllty'S C011SLtting Engineer. These regional r0ad imprOvernents provide the Only means of access to Land Bay 1 and Land Bay 2; therefore, clevelopment within these Land Bays is depenclellt Up011 this infrastrUCllre. Section G3 provides for a maximum developmeIt of 175 residential units and 50,000 square feel of commercial land Use until constrl1Ct1011 C0111111ellces for the Section B regional road improvements. ❖ Prgl/er Statement Section E — Monetary Contributions for Public Schools provides an escrow account to nn.itigate potential impacts to schools. Hoivever, the Applicant has not provided monelany contributions for innpacts on other County Capital Facilities. Indicate if this omission was an oversight or intentional. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane R0unclab0ut, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement pr0]ect for the Community. Additionally, the Heritage Commons project has proffered to development specific amounts of commercial land use in Conjunction with the residential clevelopment program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant rCCIL1Ct1011 ill normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been cleemed by Frederick County Parks and Recreation as Community recreational amenities. The value of' these fiscal Commitments, including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage COmmons that is estimated at $2.7M above the normal DIM resLllts using County Cost estimates and values. Therefore, the Heritage Commons project Project #3701 FIC/CAW 3 neither intentionally nor lulintcntionally Omitted monetary contributions to offset their- impacts to County Capital Facilities. Section. G2 of the Proffer Statement proposes that the Applicant will enter into a Revenue Sharing Agreement with Frederick County to construct the regional roar/ system. Frederick Count), cannot approve a proposal which obligates it to Revenue Sharing when this approach may not be available at the time of construction. Vie Applicant should assume the total responsibility for the design and construction of the regional road system. Frederick County cannot be obligated to provide or pursue revenue sharing projects with VDOT. COMMENT RESPONSE: The Frederick County Transportation Director and representatives from the Frederick County Public Works Department are collectively involved in a COUIity- Managed Design Revenue Sharing Project that includes the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the COI1Stl-LICti011 Of the regional road improvements applicable t0 the Heritage Commons project. The Heritage Commons Proffer Statement provides Commitments for executive Of a Revelllle Sharing Program Agreement with the County and for the local funding match associated with the previously approved (L11ldillg for these regional road projects. The Heritage Commons Proffer Statement does not obligate Frederick County to provide Or pursue Revenue Sharing Projects for the regional road systems with VDOT as these already exist. Section. C6 of the Prof%er Statement rejf r.s to Revenue Sharing; therefore, delete any reference to Revenue Sharing. COMMENT RESPONSE: Same response as above. Frederick County Parks and Recreation — Comment elated September 28, 2015 Monetary Iwo era > >ecn s insl.r icient to meet the im. )act o the develo mient. J I %i l l i% l i I COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the Construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road System that connects t0 Route 522, which is a significant regional road improvement project for the CO111nuLllity. Additionally, the Heritage Commons project has proffered to develop specific amounts of commercial land use in conjunction with the residential development program. Tile County's DIM Output Module CICi11011Strates that this commitment for commercial development provides a significant I-CCILICtIOII ill normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as C011urlurlity recreational amenities. The value of these fiscal commitments, Project #3701 i 1C/EAW 4 • including the Frederick County Public School Escrow ACCOLHIt, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results LlSlllg COLlnty cost estimates and valLICS. Parks and Recreation. would like to see bicycle and pedestrian accommodation included in the I-81 Bridge crossing segment. COMMENT RESPONSE: The Applicant and Greenway Engineering met with the COunty's C011SUlting Engineer that is responsible 101- the COLInty-Managed Design that lllCllldes the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522. The County'S Consulting Engineer has advised that the Interstate 81 Bridge Design will include two travel lanes in each direction, a raised concrete median, and 5' pedestrian sidewalks along both sides of the bridge. The design does not propose a bicycle lane, but does provide for pedestrian accommodation. ❖ The proffered 8' asphalt pedestrian trail systein should additionally serve to connect residential and commercial bays. COMMENT RESPONSE: Section F3 of the Proffer Statement has been revised to ensure that the 8' asphalt pedestrian trail system provides connectivity between the residential land LISCS and the adjoining commercial land LISCS Within the Same Land Bay. • Parks and Recreation would encourage ani.enities intended for exclusive HOA use and/or intended to satisfy recreational unit requirements not be included as a proffered amenity. COMMENT RESPONSE: The Heritage Commons project proposes the development of 645 market -Tale rllUltllamily residential UllitS, I-CSLlltlllg In a regUil-Cd recreational aillellity egUlvaleIlt of 21.5 recreational units valued at $698,750. Greenway Engineering met with Frederick County Parks and Recreation to discuss the recreational amenities program and was advised that the public pedestrian and bicycle 1aC1litiCS WOUld be considered as recreational amenities above the 21.5 required recreational equivalent; hOWevCr, the COn1111Llnity building, workout fitness facility and C0111n1unity SWinlnling pool Would be considered as part of the 21.5 required recreational equivalent since these were specific to the Heritage Commons project. Heritage Commons recognizes this, brit believes It is important t0 identify both recreational amenities that are associated With regUired recreational LlllltS; aS well as recreational amenities that exceed this requirement to provide a COMmitment for a comprehensive recreational package that is competitive with proffered recreational programs that have been approved by the County for other projects. It is the understanding of Park and Recreation that the 10' trails are required by ordinance oil all segments of major roads in the demlolmient. Parks and Recreation strong!)' sul)1)Orts these trail segments; however, it appears listing them. in the proffer statement is unnecessaj.y. Project #3701 HC/EA W 5 0 • COMMENT RESPONSE: The County Code requires bicycle and pedestrian facilities to be constructed along roadways designated by the Comprehensive Plan. The Heritage Commons project identifies regional road improvements on the proffered Generalized Development Plan (GDP). The GDP roadway labeled as Section A is identified in the Comprehensive Plan as a U2 road section Without a 10' bicycle and pedestrian facility. The Proffer Statement calls for this road section to be constructed as a U4D with a 10' bicycle and pedestrian facility. The typical section for the remaining regional road sections has been identified in the proffer statement to be consistent with the design that is being prepared by the County's Consulting Engineer. Design. Modification #6 does not meet open space requireln.ents; however, Parks and Recreation recognizes that the proffered Buffalo Lick trail deni.onstrates use of this area and would support having this area represent a larger amount of environmental area to be considered toward satisfying the 30% open space area requirement. COMMENT RESPONSE: The proposed Design Modification is intended to allow for open Space Sufficient for the market -rate Multifamily land uses, While providing for efficiency in the development Of commercial land Use throughout the protect. The market -rate multifamily land Use sections Will achieve open Space through green areas Surrounding the units, through Indoor and outdoor recreational amenities, and through protection of the Buffalo Lick Land Bay area that will be improved with a 10' asphalt bicycle and pedestrian facility. Additionally, commercial land uses will be required to meet County Code requirements that include required green space and will also have the opportunity to provide areas Such as plazas that may or may not be located outside of commercial lot areas. The proffered Land Use Matrix Table for Land Bays 1-3 demonstrates that there can be 47.96 acres of residential land Use as a maxin1Urn Standard. This maxln1Ul11 I'eSldential acreage WOUld require approximately 14.38 acres of open space to achieve a 30% requirement. This Standard can be easily achieved through the proposed Design Modification that will require 33.08 acres of open space throughout the Heritage Commons project. This modification ensures adequate open space for the residents of the project while not adversely impacting economic development acreage that will provide benefit to the Applicant and the County. City of Winchester Planning Department — Comment dated September 29, 2015 ❖ No cominellts perlalliing to Planning Deportment revlevv. Frederick County Public Schools — Comment dated September 30, 2015 Cash proffers are now being offered for schools that are based on the number of students instead of the number of unlls. It is our understanding that at the time of complete residential occupancy that cash proffers would not be paid on the first 51 students. Project #3701 FIC/GAW 6 • 0 COMMENT RESPONSE: Section E of the Proffer Statement provides for monetary Conti-lbutions t0 mitigate potential impacts to public schools. This is accomplished through the establishment Of all ESCI'OW ACCOLint that 1S maintained by the County and Call be dI-awn oil If student generation numbers are in excess Of Specific student counts at specific levels of resiclential development. As an example, the fll-St phase Of I-esiClelltial development commits t0 a $3,000 payment per StLICICnt Once StU(Ient geld-ations exceed a total of 15 SLUdeI1tS cluing the construction 01' 175 market -rate multifamily units. Therefore, Freclei-ick County Public Schools would i-eceive monetary Contributions at this level of the project and not be required to wait until Student generation totals exceecl 51 students. It is our understanding that the related $200,000 escrow account does not represent a cap on the cash proffers. COMMENT RESPONSE: This is Correct. Section E1 of the Proffer Statement has been amenclecl to clarify this matter. Frederick County Public Schools estimates that the Heritage Commons development will generate 164 stude'ntsfromthe construction of 645 apartment units. A detailed assessment of the estimated impact of Heritage Commons on. FOPS is attached with these comments. COMMENT RESPONSE: The Heritage Commons project has proffered to development specific amounts of C0111111CI'Clal lan(l use in ColljllllC11011 with the residential Clevelopillent program. The County'S DIM Output Module clemonstrates that this commitment for co11 merC1al development pi-Ovicles a Significant 1-eclllC11011 ill non-lal impacts to Colillty Capital Facilities above a typical "residential only" project. The FCPS Calculations for capital Cost per unit are basecl on a "resiclential only" project. Adclitionally, the Heiitage Commons project is committing t0 significant funding ill SllppOl-t Of 1-egional i-oacl impi-ovei 1entS neecled by the C0111111LIillty; as well as the Frederick County Public School Escrow Account. These proffered C01111114111CIAS result in a positive fiscal impact for the Heritage Commons project that is estimated at $2.7M above the normal DIM "resiclential only" project. The Applicant has utilized County information to determine these values. Virginia Department of Transportation — Comment dated October 16, 2015 It is recommended that language similar to the third paragraph of Section G4 of the Proffer Statement is provided for the regional road .systems identified in Section G2 and Section G3, and the regional road right -of -shay dedication. identified in Section G5 if Revenue Sharing Funds are not availablefor the project. COMMENT RESPONSE: The Frederick County Transportation Director and representatives Prom the Frederick County PLIbliC Works Department are collectively involved in a CoLlllty- Managed Design Revenue Sharing Project that includes the Interstate 81 Bridge, the Dual -Lane Project #37011-iC/EAW 7 0 0 Roundabout, and a U41) Major Collector- Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the Construction of the regional road improvements applicable t0 the Heritage Commons project. It has been confirmed by the VDOT Revenue ShariIlg Grant Administrator at the VDOT Richmond Central Office that this funding is still applicable and available to the projects described in this paragraph. The Heritage Commons Proffer Statement provides commitments for execution of a Revenue Sharing Program Agreement with the County and for the local funding match associated with the previously approved funding for these regional road projects. The Revenue Sharing Program Agreement requires the local match provider to provide Funding in addition t0 the available revenue Sharing Hinds Should these be irISL1lfiCient to complete the specific project. The Heritage Commons Proffer Statement does not obligate Frederick County to provide or pursue additional Revenue Sharing Projects for the regional road systems with VDOT as existing revenue sharing funds are available. Section GG of the Prof%er Statement allows the nphlicant to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system in. Land Bay 2. This does not state who is responsible for construction if Revenue Sharing funds are not available or if the Applicant's development schedule is ahead of development of the regional road System by others. The Applicant should be responsible for building a full or partial typical section based on traffic projections for Land Bay 3 that exceed the 2,550 ADT threshold. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement has been amended to require street access connecting Land Bay 3 to Land Bay 2 to be the responsibility of the Owner and/or Applicant and to ensure that the street access is designed and Constructed as a typical Section SLIHICiCnt t0 accommodate the trallic projections that exceed the 2,550 ADT threshold. •:• Additional language needs to be Made to the second paragraph of Section G2, Section G-3 and Section G4 of the ProNr Stateinenl to identify ilntersections as providing full access and/or partial access commercial entrances. Potential entrance locations may in fact be full access; hoivever, a delerm.ination cannot be made by VDOT !until site plans are submitted and l-eviewed to determine if VDOT Access Management requirements are !net. COMMENT RESPONSE: Section G3, Section G4 and Section G5 (formerly Section G2, Section G3 and Section G4) of' the Proffer Statement have been amended to state that intersections will provide full access and/or partial access Commercial entrances into Land Bay I and Land Bay 2 that meet or exceed VDOT entrance Spacing requirements that are ill force at the time of final road design plan approval. The designation for "Potential Entrance Location" to access Land Bay 3 from US Route 522 needs to be relnoved. Access to Land Bay needs to be accomplished through a shared access Project #37011-1C/EAW 8 with Madison Village and/or construction of Warrior" Drive to Q sufficient typical section to support the development proposed in Land Bay 3. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement Identifies access to Land Bay 3 as being limited to the signalized full access entrance at Madison Village and the potential entrance location identified on the proffered GDP. The potential entrance location Can be designed and constructed to meet Current VDOT Spacing Standards for Partial Access Entrances to Any Type Of Intersection. This current standard allows a Partial Access Entrance (right-in/right-out) to be developed a distance of 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than 50 mph. The proffered GDP has been modified to identify the general location Of Land Bay 3 that COLIld accommodate the Partial Access EIltrance; as well as identify the general location of the Madison Village signalized intersection. Section G6 of the Proffer Statement needs to clarify who will be implementing improvements to the trans/)ortation systemwithin the properly that are identified by traffic studies submitted during the site plan development process. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement has been amended to identify the Owner and/or Applicant as being responsible for implementing improvements to the transportation system within the Property that are identified by traffic studies during the site plan development process. Section G7 of the Proffer Statement should include language that requires private streets to C0llfOrn1. to VDOT corner clearance requireru.ents before an intersection entrance and/or street can be connected to the private street systern.. COMMENT RESPONSE: Section G8 (formerly Section G7) of the Proffer Statement has been amended to require private street design to conform to VDOT corner clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. Frederick COUilty Transportation — Commelit dated October 16, 2015 Transportation Comment Section (COLInty Transportation Comments 1-3) A number of transportation items previously fully proffered have been removed or modified as follows: First is the elimination of $1,000,000 in cash proffers for transportation that would be available for regional transportation such as the Tevis Street extension and regional improvements to the I-81/Route 522/1?oute 50117 intersection. Project #3701 FIC/EAW 9 Second, the construction (?f Warrior Drive has been replaced with right-of=lvay dedication. This is an important section of the Couwy's Comprehensive Plan to put in place a regional road network to address traffic caused by new development. its removal also appears to potentially be leaving Land Bay 3 with inadequate access. Third, the construction. of Tevis Extensionto the northern property line has been replaced with right-of-way dedication. Once again, this is a comprehensive planned road that fio•thers the development of the regional road network and helps to oflset this new development. Its removal, combined with the removal of Warrior Drive has potential to reduce fixture ingress and egress points for this core portion of the development from three to one. COMMENT RESPONSES: The previous rcz01ling was approved as a special taxing district that had the ability t0 leverage bonding for regi0nal r0ad improvements and have the bonding debt service paid through special assessments that would be paid by property owners within the project. This funding mechanism allowed the previous developer to obtain funding for all regional road improvements within the property and Offer additional funding for regional transportati0n Improvements Within the general proximity Of the project. This regional transportation fllndlllg illechaniS111 Was not SUCCCSSfUI and is ilot ail appropriate comparison t0 the new rezoning application, which provides private financial reS011rceS as the fllndlllg mechailisill t0 provide the rcgUll-ed local illatch for RevellLle Sharing Program FLinds offered by V DOT. Greenway Engineering has undertaken an analysis of the Warrior Drive regional road system and has prepared an Exhibit entitled Warrior Drive Alignment with Route 37 East that is included as information with this rezoning application. This Exhibit identifies the Warrior Drive regional road system and the various properties north of the Crosspointe Project that will require inclusion in the C0111prChensive Policy Plan and in the Urban Development Area in Order t0 accommodate this alignment. It is evident that Warri0r Drive Will not be a developed regional r0ad system between CrOsspointe and Heritage Commons Over the very long tern!. The Applicant has committed to dedicate right-of-way to the County sufficient for the Warrior Drive U4D typical section from the Dual -Lane Roundabout area through the limits of' the Property to the southern boundary in Conjunction with a development trigger in Land Bay 2. This proffered right-of-way dedication does not have a reversion clause; therefore, the County will have secured the appropriate right -Of -Way till-011gh the Heritage Commons project for the future. The previous Proffer Statement for Heritage Commons provided for the completion of the portion of East Tevis Street Extension within the property and for a pro-rata share of the Interstate 81 Bridge with adjoining property owners that had mutual benefit. It was determined that creating documents and agreements for a pro-rata share of the Interstate 81 Bridge would be problematic; therefore, the Heritage Commons Proffer Statement was amended to require the Applicant to be responsible for the complete local match requirement for the Interstate 81 Project #3701 FIC/EAW 10 Bridge, which IS a significant financial commitment. The C0IiStrLICti0I1 Of East Tev1S Street t0 the northern property line that was previously proffered dicl not result in a connection t0 US Route 522; therefore, providing the available right-of-way for the East Tevis Street Extension is a very reasonable alternative to ensure this connection can be C01IStructed now that the Heritage Commons Proffer Statement has guaranteed the funding necessary to complete the Interstate 81 Bridge. ❖ Staff would prefer that the language regarding Revenue Sharing Agreements for the Section A and Section B regional road systems be handled as a single agreement. Additionally, a commitment to no land development moving forward without the Revenue Sharing Agreement inplace should be provided. COMMENT RESPONSE: A new Section G2 has been created within the Proffer Statement to acldress this matter. Acklitionally, language has been incorporatecl into new Section G2 Of the Proffer Statement that States the Owner an(l/Or Applicant Shall not be permitted t0 C0111111ei1Ce development activities on the Property until the Revenue Sharing Agreement is executed. In Section G6 o%the Pro/%er Statement, there is a note that the trip generation from. Land Bay 3 could exceed 2,550 ADT following the construction of street access that connects Land Bay 3 to the regional road system. serving Land Bay 2. Please clarify what type of connection is envisioned. This may be where the reinstatenient of Warrior Drive could be considered. COMMENT RESPONSE: As requested by VDOT, Section G7 (formerly Section G6) of the Proffer Statement has been amenclecl to require street access connecting Lancl Bay 3 to Lancl Bay 2 to be the responsibility of the Owner and/or Applicant anti to ensure that the street access is clesigned and ConsU'uctecl as a typical Section sufficient to accommodate the traffic projections that exceed the 2,550 ADT thresholcl. Frederick County Planning — Comment (fated October 16, 2015 General Section (Planning Comments I & 2) Provide a submission fee in the amount c!f $25,029.50 and a rezoning plat, including a metes and bounds description of the rezoning. COMMENT RESPONSES: The applicable rezoning application fee is provicled. A rezoning plat exhibit is provicled that IIiCILIdes a metes and bOL111CIS description of the rezoning. The entire acreage is proposed to be rezonecl to the R4 District; therefore, the metes and b0LIildS description is provided for the three parcels identified in this application. Project #3701 I-iC/EAW 0 • Land Use Section (Planning Comments 1-4) The 2030 Comprehensive Plait and the Senseny/Earstern Frederick Area Plait (SEFAP) provide guidance onn the future development of the property. The property is within the UDA and SWSA. The SEFAP identifies the property as employment, commercial and high density residential land use. The ,SEFAP identities the employment and commercial land uses on the north side of Buffalo Lick Run and the high density residential on the south side o%Buffarlo Lick Run. ❖ The proffered GDP identifies three Land Bays and ar proffered Land Use Matrix further defines land uses within the three Land Bays. Land Bay I is commercial only; Land Bay 2 contains a land use nix with the majority being residential; Land Bay 3 contains a land use Aux with the majority being commercial. The Applicant should address the discrepancy between the land uses identified on the proffered GDP and the proffered Land Use Matrix to a greater extent. In particular, Land Bay 3 proposing to provide a greater amount of commercial where the SEFAP identifies higher density residential land use. The application identifies itself as an urban mixed use commercial and residential conummity. If should be recognized that the proffer statement does not fidly implement such a development. Urban Centel' designation is envisioned to be a more intensive, walkable urban area with a larger commercial core, higher densities, designed around a major focal point and located in close proximity to najor transportation. infrastructure. COMMENT RESPONSES: The SEFAP identifies this geographic area of the future land use plan as employment, commercial anal high density residential lancl use. The SEFAP was establishecl subsequent to the 2005 Rezoning for the Russell 150 project anal the land uses identified on the north and south sicle of Buffalo Lick Run appear to have followed suit with the previously approvecl GDP for that project. The Heritage Commons GDP provldeS 101' all Urban mixed Use Commercial and residential C0111111Unity that is 1111IC11 11101-C I11teg1'atCCl than the previously approvecl project. The proffered GDP anal Lancl Use Matrix provicle opportunities to allow for commercial and residential development to occur within Lancl Bays on both sides of Buffalo Lick Run, which will provide the ability for residents of Heritage Commons anal IVlaclison Village to have access to commercial land use within close proximity of their resiclences. The Heritage Commons Proffer Statement provides for an urban mixecl Use commercial and reslclentlal C0111111LIlllty. The pro11erecl regional roacl network provides for commercial and residential lallcl uses to be in close proximity 01' urban four -lane clivicled roacl systems that have clirect access to US Route 522 South and a new Interstate 81 Bricige that provlcles clirect access to the South Pleasant Valley Roacl corriclor in the City of Winchester. The proffered mixed use Project #3701 HC/BAW 12 commercial aIld residential within the Land Bays and Land Use Matrix Table provides for a development that Is 2/3 commercial and employment and 1/3 residential in development acreage. The proffered Land Use Matrix provides for higher density residential that exceeds 13 dwelling units per acre for the residential development acreage. The proffered mix of commercial and residential land uses within Land Bay 2 and Land Bay 3 provide opportunities for integrated design that allows for walkable C0i11111llllity design. Therefore, the Heritage Commons Proffer Statement fully implements all Urban Illlxed LiSC commercial and resideItial community. Impact Analysis and Proffer Statements Section (Planning Comments 1-20) ❖ (Planning Comments 1-2) The pro//'er statement should seek to link transportation improvements that are developer obligations to the land use plan to a greater extent. Section G2 of the proffer statement limited development to 175 residential units and 50,000 square feet of commercial land use until the Section B Regional Road improvements commence. The proffer statement should be clearer in linking locations of land use to transportation improvements. The possibility i-vould appear to exist that the initial development phase could occur without any improvements being in. place. COMMENT RESPONSE: Section G3 (formerly Section G2) of the Proffer Statement has been amended to ensLII'e that the residential and commercial development identified in the above comment is served by the Section A regional road systeill. Sllbsegllellt to rezoning approval, the Applicant will be required to submit a Master Development Plan for the Heritage Commons project area, which will further identify information associated with the land use plan and transportation. Section G3 and Section G4 (formerly Section G2 and Section G3) of the Proffer Statement describe the requirements for construction of the complete Section A and Section B regional road system. Section G3 and Section G7 (formerly Section G2 and Section G6) of the Proffer Statement are specific to the amount of residential and commercial development that can be developed initially; therefore, the Section A and Section B regional road systems identified on the proffered GDP will be completed well in advance of the residential and commercial laud development program for the Heritage Commons project. •:• (Planning Comment 3) The Board of Supervisors should ultimately determine if revenue sharing is the appropriate mechanism to be the foundation to implement transportation improvements associated with this request and property. COMMENT RESPONSE: Agreed. (Planning Comments 4-5) `fate Applicant has proffered to enter into revenue sharing agreements for the regional road systems identified on the GDP within 30 days of non - appealable rezoning approval. 11 should be clear that development would not occur in some form. of statenienl, rather thann inaclion of the proffer commitments. Staff ivould suggest an Project #3701 FIC/EAW 13 0 0 additional proffer that would restrict development without an executed revenue sharing agreement between the Count.), and the Applicant. COMMENT RESPONSE: The County Transportation Director has requested an amendment t0 the proffer statement to provide for a SinglC RCVC11UC Sharing Agreement; therefore, a IIew Section G2 has been Createcl to aciciress this matter. Adclltionally, language has been incorporated into new Section G2 Of the Proffer Statement that States the Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Revenue Sharing Agreement is CxecLltcd. (Planning Comment 6) Warrior Drive is a key component of the County's primary regional road system. identified in. the Comprehensive Plan and is located on the property. This application should fi.dly recognize Warrior Drive and implement its construction. COMMENT RESPONSE: Greenway Engineering has unclertaken an analysis of the Warrior Drive regional roacl system and has prepared an Exhibit entitlecl Warrior Drive Alignment with Route 37 East that Is lllCllldecl as information With this rezoning applicatioIl. This Exhibit identifies the Warrior Drive regional roacl system and the various properties north Of the CI.OSSp0liltC PI.OjCCt that Will I-CCIUil-C ilICILIS10I1 in the Comprehensive Policy Plan ai cl in the Urban Development Area in order to accommoelate this alignment. It is eviclent that Warrior Drive will not be a developecl regional roacl system between Crosspointe and Heritage Commons over the very long term. This matter has been discussed With VDOT and there is not an opportunity to have the section of Warrior Drive within Heritage Commons qualify for revenue sharing assistance due to the lack of connectivity. AdClitionally, VDOT has ilot provided all indication that they Woulci be supportive of accepting the section of Warrior Drive Within Heritage Commons as a state maintained roacl, as It Is evlclent that this will be a roacl t0 nowhere over the very long terns. The inability to have this section of Warrior Drive acceptecl for maintenance by VDOT would require the Applicant to be subjectecl to a significant maintenai ce boncl over the Very long term. Conversely, if VDOT WOuICI actually accept this section of Warrior Drive, they Would be directing maintenance funeling away from other road systems that proviclecl benefit to the public. The Applicant has committed to Cleclicate right-of-way to the County sufficient for the Warrior Drive U41) typical section fl-olll the Dual -Lane Roundabout area through the limits of- the Property to the southern boundary in Conjunction with a cevelopment trigger in Land Bay 2. This profferec right -of' -way cleclieation floes not have a reversion Clause; therefore, the County will have securecl the appropriate right -of' -way through the Heritage Commons project for the future. ❖ (Planning Com..1-neat 7) Airport Road between Route 522 and Warrior Drivel'fevis Street roundabout is currently proffered as a U4D, the TIA originally related to the rezoning of the Project #3701 HC/GAW 14 prooperty further supported this standard and the trips discussed in this current applicatioll 1-emain significant. A U4D would still appear to be warranted by this development. Therefore, cl-edit towards its implementation based on its collector road designalloll on the Comprehensive Plan may not be appropriate. COMMENT RESPONSE: The Comprehensive Plan identifies the section of road between Route 522 and the Warrior Drive/Tevis Street roundabout as a U2 Urban Two -Lane Road system. The Traffic Impact Analysis (TIA) for the Russell Farm Rezoning identified a Build - Out Lane Geometry and Levels of Service Exhibit (Figure 9), Which is a requirement of any TIA submitted for review by VDOT and the County. The Build -Out Lane Geometry and Levels of Service Exhibit identifies the section of road between Route 522 and the Warrior Drive as a single travel lade with a separated left turn lane and a shared thl-Ll-right turn lane at the intersection with Route 522. The Heritage Commons PI'offer Statement limits traffic generation from development within the project at 20,000 ADT (which is 3,000 ADT less than the traffic generation identified in the Russell Farm TIA) and then requires traffic studies to be submitted in conjunction With site plans that exceed the 20,000 ADT threshold. The Heritage Commons Proffer Statement expands the U2 Urban Two -Lane Road section between Route 522 and the Warrior Drive/Tevis Street roundabout identified by the Comprehensive Plan and by the Russell Farm TIA to a U4D Urban Four -Lane Divided Collector. Therefore, it is appropriate to assume Credit towards the implementation of this road system. (Planning Comment 8) It Inay be a prefers-ed approach if there was at least a public street providing access in Land Bay 3 from. the existing public street in the adjacent Madison Village pi-oject to the flrtlo-e Warrior Drive. In addition, consider a public street from the road just mentioned to the road identified as Section. A that world provide inter parcel access over Buffalo Lick Run. Currently, only public streets and utilities are allowed to cross such wetlands, natural ivaterivays, and s-iparian buf/ers. COMMENT RESPONSE: Section 4e of the Madison Village Proffer Statement requires a public road connection to the Heritage Common protect. At a minimum, this connection will be extended to the Heritage Commons project as a public road. However, the Applicant may Choose to Continue this public road if future land use dictates this type of road. Section G7 (formerly Section G6) of the Heritage Commons Proffer Statement requires the Applicant to construct street access from Land Bay 3 to the regional road system serving Land Bay 2 before land development activities in Land Bay 3 exceed a 2,550 ADT threshold. Therefore, the road connection between Land Bay 3 and Land Bay 2 would require a crossing over Buffalo Lick Run. The Frederick County Code states that access to a property or roads are allowed to cross such wetlands, natural waterways, and riparian buffers. This Chapter of the Frederick County Code defines Road and Street as a street dedicated to, or owned by, Frederick County or VDOT; also privately owned fights -of -Way which serve as the principal means of access to more than one property. Therefore, a public or private road or street Would be permitted to cross Buffalo Lick Run to serve as access between Land Bay 3 and Land Bay 2. Project #3701 I-IC/EAW 15 0 • (Planning Comment 9) the enti-ance directly onto Route 522 should be removed as it is located in relative close proximity to the recently approved entrance for the Madison Village protect and just south of the main project access at Aiq)on Road. The land use plan foi- this area sllpporis minimizing entrances along Route 522. COMMENT RESPONSE: The potential entrance location can be designed and constructed to meet current VDOT Spacing Standards for Partial Access Entrances to Any Type of Intersection. This C1.11TCllt standard allows a Partial Access Entrance (fight-ill/right-out) t0 be developed a distance of 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than 50 mph. The proffered GDP has been modified to identify the general location of Land Bay 3 that could accommodate the Partial Access Entrance; as well as identify the general location of the Madison Village signalized intersection. The Correct placement of partial access entrances assists with the overall capacity and function of a full access intersection and provides efficiencies for the road network. (Planning Comment 10) The application has proposed an alternative approach to addressing the impacts to Com-munity Facilities. 7'he Board should ultimately determine if such an approach is appropriate. COMMENT RESPONSE: Agreed. (Planning Comments 11-1.3) Schools are one component of the DIM. The potential impacts to other community facilities shorlld be C1ClClrL'.S'SBCI. The /1 J)plICClll0ll. S/10lllCl ClCli'lP), the credit you would like to receive for the reduction in the proffers from that identified in the DIM. It ivould appear that the negative fiscal impacts associated ivith the residential uses proposed on the property have not been satisPactorily addressed. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match I'egLlil'emCnt for the RCVCIiLie Sharing Program projects that Will 1'CS1,11t ill the C011stl'L1Cti011 of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects t0 ROLIte 522, Which is a Significant regional road improvement protect loi' the community. Additionally, the Heritage Commons project has proffered to development Specific amounts of commercial land use in conjunction with the residential development program. The COL111ty'S DIM Output MOdLIIC denionsti'ates that this commitment IOr commercial development provides a significant redLlCtiOn ill Ilormal impacts to COLinty Capital Facilities above a typical "residential Only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick COLlllty Parks and Recreation as comillllllity recreational amenities. The ValL1C Of' tllCSC fiscal COnln14111Cnts, including the Frederick County Public School Escrow Account, result in a positive fiscal impact 1'or the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. Project #3701 HC/LAW 16 0 0 (Planning Comment 14) Please clarify ij• the number of residential units proposed includes those that may be included within. the nn.odified residential units incorporated into the comnn.ercial project. COMMENT RESPONSE: Section C3 of the Proffer Statement has been amended to limit Iesidential lalld Use CfeVCl0p111ent Wlthlll the Property to a maximUrn of 645 market rate II1LIlt1- I'amlly U11its, WhICh is inclusive of market rate multi -family resldentlal/commeIcial lancl Uses Wlthlll the same StrLICtL1rC. •3 (Planning Comment 15) Please correct the rezoning number in the proffer statement to ultimately recognize this new, scrbstanlicrlly dif%erenl application. COMMENT RESPONSE: The General Information and Preliminary Matters portions of the Proffer Statement have been amendecl to allow for the assignment of a new Rezoning Application Number by the County. (Planning Comment 16) Should the original date of the proffers be the current date associated with this request for the R4 District rather than the original rezoning date for the Russell 150 project? COMMENT RESPONSE: The General Information portion of the Proffer Statement and the heaclers associatedl With each page of the ProIICI' Statement have been amenclecl to identity the original date of the Proffer Statement as May 20, 2015. This will remain as suggested unless otherwise specified by the County Attorney. (Planning Comment 17) The RA portion of the property should be included in the preliminary masters section. o� Ilse proffer stalem.enl. COMMENT RESPONSE: The Preliminary Matters portions oI the Proffer Statement has been amended to include information pertaining to the RA District portion of the property. (Planning Comment 18) The proffer stalem.en.t includes language describing market rate residential land uses. The Board has typically recognized residential uses by housing type rather than by a particular style. Sla would suggest removing the market Tale nomenclature, or alternately, providing more detail in the deftnilion of market rate so that the County can better adiinister this proffer should it become an. isscre. COMMENT RESPONSE: Section CI of the Proffer Statement has been aIllenclecl to expand upon the clef7inition of market rate multi -family residential land use to exClUcle Subsiclizecl housing units so that the County can better administer this proffer. The Applicants believe it is important to maintain this not enclatUrC to guarantee and demonstrate a high gUahty IIILIlti- family product throughout the Heritage Commons project. Project #3701 I-IC/EAW 17 0 ❖ (Planning Comment 19) Please iden.ti/j, why an eight foot wide trail is being proffered rather than the typicalstandard of 10 feet. COMMENT RESPONSE: The comments provided by Frederick County Parks and Recreation did not identify the 8-foot wide asphalt trail within the residential portions of the project that will provide connectivity to the adjoining commercial land uses as being substandard. (Planning Comment 20) Please clan/'y why the escalation clause has been removed fi•orn. the proffer statement. COMMENT RESPONSE: Neither the Applicant's May 20, 2015 Proffer Statement or the September 2.5, 2015 Proffer Statement contained lallgliage that proffered all escalation clause. It is unclear what Section of the Proffer Statement would necessitate an escalation clause as the Applicant is responsible for the complete local funding match associated with the construction of the Section A and Section 13 regional road system improvements that are identified oil the proffered GDP and further described in Section G of the Proffer Statement. Winchester Regional Airport — Comment dated October 21, 201S (WRA Comment 1) The parcel is located within close proximity and immediately under the trcific pattern of WRA. Residential development adjacent to, or sunder, a flight path used regularly by aircraft is subject to aircraft noise. As the airport continues to expand services and operations, interactions betiveen aircraft operations and residents are likeh) to increase. To ensure that potential buyers and tenants are made aware of the airport's existence and aircraft noise and fly -over potential, the County should world with the developer for a proffer provisionthat will give written notice to future property owners or tenants of this potential through a disclosure statement as a covenant in their property deed or' a statement within their rental lease agreement. As a condition of approval for the Heritage Commons rezoning, WRA requests the owner provide information in the Proffer Statement and Design Modnficatnon for !noise attenuation in all proposed structures on the Property; written notice of the airport's proximity to the property and aviationn uses inevery deed and/or- lease; execute an avigation easement with WRA over the property; and use lighting features that will not create light pollution and hazard to aircraft pilots. COMMENT RESPONSE: Section I -II of the Heritage Commons Proffer Statement provides language for the provision of information in sales literature, property deeds and lease agreements for the market rate multi -family Units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. Greenway Engineering has met with the WRA Executive Director to determine if FFA, VDA and/or WRA has Project #3701 HC/GAW is 0 0 information that Identifies Specific bUllding materials above normal Building Code standards that Would promote Noise atlenliatlon in structures. The WRA Executive Director was not aware of this information and advised that a request Would be made to FFA and VDA to determine If this information IS available. This information Would Ileed to be determined before commitments Could be made for this recommendation. The WRA Executive Director has advised that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. Therefore, FFA compliance for Structural heights, appurtenance heights, lighting, and other development matters Subject to FFA review will be accomplished to ensure safe operations for WRA aircraft. (WRA Comment 2) WRA is very concerned with the request to increase maxinumlallowable height from 60' to 80', not to include architectural screening and antenna structures. WRA will require each structio•e developed in Heritage Commons to be subject to FFA i-eview to provide a determination that the structures will not impact the WRA navigable airspace. COMMENT RESPONSE: Greenway Engineering has met with the Winchester Regional Airport (WRA) Director and has obtained max1111L1111 height allowances for the horizontal Zone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons site and determined a high elevation of 747' msl. The horizontal zone approach surfaces associated with WRA Runway 14 demonstrates an elevation of' 876' nlsl closest to the project. This information deil1onstrates that the development of structures in Heritage Commons With a maxill11.1111 height of 80' will Ilot impact horizontal zone approach Surfaces associated with WRA Runway 14. An exhibit has been prepared that delineates this information, which is part of the rezoning application inforillation that has been SUbmltted for this project. The WRA Executive Director has slated that WRA will require all site plans within the Heritage Commons project to be Submitted to FFA for review in compliance With FFA Form 7460-1 to ensurC compliance with safe operations at WIZA, which is appropriate and acceptable to the Applicant. Please advise me if you have any questions regarding this information or if there Is any additional information that Is necessary pertaining to these comments. Sincerely, WW I Watt Director of Land Planning Evan y g Greenway Engineering, Inc. Project #3701I IC/GnW 19 Rezoning Comments Frederick County Fire Marshal Mail to: Frederick County Fire Marshal 1800 Coverstone Drive Winchester, Virginia 22602 (540)665-6350 Winchester, Virginia Band deliver to: Frederick County Fire & Rescue Dept. Attw Fire Marshal Public Safcty Building 1800 Coverstone Drive Applicant: Please fill out the information as accurately as possible in order to assist the Frederick County Fire Marshal with his review. Attach a copy of your application form, location map, proffer statement, impact analysis, and any other pertinent information. Applicants Name: Greenway Engineering Mailing Address: 151 Windy Hill Lane Telephone: (540) 662-4185 Winchester, VA 22602 Location Of properly: West side of Front Royal Pike (US Route 522 South), immediately across from Airport Road (Route 645) and approximately 1.25 miles south of Interstate 81 Exit 313 CulTelll %011lllg: 132; RP & RA lolling requested: R4 Acreage: 150.59+/- Fire Marshal's Comments: > uu. Fire Marshal's Signature & Dat . Notice to Fire Marshal - Please Return This Form to the Applicant 22 RECEIVED SEP 0 9 Z015 0 i Frederick County Department of Fire and Rescue Office of the Fire Marshal 1080 Coverslone Dri►,e 111nehesrer, VA 22602 (540) 665-6350 Fax: (540) 678-4739 Einai1: fino(aafcva. trs Plan Review & Comments Date Received 9/9/2015 Plan/Permit Type Proffer Statement Name Heritage Commons Address Front Royal PIKE Project Name Applicant Name & Number RE# Permit Number Winchester Rezoning Greenway Engineering 540-662-4185 Emergency Vehicle Access: Adequate Inadequate hf Hydrant Location: Adequate Inadequate t Siamese Location: Adequate Inadequate N>; Fire Lanes Required: Yes No VIM Plan Approval Status Approve Comments Met with Evan Wyatt on 09/18/15 to discuss the changes of this requested rezoning from the last Signature: i Reviewed By: Kenneth Scott, Jr. NUMBER $- Date Reviewed 9/18/2015 VA 22602 0 0 Rezoning Comments Frederick County Sanitation Authority Mail to: Frederick County Sanitation Authority Attn: Engineer P.O. Box 1877 Winchester, Virginia 22604 (540) 868-1061 Hand deliver to: Frederick County Sanitation Authority Attn: Engineer 315 Tasker Road Stephens City, Virginia Applicant: Please fill out the information as accurately as possible in order to assist the Sanitation Authority with their review. Attach a copy of your application form, location map, proffer statement, impact analysis, and any other pertinent information. Applicant's Name: Greenway Engineering Mailing Address: 151 Windy Hill Lane Telephone: (540) 662-4185 Winchester, VA 22602 Location of property: West side of Front Royal Pike (US Route 522 South), immediately across from Airport Road (Route 645) and approximately 1.25 miles south of Interstate 81 Exit 313 Current zoning: 132; RP & RA Zoning requested: R4 Acreage: 150.59+/- Sanitation Authority Comments: Sanitation Authority Signature & Date: Notice to Sanitation Authority - Please Return This Form to the Applicant 25 • Rezoning Comments R E C rE-- I VE D SCP 2 8 2015 Frederick -Winchester Ser[ice AFR Mail to: Fred-Winc Service Authority Attn: Jesse W. Moffett, Executive Director P.O. Box 43 Winchester, Virginia 22604 (540) 722-3579 EERING Hand deliver to: Fred-Winc Service Authority Attn: Jesse W. Moffett 107 North Kent Street Winchester, Virginia Applicant: Please fill out the information as accurately as possible in order to assist the Fred -Wine Service. Authority with their review. Attach a copy of your application form, location map, proffer statement, impact analysis, and any other pertinent information. Applicants Name: Greenway Engineering Mailing Address: 151 Windy Hill Lane Telephone: (540) 662-4185 Winchester, VA 22602 Location of property: West side of Front Royal Pike (US Route 522 South), immediately across from Airport Road (Route 645) and approximately 1.25 miles south of Interstate 81 Exit 313 Clll'1'elll ZOI1111gT: 132: RP & RA Zolllllg regUCSted: R4 Acreage: 150.59+/- Fred-Winc Service Authority's Comments: no "VArAtAis �� w+,,� 4,a�uo��x �ce�1M►eK} c�.�i,�y Fred-Winc Service Authority's Signature & Date: Notice to Fred-Winc Service Authority - Please Return Form to Applicant 33 • Rezoning Comments City of Winchester Mail to: Winchester City Planning Department Attn: Planning Director 15 North Cameron Street Winchester, Virginia 22601 (540) 667-1815 Hand deliver to: Winchester City Planning Department Attn: Planning Director Rouss City Hall 15 North Cameron Street Winchester, Virginia Applicant: Please fill out the information as accurately as possible in order to assist the City of Winchester with their review. Attach a copy of your application form, location map, proffer statexrient,.impact analysis,.and.any other pertinent information.:. , . . Applicant's Name: Greenway Engineering Mailing Address: 151 Windy 1-1111 Lane Winchester, VA 22602 Telephone: (540) 662-4185 Location of property: West side of Front Royal Pike (US Route 522 South), immediately across from Airport Road (Route 645) and approximately 1.25 miles south of Interstate 81 Exit 313 Current Zolllllg: 62: RP & RA Zolling requested: R4 Acreage: 150.59+/- City of Winchester's Comments: City of Winchester's Signature & Date: �Z / Notice kCity o incliester - Please Return 'Phis Form to the Applicant 29 RECEIVED Rezoning Comments I OCT 0 5 2015 UHEENWAY of tWIWERING Mail to: Winchester City Planning Department Attn: Planning Director 15 North Cameron Street Winchester, Virginia 22601 (540) 667-1815 Hand deliver to: Winchester City Planning Department Attil: Planning Director RoLISS City Hall 15 North Cameron Street Winchester, Virginia Applicant: Please fill out the information as accurately as possible in order to assist the City of Winchester with their review. Attach a copy of your application form, location map, proffer statement, impact analysis, and any other pertinent information. Applicants Name: Greenway Engineering Telephone: (540) 662-4185 Mailing Address: 151 Windy Hill Lane Winchester, VA 22602 Location of property: West side of Front Royal Pike (US Route 522 South), immediately across from Airport Road (Route 645) and approximately 1.25 miles south of Interstate 81 Exit 313 Cllrrellt Mllllg: 132; RP & RA Zoning requested: R4 Acreage: 150.59+/- City of Winchester's Comm nts: r City of Winchester's Signature & Date: Notice to City of Winchester - Pl1 , ehlr l This Form to the Applicant 29 ` • • fNU �` 1971 151 Windy Hill Lane GREENWAY Winchester, VA 22602 ENGINEERING October 28, 2015 Frederick County Planning Department Attn: Mike Ruddy, Deputy Director 107 North Kent Street Winchester, VA 22601 RE: Heritage Commons Rezoning — Review Agencies Comment Response Letter Dear Mike: The purpose of this letter is to provide you with a comprehensive comment response letter that addresses the Heritage Commons Rezoning comments received from the various review agencies. The comprehensive comment response letter is structured to provide for the specific review agency, the date the comment was received, and information pertaining to each review comment. This information is intended to explain how specific comments have been addressed by the rezoning application or advise why the specific comment was not included in the proffered development program for Heritage Commons, Frederick County Fire Marshal — Comment dated September 18, 2015 •S Rezoning Approved. Frederick County Sanitation Authority — Comment dated September 21, 2015 The parcel is in the water and sewer service area served by FCSA. ❖ Water and sewer service is available within a reasonable distance from. the parcel. Sewer treats -rent capacity is available at the waste water treatment plant. ❖ A technical analysis of the water and sewer system will need to be performed by the Applicalit prior to development on. the parcel. COMMENT RESPONSE: Agreed. Frederick -Winchester Service Authority — Comment dated September 22, 2015 • No comments regarding wastewater treatment capacity. Gngincers Surveyors Planners Environmental Scientists Laboratory Telephone 5,10-662-4185 Fax 5,10-722-9528 www.grecnwayeng.com Project #37011JC/EAW • • City of Winchester Public Services — Comment dated September 22, 2015 ❖ The City's Public Services Department is very supportive of the regional transportation component, which will serve as a vital facility to help meet the future traffic demands of the community as continued growth. occurs. Frederick County Public Works — Comment dated September 25, 2015 ❖ Clarify the discrepancy between the phasing plan modification and the phasing plan in the proffer statement. COMMENT RESPONSE: The phasing plan that is specific to the Modification #9 in the proffered Design Modification Document is to eliminate this as an element of the Master Development Plan that will be required subsequent to rezoning approval. The proffer statement does not provide a proposed phasing plan for Heritage Commons; however, it does commit to a specific amount of commercial land use that will develop during the residential buildollt for the project. The project's close proximity to the airport will require FFA review in determining maximum. height allowances based on. the 80' niaxinium height allowance specified in Modification #10. COMMENT RESPONSE: The Applicant has met with the Winchester Regional Airport (WRA) Director and has obtained maximum height allowances for the horizontal zone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons site and determined a high elevation of 747' rnsl. The horizontal zone approach surfaces associated with WRA Runway 14 demonstrates an elevation of 876' nisl closest to the project. This information demonstrates that the development of structures in Heritage Commons with a maximum height of 80' will not impact horizontal zone approach surfaces associated with WRA Runway 14. An exhibit has been prepared that delineates this information, which is part of the rezoning application information that has been submitted for this project. The WRA Executive Director has stated that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. The commercial square footage in. the Impact Analysis Statement does not equal the amount referenced in. the Proffer Statement. Indicate how this was determined. COMMENT RESPONSE: The Applicant prepared a calculation for potential commercial square footage within the Impact Analysis Statement that considered the commercial acreage permitted within each Land Bay and utilized a 0.2 FAR, which is typical for commercial site development in the County. This information was derived to determine a potential impact to Project #3701 HC/GAW 2 • 9 water, sewer, and solid waste required of the project. The commercial square footage identified in the Proffer Statement demonstrates the amount of commercial square footage that is committed to occur at certain thresholds of residential development within the project. Heritage Commons will exceed the amount of commercial square footage identified in the Proffer Statement. ❖ Proffer Statement Section. D — Phasing does not reference the development of site infrastructure. At a minimum, the rezoning proposal should indicate what infrastructure will be completed prior to the development of each. phase. COMMENT RESPONSE: Section D within the Proffer Statement is entitled Land Use Phasing Program and is intended to specify the minimum time frame for completion of the residential land use and the minimum amount of commercial square footage that will be developed in conjunction with the residential land use. The proffered GDP identifies Regional Road Sections A and B, which will be developed as Revenue Sharing Program Projects. Section G2 of the Proffer Statement requires the Applicant to enter into a County -Managed Revenue Sharing Agreement within 30 days of non -appealable rezoning approval and to provide the local funding match for these regional road improvements that will be designed by the County's Consulting Engineer. These regional road improvements provide the only means of access to Land Bay 1 and Land Bay 2; therefore, development within these Land Bays is dependent upon this infrastructure. Section G3 provides for a maximum development of 175 residential units and 50,000 square feet of commercial land use until construction commences for the Section B regional road improvements. Proffer Statement Section E — Monetary Contributions for Public Schools provides an escrow account to mitigate potential impacts to schools. However, the Applicant has not provided Monetary contributions for impacts on. other County Capital Facilities. Indicate if' this omission ivas anoversight or intentional. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U4D Major Collector Road system that connects to Route 522, which Is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to development specific amounts of commercial land use in conjunction with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as community recreational amenities. The value of these fiscal commitments, including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. Therefore, the Heritage Commons project Project #3701 FIDGA W 3 neither intentionally nor unintentionally omitted monetary contributions to offset their impacts to County Capital Facilities. ❖ Section. G2 of the Proffer Statement proposes that the Applicant will enter into a Revenue Sharing Agreement with Frederick County to construct the regional road system. Frederick County cannot approve a proposal which obligates it to Revenue Sharing when. this approach may not be available at the tine of construction. The Applicant should assume the total responsibility for the design and construction of the regional road system. Frederick Cotatry cannot be obligated to provide or pursue revenue sharing projects with VDOT. COMMENT RESPONSE: The Frederick County Transportation Director and representatives from the Frederick County Public Works Department are collectively involved in a County - Managed Design Revenue Sharing Project that includes the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the construction of the regional road improvements applicable to the Heritage Commons project. The Heritage Commons Proffer Statement provides commitments for executive of a Revenue Sharing Program Agreement with the County and for the local funding match associated with the previously approved funding for these regional road projects. The Heritage Commons Proffer Statement does not obligate Frederick County to provide or pursue Revenue Sharing Projects for the regional road systems with VDOT as these already exist. Section. G6 of the Proffer Statenien.t refers to Revenue Sharing; therefore, delete an.y reference to Revenue ,Sharing. COMMENT RESPONSE: Same response as above. Frederick County Parks and Recreation — Comment dated September 28, 2015 Monetary proffer appears insufficient to meet the impact of the development. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U4D Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to develop specific a11101I11tS of commercial land use in conjunction With the residential development program. The County's DIM Output Module de111011StrateS that this commitment for commercial development provides a significant reduction ill normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as CommUlllty recreational amenities. The value of these fiscal commitments, Project #3701lJC/EAW 4 including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. Parks and Recreation would like to see bicycle and pedestrian accommodationincluded in the 1-81 Bridge crossing segment. COMMENT RESPONSE: The Applicant and Greenway Engineering met with the County's Consulting Engineer- that is responsible for the County -Managed Design that includes the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522. The County's Consulting Engineer has advised that the Interstate 81 Bridge Design will include two travel lanes in each direction, a raised concrete median, and 5' pedestrian sidewalks along both sides of the bridge. The design does not propose a bicycle lane, but does provide for pedestrian accommodation. ❖ The proffered 8' asphalt pedestrian trail system should additionally serve to connect residential and commercial bays. COMMENT RESPONSE: Section F3 of the Proffer Statement has been revised to ensure that the 8' asphalt pedestrian trail system provides connectivity between the residential land uses and the adjoining commercial land uses within the same Land Bay. Parks and Recreation would encourage amenities intended for exclusive HOA use and/or intended to satisfy recreational unit requirements not be included as a proffered amenity. COMMENT RESPONSE: The Heritage Commons project proposes the development of 645 market -rate multifamily residential units, resulting in a required recreational amenity equivalent of 21.5 recreational units valued at $698,750. Greenway Engineering met with Frederick County Parks and Recreation to discuss the recreational amenities program and was advised that the public pedestrian and bicycle facilities would be considered as recreational amenities above the 21.5 required recreational equivalent; however, the community building, workout fitness facility and community swimming pool Would be considered as part of the 21.5 required recreational equivalent since these were specific to the Heritage Commons project. Heritage Commons recognizes this, but believes it is important to identify both recreational amenities that are associated with required recreational units; as Well as recreational amenities that exceed this requirement to provide a commitment for a comprehensive recreational package that is competitive with proffered recreational programs that have been approved by the County for other projects. It is the understanding of Park and Recreation that the 10' trails are required by ordinance on all segments of major roads in the development. Parks and Recreation strongly supports these trail segments; however, it appears listing them. in the proffer statement is unnecessary. Project #3701 FIC/EAW 5 COMMENT RESPONSE: The County Code requires bicycle and pedestrian facilities to be constructed along roadways designated by the Comprehensive Plan. The Heritage Commons project identifies regional road improvements on the proffered Generalized Development Plan (GDP). The GDP roadway labeled as Section A is identified in the Comprehensive Plan as a U2 road section Without a 10' bicycle and pedestrian facility. The Proffer Statement calls for this road section to be constructed as a U4D with a 10' bicycle and pedestrian facility. The typical section for the remaining regional road sections has been identified in the proffer statement to be consistent with the design that is being prepared by the County's Consulting Engineer. •:• Design Modification. #6 does not meet open space requirements; however, Parks and Recreation recognizes that the proffered Buffalo Lick trail demonstrates use of this area and would support having this area represent a larger amount of environmental area to be considered toward satisfying the 30% open space area requirement. COMMENT RESPONSE: The proposed Design Modification is intended to allow for open space sufficient for the market -rate multifamily land uses, while providing for efficiency in the development of commercial land use throughout the project. The market -rate multifamily land use sections will achieve open space through green areas surrounding the units, through indoor and outdoor recreational amenities, and through protection of the Buffalo Lick Land Bay area that will be improved with a 10' asphalt bicycle and pedestrian facility. Additionally, commercial land uses will be required to meet County Code requirements that. include required green space and will also have the opportunity to provide areas such as plazas that may or may not be located outside of commercial lot areas. The proffered Land Use Matrix Table for Land Bays 1-3 demonstrates that there can be 47.96 acres of residential land use as a maxinlL1111 standard. This maximum residential acreage Would require approximately 14.38 acres of open space to achieve a 30% requirement. This standard can be easily achieved through the proposed Design Modification that will require 33.08 acres of open space throughout the Heritage Commons project. This modification ensures adequate open space for the residents of' the project while not adversely impacting economic development acreage that will provide benefit to the Applicant and the County. City of Winchester Planning Department — Comment dated September 29, 2015 No comments pertaining to Planning Department review. Frederick County Public Schools — Comment dated September 30, 2015 Cash proffers are now being offered for schools that are based on the number of students instead of the number of units. It is our understanding that at the time of complete residential occupancy that cash proffers would not be paid on the first SI students. Project #3701 I-IC/LAW 6 COMMENT RESPONSE: Section E of the Proffer Statement provides for monetary contributions to mitigate potential impacts to public schools. This is accomplished through the establishment of an Escrow Account that is maintained by the County and can be drawn on if student generation numbers are in excess of specific student counts at specific levels of residential development. As an example, the first phase of residential development commits to a $3,000 payment per student once student generations exceed a total of 15 students during the construction of 175 market -rate multifamily units. Therefore, Frederick County Public Schools would receive monetary contributions at this level of the project and not be required to wait until student generation totals exceed 51 students. ❖ It is our understanding that the related $200,000 escrow account does not represent a cap on. the cash proffers. COMMENT RESPONSE: This is correct. Section E1 of the Proffer Statement has been amended to clarify this matter. ❖ Frederick County Public Schools estimates that the Heritage Commons development will generate 164 students from. the construction of 645 apartment units. A detailed assessment of the estimated impact of Heritage Commons on FCPS is attached with these continents. COMMENT RESPONSE: The Heritage Commons project has proffered to development specific amounts of commercial land use in conjunction with the residential development. program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The FCPS calculations for capital cost per unit are based on a "residential only" project. Additionally, the Heritage Commons project is committing to significant funding in support of regional road improvements needed by the community; as well as the Frederick County Public School Escrow Account. These proffered commitments result. in a positive fiscal impact for the Heritage Commons project that is estimated at $2.7M above the normal DIM "residential only" project. The Applicant has utilized County information to determine these values. Virginia Department of Transportation — Comment dated October 16, 2015 It is recommended that language similar to the third paragraph of Section G4 of the Proffer Statement is provided for the regional road systems identified in Section G2 and Section G3, and the regional road right-of-ii,ay dedication identified in Section G5 if Revenue Sharing Funds are not available for the project. COMMENT RESPONSE: The Frederick County Transportation Director and representatives from the Frederick County Public Works Department are collectively involved in a County - Managed Design Revenue Sharing Project that includes the Interstate 81 Bridge, the Dual -Lane Project #3701IJUEAW 7 Roundabout, and a U41) Major Collector Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the construction of the regional road improvements applicable to the Heritage Commons project. It has been confirmed by the VDOT Revenue Sharing Grant Administrator at the VDOT Richmond Central Office that this funding is still applicable and available to the projects described in this paragraph. The Heritage Commons Proffer Statement provides commitments for execution of a Revenue Sharing Program Agreement with the County and for the local funding match associated with the previously approved funding for these regional road projects. The Revenue Sharing Program Agreement requires the local match provider to provide funding in addition to the available revenue sharing funds should these be insufficient to complete the specific project. The Heritage Commons Proffer Statement does not obligate Frederick County to provide or pursue additional Revenue Sharing Projects for the regional road systems with VDOT as existing revenue sharing funds are available. ❖ Sectio«. CG of the Proffer Statement allows the Applicant to continue development within. Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system in Land Bay 2. This does not state who is responsible for construction if Revenue Sharing funds are not available or if the Applicant's development schedule is ahead of development of the regional road system by others. The Applicant should be responsible for building a full or partial typical section based on traffic projections for Land Bay 3 that exceed the 2,550 ADT threshold. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement has been amended to require street access connecting Land Bay 3 to Land Bay 2 to be the responsibility of the Owner and/or Applicant and to ensure that the street access is designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. •:• Additional language needs to be nnade to the second paragraph of Section G2, Section G.3 and Section G4 oj' the Proffer Statement to identi/y intersections as providing full access and/or partial access commercial entrances. Potential entrance locations may in fact be full access; however, a deternnination cannot be made by VD07' unntil site plaits are submitted and reviewed to determine i/'VDOT Access Management requirements are met. COMMENT RESPONSE: Section G3, Section G4 and Section G5 (formerly Section G2, Section G3 and Section G4) of file Proffer Statement have been amended to state that intersections Will provide full access and/or partial access commercial entrances into Land Bay I aIld Land Bay 2 that ineet or exceed VDOT entrance spacing requirements that are In force at the time of final road design plan approval. The designation. for "Potential Entrance Location" to access Land Bay 3 from US Route 522 needs to be removed. Access to Land Bay needs to be accomplished through a shared access Project #3701 HC/EA W 8 with Madison Village andlor construction of Warrior Drive to a su.fiClent typical S2ch0r1. to support the development proposed in Land 13ay 3. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement identifies access to Land Bay 3 as being limited to the signalized full access entrance at Madison Village and the potential entrance location identified on the proffered GDP. The potential entrance location can be designed and constructed to meet current VDOT Spacing Standards for Partial Access Entrances to Any Type of Intersection. This current standard allows a Partial Access Entrance (right-in/right-out) to be developed a distance of 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than 50 mph. The proffered GDP has been modified to identify the general location of Land Bay 3 that could accommodate the Partial Access Entrance; as well as identify the general location of the Madison Village signalized intersection. •:• Section. G6 of the Proffer Statement needs to clarify who will be implementing improvements to the transportation systent within. the property that are identified by traffic studies submitted during the site plan development process. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement has been amended to identify the Owner and/or Applicant as being responsible for implementing improvements to the transportation system within the Property that are identified by traffic studies during the site plan development process. Section G7 of the Proffer Statem-ent should include language that requires private streets to conform to VDOT corner clearance requirements before an. intersection entrance and/or street can be connected to the private street s))sterri. COMMENT RESPONSE: Section G8 (formerly Section G7) of the Proffer Statement has been amended to require private street design to conform to VDOT corner clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. Frederick County Transportation — Comment dated October 16, 2015 Transportation Comment Section (County Transportation Comments 1-3) A number of transportation items previously fully proffered have been removed or modified as follows: First is the elimination of $1,000,000 in cash proffers for transportation that would be available for regional transportation such as the Tevis Street extension and regional improvements to the 1-81/Route 522/Route 50117 intersection.. Project #3701 HC/EAW 9 0 9 Second, the construction of Warrior Drive has been replaced with right-of-way dedication. This is an. important section. Qf the County's Comprehensive Plann to put in place a regional road network to address traffic caused 4y new development. Its removal also appears to potentially be leaving Land Bay 3 with inadequate access. Third, the construction of Tevis Extension to the northern property line has been. replaced with right-of-way dedication.. Once again, this is a comprehensive planned road that fitirthers the development of the regional road network and helps to offset this new development. Its removal, combined with the removal of Warrior Drive has potential to reduce future ingress and egress points for this core portion of the development fi-oin. three to one. COMMENT RESPONSES: The previous rezoning Was approved as a special taxing district that had the ability to leverage bonding for regional road Improvements and have the bonding debt service paid through special assessments that would be paid by property owners within the project. This funding mechanism allowed the previous developer to obtain funding for all regional road improvements within the property and offer additional funding for regional transportation improvements within the general proximity of the project. This regional transportation funding mechanism was not successful and is not an appropriate comparison to the new rezoning application, which provides private financial resources as the funding mechanism to provide the required local match for Revenue Sharing Program Funds offered by VDOT. Greenway Engineering haS undertaken an analysis of the Warrior Drive regional road system and has prepared an Exhibit entitled Warrior Drive Alignment with Route 37 East that is included as information with this rezoning application. This Exhibit identifies the Warrior Drive regional road system and the various properties north of the Crosspointe Project that will require InClUSiOn in the Comprehensive Policy Plan and In the Urban Development Area In Order to accommodate this alignment. It is evident that Warrior Drive will not be a developed regional road system between Crosspointe and Heritage Commons over the very long term. The Applicant has committed to dedicate right-of-way to the County sufficient for the Warrior Drive U41) typical section from the Dual -Lane Roundabout area through the limits of the Property to the southern boundary in conjunction with a development trigger in Land Bay 2. This proffered right-of-way dedication does not have a reversion clause; therefore, the County will have Secured the appropriate right-of-way through the Heritage Commons project for the future. The previous Proffer Statement for Heritage Commons provided for the completion of the portion of East Tevis Street Extension within the property and for a pro-rata share of the Interstate 81 Bridge with adjoining property owners that had mutual benefit. It was determined that creating documents and agreements for a pro-rata share of the Interstate 81 Bridge would be problematic; therefore, the Heritage Commons Proffer Statement was amended to require the Applicant to be responsible for the complete local match requirement for the Interstate 81 Project #3701 HUEAW 10 0 9 Bridge, which is a significant financial commitment. The construction of East Tevis Street to the northern property line that was previously proffered did not result in a connection to US Route 522; therefore, providing the available right-of-way for the East Tevis Street Extension is a very reasonable alternative to ensure this connection can be constructed now that the Heritage Commons Proffer Statement has guaranteed the funding necessary to complete the Interstate 81 Bridge. ❖ Staff would prefer that the language regarding Revenue Sharing Agreements for the Section. A and Section B regional road systems be handled as a single agreement. Additionally, a commitment to no land development moving forward without the Revenue Sharing Agreement in place should be provided. COMMENT RESPONSE: A new Section G2 has been created within the Proffer Statement to address this matter. Additionally, language has been incorporated into new Section G2 of the Proffer Statement that states the Owner and/or Applicant shall not be permitted to coITlmence development activities on the Property until the Revenue Sharing Agreement is executed. •3 L7. Section G6 of the Proffer Statement, there is a note that the trip generation from. Land Bay 3 could exceed 2,550 ADT following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Please clarify what type of connection is envisioned. This may be where the reinstatement of Warrior Drive could be considered. COMMENT RESPONSE: As requested by VDOT, Section G7 (formerly Section G6) of the Proffer Statement has been amended to require street access connecting Land Bay 3 to Land Bay 2 to be the responsibility of the Owner and/or Applicant and to ensure that the street access is designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. Frederick County Planning — Comment dated October 16, 2015 General Section (Planning Comments I & 2) Provide a submission fee inthe amount or $25,029.50 and a rezoning plat, including a metes and bounds descriptionof the rezoning. COMMENT RESPONSES: The applicable rezoning application fee is provided. A rezoning . plat exhibit is provided that includes a metes and bounds description of the rezoning. The entire acreage is proposed to be rezoned to the R4 District; therefore, the metes and bounds description is provided for the three parcels identified in this application. Project 113701 FIDEAW 0 • Land Use Section (Planning Comments 1-4) The 2030 Comprehensive Plan and the Seuseny/Eastern Frederick Area Plan (SEFAP) provide guidance on. the future development of the property. The property is within the UDA and SWSA. The SEFAP identifies the property as employment, commercial and high density residential land use. The SEFAP identifies the employment and commercial land uses on the north side of Buffalo Lick Run. and the high density residential on. the south side of Buffalo Lick Run. •;• The proffered GDP identifies three Laud Bays and a proffered Land Use Matrix further defines laud uses within the three Laud Bays. Laud Bay I is commercial only; Land Bay 2 contains a laud use mix with the majority being residential; Land Bay 3 contains a land use mix with the majority being commercial. The Applicant should address the discrepancy between the land uses identified oil the proffered GDP and the proffered Land Use Matrix to a greater extent. In. particular, Land Bay 3 proposing to provide a greater amount of commercial where the SEFAP identifies higher density residential land use. ❖ The application identifies itself as an. urban mixed use commercial and residential coninumity. It should be recognized that the prgffer statement does not fully implement such a development. Urban Center designation is envisioned to be a more intensive, walkable urban area with a larger com.m.ercial core, higher densities, designed around a major focal point and located in close proximity to major transportation infrastructure. COMMENT RESPONSES: The SEFAP identifies this geographic area of the future land use plan as employment, commercial and high density residential land use. The SEFAP was established subsequent to the 2005 Rezoning for the Russell 150 project and the land uses identified on the north and south side of Buffalo Lick Run appear to have followed suit with the previously approved GDP for that project. The Heritage Commons GDP provides for an urban mixed use commercial and residential community that is much more integrated than the previously approved project. The proffered GDP and Land Use Matrix provide opportunities to allow for commercial and residential development to occur within Land Bays on both sides of Buffalo Lick RUIl, which will provide the ability for residents of Heritage Commons and Madison Village to have access to commercial land use within close proximity of their residences. The Heritage Commons Proffer Statement provides for an urban mixed use commercial and residential community. The proffered regional road network provides for commercial and residential land uses to be in close proximity of urban four -lane divided road systems that have direct access to US Route 522 South and a new Interstate 81_ Bridge that provides direct access to the South Pleasant Valley Road corridor in the City of Winchester. The proffered mixed use Project #3701HC/EAW 12 0 • commercial and residential within the Land Bays and Land Use Matrix Table provides for a development that is 2/3 commercial and employment and 1/3 residential in development acreage. The proffered Land Use Matrix provides for higher density residential that exceeds 13 dwelling units per acre for the residential development acreage. The proffered mix of commercial and residential land uses within Land Bay 2 and Land Bay 3 provide opportunities for integrated design that allows for walkable community design. Therefore, the Heritage Commons Proffer Statement fully implements an urban mixed use commercial and residential community. Impact Analysis and Proffer- Statements Section (Planning Comments 1-20) (Planning Comments 1-2) The proffer statement should seek to link transportation improvements that are developer obligatiotas to the land use plan to a greater extent. Section G2 of the proffer statemeu.t limited development to 175 residential units and 50,000 square feet of commercial land use until the Section B Regional Road improvements commence. The proffer statement should be clearer in linking locations of land use to transportation improvements. The possibility would appear to exist that the initial development phase could occur without any improvements beuzg in place. COMMENT RESPONSE: Section G3 (formerly Section G2) of the Proffer Statement has been amended to ensure that the residential and commercial development identified in the above comment is served by the Section A regional road system. Subsequent to rezoning approval, the Applicant will be required to submit a Master Development Plan for the Heritage Commons project area, which will further identify information associated with the land use plan and transportation. Section G3 and Section G4 (formerly Section G2 and Section G3) of the Proffer Statement describe the requirements for construction of the complete Section A and Section B regional road systern. Section G3 and Section G7 (formerly Section G2 and Section G6) of the Proffer Statement are specific to the amount of residential and commercial development that can be developed initially; therefore, the Section A and Section B regional road systems identified on the proffered GDP will be completed well in advance of the residential and commercial land development program for the Heritage Commons project. (Planning Comment 3) The Bocu-d of Supervisors should ultitnalely determine if revenue sharing is the appropriate trrechanism to be the foundationn to implement transportation improvements associated with this request and property. COMMENT RESPONSE: Agreed. (Planning Comments 4-5) The Applicant has proffered to enter into revenue sharing agreements for the regional road systems identified on. the GDP within 30 days of non. - appealable rezoning approval. It should be clear that development would not occur in some form. of staternent, rather than inaction of the proffer commitments. Staff would suggest an. Project 413701 FIC/GAW 13 additional prq fer that would restrict development without an executed revenue sharing agreement between the County and the Applicant. COMMENT RESPONSE: The County Transportation Director has requested an amendment to the proffer- statement to provide for a single Revenue Sharing Agreement; therefore, a new Section G2 has been created to address this matter. Additionally, language has been incorporated into new Section G2 of the Proffer Statement that states the Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Revenue Sharing Agreement is executed. (Planning Continent 6) Warrior Drive is a key component of the County's primary regional road system identified in. the Comprehensive Plan. and is located on, the property. This application. should fully recognize Warrior Drive and implement its construction. COMMENT RESPONSE: Greenway Engineering has undertaken an analysis of the Warrior Drive regional road system and has prepared an Exhibit entitled Warrior Drive Alignment with Route 37 East that is included as information with this rezoning application. This Exhibit identifies the Warrior Drive regional road system and the various properties north of the Crosspointe Project that will require inclusion in the Comprehensive Policy Plan and in the Urban Development Area in order to accommodate this alignment. It is evident that Warrior Drive will not be a developed regional road system between Crosspointe and Heritage Commons over the very long term. This matter has been discussed with VDOT and there is not an opportunity to have the section of Warrior Drive within Heritage Commons qualify for revenue sharing assistance due to the lack of connectivity. Additionally, VDOT has not provided an indication that they would be supportive of accepting the section of Warrior Drive within Heritage Commons as a state maintained road, as it is evident that this will be a road to nowhere over the very long term. The inability to have this section of Warrior Drive accepted for maintenance by VDOT would require the Applicant to be subjected to a significant maintenance bond over the very long term. Conversely, if' VDOT would actually accept this section of Warrior Drive, they would be directing maintenance funding away from other road systems that provided benefit to the public. The Applicant has committed to dedicate right-of-way to the County sufficient for the Warrior Drive U41) typical section from the Dual -Lane Roundabout area through the limits of the Property to the southern boundary in conjunction with a development trigger in Land Bay 2. This proffered right-of-way dedication does not have a reversion clause; therefore, the County will have secured the appropriate right-of-way through the Heritage Commons project for the future. (Planning Coninnen.t 7) Airport Road between Route 522 and Warrior Drive/Tevis Street roundabout is currently proffered as a. U4D, the TIA originally related to the rezoning of the Project 113701I-IC/EAW 14 property further supported this standard and the trips discussed in this current application. remain significant. A U4D would still appear to be warranted by this development. Therefore, credit towards its implementation based on its collector road designation oil the Comprehensive Plan may not be appropriate. COMMENT RESPONSE: The Comprehensive Plan identifies the section of road between Route 522 and the Warrior Drive/Tevis Street roundabout as a U2 Urban Two -Lane Road system. The Traffic Impact Analysis (TIA) for the Russell Farm Rezoning identified a Build - Out Lane Geometry and Levels of Service Exhibit (Figure 9), which is a requirement of any TIA submitted for review by VDOT and the County. The Build -Out Lane Geometry and Levels of Service Exhibit identifies the section of road between Route 522 and the Warrior Drive as a single travel lane with a separated left turn lane and a shared thru-right turn lane at the intersection with Route 522. The Heritage Commons Proffer Statement limits traffic generation from development within the project at 20,000 ADT (which is 3,000 ADT less than the traffic generation identified in the Russell Farm TIA) and then requires traffic studies to be submitted in conjunction with site plans that exceed the 20,000 ADT threshold. The Heritage Commons Proffer Statement expands the U2 Urban Two -Lane Road section between Route 522 and the Warrior Drive/Tevis Street roundabout identified by the Comprehensive Plan and by the Russell Farm TIA to a U41) Urban Four -Lane Divided Collector. Therefore, it is appropriate to assume credit towards the implementation of this road system. • (Planning Commeiat 8) It may be a preferred approachh if there was at least a public street providing access in. Land Bay .3 from the existing public street inthe adjacent Madison. Village project to the fixture Warrior Drive. In addition, consider a public street from the road just mentioned to the road identified as Section A that would provide inter parcel access over Buffalo Lick Run. Currently, only public streets and utilities are allowed to cross such wetlands, natural waterways, and riparian. buffers. COMMENT RESPONSE: Section 4e of' the Madison Village Proffer Statement requires a public road connection to the Heritage Common project. At a minimum, this connection will be extended to the Heritage Commons project as a public road. However, the Applicant may choose to continue this public road if future land use dictates this type of road. Section G7 (formerly Section G6) of the Heritage Commons Proffer Statement requires the Applicant to construct street access from Land Bay 3 to the regional road system serving Land Bay 2 before land development activities in Land Bay 3 exceed a 2,550 ADT threshold. Therefore, the road connection between Land Bay 3 and Land Bay 2 would require a crossing over Buffalo Lick Run. The Frederick County Code states that access to a property or roads are allowed to cross such wetlands, natural waterways, and riparian buffers. This Chapter of the Frederick County Code defines Road and Street as a street dedicated to, or owned by, Frederick County or VDOT; also privately owned rights -of -way which serve as the principal means of access to more than one property. Therefore, a public or private road or street would be permitted to cross Buffalo Lick Run to serve as access between Land Bay 3 and Land Bay 2. Project 16701 FIC/EAW 15 0 0 ❖ (Planning Comment 9) The entrance directly onto Route 522 should be removed as it is located in relative close proximity to the recently approved entrance for the Madison. Village project and just south of the main project access at Airport Road. The land use plan for this area supports minim.izi.n.g entrances along Route 522. COMMENT RESPONSE: The potential entrance location can be designed and constructed to meet current VDOT Spacing Standards for Partial Access Entrances to Any Type of Intersection. This current standard allows a Partial Access Entrance (right-in/right-out) to be developed a distance of' 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than 50 mph. The proffered GDP has been modified to identify the general location of Land Bay 3 that could accommodate the Partial Access Entrance; as well as identify the general location of the Madison Village signalized intersection. The correct placement of partial access entrances assists with the overall capacity and function of a frill access intersection and provides efficiencies for the road network. ❖ (Planning Cornment 10) The application. has proposed an alternative approach to addressing the impacts to Comntun.ity Facilities. The Board should ultimately determine if such an approach is appropriate. COMMENT RESPONSE: Agreed. (Planning Comments 11-13) Schools are one component of the DIM. The potential impacts to other community facilities should be addressed. The Application should clarify the credit yoil would like to receive for the reduction. in. the proffers fi-om. that identified in the DINT. It would appear that the negative fiscal impacts associated with the residential uses proposed on the property have not been satisfactorily addressed. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the lleritagc Commons project has proffered to development specific amounts of commercial land use in conjunction with the resideiltlal development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as community recreational amenities. The value of these fiscal commitments, including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. Project 113701 HC/EAW 16 • ❖ (Planning Comment 14) Please clarify if the number of residential units proposed includes those that may be included within. the modified residential units incorporated into the commercial project. COMMENT RESPONSE: Section C3 of the Proffer Statement has been amended to limit residential land use development within the Property to a maximum of 645 market rate multi- family units, which is inclusive of market rate multi -family residential/commercial land uses within the same structure. ❖ (Planning Comment 15) Please correct the rezoning number in the proffer statement to ultinzately recognize this new, substantially different application. COMMENT RESPONSE: The General Information and Preliminary Matters portions of the Proffer Statement have been amended to allow for the assignment of a new Rezoning Application Number by the County. ❖ (Planning Comment 16) Should the original date of the proffers be the current date associated with this request for the R4 District rather than the original rezoning date for the Russell 150 project? COMMENT RESPONSE: The General Information portion of the Proffer Statement and the heaclers assoeiatecl with each page of the Proffer Statement have been amenclecf to iclentify the original date of the Proffer Statement as May 20, 2015. This will remain as suggested unless otherwise specifiecl by the County Attorney. ❖ (Planning Cornm.en.t 17) The RA portion o/ the property should be included in the preliminary matters section. of the prq&r" statem.en.t. COMMENT RESPONSE: The Preliminary Matters portions of the Proffer Statement has been amended to include information pertaining to the RA District portion of the property. (Planning Comment 18) The proffer statement includes language describing market rate residential land uses. The Board has typically recognized residential uses by housing type rather than. by a particular style. Starfl'would suggest removing the market rate nomenclature, or alternately, providing more detail in. the definition of market rate so that the County can better administer this proffer should it become an issue. COMMENT RESPONSE: Section Cl of the Proffer Statement has been amended to expand upon the definition of market rate multi -family residential land use to exclude subsidized housing units so that the County can better administer this proffer. The Applicants believe it is important to maintain this nomenclature to guarantee and demonstrate a high quality multi- family product throughout the Heritage Commons project. Project #3701 HC/GAW 17 0 0 ❖ (Planning Comment 19) Please identijy why an eight foot wide trail is being proffered rather than the typical standard of 10 feet. COMMENT RESPONSE: The comments provided by Frederick County Parks and Recreation did not identify the 8-foot wide asphalt trail within the residential portions of the project that will provide connectivity to the adjoining commercial land uses as being substandard. ❖ (Planning Conrrrrent 20) Please clarify why the escalation clause has been removed front the proffer- statement. COMMENT RESPONSE: Neither the Applicant's May 20, 2015 Proffer Statement or the September 25, 2015 Proffer Statement contained language that proffered an escalation clause. It is unclear what Section of the Proffer Statement would necessitate an escalation clause as the Applicant is responsible for the complete local funding match associated with the construction of the Section A and Section B regional road system improvements that are identified on the proffered GDP and further described in Section G of the Proffer Statement. Winchester Regional Airport — Comment dated October 21, 2015 (WRA Comment 1) The parcel is located within close proximity and inl.niediatelp under the traffic pattern. of WRA. Residential development adjacent to, or under, a flight path used regularly by aircraft is subject to aircraft noise. As the airl)ort continues to expand services and operations, interactions between aircraft operations and residents are likely to increase. To ensure that potential buyers and tenants are made aware of the airport's existence and aircraft noise and fly -over potential, the County should ivork with the developer for- a proffer provision. that will give written notice to future property owners or tenants oj' this potential through a disclosure statement as a covenant in their property deed or a statement within. their rental lease agreement. As a condition of approval for the Heritage Commons rezoning, WRA requests the owner provide ir2fornurtiorz in the Pro�/er Statement and Design. Modification for noise attenuation in all proposed structures onthe property; written notice of the airport's proximity to the property and aviation uses in every deed anal/or lease; execute an a vigation. easement with WRA over the property; and use lighting features that will not create light pollution and hazard to aircraft pilots. COMMENT RESPONSE: Section H1 of the Heritage Commons Proffer Statement provides language for the provision of information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. Greenway Engineering has met with the WRA Executive Director to determine if FFA, VDA and/or WRA has Project 113701 HC/EAW 18 information that identifies specific building materials above normal Building Code standards that would promote noise attenuation in structures. The WRA Executive Director was not aware of this Information and advised that a request would be made to FFA and VDA to determine if this information is available. This information would need to be determined before commitments could be made for this recommendation. The WRA Executive Director has advised that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. Therefore, FFA compliance for Structural heights, appurtenance heights, lighting, and other development matters subject to FFA review will be accomplished to ensure safe operations for WRA aircraft. (WRA Continent 2) WRA is very concerned with the request to increase maximuni allowable height from 60' to 80', not to include architectural screening and antenna structures. WRA will require each structure developed in Heritage Commons to be subject to FFA review to provide a determination that the structures will not impact the WRA navigable airspace. COMMENT RESPONSE: Greenway Engineering has met with the Winchester- Regional Airport (WRA) Director and has obtained maximum height allowances for the horizontal zone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons site and determined a high elevation of 747' msl. The horizontal zone approach surfaces associated with WRA Runway 14 demonstrates an elevation of 876' nisl closest to the project. This information demonstrates that the development of structures in Heritage Commons with a maximum height of 80' will not impact horizontal zone approach Surfaces associated with WRA Runway 14. An exhibit has been prepared that delineates this information, Which is part of the rezoning application Information that has been Submitted for this project. The WRA Executive Director has stated that WRA will require all site plans within the Heritage Commons project to be Submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with Safe operations at WRA, which is appropriate and acceptable to the Applicant. Frederick County Attorney — Comment dated October 28, 201S •3 (County Attorney Comments 1-2) The proffer statement reference should be consistent with the number assigned to the new rezoning application. The original date of the proffers for the new rezoning applicotion should be September 25, 2015. The small parcel that is currently zoned RA District should be referenced in. the Preliminary Matters Section of the Proffer Statement. COMMENT RESPONSE: The Proffer Statement has been arnended to incorporate the number - assigned to the new rezoning application; the original date of the proffers associated with the Project 10701 HC/GAW 19 • new rezoning application; and the information associated with the 0.31± acre parcel that is currently zoned RA District. ❖ (County Attorney Comment 3) The GDP identifies several potential entrance locations. The termpotential is colzfusing relative to the issue of whether the proffer is actually limiting entrances. COMMENT RESPONSE: Section Al of the Proffer Statement has been amended to clarify that the potential entrance locations represents the maximum number of potential entrance locations along the regional road system serving the Property. ❖ (County Attorney Comment 4) Design Modification. I states that a Master Development Plan (MDP) will be provided subsequent to the rezoning approval process; however, the alternative design standard does not include such a provision. It would be appropriate to amend this alternative standard to state that a MDP will be provided prior to issuance of any perin.i.ts for work on the properly. COMMENT RESPONSE: Design Modification I has been amended to include language stating that a MDP will be provided to the County prior to development activity on the Property. (Coulity Attorney Comment S) Staff should be aware that Design. Modification 10 excludes architectural screening features and antennas from.. height restrictions. COMMENT RESPONSE: Design Modification 10 has been amended to eliminate language pertaining to antennas and to restrict the maximum height for architectural screening features to 90 feet. The design flexibility to utilize a pitched roofline or parapet wall for screening mechanical equipment or other items on the roof system represents good architectural design practice. The maximum 90 feet height limitation for the architectural screening features is still well below the Winchester Regional Airport's (WRA) horizontal and approach zone heights. Additionally, WRA has stated that they will be submitting all site plans for the heritage Commons project to the FFA for review to ensure that the airspace around the airport is protected, which is acceptable to the Owner and/or Applicant. ❖ (Comity Attorney Cornmeal 6) The Proffer Statement makes various references to structures containing residential and commercial uses within the same structure; however, none of the design modifications address this use. Design Modifications 11 and 12 appear to be possible standards but should state that these standards would apply to mixed -use buildings. COMMENT RESPONSE: Design Modifications 11 and 12 have been amended to include commercial and residential mixed -use buildings that can be developed in conformity with the alternative design standards associated with these modifications. Project #3701 HGEAW 20 • •3 (County Attorney Comment 7) Pro%fer CI - The inclusion of the words "multi family residential land" in the definition of "market rate multi family land" is confusing. This concept appears to focus on factors relevant to the rate and not the land. Additionally, the phrase "offered at the highest rent that the local market can sustain" is ineaiiin.gless. It appears that the word "offered: should be replaced with "rented. " COMMENT RESPONSE: Section Cl of the Proffer Statement has been amended as recommended. The word "use" was inadvertently omitted from the phrase "market rate multi- family land use" and has been incorporated to clarify this definition. The word "offered" has been replaced with "rented" so the phrase states "Market rate multi -family residential land use is defined as having no income limit for the unit and rented as the highest rent that the local market can sustain." (County Attorney Comment 8) Proffer C2 —The Proffer Statement contemplates that the project will include structures containing a m.ix of residential and commercial use. The Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed. COMMENT RESPONSE: Section C2 of the Proffer Statement has been amended to identify that market rate multi -family residential and commercial land uses within the same structure will be permitted within Land Bay 2 and Land Bay 3. These land bays are planned to be developed with both residential and commercial land use; therefore, residential and commercial land uses Within the same Structure Would be appropriate within these land bays. The Owner and/or Applicant does not know the amount Of miMI-tlSe residential and commercial land use that will be located within the same structure at this point in the process; therefore, acreages and use percentages cannot be determined at this time. (County Attorney Comment 9) Pro%%ers DI through D4 would be better stated to include the language "so as not to exceed" prior to the number of residential units. COMMENT RESPONSE: Section D I through Section D3 of the Proffer Statement has been amended to incorporate the language "so as not to exceed" prior to the number of residential units that are limited during these time lines. It is not necessary to include this language in Section D4 of the Proffer Statement as this section represents the build -out phase of the residential development program. (County Attorney Conr.m.ent >D) Proffers D5 through D7 do not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial development. The Proffer might provide greater clarity if it instead stated "shall obtaina certificate of occupancy" for the structures. COMMENT RESPONSE: The Owner and/or Applicant believe that the language committing to the development of 50,000 square feet of commercial land use at various Intervals of the Project #3701 HC/EAW 21 residential development program is specific and clear and does not desire to amend this section of the Proffer Statement. The Owners- and/or Applicant is proffering to provide significant financial investment in regional road construction and infrastructure, and is limiting residential development through the commitment to develop specific levels of commercial land use. The Owner and/or Applicant is assuming financial risk by committing to specific levels of commercial land use and is highly motivated to ensure that these structures are leased or sold as quickly as practical. ❖ (County Attorney Comment 11) Die requirement in Proffer D7 for an additional 7,500 square feet of conialercial square footage prior to the issuance of a certificate of occupancy permit for the 6451t' residential unit would ordy restrict occupancy of the last residential unit otherwise allowed for the property. COMMENT RESPONSE: Section D6 of the Proffer Statement has been amended to increase the level of commercial land use from 50,000 square feet to 57,500 prior to the issuance of a certificate of occupancy permit for the 600"' market rate multi -family residential unit. Section D7 of the Proffer Statement has been eliminated. (County Attorney Comments 12 and 13) It is recommended that Sections El through E5 include language that determine impacts to public schools by population data obtained from Frederick County Public Schools within. 90 days following issuance of certificates of occupancy for each of the units identified in. Proffers E2 through E5; that future occupancy permits for residential units be restricted until amounts have been paid; that language be provided for the escrow release that is specific to the remaining balance; and that language is provided in. Proffers E2 through E5 drat further clarify calculations will be based upon. population data at the time of issuance of the certificate of occupanncy for the specific residential unit. COMMENT RESPONSE: Sections El through E5 of the Proffer Statement have been amended to reflect the recommendations provided in these continents. ❖ (Count), Attorney Conzm.ent 14) Proffer G2 — Section. A Transportation Program. The term. "standard format" for revenue sharing agreements is not necessarily accurate and it might be best to eliminate this reference and state that the "Owner and/orApplicazt shall be responsible in the Agreement for... " Additionally, there is no reason that the Owner and/or Applicant cannot advance road plans, irrespective of entering into the Agreement. Finally, the Proffer Statement aloes not preclude development of the first phase of the residential and commercial development program. prior to a revenue sharing agreement and some guarantee that the Section A transportation progrant is built. COMMENT RESPONSE: The County Transportation Director advised that it would be better to identify a single Revenue Sharing Agreement for the Section A and Section B Transportation Programs; therefore, Proffer Section G2 was completely rewritten to be specific to the Agreement. This new proffer section establishes the Agreement for the Section A and Section Project #3701 FIDEAW 22 B Transportation Programs; eliminates the reference to the "standard format" for the Agreement; requires the Owner and/or Applicant to be responsible for the local funding match for the Section A and Section B Transportation Programs; and restricts development on the Property until the Agreement is executed. Section G3 of the Proffer Statement. has been created to provide specific information pertaining to the Section A Transportation Program. Language has been incorporated based on comments received from the County Transportation Director that allows for the first phase of the residential and commercial development program to commence, Which is served by the Section A regional road system. The Revenue Sharing Agreement will require the Section A Transportation Program to be constructed as a unified project between US Route 522 and the Dual -Lane Roundabout; therefore, the first phase of residential and commercial development will be served from this regional road system. •3 (Count), Attorney Cornunern.l IS) Proffer G3 — Section. B Transportation Program. As with the previous comment, there is not necessarily a "standard format" for revenue sharing agreements and changes similar to the Section A Transportation Program niay be appropriate for the Section B Transportation Program. Similarly, the Proffer does not provide for limitations orn development in the Agreement is not executed or fulfilled. COMMENT RESPONSE: Section G2 of the Proffer Statement provides language specific to the Revenue Sharing Agreement. and Section Gil of the Proffer Statement has been created to provide specific information pertaining to the Section B Transportation Program. This new language in Section G2 of the Proffer Statement provides an Agreement for the Section B Transportation Program, eliminates the reference to the "standard format" for the Agreement; requires the Owner and/or Applicant to be responsible for the local funding match for the Section B Transportation Program; and restricts development on the Property until the Agreement is executed. (County Attorney Corrnrnent IG) Proffer G4 — Section C Transportation Program. Language needs to be made clear that any partial street section. that is constructed must be within the planned right-of-way and constructed to permit expansion consistent with the Section C East Tevis Street extension described in the Proffer Statement. COMMENT RESPONSE: Section G5 of the Proffer- Statement has been amended for the Section C Program to state that the partial street section shall be constructed within the planned right-of-way and shall be constructed to permit expansion of the Section C East Tevis Street extension as described in the Section C Program. (County Attorney Comment 17) Proffer G5 — Section D Transportation Program. The last sentence is not clear regarding access to the road system between the Roundabout and the right-of-way dedication. area. Project #3701 HC/GnW 23 COMMENT RESPONSE: Section G6 of the Proffer Statement has been amended for the Section D Program to utilize the GDP as the reference for the regional road system between the Roundabout and the right-of-way dedication area; as well as the location of the right-of-way dedication area that is proffered to be provided to the County. Please advise me if you have any questions regarding this information or if there is any additional information that is necessary pertaining to these comments. Sincerely, L, �. J? rEvan Wyatt, Director of Land Planning Greenway Engineering, Inc. Project #3701 } UEAW 24 0 0 IMPACT STATEMENT HERITAGE COMMONS REZONING Shawnee Magisterial District Frederick County, Virginia TM 63-A-150, 64-A-10 & 64-A-12 150.59± Acres September 25, 2015 Revised October 29, 2015 Current Owners: R 150 SPE, LLC Applicant: Greenway Engineering, Inc. Contact Person: Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 540-662-4185 Pile #370111C/1-AW 0 0 Greenway Engineering September 25, 2015; Revised October 29, 2015 heritage Commons Rezoning HERITAGE COMMONS REZONING INTRODUCTION This report has been prepared for the purpose of assessing the impact on Fredrick County by the proffered rezoning of 150.59f acres owned by R 150 SPE, LLC. Tile 150.59± acres consists of three parcels identified as Tax Map Parcels 63-A-150, 64-A-10, and 64-A-12. The Subject parcels are located on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Tax Map Parcels 64-A-10 and 64-A-12 were rezoned to the B-2, Business General District (96.28 acres) and the RP, Residential Performance District (54.0 acres) with proffers approved by the Frederick County Board Of Supervisors On September 28, 2005. R 150 SPE, LLC desires to rezone Tax Map Parcels 64-A-10 and 64-A-12 from the B-2, Business General District and the RP, Residential Performance District, and Tax Map Parcel 63-A-150 fi-om the RA, Rural Areas District to establish 150.59f acres that will be zoned R-4, Residential Planned C011111111nity District with proffers. The R-4, Residential Planned C011lllll1111ty District zoning will allow for the development of Heritage Commons, which is planned as all Urban i111XCd-IISC Commercial and I-CSldelltlal C011llllllllity With regional transportation improvements. General Information Location: Fronting on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Magisterial District: Shawnee District Property ID Numbers: 63-A-150, 64-A-10, and 64-A-12 Current Zoning: B-2 General Business District; RP, Residential Performance District, and RA, Rural Areas District Current Use: Unimproved Proposed Use: Urban Mixed-Usc Commercial and Residential with Regional Transportation Improvements Proposed Zoning: R-4, Residential Planned Community District Total rezoning area: 150.59i acres File #37011lC/EnW 2 0 • Greenway Engineering September 25, 2015; Revised October 29, 2015 COMPREHENSIVE POLICY PLAN Senseny/Eastern Frederick Urban Area Plan Heritage Commons Rezoning Tile Heritage Co111111o11S Urban mixcd-l1sc commercial and residential community is located within the Senseny/Eastern Frederick Urban Area Plan. The Senseny/Eastern Frederick Urban Area Plan is a future land use plan that identifies recommended land uses and regional transportation improvements as a guide for future development within this geographic area of the community. The Heritage Commons urban mixed-usC commercial and residential community is proffered to provide significant areas of commercial land use within three land bays that are depicted on the proffered Heritage Commons Generalized Development Plan; to limit residential land use to a maximum of 645 market rate multi -family units; and to enter into a County Managed RevcllllC ShariIlg Program Project Agreement t0 participate ill the implementation Of regioIal transportation improvements. The Heritage CO111111011S Urban llliXCCI-IISC commercial and residential C0111nlllility 1'Cpl'CSCllts good planning practice; provides for regional transportation improvements that are ncccssary t0 accommodate growth within this geographic area Of the community; and provides cconom1C (ICVCl01)1llCllt 01)1)01'tllilitlCS heeded for the commercial and employment land uses envisioned by the Senseny/Eastern Frederick Urban Area Plan. Urban Development Area The 150.591 acres proposed for the Heritage COIl1I110I1S urban mixed-IISe Commercial and residential community is located within the Urban Development Area (UDA). Expansion of the Urban Development Area (UDA) is not required by this rezoning application. Sewer and Water Service Area The 150.591 acres proposed for the Heritage COI11mOI1S Urban mixed -use commercial Gild residential comllnulity is located within the Sewer and Water Service Area (SWSA). Expansion of tile Sewcr and Water Service Area (SWSA) is not required by this rezoning application. A. SUITABILITY OF THE SITE Flood Plains The Subject property can be found on FEMA NFIP Map #51069CO218D Panel 218 of 375, Elated September 2, 2009. A portion of Buffalo Lick Run and two small unnamed tributaries are located within the 150.591 acres, which are identified as being within the 100-year File 11370111C/Enw r —I \J Greenway Engineering September 25, 2015; Revised October 29, 2015 I leritage Commons Rezoning floodplain and are designated as "Zone A" on the FCMA NFIP Map. The remainder of the site is located outside the 100-year floodplain in designated "Zone V. The proffered HeIitage Commons Generalized Development Plan identifies a land hay entitled Buffalo Lick RLIII, which aCCOLIiltS for the CICSlgilated floodplain area oil the project site. Disturbance within the designated floodplain area will be limited to road crossing, utility installation, and COI1Sl1'LiCtlO11 Of a public trail system. Any impacts associated with floodplain disturbance will be iil conformance with applicable gOVCl'IIIllCilt I'Cglllations and permitting I'eglnrements to mitigate impacts to this environmental fcatlll'C. Wetlands The National Wetlands Inventory Map (NWI) and the Frederick County GIS database do not identify wetlaild areas within the 150.591 acres. The 150.591 acres will be analyzed subscqucnt to rezoning approval and prior to any development activities to determine the existence of wetlands. Any impacts associated with potential wetlands d1StLlrbance will be ill conformance with applicable government regulations and permitting requirements to mitigate impacts to this environmental feature. Steep Slopes The 150.591 acres contains minor areas of defined steep slopes in conjunction with the Buffalo Lick Run Land Bay area identified on the Heritage Commons Generalized Development Plan. Disturbance of steep slope features will be done in conformance with applicable government rCglllations and permitting i'cgLlll.clllcllts to mitigate impacts to this environmental feature. Wnnrl lsuirlc The 150.591 acres contains illinor areas Of matLll'C vegetation throughout the Buffalo Lick Run Land Bay and within a minor portion of Land Bay 3 identified on the Heritage Commons Generalized Development Plan. Development of Heritage Commons will necessitate the clearing Of Some areas Of mature vegetation; however, these developed areas will be required to comply with the landscaping reglllrements of the Frederick County Zoning Ordinance, which will mitigate this impact. Soil Types The soil types contained in this tract have been obtained from the USDA Soil Survey of Frederick County and the Frederick County GIS database. There are nine soil types identified On the 150.591 acres: 1B Bcrks Channery Silt Loam 2-7°"° slope 3B Blairton Silt Loam 2-7"" slope 6C Carbo-Oaklet Silt Loam, very rocky 2-15"'0 slope 8C Chilhowie Silty Clay Loam 7-15°slope 9B & 9C Clearbrook Channery Silt Loam 2-15°slope 14B F1'ederlck-POphillellto LOams 2-7°"° slope rile It370111CIE AW 4 • • Greenway Engineering 28 32B 41C,41D&41E September 25, 2015; Revised October 29, 2015 Lobdcll Silt Loam Oaklet Silt Loam Weikert-Becks Channery Silt Loam Heritage Commons Rezoning Floodplain 2-7% slope 7-65% slope Table 5 on page 123 of the USDA Soil Survey of Frederick County, Virginia, identifies the 3B Blairton Silt Loam and 28 Lobdcll Silt Loam soils as prime farmland. The Comprehensive Policy Plan identifies the 150.591 acres for future land use development; therefore, soils types that are conducive to agrlCLtltural practices are not planned to coIltHILIC in this geographic area of the community. B. SURROUNDING PROPERTIES Adjoining Property Zoning and Present Use: North: RP District Use: Residential B2 District Use: Church; Undeveloped South: RP District B2 District East: RP District West: City of Winchester C. TRANSPORTATION Use: Residential (under construction) Use: Undeveloped Use: Residential Use: I-81; Residential; Commercial The 2030 Comprehensive Policy Plan Eastern Road Plan identifies a regional transportation network within the proximity of the 150.591 acres, which includes the extension of Tevis Street in the City of Winchester to Front Royal Pike (US Route 522) in Frederick County. This regional network includes an urban four -lane collector with an Interstate 81 flyover bridge, a dual lane roundabout, and a new signalized intersection at Front Royal Pike. Additionally, this regional network includes an Urban four -lane collector for the extension of Warrior Drive, and a two-lane collector that intersects Front Royal Pike at the Airport Road signalized intersection. Frederick County is a member of the Win -Fred Metropolitan Planning Organization (MPO). The MPO 2030 Transportation Plan identifies several of the regional transportation network improvements as a candidate project (Project #61) within the 2035 Constrained Long Range Plan. The Heritage Commons Proffer Statement and proffered Generalized Development Plan provide the ability for the identified regional transportation network to be realized within the File /1370111C/EAW 5 Greenway Engineering September 25, 2015; Revised October 29, 2015 Heritage Commons Rezoning 150.591 acres and the off -site Interstate 81 flyover bridge. The Proffer Statement commits the Property Owner to enter into a County Managed RCVCi1LIC Sharing Program Project Agreement for the Interstate 81 Bridge, the dual-lai1C Roundabout, and an Urban IMir-lane divided collector with curb and gllttCl-, a 10' asphalt pedestrian and bicycle facility aild 5' Concrete sidewalk between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; to be responsible for the local funding match for the regional road network projects that are identified in the RCVCiILIC Sharing Program Agi'Cernent; to prohibit development within the Property until the RevenuC Sharing Agreement is executed; to dedicate right-of-ways within the 150.591 acres sufficient for all urban collector road systems identifiec by the Comprehensive Policy Plan; to require the initial residential and commercial development to be served by the Section A Regional Road Improvement Project and limit the residential and commercial development program until construction commences for the Section B Regional Road Improvement Project; to limit land Ilse development within Land Bay 3 based oil traffic generation VOillrncs that will L1tilizc the signalized Intersection at Madison Village Until Street Connection to the regional road network is provided within the project; and to prepare additional traffic studies when land uses developed within the 150.591 acres reach 20,000 ADT, which is below the traffic threshold determined to be acceptable in the previous traffic 1111pact analysis Stlldy for the illixed-IISe commercial and residential project. The proffered transportation improverriellts 1111plelllent significant components of the regional transportation network; provide right-of-way sufficient for the implementation of other components of the regional transportation network identified by the Comprehensive Policy Plan; and manage development activities within the Property until regional road improvements are realized. Therefore, the Heritage Commons Proffer Statement adequately mitigates transportation impacts created by the project and accommodates regional traffic volumes not created by the project. D. SEWAGE CONVEYANCE AND TREATMENT The 150.591 acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public sanitary sewer provider for Frederick County. FCSA has sanitary sewer infrastructure adjacent to the Heritage Commons project site that will allow for this project to be served by sanitary sewer, and has adequate treatment capacity at the waste water treatment plant. Based oil comparable discharge patterns, the Frederick County Sanitation Authority (FCSA) has determined that 235 gallons/clay per residential connection and 75 gallons/day per 1,000 sgllal-C feet of commercial development is all appropriate calClllation for estimating the sewer impact for the residential and commercial land uses. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out File /1370111C/EAW 6 a Greenway Engineering September 25, 2015; Revised October 29, 2015 I leritage Commons Rezoning Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out The proposed build -Out Of the Heritage Commons Urban mixed -use commercial and residential project is estimated to add 199,757 gallons per day to the public sewage conveyance system. The development project will direct effluent to the OWRF, which has a design capacity of 12.6 MGD. The Frederick-Winclicster Service Authority (FWSA) has advised that Frederick County owns 5.475 MGD of the total design capacity and is currently using 2.434 MGD, or 44% of this allocated capacity. The Heritage Commons urban mixed - use commercial and residential proicct is estimated to utilize 6.5% of the remaining design capacity allocated to Frederick County at build -out; therefore, the OWRF has adequate capacity to provide treatment Of the projected sewer demand Of 199,757 GPD created by the Heritage Commons project. E. WATER SUPPLY The 150.591 acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public water service provider for Frederick County. FCSA has public water infrastructure adjacent to the Heritage Commons project site, which includes a 20" water transmission line that will allow for this project to be served by public water and looped to provide adequate water pressure. Based on comparable consumption estimates, the Frederick County Sanitation Authority (FCSA) has determined that that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet Of commercial development is an appropriate calculation for estimating the water impact for the residential and commercial land uses. The figures below represent the impact that the total build -out Of the proposed land uses will have on the water supply and treatment systems. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square feet commuclal Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out File 1/37011IC/EAw Greenway Engineering September 25, 2015; Revised October 29, 2015 heritage Commons Rezoning The FCSA 20" water transmission mail provides potable water f-om the James Diehl Water TreatmeIt Plant. The James Dichl Water Treatment Plant has the ability to provide 3 MGD of potable water daily. Additionally, FCSA has tile ability to obtain water from other sources to further supplement water demands from development within the UDA and the SWSA. Therefore, the projected 199,757 GPD water demand created by the Heritage Commons project can be accommodated by FCSA. F. SITE DRAINAGE The 150.59± acres generally drams to Buffalo Lick Run and then downstream Milder Front Royal Pike (Route 522) towards the Opcquon Creek. Stormwater management will be designed to accommodate the 2014 Frederick County requirements for stormwater quality and stormwatcr gUantity. Stormwater management facilities and treatment measures will occur during the regional road system design process, which will require approval by the County Engineer and Virginia Department of Transportation; as well as during specific site development plans, which will require approval by the County Engineer. The Heritage Commons urban mixed use commercial and residential project will be designed to comply with these stormwater management regUircllnclltS as a coIldition Of land dlStUrbance; therefore, there will be no adverse impacts to adjoining properties or to the Buffalo Lick Run watershed associated with this project. G. SOLID WASTE DISPOSAL The impact on solid waste disposal facilities can be projected from an average annual bLISiness COI1SLIlllpti011 Of landfill vOILlnle of 5.4 cubic yards per 1,000 square feet of structural floor area and an average annual residential consumption of 5.4 cubic yards per household (Civil Engineering Reference Manual, 4t1i edition). The following figures Show the increase in average a1111Ual VOIUmc based On the 642,422 sgUarc feet of commercial land use, and 645 residential UllitS that are projected to develop within the Heritage Commons project: AV = 5.4 Cu. Yd. per 1,000 square feet AV = 5.4 Cu. Yd, x 642.42 (642,422 sq. fl./1,000 sq.ft.) AV = 3,469 Cu. Yd. at commercial build-out/yr, or 2,428 tons/yr at build -out AV = 5.4 CLI. Yd. per household AV = 5.4 Cu. Yd. x 645 residcntial units AV = 3,483 CLI. Yd. at residential build -out, or 2,438 tons/yr at build -out TOTAL AV = 4,866 tons/yr at build -out The Municipal Solid Waste area of the Regional Landfill has a current remaining capacity of 13,100,000 cubic yards of air space. The projected build -out of the Heritage Commons File 07011IC/EAw 8 0 Greenway Engineering September 25, 2015; Revised October 29, 2015 1leritage Commons Rezoning project will generate 4,866 tons of solid waste at build -out annually on average. This represents a 2.43% increase in the annual solid waste received by the Municipal Solid Waste area of the Regional Landfill, which Currently averages 200,000 tons per year. The Heritage Commons mixed -use commercial and residential land uses will utilize commercial waste haulers for trash pickup service; therefore, impacts at the citizen convenience centers will be non-existent, aIld tipping fees will be generated that will create a C011tilluollS reVClllle S011rce for the Regional Landfill by the Heritage Commoils project. H. HISTORICAL SITES AND STRUCTURES The Frederick County Rural Landmarks Survey identifies Russell Place (#34-431) as a potentially significant historic resource associated with the 150.59± acres. The Virginia Division of Historic Landmarks survey Corm specified that neither the house nor any Of the outbuildings would qualify for historic significance individually. Instead the farmland, with the cluster of farm buildings taken in this context was determined to be potentially significant. The survey refers to this farm as one of the last examples near Winchester Of a sort Of land Use that was once "typical" all around the city. However, the future land use and regional transportation network recommended by the Comprehensive Policy Plan demonstrates that farmland will not be a cultural resource that should be considered for development applications in this geographic area of the community. Additionally, the house and farm buildings have been razed and the property has not been actively farmed since the 2005 rezoning approval that was granted for the 150.59± acres. I. IMPACTS ON COMMUNITY FACILITIES The Heritage Commons IlllxCCl-IISC residential and commercial project proffers a maximum of 645 market rate nullti-family residential units. The C011nty's Development Impact Model (DIM) does not differentiate between market rate multi -family plaits, conventional multi- family units, Or subsidized multi -family units. The current fiscal impact assumed by the DIM for apartment units is $13,880.00 per unit. Therefore, a stand-alone 645 unit multi -family residential development would be projected to have a capital facilities fiscal impact of $8,952,600.00. The Heritage Commoils Proffer Statement commits to 50,000 square feet of commercial development prior to the 300°i market -rate multi -family unit, an additional 57,500 square feet of commercial development prior to the 600°i market -rate multi -family unit. The DIM Output Module demonstrates a 50% rcdllCtiOn in normal capital facilities fiscal impacts based on these proffered conditions. Therefore, the proffuccl commercial development program results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to providing the local funding match] for the construction of the IlltC1'SlalC 81 Bridge, the dual -lade Roundabout, and all urban four - lane divided collector between the Clllal-lane Roundabout and Route 522 South at the File 11370111C/I:Aw 9 Greenway Engineering September 25, 2015; Revised October 29, 2015 I leritage Commons Rezoning signalized intersection with Airport Road; as well as providing right-of-way dedication for all regional transportation improvement projects within the property that are identified in the Comprehensive Policy Plan. Thcsc regional transportation projects arc identified ill the County Comprehensive Policy Plan Eastern Road Plan as Urban F011r-Lane Divided (U4D) and Urban Two -Lane (U2) road systems. The Interstate 81 Bridge, the dual -lane Roundabout, and the additional lane geometry for the urban four -lane divided collector between the dual -lane Roundabout and Route 522 South at the signalized intersection With Airport Road qualify as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The County Consulting Engineer has developed cost estimates for the Interstate 81 Bridge and the dual -lane Roundabout, and Greenway Engineering has developed cost estimates for the U41) collector. These cost estimates demonstrate that the regional road network construction projects Will exceed $5,000,000.00 in local funding by the Heritage Commons project. Additionally, the Hcrltage Commons Proffer Statement provides right -Of - way cicclication for the U41) portions of East Tevis Street and Warrior Drive, which total approximately 230,000 square feet and have an estimated land value of $1,380,000.00. Therefore, the proffered regional transportation program results in a fiscal impact credit towards the $13,880.00 PCr unit value projected by the DIM. Tile Heritage Commons Proffer Statement commits to the construction of public 10' asphalt pedestrian and bicycle facilities that are not required by County Code. These public pedestrian and bicycle facilities are located within the Buffalo Lick Run OPCn Space Area and along the regional road system between the Roundabout and the Route 522 South intersection with Airport Road. These Public pedestrian and bicycle facilities are approximately 4,600 lineal feet and have a value of $68.00 per lineal feet based on information provided by the County Parks and Recreation Departincrit, Therefore, the value for the Public pedestrian and bicycle facilities is $312,800.00. It should be noted that this value sloes not include the public 8' asphalt pedestrian and bicycle facilities within the residential portions of the Project, ilor the concrete or asphalt pedestrian systems that connect the adjoining residential Subdivision to the Heritage Commons project. Therefore, the proffered Public pedestrian and bicycle facilities results in a fiscal impact credit towards the $13,880.00 Per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to establishing an escrow account in an initial all1011ilt of $200,000.00 that will be continuously funded throughout the residential development program and utilized to mitigate student generation impacts to public schools. This monetary contribution provides for $3,000.00 per student when specific student generation thresholds arc exceeded. The DIM assumes a student generation ratio of .256 StlldCiltS per apart111Cnt lllllt, Which projects a total of 165 students for a 645 unit multi -family residential development. Therefore, this element of the project qualifies as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to commercial development thresholds during the residential development ilrogram, the funding, construction and right-of-way dedication for on -site and off -site regional road improvements, the funding and construction Of public pedestrian and bicycle facilities, and monctary colltrlbllti011S for student generation impacts. The projected cost of these proffered project commitments is $11,661,220.00, which provides for a positive fiscal impact of $2,708,620.00 for the Heritage Commons File 07011IC/Enw 10 Grecnway Engineering September 25, 2015; Revised October 29, 2015 Ileril.tge Commons Rezoning project. Therefore, the capital facilities impact costs for public school facilities, parks and recreation facilities, fire and rescue facilities, library facilities and general government facilities have been mitigated by the Heritage Commons Proffer Statement. The Heritage Commons Proffer Statement provides R)f protection for opeI'atlons associated with the Winchester Regional Airport. Heritage Commons will require disclosure of the Winchester Regional Airport facility location and flight patterns in sales literature, deeds and lease agreements for the market-ratC IIILIIti-family residential units. Additionally, Greenway Engineering has worked with the Winchester Regional Airport to determine structural height limits that will not impact airspace associated with airport operations based on horizontal and approach zones established by the Winchester Regional Airport. Additionally, the Winchester RCglonal Airport will Submit Site plans associated with the Heritage Commons project to the FAA to CIISLII-C that filial StRICtUral plans do not impact airport operatlolls. Auachments: Aerial Overview Map Exhibit Location and Zoning Map Exhibit SWSA & UDA Map Exhibit Environmental Features RIlap Exhibit Soils Map Exhibit Hisloric Features Map Exhibit Senseny/Eastern Freclerick Urbcm Arecr Plan lf'inchester Regional Airport Structural Height Zones Exhibit File 1137011IC/L•Aw l 1 IMPACT STATEMENT HERITAGE COMMONS REZONING Shawnee Magisterial District Frederick County, Virginia TM 63-A-150, 64-A-10 & 64-A-12 150.59± Acres September- 252 October 29, 2015 Current Owners: R 150 SPE, LLC Applicant: Greenway Engineering, Inc. Contact Person: Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 540-662-4185 File 1/37011IC/EAW 0 Greenway Engineering September-2-:5), October 29, 2015 I leritage Commons Rezoning HERITAGE COMMONS REZONING INTRODUCTION This report has been prepared for the purpose of assessing the impact on Fredrick County by the proffered rezoning of 150.59f acres owned by R 150 SPE, LLC. The 150.59� acres consists of three parcels identified as Tax Map Parcels 63-A-150, 64-A-10, and 64-A-12. The subject parcels are located on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Tax Map Parcels 64-A-10 and 64-A-12 were rezoned to the B-2, Business Gcncral District (96.28 acres) and the RP, Residential Performance District (54.0 acres) with proffers approved by the Frederick County Board Of SLII)CI-V1S01'S 011 September 28, 2005. R 150 SPE, LLC desires to rezone Tax Map Parcels 64-A-10 and 64-A-12 from the B-2, Business General District and the RP, Residential Performance District, and Tax Map Parcel 63-A-150 from the RA, Rural Areas District to establish 150.59f acres that will be zoned R-4, Residential Planned ConlnlLlnity District with proffers. The R-4, Residential Planned C01111111tillty District zoning will allow for the (level opment Of Heritage Commons, which is planned as an urban mixed -use C011 merclal and residential comnlLulity with regional transportation improvements. General Information Location: Fronting on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Magisterial District: Shawnee District Property ID Numbers: 63-A-150, 64-A-10, and 64-A-12 C111-1'ellt Z0111i1g: B-2 General Business District; RP, Residential Performance District, and RA, Rural Areas District Current Use: Unimproved Proposed Use: Urban Mixed -Use Commercial and Residential with Regional Transportation Improvements Proposed Zoning: R-4, Residential Planned Community District Total rezoning area: 150.591 acres File 1137011lC/Enw 2 �J \J Greenway Engineering Sep(ember-25; October 29, 2015 I leritage Commons Rezoning COMPREHENSIVE POLICY PLAN Senseny/Eastern Frederick Urban Area Plan The Heritage C0111111011S Urban mixed-LISC commercial and residential Co11111111I11ty is located within the Senseny/Eastern Frederick Urban Area Plan. The Senseny/Eastern Frederick Urban Area Plan is a future land use plan that identifies recommended land uses and regional transportation improvements as a guide for future development within this geographic area of the C011llllLill lty. The Heritage COnllllOns urban mixed -use commercial and residential community is proffered to provide significant areas of commercial land use Within three land bays that are depicted on the proffered Heritage Commons Generalized Development Plan; to limit residential land use to a maximum of 645 market rate nllllti-family units; and to enter- into a County Managed Revenue Sharing Program Proiccl Agreements to participate in the implementation of regional transportation improvements. The Heritage Commons Urban ]Mixed -rise commercial and residential community represents good planning practice; provides for regional transportation improvements that are necessary t0 accommodate growth within this geographic area Of the C011lllll1111ty; and provides economic development opportunities needed for the commercial and employment laird Uses envisioned by the Senseny/Eastern Frederick Urban Area Plan. Urban Development Area The 150.59± acres proposed (or the Heritage Commons urban mixed -rise commercial and residential C011lllllllllty is located Within the Urban Development Area (UDA). Expansion of the Urban Development Area (UDA) is not required by this rezoning application. Sewer and Water Service Area The 150.591 acres proposed for the Heritage CO111111011S urban mixcd-IISC commercial and residential community is located within the Sewer and Water Service Area (SWSA). Expansion of the Sewer and Water Service Area (SWSA) is not required by this rezoning application. A. SUITABILITY OF THE SITE Flood Plains The subject property can be found on FEMA NFIP Map #51069CO218D Panel 218 of 375, dated September 2, 2009. A portion of Buffalo Lick Run and two small unnamed tributaries File /1370111C/EAW 9 f� Greenway Engineering September--25 October 29, 2015 I leritage Commons Rezoning are located within the 150.591 acres, which are identified as being within the 100-year floodplain and are designated as "Zone A" on the FEMA NFIP Map. The remainder Of the site is located outside the 100-year floodplain in designated "Zone X". The proffered Heritage Commons Generalized Development Plan identifies a land bay entitled Buffalo Lick Run, which accounts for the designated floodplain area On the project site. Disturbance within the designated floodplain area will be limited to road Crossing, utility installation, and COIlStI'LICti011 Of a public trail system. Any impacts associated with floodplain disturbance will be in conformance with applicable government regulations and permitting requirements to mitigate impacts to this environmental feature. Wetlands The National Wetlands Inventory Map (NWI) and the Frederick County GIS database do not identify wetland areas within the 150.59± acres. The 150.591 acres will be analyzed subsequent to rezoning approval and prior to any development activities to determine the existence of wetlands. Any impacts associated with potential wetlands disturbance will be in conformance with applicable government regulations and permitting requirements to mitigate impacts to this environmental feature. Steep Slopes The 150.59± acres contains minor areas of defined steep slopes in conjunction with the Buffalo Lick Run Land Bay area identified on the Heritage Commons Generalized Development Plan. Disturbance of steep slope features will be done in Conformance with applicable government regulations and permitting requirements to mitigate impacts to this environmental feature. Woodlands The 150.591 acres contains 111111or f11'CIS Of Illatlll'C vegetation throughout the Buffalo Lick Run Land Bay and within a minor portion of Land Bay 3 identified on the Heritage Commons Generalized Development Plan. Development Of Heritage Commons will necessitate the clearing of sonic areas Of mature vegetation; however, these developed areas will be required to comply with the landscaping rcgLlll'C117CIltS of the Frederick County Zoning Ordinance, which will mitigate this impact. Sol] Types The soil types contained in this tract have been obtained fi'orn the USDA Soil Survey Of Frederick County and the Frederick County GIS database. There are nine soil types identified on the 150.59± acres: 113 Berks Channery Silt Loarn 2-7°"° slope 3B Blairton Silt Loam 2-7°"0 slope 6C Carbo-Oak]et Silt Loam, very rocky 2-15°° slope 8C Chilhowie Silty Clay Loam 7-15°"° slope 9B & 9C Clearbrook Channery Silt Loath 2-15°° slope File 1/37011IC/Enw 4 • 0 Greenway Engineering September-2-5, October 29, 2015 14B Frederick-Poplimento Loams 28 Lobdcll Silt Loam 32B Oaklet Silt Loam 41 C, 41 D & 41 E Weikert-Bcrks Channery Silt Loam I lerimge Commons Rezoning 2-7"" slope Floodplain 2-7% slope 7-65% slope Table 5 on page 123 of the USDA Soil Survey of Frederick County, Virginia, identifies the 3B Blairton Silt Loam and 28 Lobdcll Silt Loam soils as prime farmland. The Comprehensive Policy Plan identifies the 150.591 acres for future land use development; therefore, soils types that are conducive to agricultural practices are not planned to continue in this geographic area of the community. B. SURROUNDING PROPERTIES Adjoining Property Zoning and Present Use: North: RP District Use: Residential B2 District Use: Church; Undeveloped South: RP District B2 District East: RP District West: City o1 Winchester C. TRANSPORTATION Use: Residential (under construction) Use: Undeveloped Use: Rcsiclential Use: I-81; Residential; Commercial The 2030 Comprehensive Policy Plan Eastern Road Plan identifies a regional transportation network within the proximity of the 150.591 acres, which includes the extension of Tevis Street in the City of Winchester to Front Royal Pike (US Route 522) in Frederick County. This regional network includes an urban four -lane collector with all Interstate 81 flyover bridge, a clual lane roundabout, and a new signalized intersection at Front Royal Pike. Additionally, this regional network includes all urban four -lane collector for the extension of Warrior Drive, and a two-lane collector that intersects Front Royal Pike at the Airport Road signalized intersection. Frederick County is a member of the Win -Fred Metropolitan Planning Organization (MPO). The MPO 2030 Transportation Plan identifies several of the regional transportation network improvements as a candidate project (Project #61) within the 2035 Constrained Long Range Plan. File #37011IC/EAW 5 0 • Greenway Engineering September-25, October 29. 20I S Heritage Commons Rezoning The Heritage Commons Proffer Statement and proffered GeIlerallzed Development Plan provide the ability for the identified regional transportation iletwork to be realized within] the 150.591 acres and the off -site Interstate 81 flyover bridge. The Proffer Statement commits the Property Owner to enter into a County Managed Revenue Sharing Program Project Agreements for the Interstate 81 Bridge, the dual -lane Roundabout, and an urban four -lane divided collector with curb and gllttCi', a 10' asphalt pedestrian and bicycle facility and 5' concrete sidewalk between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; to be responsible for the local funding match for the regional road network projects that are identified -fei—t-h 14opefl CKv*e' Geuri'" in the Revenue Sharing Program Agreements; to prohibit development within the Property until the Revenue Sharing Agreement 1S CXCCIItCd; to dedicate right-of-ways Within the 150.591 acres sufficient for all urban collector road systems identified by the Comprehensive Policy Plan; to require the initial residential and commercial development to be served by the Section A Regional Road Improvement Project and limit the residential and commercial development program lllltll C011Sll'lICt1Oi1 CO1n11nlCI1CCS 101' the Section B Regional Road Improvement Project; to limit land use develOpnlCllt within Land Bay 3 based on traffic generation VOiLII11CS that will Utilize the signalized intersection at Madison Village until street connection to the regional road network is provided within the project; and to prepare additional traffic studies when land uses developed within the 150.591 acres reach 20,000 ADT, which is below the traffic threshold determined to be acceptable in the previous traffic impact analysis study for the mixed -use commercial and residential project. The profferecl transportation improvements implement significant components of the regional transportation network; and provide fight -of -Way SllfFIClCllt for the implementation of other Components of the regional transportation network identified by the Comprehensive Policy Plan; and manage (level 0pinellt activities Wlthlil the Property lllltll regional fold improve 11C111S are realized. Therefore, the Heritage Commons Proffer Statement adequately mitigates transportation impacts created by the project and accommodates regional traffic volumes not created by the project. D. SEWAGE CONVEYANCE AND TREATMENT The 150.591 acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public sanitary sewer provider for Frederick County. FCSA has sanitary sewer infrastructure adjacent to the Heritage Commons project Site that will allow for this project to be served by sanitary sewer, and has adequate treatment Capacity at the waste Water treatment plaint. Based on comparable discharge patterns, the Frederick County Sanitation Authority (FCSA) has determined that 235 gallons/clay per residential connection and 75 gallons/day per 1,000 square feet of commercial development is an appropriate calculation for estimating the sewer impact for the residential and commercial laild IISCS. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections File 1/370I11C/EnW 6 Greemvay Engineering September-2-5; October 29, 2015 I leritage Commons Rezoning Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out The proposed build -out of the Heritage Commons urban mixed -use commercial and residential project is estimated to add 199,757 gallons per day to the public sewage conveyance system. The development project will direct effluent to the OWRF, which has a design capacity of 12.6 MGD. The Frederick -Winchester Service Authority (FWSA) has advised that Frederick County owns 5.475 MGD of the total design capacity and is currently using 2.434 MGD, or 44% of this allocated capacity. The Heritage Commons urban mixed - use commercial and residential project is estimated to utilize 6.5% of the remaining design capacity allocated to Frederick County at build -out; therefore, the OWRF has adequate capacity to provide treatment of the projected sewer demand of 199,757 GPD created by the Heritage Commons project. E. WATER SUPPLY Tile 150.59± acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public water service provider for Frederick County. FCSA has public water infrastructure adjacent to the Heritage Commons project Site, which includes a 20" water transmission line that will allow for this project to be served by public water and looped to provide adequate water pressure. Based on comparable consumption estimates, the Frederick County Sanitation Authority (FCSA) has determined that that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet of commercial development is an appropriate calculation for estimating the water impact for the residential and commercial land uses. The figures below represent the impact that the total build -out of the proposed land uses will have on the water supply and treatment systems. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out File N3701 HC/E-AW Greenway Engineering September-23; October 29, 2015 Heritage Commons Rezoning The FCSA 20" water transmission main provides potable water from the James Diehl Water Treatment Plant. The James Diehl Water Treatment Plant has the ability to provide 3 MGD of potable water daily. Additionally, FCSA has the ability to obtain water from other sources to further supplement water demands from development within the UDA and the SWSA. Therefore, the projected 199,757 GPD water demand created by the Heritage Commons project can be accommodated by FCSA. F. SITE DRAINAGE The 150.591 acres generally chains to Buffalo Lick Run and then downstream under Front Royal Pike (Route 522) towards the Opequon Creek. Stormwater management will be designed t0 accommodate the 2014 Frederick County requirements for Stormwater quality and stormwater quantity. Stormwater management facilities and treatment measures will occur during the regional road system design process, which will require approval by the COUIlty Engineer and Virginia Department Of TraIlsportatioIl; as well as dUrlllg Specific Site development plans, which will require approval by the County Engineer. The Heritage COnlnlOnS urban mixed use C01111I -cial and residential project will be designed to comply with these stormwater management requirements as a condition of land disturbance; therefore, there will be no adverse impacts to adjoining properties or to the Buffalo Lick Run watershed associated with this project. G. SOLID WASTE DISPOSAL The impact on solid waste disposal facilities can be projected from an average annual bLlSilleSS C011Slllllpt1011 of landfill volUllle of5.4 CL1ble yards per 1,000 square feet of structural floor area and an average annual residential consumption of 5.4 cubic yards per household (Civil Engineering Reference Manual, 4`I' edition). The following GgureS show the increase in average annual volume based on the 642,422 square feet of commercial land use, and 645 residential units that are projected to develop within the Heritage Commons project: AV = 5.4 Cu. Yd. per 1,000 square feet AV = 5.4 Cu. Yd. x 642.42 (642,422 sq. ft./ 1,000 sq. ft.) AV = 3,469 Cu. Yd. at commercial build-out/yr, or 2,428 tons/yr at build -out AV = 5.4 Cu. Yd. per household AV = 5.4 Cu. Yd. x 645 residential units AV = 3,483 Cu. Yd. at residential build -out, or 2,438 tons/yr at build -out TOTAL AV = 4,866 tons/yr at build -out The Municipal Solid Waste area Of the Regional Landfill has a current remaining capacity of 13,100,000 cubic yards of air space. The projected build -out of the Heritage Commons project will generate 4,866 tons of solid waste at build -out annually on average. This File 1/37011IC/Enw 8 • • Greenway Engineering September,45; October 29, 2015 heritage Commons Rezoning represents a 2.43% increase in the annual solid waste received by the Municipal Solid Waste area of the Regional Landfill, which currently averages 200,000 tons per year. The Heritage Commons mixed -use commercial and residential land uses will utilize commercial waste haulers for trash pickup service; therefore, impacts at the citizen convenience centers will be non-existent, aild tipping fees will be generated that will create a Continuous revenue Source for the Regional Landfill by the Heritage Commons project. H. HISTORICAL SITES AND STRUCTURES The Frederick County Rural Landmarks Survey identifies Russell Place (#34-431) as a potentially Significant historic resource associated with the 150.59± acres. Tile Virginia Division of Historic Landmarks survey form specified that neither the house nor any of the outbuildings would qualify for historic significance individually. Instead the farmland, with the Cluster of farm buildings taken in this context was determined to be potentially significant. The Survey refers to this farm as one of the last examples near Winchester of a sort of land use that was once "typical" all around the city. However, the future land use and regional transportation network recommended by the Comprehensive Policy Plan demonstrates that farmland will not be a Cultural resource that should be considered for development applications in this geographic area of the community. Additionally, the house and farm buildings have been razed and the property has not been actively farmed since the 2005 rezoning approval that was granted for the 150.59± acres. I. IMPACTS ON COMMUNITY FACILITIES The Heritage Commons mixed -use residential and commercial project proffers a maxinlunl of 645 market rate multi -family residential units. The County's Development Impact Model (DIM) does not differentiate between market rate multi -family units, conventional multi- f,llllily units, or subsidized llllilti-family units. The Current fiscal impact aSSulned by the DIM for apartment units is $13,880.00 per unit. Therefore, a stand-alone 645 unit multi -family residential development would be projected to have a capital facilities fiscal impact of $8,952,600.00. The Heritage Commons Proffer Statement commits to 50,000 square feet of commercial development prior to the 300`I' market -rate multi -family unit, an additional 50,000 57,500 square feet of commercial development prior to the 600°i market -rate multi -family unit. aii-d tinmai-ket to fflult-i—family uiii-t. The DIM Output Module demonstrates a 50% reduction In normal capital facilities fiscal impacts based on these proffered conditions. Therefore, the proffered commercial development program results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to providing the local funding match for the Construction of the Interstate 81 Bridge, the dual -lane Roundabout, and an urban four - Pile 1137011lC/BAW 9 • 0 Greenway Engineering September-2- October 29, 2015 I leritage Commons Rezoning lane divided collector between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; as well as providing right-of-way dedication for all regional transportation improvement prOJects within the property that are identified in the Comprehensive Policy Plan. These regional transportation projects are identified in the County Comprehensive Policy Plan Eastern Road Plan as Urban I'011r-Lane Divided (U4D) and Urban Two -Lane (U2) road systems. The Interstate 81 Bridge, the dual -lane Roundabout, and the additional lane geometry for the urban four -lane divided collector between the dual -lane Roundabout and ROute 522 South at the signalized intersection with Airport Road qualify as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The County Consulting Engineer has developed cost estimates for the Interstate 81 Bridge and the ClllaMMIC ROUndab011t, and Greenway Engineering has developed cost estimates for the U4D collector. These cost estimates demonstrate that the regional road network construction projects will exceed $5,000,000.00 in local fielding by the Heritage Commons project. Additionally, the Heritage Commons Proffer Statement provides right-of- way dedication for the U41) portions Of East Tevis Street and Warrior Drive, which total approximately 230,000 square feet and have an estimated land value of $1,380,000.00. Therefore, the proffered regional transportation program results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits t0 the constrUCt1011 Of public 10' asphalt pedestrian and bicycle facilities that are not required by County Code. These public pedestrian and bicycle facilities are located within the Buffalo Lick Run Open Space Area and along the regional road system between the Roundabout and the Route 522 South intersection with Airport Road. These public pedestrian and bicycle facilities are approximately 4,600 lineal feet and have a value of $68.00 per lineal feet based on information provided by the COUnty Parks and Recreation Department. Therefore, the value for the public pedestrian and bicycle facilities is $312,800.00. It Should be noted that this value does not include the public 8' asphalt pedestrian and bicycle facilities within the residential portions Of the project, nor the concrete or asphalt pedestrian systems that connect the adjoining residential subdivision to the Heritage Commons project. Therefore, the proffered public pedestrian and bicycle facilities results in a Fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits t0 establishing all escrow account in the in an initial amount of $200,000.00 that will be continuously funded throughout the residential development program and utilized to mitigate student generation impacts to public schools. This monetary contribution provides for $3,000.00 per student when specific student generation thresholds are exceeded. The DIM assures a student generation ratio of .256 students per apartment unit, which projects a total of 165 students for a 645 unit nullti- family residential development. Therefore, this element Of the project qualifies as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits t0 commercial development thresholds during the residential development program, the flllldlllg, COI1St1'llCti011 and right -OF -way dedication for On -site and off -site regional road improvements, the flllldlllg and COIIStrUCti011 Of public pedestrian and bicycle facilities, and monetary contriblltiOnS for Student generation impacts. The projected cost of these proffered project commitments is $11,661,220.00, File 1/370111CY1--nw 10 9 0 Greenway Engineering September-2-5; October 29, 2015 Heritage Commons Rezoning which provides for a positive fiscal impact of $2,708,620.00 for the Heritage Commons project. Therefore, the capital facilities Impact costs for public school facilities, parks and recreation facilities, fire and rescue facilities, library facilities and general government facilities have been mitigated by the Heritage Commons Proffer Statement. The Heritage Commons Proffer Statement provides fef protection for operations associated with the Winchester Regional Airport. Heritage Commons will require disclosure of the Winchester Regional Airport facility location and flight patterns in sales literature, deeds and lease agreements for the market -rate multi -family residential units. Additionally, Greenway Engineering has worked with the Winchester Regional Airport to determine structural height limits that will not impact airspace associated with airport operations based on horizontal and approach afld-eenic,4 zones established by the Winchester Regional Airport. Additionally, the Winchester Regional Airport will submit site plans associated with the Heritage Commons project to the FAA to Ci1SLlrc that final StRICIUral plans do not impact airport operations. Allachments: Aerial Overview Map Exhibit Location and Zoning Map Exhibit SWSA & UDA Map Exhibit Environmental Features Map Exhihil Soils Map Exhibit Hisloric Fewm-e.v AIMI) Exhihil Senseny/Eastern Frederic% Urhan Area Plan Winchester Regional AiiI)ori Slructiu-cil Height Zones Exhihil File /1370111C/Bnw IMPACT STATEMENT HERITAGE COMMONS REZONING Shawnee Magisterial District Frederick County, Virginia TM 63-A-150, 64-A-10 & 64-A-12 150.59± Acres September 25, 2015 Current Owners: R 150 SPE, LLC Applicant: Greenway Engineering, Inc. Contact Person: Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 540-662-4185 File 1137011IC/I?AW Greenway Engineering 0 September 25, 2015 Heritage Commons Rezoning HERITAGE COMMONS REZONING INTRODUCTION This report has been prepared for the purpose of assessing the impact on Fredrick County by the proffered rezoning of 150.59± acres owned by R 150 SPE, LLC. The 150.59± acres consists of three parcels identified as Tax Map Parcels 63-A-150, 64-A-10, and 64-A-12. The subject parcels are located on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Tax Map Parcels 64-A-10 and 64-A-12 were rezoned to the B-2, Business General District (96.28 acres) and the RP, Residential Performance District (54.0 acres) with proffers approved by the Frederick County Board of Supervisors On September 28, 200.5. R 150 SPE, LLC desires to rezone Tax Map Parcels 64-A-10 and 64-A-12 from the B-2, Business General District and the RP, Residential Performance District, and Tax Map Parcel 63-A-150 from the RA, Rural Areas District to establish 150.59± acres that will be zoned R-4, Residential Planned COnlnlunity District with proffers. The R-4, Residential Planned C0111111LInity District zoning Will allow for the development OI Heritage Commons, Which is planned as all Urban llliXCCI-LISC C0111mercial and residential corm1111I11ty With regional transportation improvements. General Information Location: Fronting On the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the Western property bOLlndaries. Magisterial District: Shawnee District Property ID NLII11bCCS: 63-A-150, 64-A-10, and 64-A-12 Current Zoning: B-2 General Business District; RP, Residential Performance District, and RA, Rural Areas District Current Use: Unimproved Proposed Use: Urban Mixed-Usc Commercial and Residential with Regional Transportation Improvements Proposed Zoning: R-4, Residential Planned CO111munity District Total rezoning area: 150.59± acres File 1137011-I0IinW 2 Greenway Engineering September 25, 2015 Heritage Commons Rezoning COMPREHENSIVE POLICY PLAN Senseny/Eastern Frederick Urban Area Plan The Heritage COn11110ns urban mixed -use commercial and residential community is located within the Senseny/Eastern Frederick Urban Area Plan. The Senseny/Eastern Frederick Urban Area Plan is a f lttll-e land IISe plait that identifies recommended land USES and regional transportation improvements as a guide lot- fUtUre developIllent Within this geographic area Of the community. The Heritage Commons urban mixed -use commercial and residential community is proffered t0 provide significant areas Of commercial land Use WithiIl three laIld bays that are depicted on the proffered Heritage Commons Generalized DevelopmeIt Plan; t0 limit residential laIld Use t0 a maxlllll1111 Of 645 market rate 111lllti-family LlllitS; and to enter into County Managed Revenue Sharing Program Project Agreements to participate in the implementation of regioIal transportation improvements. The Heritage C0111111onS Urban mixed-LISC commercial and residential community represents good planning practice; provides for regional transportation improvements that are necessary to accommodate growth within this geographic area Ol the CornillUllity; and provides economic development opportunities needed for the commercial and employment land uses envisioned by the Senseny/Eastern Frederick Urban Area Plan. Urban Development Area The 150.59± acres proposed for the Heritage COI11111011S Urban mixed-IISe commercial and residential Conlnlunity is located within the Urban Development Area (UDA). Expansion of' the Urban Development Area (UDA) is not required by this rezoning application. Sewer and Water Service Area The 150.59± acres proposed for the I-Ieritage Commons urban mixed -use commercial and residential C011llhlllllity is located within the Sewer and Water Service Area (SWSA). Expansion of the Sewer and Water Service Area (SWSA) is not required by this rezoning application. A. SUITABILITY OF THE SITE Flood Plains The subject property can be found on FEMA NFIP Map #51069CO218D Panel 218 of 375, dated September 2, 2009. A portion OP BLlffal0 Lick RLIn and two small UIlnamed tribUtarles Pile #37011-IC/IiAW 3 9 • Greenway Engineering September 25, 2015 Heritage Commons Rezoning are located within the 150.59± acres, which are ideIltilied as being within the 100-year floodplain and are designated as "Zone A" on the FEMA NFIP Map. The remainder of the site is located outside the 100-year floodplain in designated "Zone V. The proffered Heritage Commons Generalized Development Plan identifies a land bay eIltitled Buffalo Lick Run, which accounts for the designated floodplain area Oil the protect Site. DisturbaIlce within the designated floodplain area will be limited to road crossing, utility installation, and construction of a public trail system. Any impacts associated with floodplain disturbance will be In conformance with applicable gOVel'nnlellt regulations and permitting I'equirements to mitigate iillpacts t0 this environmental feature. Wetlands The National Wetlands Inventory Map (NWI) and the Frederick County GIS database do not identify wetland areas within the 150.59± acres. The 150.59± acres will be analyzed Subsequent to rezoning approval and prior t0 any development activities t0 determine the existence of wetlands. Any impacts associated with potential wetlands disturbance will be in conformaIlce with applicable government regulations and permitting I'equirements to illitigate Impacts t0 this environmental leatUrC. Steep Slopes The 150.59± acres contains minor areas of defined Steep slopes in conjunction with the Buffalo Lick Run Land Bay area identified on the Heritage Commons Generalized Development Plan. Disturbance Ol steep Slope features will be doIle in conformaIlce with applicable gOVei'11111CIlt regulations and permitting requirements to mitigate impacts to this environmental feature. Woodlands The 150.59± acres contains minor areas of mature vegetation throughout the Buffalo Lick Run Land Bay and within a minor portion of Land Bay 3 identified on the Heritage Commons Generalized Development Plan. Development of Heritage Commons will necessitate the clearing 01 some areas OP mature vegetation; however, these developed areas will be required t0 comply with the landscaping requirements Of the Frederick County Zoning Ordinance, which will mitigate this impact. Soil Types The soil types contained in this tract have been obtained from the USDA Soil Survey of Frederick County and the Frederick County GIS database. There are nine soil types identified on the 150.59± acres: IB Berks Channery Silt Loanl 2-7"" slope 3B Blairton Silt Loam 2-7"" slope 6C Carbo-Oaklet Silt Loan7, very rocky 2-1.5"" slope 8C Chilhowie Silty Clay Loam 7-15r�slope 9B & 9C Clearbrook Channery Silt Loam 2-15rslope rile #3701 FIC/I;Aw a Circenway Engineering September 25, 2015 Heritage Commons Rezoning 14B Frederick-Poplimento Loams 2-7�1" slope 28 Lobdell Silt Loam Floodplain 32B Oaklet Silt Loam 2-7% slope 41 C, 41 D & 41 E Weikert-Berks Channery Silt Loam 7-65`7" slope Table 5 on page 123 of the USDA Soil Survey of Frederick County, Virginia, identifies the 3B Blairton Silt Loam and 28 Lobdell Silt Loam soils as prime farmland. The Comprehensive Policy Plan identifies the 150.59± acres for future land use development; therefore, soils types that are condLlCive to agricultural practices are not planned to continue in this geographic area Of the C01111111,111ity. B. SURROUNDING PROPERTIES Adjoining Property Zoning and Present Use: North: RP District B2 District South: RP District B2 District East: RP District West: City of Winchester C. TRANSPORTATION Use: Residential Use: Church; Undeveloped Use: Residential (under construction) Use: Undeveloped Use: Residential Use: I-81; Residential; Commercial The 2030 Comprehensive Policy Plan Eastern Road Plan identifies a regional transportation network within the proximity of the 150.59± acres, which includes the extension Of Tevis Street in the City of Winchester to Front Royal Pike (US Route 522) in FreClerick County. This regional network inclucles an urban four -lane collector with an Interstate 81 flyover bridge, a Clual lane roundabout, and a new signalized intersection at Front Royal Pike. Additionally, this regional network inclucles an Urban four -lane collector for the extension Of Warrior Drive, and a two-lane collector that intersects Front Royal Pike at the Airport Road signalized intersection. Frederick County is a member Of the Will -Fred Metropolitan Planning Organization (MPO). The MPO 2030 Transportation Plan identifies several of the regional transportation network improvements as a candidate project (Project #61) within the 2035 Constrained Long Range Plan. File #3701110HAW 5 0 • Greenway Engineering September 25, 2015 Heritage Commons Rezoning The Heritage Commons Proffer Statement and proffered Generalized Development Plan provide the ability for the identified regional transportation network to be realized within the 150.59± acres and the off -site Interstate 81 flyover bridge. The Proffer Statement commits the Property Owner to enter into County Managed Revenue Sharing Program Project Agreements for the Interstate 81 Bridge, the dual -lane Roundabout, and all Urban four -lane divided collector with curb and gutter, a 10' asphalt pedestrian and bicycle facility and 5' concrete sidewalk between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; to be responsible For the local fUlldlllg match for the regioIal road network projects that are identified for the Property Owner/County Revenue Sharing Program Agreements; to dedicate right-of-ways within the 150.59± acres sufficient for all urban collector road systems identified by the Comprehensive Policy Plan; to limit land use development within Land Bay 3 based on traffic generation volumes that will utilize the signalized intersection at Madison Village Ulltll Street conIection to the regional road network is provided within the project; and to prepare additional traffic studies when land uses developed within the 150.59± acres reach 20,000 ADT, which is below the traffic threshold determined to be acceptable in the previous traffic impact analysis study for the mixed-USC commercial and residential project. The proffered transportation improvements implement significant components of the regional trallsportatioIl network and provide right- of-way sufficient for the implementation of other components of the regional trallsportatioIl network identified by the Comprehensive Policy Plan. Therefore, the Heritage Commons Proffer Statement adequately mitigates transportation impacts created by the project and accommodates regional traffic volumes not created by the project. D. SEWAGE CONVEYANCE AND TREATMENT The 150.59± acres Is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public sanitary sewer provider for Frederick County. FCSA has sanitary sewer infrastructure adjacent to the Heritage Commons project site that will allow for this project to be served by sanitary sewer, and has adequate treatment capacity at the waste water treatmeilt plant. Based on comparable discharge patterns, the Frederick County Sanitation Authority (FCSA) has determined that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet of commercial development is an appropriate calculation for estimating the sewer impact for the residential and commercial land uses. Q = 235 gallons/Clay/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,57.5 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GI3D x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out Idle 1137011-iC/EAw 6 Greenway Engineering 0 September 25, 2015 • Heritage Commons Rezoning The proposed build-OUt Of the Heritage Commons Urban mixed-USC comIllercial aIld residential project is estimated to add 199,757 gallons per day to the public sewage conveyance system. The development project will direct effluent to the OWRF, which has a design capacity Of 12.6 MGD. The Frederick -Winchester Service Authority (FWSA) has advised that Frederick County owns 5.475 MGD of the total design capacity and is currently using 2.434 MGD, or 44% of this allocated capacity. The Heritage Commons urban mixed - use commercial an(] residential project IS estimated to Utilize 6.5% of the remaining design capacity allocated to Frederick County at build -out; therefore, the OWRF has adequate capacity to provide treatment of the projected sewer demand of 199,757 GPD created by the Heritage Commons project. E. WATER SUPPLY The 150.59± acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public water service provider for Frederick County. FCSA has public water infrastructure adjacent to the Heritage Commons project site, which includes a 20" water transmission line that will allow for this project to be served by public water and looped to provide adequate water pressure. Based on comparable COI1SUinptioil estimates, the Frederick County Sanitation Authority (FCSA) has determined that that 235 gallons/day per residential Connection aild 75 gallons/day per 1,000 Square feet Of commercial development is all appropriate Calculation for estimating the water impact for the residential and commercial land uses. The figures below represent the iillpact that the total build -out Of the proposed land uses will have on the water Supply and treatment systems. Q = 235 gallons/day/acre per residential connection Q = 23.5 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 Square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./l,000 sq.ft.) Q = 48,181 GPD projected at commercial build -Out TOTAL: Q = 199,757 GPD at project build -out. The FCSA 20" water transmission slain provides potable water from the James Diehl Water Treatment Plant. The James Diehl Water Treatment Plant has the ability to provide 3 MGD of potable water daily. Additionally, FCSA has the ability to obtain water froill Other Sources to fUI-tl1CI- Supplement water demands irom development within the UDA and the SWSA. Therefore, the projected 199,757 GPD water demand created by the Heritage Commons project can be accommodated by FCSA. File #37011IC/I?Aw 7 Greenway Engineering Septemher 25, 2015 Heritage Commons Rezoning F. SITE DRAINAGE The 150.59± acres generally drains to Buffalo Lick Run and then downstream under Front Royal Pike (Route 522) towards the OpequOn Creek. Stormwater Illanagelllellt will be desigIed t0 accommodate the 2014 Frederick County regUirements for Stormwater gUallty and stormwater gllantlty. Stormwater illanageillent facilities and treatment meaSUres will occur during the regional road system design process, which will require approval by the County Engineer and Virginia Department Of Transportation; as well as during specific site development plans, which will require approval by the County Engineer. The Heritage COi MOnS Urban 1111XCCI IISC C011111lercial and residential project will be designed to comply with these storinwater management rCCIUlrements as a conditioi1 of land disturbance; therefore, there Will be no adverse impacts t0 adjoining properties Or t0 the BU falo Lick RUll watershed associated with this project. G. SOLID WASTE DISPOSAL The impact on solid waste disposal facilities can be projected front an average annual business consumption of landfill volume of 5.4 cubic yards per 1,000 square feet of structural floor area and an average annual residential consumption of 5.4 cubic yards per household (Civil Engineering Reference Manual, 01 edition). The following figures show the increase In average anllllal VOillllle based Oil the 642,422 sgllare feet Of commercial laIld Use, and 645 residential Units that are projected t0 develop Within the Heritage C01Timons project: AV = .5.4 Cu. Yd. per 1,000 square feet AV = 5.4 Cll. Yd. x 642.42 (642,422 sq.ft./1,000 sq.ft.) AV = 3,469 Cu. Yd. at commercial build-out/yr, or 2,428 tolls/yr at build-OUt AV = 5.4 Cu. Yd. per household AV = 5.4 Cu. Yd. x 645 residential units AV = 3,483 Cu. Yd. at residential build -out, or 2,438 tolls/yr at blind-OUt TOTAL AV = 4,866 tons/yr at build -out The Municipal Solid Waste area of the Regional Landfill has a current remaining capacity Of 13,100,000 cubic yards of air space. The projected bll11CI-out of the Heritage Commons project will generate 4,866 tons of solid waste at build -Out annually on average. This represents a 2.43% increase in the annual solid waste received by the Municipal Solid Waste area of the Regional Landfill, which currently averages 200,000 tons per year. The Heritage Co111111011S II iMl-LISC commercial and residential land Uses Will UtiliZC commercial Waste haulers for trash pickup service; therefore, impacts at the citizen convenience centers will be non-existent, and tipping lees Will be generated that Will create a C0116111.10L1S I'CVelllle SOUrce for the Regional Landfill by the Heritage Commons project. File #37011IC/IinW 8 (ireenway Engineering September 25, 2015 Heritage Commons Rezoning H. HISTORICAL SITES AND STRUCTURES The Frederick County Rural Landmarks Survey identifies Russell Place (#34-431) as a potentially significant historic resource associated with the 1.50.59± acres. The Virginia Division Of Historic Landmarks Survey lorm specified that neither the house nor any Of the outbUild111gS Would gUahfy for historic Significance ind1ViClUally. Instead the larinlalld, with the Cluster Of farm buildings taken ill this Context was determined to be potentially significant. The Survey refers to this farm as one Of the last examples near- Winchester of' a sort Of land use that Was once "typical" all around the city. However, the futul-e land use and regional transportation network recommended by the Comprehensive Policy Plan demonstrates that farmland will not be a Cultural resource that should be considered for development applications in this geographic area of'the community. Additionally, the house and farm bUildlllgS have been razed and the property has not beeIl actively farmed since Tile 2005 rezoning approval that Was granted for the 150.59± acres. I. IMPACTS ON COMMUNI`1'Y FACILITIES The Heritage Commons mixed -use residential and commercial project proffers a maximum of 645 market rate multi -family residential units. The County's Development Impact Model (DIM) does not differentiate between market rate Illlllli-f'allllly UllitS, conventional multi- family units, Or Subsidized multi -family units. The current fiscal impact assumed by the DIM for apartment units is $13,880.00 per unit. Therefore, a stand-alone 645 Lllllt Illldtl-failllly residential development Would be projected to have a capital Facilities fiscal impact of $8,952,600.00. The Heritage Commons Proffer Statement commits to 50,000 square feet of' Commercial development prior to the 300`1i market -rate multi -family unit, an additional 50,000 square feet Of commercial development prior to the 600t1i inarkel-rate 1111,11tl-family Unit, and all additional 7,500 square feet ol' Commercial development prior to the 645t11 market -rate multi- family Lllllt. The DIM Output Module demonstrates a 50% redUCtlOil ill normal Capital facilities fiscal impacts based on these proffered Conditions. Therefore, the proffered Commercial development program results in a fiscal impact Credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement COnlnlitS to providing the local funding match for the Construction of the Interstate 81 Bridge, the dual -lane Roundabout, and an urban fOLlr- lane divided Collector between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; as well as providing right-of-way dedication for all regional transportation improvement projects Within the property that are identified in the Comprehensive Policy Plan. These regional transportation projects are identified in the County Comprehensive Policy Plan Eastern Road Plan as Urban Four -Lane Divided (U4D) and Urban Two -Lane (U2) road systems. The Interstate 81 Bridge, the dual-lalle ROLlndabOLlt, and the additional lane geometry for the urban four -lane divided collector Pile #37011iC/1v1W 9 0 9 Greenway Engineering September 25, 2015 Heritage Commons Rezoning between the dual -lane ROUildabOUt and Route 522 South at the signalized intersection with Airport Road gUalil'y as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The County Consulting Engineer has developed cost estimates for the Interstate 81 Bridge and the dual -lane Roundabout, and Greenway Engineering has developed cost estimates for the U4D Collector. These cost estimates demonstrate that the regional road network construction projects will exceed $5,000,000.00 in local funding by the Heritage Commons project. Additionally, the Heritage Commons Proffer StatemenL provides right-ol- way dedication for the U41) portions of East Tevis Street and Warrior Drive, which total approximately 230,000 Square feel and have all estimated land value o1 $1,380,000.00. Therefore, the profTered regional transportation program results in a fiscal impact Credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to the construction of public 10' asphalt pedestrian and bicycle Ifacilitics that are not required by County Code. These public pedestrian and bicycle facilities are located within the Buffalo Lick Run Open Space Area and along the regional road system between the Roundabout and the Route 522 South intersection with Airport Road. These public pedestrian and bicycle facilities are approximately 4,600 lineal feet and have a value of $68.00 per lineal feel based on information provided by the County Parks and Recreation Department. Therefore, the value for the public pedestrian and bicycle facilities is $312,800.00. It should be noted that this value does not include the public 8' asphalt pedestrian and bicycle facilities within the residential portions of the project, nor the concrete or asphalt pedestrian systems that connect the adjoining residential subdivision to the Heritage Commons project. Therefore, the proffered public pedestrian and bicycle facilities results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to establishing all escrow account in the amOUllt Of $200,000.00 that Will be utilized to (Mitigate StUdent generation impacts to public schools. This monetary C011tl'lbllti011 provides for $3,000.00 per student when specific studcnL generation thresholds are exceeded. The DIM asSUmes a Student geIleration ratio Of .256 students per apartment Ullit, Which prolccts a total of' 165 StUdCntS for a 645 Ullit mUlli- family residential development. Therefore, this clement of the project qualifies as a fiscal impact credit towards the $13,880.00 per uniL value projected by the DIM. The Heritage Commons Proffer Statement commits to commercial development thresholds during the residential development program, the funding, construction and right-ol'-way dedication for on -site and off -site regional road improvements, the funding and C011SLI-LICtloll of public pedestrian and bicycle facilities, and monetary COiltrlbUti011S for student generation impacts. The projected cost of these proffered project commitments is $1 1,661,220.00, which provides for a positive fiscal Illlpact of' $2,708,620.00 for the Heritage Commons project. Therefore, the capital facilities impact costs for public school facilities, parks and recreation facilities, fire and rescue facilities, library facilities and general government facilities have been mitigated by the Heritage Commons Proffer Statement. The Heritage Commons Proffer Statement provides for protection for operations associated with the Winchester Regional Airport. Heritage Commons will require disclosure of the Winchester Regional Airport I'acilily location and flight patterns in sales literature, deeds and File #3701FIC/I AW 10 �► Greenway Engineering a September 25, 2015 Heritage Commons Rezoning lease agreements for the market -rate multi -family residential units. Additionally, Greenway Engineering has worked with the Winchester Regional Airport to determine structural height limits that will not impact airspace associated with airport operations based on horizontal, approach and conical zones established by the Winchester Regional Airport. Attachnbents: Aerial Overview Map Exhibil Location and Zoning Map Exhibit SWSA & UDA Map Exhibit Environmental Features Map Exhibit Soils Map Exhibit Historic Features Map Exhibit SensenyBastern Frederick Urban Area Plan Winchester Regional Airport Structural Height "Zones Exhibit I ile #3701I-IC/IiAw • IMPACT STATEMENT HERITAGE COMMONS REZONING Shawnee Magisterial District Frederick County, Virginia TM 63-A-150, 64-A-10 & 64-A-12 150.59± Acres September 25, 2015 Revised October 29, 2015 Current Owners: R 150 SPE, LLC Applicant: Greenway Engineering, Inc. Contact Person: Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 540-662-4185 Pile 1/37011IC/BAW Greenway Engineering September 25, 2015; Revised October 29, 2015 Heritage Commons Rezoning HERITAGE COMMONS REZONING INTRODUCTION This report has been prepared for the purpose of assessing the impact on Fredrick County by the proffered rezoning of 150.59E acres Owned by R 150 SPE, LLC. The 150.59E acres consists of three parcels identified as Tax Map Parcels 63-A-150, 64-A-10, and 64-A-12. The subject parcels are located on the west side Of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Tax Map Parcels 64-A-10 and 64-A-12 were rezoned to the B-2, Business General District (96.28 acres) and the RP, Residential Performance District (54.0 acres) with proffers approved by the Frederick County Board Of Supervisors on September 28, 2005. R 150 SPE, LLC desires to rezone Tax Map Parcels 64-A-10 and 64-A-12 from the B-2, Business General District and the RP, Residential Performance District, and Tax Map Parcel 63-A-150 from the RA, Rural Areas District to establish 150.59± acres that will be zoned R-4, Residential Planned Community District with proffers. The R-4, Residential Planned Community District zoning will allow for the development Of Heritage Commons, which is planned as an urban Mixed -use COMmercial and residential community with regional transportation improvements. General Information Location: Fronting on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Magisterial District: Shawnee District Property ID Numbers: 63-A-150, 64-A-10, and 64-A-12 Current Zoning: B-2 General Business District; RP, Residential Performance District, and RA, Rural Areas District Current Use: Unimproved Proposed Use: Urban Mixed -Use Commercial and Residential with Regional Transportation Improvements Proposed Zoning: R-4, Residential Planned Community District Total rezoning area: 150.59-L acres File /1370111CYEAw 2 • Greenway Engineering September 25, 2015; Revised October 29, 2015 Heritage Commons Rezoning COMPREHENSIVE POLICY PLAN Senseny/Eastern Frederick Urban Area Plan The Heritage COI11111o11S urban mixed-LISC C0111111CI-Clal aIld residential COMMUnity IS located within the Senseny/Eastern Frederick Urban Area Plan. The Senseny/Eastern Frederick Urban Area Plan 1S a fUtUl-C land Use plan that identifies recommended land Uses and regional transportation improvements as a guide for flltllrC development within this geographic area Of the COnllllllnity. The Heritage Commons urban mixed-LISC commercial and residential community is proffered to provide Significant areas of commercial land use within three land bays that are depicted on the proffered Heritage Commons Generalized Development Plan; to limit residential land Use to a maxilnUrn Of 645 market rate multi -family units; and to enter into a County Managed Revenue Sharing Program Project Agreement to participate in the implementation of regional transportation improvements. The Heritage Commons Urban mixed-LISC commercial and residential Co1111111111ity represents good planning practice; provides for regional transportation improvements that are necessary to accommodate growth within this geographic area Of the community; and provides economic development opportunities needed for the Commercial and employment land uses envisioned by the Senseny/Eastern Frederick Urban Area Plan. Urban Development Area The 150.591 acres proposed for the Heritage Commons Urban 1111XCd-LISC commercial and residential CO111111LInity is located within the Urban Development Area (UDA). Expansion Of the Urban Development Area (UDA) is not required by this rezoning application. Sewer and Water Service Area The 150.591 acres proposed for the Heritage Conlnlons Urban mixed -Ilse commercial and residential C011111111i11ty is located within the Sewer and Water Service Area (SWSA). Expansion of the Sewer and Water Service Area (SWSA) is not required by this rezoning application. A. SUITABILITY OF THE SITE Flood Plains The Subject property can be found on FEMA NFIP Map #51069CO218D Panel 218 of 375, dated SCpternber 2, 2009. A portion Of Buffalo Lick RLIn and two small Unnamed tributaries are located within the 150.591 acres, which are identified as being within the 100-year File 8370111C/EAW • Greenway Engineering September 25, 2015; Revised October 29, 2015 I leritage Commons Rezoning floodplain and are designated as "Zone A" on the FCMA NFIP Map. The remainder Of the site is located outside the 100-year floodplain in designated "Zone X". Tile proffered Heritage Commons Generalized Development Plan Identifies a land bay entitled Buffalo Lick Run, which accounts for the designated floodplain area On the project site. Disturbance within the designated floodplain area will be limited to road crossing, Utility installation, and COi]Stl-LICtlOil of a public trail system. Any impacts associated with floodplain dlStllrbancc will be in conformance with applicable gOVCI"11111C11t I-Cglllations and permitting I'egllll'ellleilts to mitigate impacts to this cnvironmcntal fcaturc. Wetlands The National Wetlands Inventory Map (NWI) and the Frederick County GIS database do not identify wetland areas within the 150.591 acres. The 150.59± acres will be analyzed subsequent to rezoning approval and prior to any development activities to determine the existence of wetlands. Any impacts associated with potential wetlands disturbance will be in conformance with applicable govcl'11111CI1t i-Cglllations and pumitting rcgllll-C111CI1tS to mitigate impacts to this cnvironmcntal fcaturc. Steep Slopcs The 150.591 acres contains minor areas of defined steep slopes in Colljunctioll with the Buffalo Lick Run Land Bay area identified on the Heritage Commons Generalized Development Plan. Disturbance of sleep slope features will be done in conformance with applicable gOVCI-I1111CI1t I-Cglllations and permitting rcgllll'CnlCIltS to mitigate impacts to this cnvironmcntal feature, Woodlands The 150.59± acres contains minor areas of matlll-C vegetation throughout the Buffalo Lick Run Land Bay and within a minor portion of Land Bay 3 identified on the Heritage Commons Generalized Development Plan. Development of Heritage Commons will necessitate the clearing of some areas of mature vegetation; however, these developed areas will be required to comply with the landscaping rcglliremci-its of the Frederick County Zoning Ordinance, which will mitigate this impact. Sol] Tyllcs The soil types contained in this tract have been obtained fi-om the USDA Soil Survey of Frederick County and the Frederick County GIS database. There are nine soil types identified On the 150.59i acres: 1 B Berks Channcry Silt Loam 2-7°" slope 3B Blairton Silt Loam 2-7"" slope 6C Carbo-Oaklct Silt Loam, very rocky 2-15V slope 8C Chllllowlc Silty Clay Loath 7-15°slope 9B & 9C Clearbrook Channcry Silt Loam 2-15"'0 slope 14B Frederick-Poplimento Loams 2-7°"0 slope File 11370111GEAw 4 • Greenway Engineering September 25, 2015; Revised October 29, 2015 heritage Commons Rezoning 28 Lobdell Silt Loam Floodplain 32B Oaklet Silt Loam 2-7% slope 41 C, 41 D & 41 E Weikert-Becks Channery Silt Loam 7-65% slope Table 5 on page 123 of the USDA Soil Survey of Frederick County, Virginia, identifies the 3B Blairton Silt Loam and 28 Lobdell Silt Loam soils as prime farmland. The Comprehensive Policy Plan identifies the 150.59i acres for future land use development; therefore, soils types that are conducive to agricultural practices are not planned to continue in this geographic area of the community. B. SURROUNDING PROPERTIES Adjoining Property Zoning and Present Use: North: RP District Use: Residential B2 District Use: Churcll; Undeveloped S011tll: RP District B2 District Bast: RP District West: City of Winchester C. TRANSPORTATION Use: Residential (un(Ier construction) Use: Undeveloped Use: Residential Use: I-81; Residential; Commercial The 2030 Comprehensive Policy Plan Eastern Road Plan identifies a regional transportatloll network within the proximity of the 150.591 acres, which includes the extension of Tevis Street in the City of Winchester to Front Royal Pike (US Route 522) in Frederick County. This regional network includes an urban four -lane collector with an Interstate 81 flyover bridge, a dual lane roundabout, and a new signalized intersection at Front Royal Pike. Additionally, this regional network includes an urban four -lane collector for the extension of Warrior Drive, and a two-lane collector that intersects Front Royal Pike at the Airport Road signalized intersection. Frederick County is a member of the Win -Fred Metropolitan Planning Organization (MPO). The MPO 2030 Transportation Plan identifies several of the regional transportation network improvements as a candidate project (Project #61) within the 2035 Constrained Long Range Plan. The Heritage Commons Proffer Statement and proffered Generalized Development Plan provide the ability for the identified regional transportation network to be realized within the File 11370111C/EAW 5 • • Greenway Engineering September 25, 2015; Revised October 29, 2015 Heritage Commons Rezoning 150.59± acres and the off -site Interstate 81 flyover bridge. The Proffer Statement commits the Property Owncr to enter into a County Managed Revenue Sharing Program Project Agreement for the Interstate 81 Bridge, the dual -lane Roundabout, and an Urban four -lane divided collector with curb and gutter, a 10' asphalt pedestrian and bicycle facility and 5' concrete sidewalk between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; to be responsible for the local fielding match for the regional road Network projects that are identified in the Revenue Sharing Program Agreement; to prohibit developnicrit within the Prol)Crty Until the Revenue Sharing Agreement is executed; to dedicate right-of-ways within the 150.591 acres sufficient for all urban collector road systems identified by the Comprehensive Policy Plan; to require the initial residential and commercial development to be served by the Section A Regional Road Improvement Project and limit the residential and commercial development program until construction conlnnenceS for the Section B Regional Road Improvement Project; to limit land use development within Land Bay 3 based on traffic generation volumes that will utilize the signalized intersection at Madison Village until Street connnection to the regional road network is provided within the project; and to prepare additional traffic studies when land uses developed within the 150.591 acres reach 20,000 ADT, which is below the traffic threshold determined to be acceptable in the previous traffic impact analysis StUdy for the mixed-IISC commercial and residential project. Tile proffered transportation improvements implement significant components of tile regional transportation network; provide right-of-way sufficient for the implementation of other components of the regional transportation network identified by the Comprehensive Policy Plan; and manage development activities within Tile Property until regional road improvements are realized. Therefore, the Heritage Commons Proffer Statement adequately mitigates transportation impacts created by the project and accommodates regional traffic volumes not created by the project. D. SEWAGE CONVEYANCE AND TREATMENT The 150.591 acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public sanitary sewer provider for Frederick County. FCSA has sanitary sewer infrastructure adjacent to the Heritage Commons project site that will allow for this project to be served by sanitary sewer, and has aclCgll£ILC tl'Catmcnt capacity at the waste water treatment plant. Based on comparable discharge patterns, the Frederick County Sanitation Authority (FCSA) has determined that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet of commercial development is an appropriate calculation for estimating the sewer impact for the residential and commercial land uses. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out File 1137011IC/EAW 6 0 • Greenway Engineering September 25, 2015; Revised October 29, 2015 I leritage Commons Rezoning Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out The proposed build -out Of the Heritage COmIll0llS Urban mixed -Use commercial and residential project is estimated to add 199,757 gallons per day to the public sewage conveyance system. The development project will direct effluent to the OWRF, which has a design capacity of 12.6 MGD. The Frederick -Winchester Service Authority (FWSA) has advised that Frederick County owns 5.475 MGD of the total design capacity and is currently using 2.434 MGD, or 44% of this allocated capacity. The Heritage COnlnlOns urban mixed - Use commercial and residential project is estimated t0 utilize 6.5% Of the I'cmaining design capacity allocated to Frederick County at build -out; therefore, the OWRF has adequate capacity to provide treatment of the projected sewer demand of 199,757 GPD created by the Heritage Commons project. C. WATER SUPPLY The 150.591 acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public water service provider for Frederick County. FCSA has public water infrastructure adjacent to the Heritage Commons project site, which includes a 20" water transmission line that will allow for this project to be served by public water and looped to provide adequate water pressure. Based on comparable consumption estimates, the Frederick COUIlty Sanitation Authority (FCSA) has determined that that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet Of commercial development is an appropriate calculation for estimating the water impact for the residential and commercial land uses. The figures below represent the impact that the total build -out of the proposed land uses will have On the water supply and treatment systems. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre pci- 1,000 Square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out File /137011IC/EAw v � • Greenway Engineering September 25, 2015; Revised October 29, 2015 Heritage Commons Rezoning The FCSA 20" water transmission main provides potable water fi-om the James Dielil Water Treatment Plant. The James Dichl Water Treatment Plant has the ability to provide 3 MGD of potable water daily. Additionally, FCSA has the ability to obtain water front other sources to further sLlpplcnlent water demands from development within the UDA and the SWSA. Therefore, the projected 199,757 GPD water demand created by the Heritage Commons project can be accommodated by FCSA. F. SITE DRAINAGE The 150.59i acres generally drains to Buffalo Lick RLIn and then downstreaill under Front Royal Pike (Route 522) towards the Opequon Creek. Stormwater management will be designed to accommodate the 2014 Frederick County rcquirenlCIlts for stormwater quality and stormwater quantity. Stormwater management facilities and treatment measures will Occur during the regional road systeill design process, which will require approval by the COUnty Enginccr and Virginia Department Of Transportation; as well as duriIlg specific site development plans, which will require approval by the County Engineer. The Heritage Commons urban ]Mixed Llse commercial and residential project will be designed to comply with these stormwater manageillcllt regllirements as a condition Of laud disturbance; therefore, there will be no adverse impacts to adjoining properties or to the Buffalo Lick Run watershed associated with this project. G. SOLID WASTE DISPOSAL The impact oil Solid waste disposal facilities call be projected front all average anIlLlal business consumption of landfill volLlnlc of 5.4 cubic yards per 1,000 square feet Of structural floor area and an average annual residential consumption of 5.4 cubic yards per household (Civil Engineering Reference Manual, 4t11 edition). The following figures show the increase in average annual VOILIme based On the 642,422 SCILiarc feet of commercial land llSe, and 645 residential units that are projected to develop within the Heritage Commons project: AV = 5.4 CLI. Yd. per 1,000 square feet AV = 5.4 Cu. Yd. x 642.42 (642,422 sq.ft./1,000 sq.ft.) AV = 3,469 Cu. Yd. at commercial build-out/yr, or 2,428 tons/yr at build -out AV = 5.4 CLI. Yd. per household AV = 5.4 CLI. Yd. x 645 residential units AV = 3,483 Cu. Yd. at residential build -out, or 2,438 tons/yr at build -out TOTAL AV = 4,866 tons/yr at build -out The Municipal Solid Waste area of the Regional Landfill has a current remaining capacity of 13,100,000 cubic yards of air space. The projected build -out of the Heritage Commons File //370111GEnw Greenway Engineering September 25, 2015; Revised October 29, 2015 I leritage Commons Rezoning project will generate 4,866 tons of solid waste at build -out annually on average. This represents a 2.43% increase in the annual solid waste received by the Municipal Solid Waste area of the Regional Landfill, which Currently averages 200,000 tons per year. The Heritage Commons mixed-LISC C0111111Ci'Clal and residential land IISCS Will Utilize commercial Waste haulers for trash pickup service; therefore, impacts at the Citizen convenience centers will be non-existent, and tipping fees Will be generated that will Create a continuous revenue SOLlrce for the Regional Landfill by the Heritage Commons project. H. HISTORICAL SITES AND STRUCTURES The Frederick County Rural Landmarks Survey identifies Russell Place (#34-431) as a potentially significant historic resource associated with the 150.59± acres. Tile Virginia Division of Historic Landmarks Survey form specified that neither the house nor any of the outbuildings would qualify for historic significance individually. Instead the farmland, with the cluster of farm buildings taken in this context was determined to be potentially significant. The survey rCferS to this larm as one Of the last examples ricar Winchester Of a sort of land use that was once "typical" all around the city. However, the future land use and regional transportation network recommended by the Comprehensive Policy Plan demonstrates that farmland will not be a Cultural resource that should be Considered for development applications in this geographic area of the community. Additionally, the house and farm blllldlllgS have been razed and the property has not been actively farmed since the 2005 rezoning approval that Was granted for the 150.59± acres. I. IMPACTS ON COMMUNITY FACILITIES The Heritage Commons mixed-LISC residential and commercial project proffers a max111111111 of 645 market rate n11,110-fanlily residential units. The County's Development Impact Model (DIM) does not differentiate between market rate nnllti-fallllly units, COI1VC11t1011al llllllti- fanlily Llnits, or subsidized multi -family units. The Current Fiscal impact assumed by the DIM for apartment snits is $13,880.00 per unit. Therefore, a stand-alone 645 unit lllllltl-fallllly residential development Would be projected to have a capital facilities fiscal impact of $8,952,600.00. The Heritage Commons Proffer Statement commits to 50,000 square feet of commercial development prior to the 300i1i markct-fate 111111t1-flillily 11111t, all additional 57,500 square feet of commercial developillent prior t0 the 600i1' market -rate nllllti-family unit. The DIM Output Module demonstrates a 50% I'CdlICtion in normal capital facilities fiscal Impacts based Oil these proffered conditions. Therefore, the proffered Conlnlercial development program reSL11tS in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits t0 providing the local funding match for the C011S1r11Cti0ll Of the Illtel'StatC 81 Bridge, the dual -lane ROundabOLlt, and all Urban four - lane divided collector between the dual -lane Roundabout and Route 522 South at the File 1/370111C/EAW 9 0 Greenway Engineering September 25, 2015; Revised October 29, 2015 heritage Commons Rezoning signalized intersection with Airport Road; as well as providing right-of-way dedication for all regional transportation improvement projects within the property that are identified in the Comprehensive Policy Plan. These regional transportation projects are identified in the County Comprehensive Policy Plan Eastern Road Plan as Urban Pour -Lane Divided (U4D) and Urban Two -Lane (U2) road systems. The Interstate 81 Bridge, the dual -lane Roundabout, and the additional lane geometry for the urban four -lane divided collector between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road qualify as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The County Consulting Engineer has developed cost estimates for the Interstate 81 Bridge and the dual -lane Roundabout, and Greenway Engineering has developed cost estimates for the U41) collector. These cost estimates demonstrate that the regional road network Construction projects will exceed $5,000,000.00 in local funding by the Heritage Commons project. Additionally, the Heritage Commons Proffer Statement provides right -Of - way dedication for the U4D portions Of East Tevis Street and Warrior Drive, which total approximately 230,000 square feet and have an estimatcd land value of $1,380,000.00. Therefore, the proffered regional transportation program results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to the COI1SlrlICt011 Of public 10' asphalt pedestrian and bicycle facilities that are not required by County Code. These public pedestrian and bicycle facilities are located within the Buffalo Lick Run Open Space Area and along the regional road system between the Roundabout and the Route 522 South intersection with Airport Road. These public pedestrian and bicycle facilities are approximately 4,600 lineal feet and have a value of $68.00 per lineal feet based on information provided by the County Parks and Recreation Department, Therefore, the value for the public pedestrian and bicycle facilities is $312,800.00. It should be noted that this value does not include the public 8' asphalt pedestrian and bicycle facilities within the residential portions of' the project, nor the Concrete or asphalt pedestrian systems that C011llect the adjoining residential subdivision to the Heritage Commons project. Therefore, the proffered public pedestrian and bicycle facilities l-esults in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to establishing all escrow acC011llt in all initial am011llt Of $200,000.00 that will be continuously funded throughout the residential development program and utilized to mitigate student generation impacts to public schools. This monetary contribution provides for $3,000.00 per student when specific student generation thresholds are exceeded. The DIM assumes a student generation ratio of .256 students per apartment unit, which projects a total of 165 students for a 645 unit multi -family residential development. Therefore, this element of the project qualifies as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement coillillits to commercial development thresholds during the residential development program, the funding, coils tuctioil and right-of-way dedication for on -site and off -site regional road improvements, the funding and construction Of public pedestrian and bicycle facilities, and monetary contributions for student generation impacts. The projected cost of these proffered project commitments is $11,661,220.00, which provides for a positive fiscal impact of $2,708,620.00 for the Heritage Commons File 11370111C/Enw 10 Greenway Engineering September 25, 2015; Revised October 29, 2015 Heritage Commons Rezoning project. Therefore, the capital facilities impact costs for public school facilities, parks and recreation facilities, lire and rescue facilities, library facilities and general government facilities have been mitigated by the Heritage Commons Proffer Statement. The Heritage Commons Proffer Statement provides -fei- protection for operations associated with the Winchester Regional Airport. Heritage Commons will require disclosure of the Winchester Regional Airport facility location and flight patterns in Sales hteratllre, deeds and ]case agreements for the market -rate multifamily residential units. Additionally, Greenway Engineering has worked with the Winchester Regional Airport to determine structural height limits that will not impact airspace associated with airport operations based on horizontal and approach zones established by the Winchester Regional Airport. Additionally, the Winchester Regional Airport will SUbmit Site plans associated with the Heritage Commons project to the FAA to ensure that final Sll-UCtlll-al plans do not impact airport operations. AllaChments: Aerial Overview Mcip Exhibit Location and Zoning Map Exhibit SWSA & UDA Map Exhibil Environmental Fecaures Map Exhibit Soils Map Exhibit Historic Features Mcip Exhibit SensenylEastern Frederick Urbcm Area Plan i4,717chester Regional INT01-1 Structural Height Zones Exhibit rile 11370111C/Enw 11 • IMPACT STATEMENT HERITAGE COMMONS REZONING Shawnee Magisterial District Frederick County, Virginia TM 63-A-150, 64-A-10 & 64-A-12 150.59± Acres 'eptembel- 25 October 29, 2015 Current Owners: R 150 SPE, LLC Applicant: Greenway Engineering, Inc. Contact Person: Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 540-662-4185 Pile 1/37011IC/HAW • • Greenway Engineering September-23; October 29. 2015 Heritage Commons Rezoning HERITAGE COMMONS REZONING INTRODUCTION This report has been prepared for the purpose of assessing the impact on Fredrick County by the proffered rezoning of 150.59f acres owned by R 150 SPI , LLC. Tile 150.59± acres consists of three parcels identified as Tax Map Parcels 63-A-150, 64-A-10, and 64-A-12. The Subject parcels are located on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Tax Map Parcels 64-A-10 and 64-A-12 were rezoned to the B-2, Business General District (96.28 acres) and the RP, Residential Performance District (54.0 acres) with proffers approved by the Frederick County Board of Supervisors on September 28, 2005. R 150 SPE, LLC desires to rezone Tax Map Parcels 64-A-10 and 64-A-12 fi•onl the B-2, Business General District and the RP, Residential Performance District, and Tax Map Parcel 63-A-150 From the RA, Rural Areas District to establish 150.59± acres that will be zoned R-4, Residential Planned Community District with proffers. The R-4, Residential Planned C0111111111llty District zoning will allow for tile development of Heritage Commons, which is planned as an urban mixed -use C011m1ci-clal and residential community with regional transportation improvements. General Information Location: Fronting on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Magisterial District: Shawnee District Property ID Numbers: 63-A-150, 64-A-10, and 64-A-12 Current Zoning: B-2 General BUSincss District; RP, Residential Performance District, and RA, Rural Areas District Current Use: Unimproved Proposed Use: Urban Mixed -Use Commercial and Residential with Regional Transportation hnprovements Proposed Zoning: R-4, Residential Planned Community District Total rezoning area: 150.591 acres File /1370111CYEnw 2 O 0 Greenway Engineering gehlember�-5; October 29. 2015 I leritage Commons Rezoning COMPREHENSIVE POLICY PLAN Senseny/Eastern Frederick Urban Area Plan The Heritage COnllnOns urban mixed-LISC commercial and residential C011111llllllty is located within the Senseny/Eastern Frederick Urban Area Plan. The Senseny/Eastern Frederick Urban Area Plan is a future land use pall that identifies recommended land Uses and regional transportation improvements as a guide for future development within this geographic area Of the Co1111111Illity. The Heritage COnlnlOns Urban mixcd-LISC commercial and residential C011llllllllity is proffered to provide significant areas of commercial land Use within three land bays that are depicted oil the proffered I-Icritagc Commons Generalized Development Plan; to limit residential land use to a maxinllUrl of 645 market rate multi -family Units; and to enter into a County Managed Revenue Sharing Program Proicet Agreements to participate in the Implementation of regional transportation improvements. The Heritage Commons urban mixed -use commercial and residential CO111111LIlllty represents good planning practice; provides for regional transportation improvements that are necessary t0 accommodate growth within this geographic area of the community; and provides economic development opportunities needed for the commercial and employment land uses envisioned by the Senseny/Eastern Frederick Urban Area Plan. Urban Development Area The 150.591 acres proposed for the Heritage Commons urban mixed -use commercial and residential community is located within the Urban Development Area (UDA). Expansion of the Urban Development Area (UDA) is not required by this rezoning application. Sewer and Water Service Area The 150.591 acres proposed for the Heritage Commons urban mixed-Llsc commercial and residential c0nlnllnlity is located witilin the Sewer and Water Service Area (SWSA). Expansion Of the Sewer and Water Service Area (SWSA) is not required by this rezoning application. A. SUITABILITY OF THE SITE Flood Plains The subject property can be found on FEMA NFIP Map #51069CO218D Panel 218 of 375, dated September 2, 2009. A portion of Buffalo Lick Run and two small unnamed tributaries File 113701 FIC1EAw 3 0 0 Greenway Engineering geptember-2-5-, October 29, 2015 1leritage Commons Rezoning are located within the 150.591 acres, which are identified as being within the 100-year floodplain and are designated as "Zone A" on the FEMA NFIP Map. The remainder Of the site is located outside the 100-year floodplain in designated "Zone X". The proffered Heritage Commons Generalized Development Plan identifies a land bay entitled Buffalo Lick Run, which accounts for the designated floodplain area on the project site. Disturbance within the designated floodplain area will be limited to road crossing, utility installation, and COIlstrllCtiOn of a public trail system. Any impacts associated with floodplain disturbance will be in conformance with applicable gOVCrlIrnCllt 1'Cglllations and permitting requireIllents to mitigate impacts to this environmental featln'e. Wetlands The National Wetlands Inventory Map (NWI) and the Frederick County GIS database do not identify wetland areas within the 150.591 acres. The 150.59± acres will be analyzed subsequent to rezoning approval and prior to any development activities to determine the existence of wetlands. Any impacts associated with potential wetlands disturbance will be in conformance with applicable government regulations and permitting requirements to mitigate impacts t0 this environmental fcatllrC. Steep Slopes The 150.59± acres contains minor areas of defined steep slopes in conjunction with the Buffalo Lick Rim Land Bay area identified on the Heritage Commons Generalized Development Plan. Disturbance of steep slope features will be done In conforn-laI ce with applicable government reglllatiOns and permitting I'CquirelllentS to mitigate Impacts t0 this environmental featlll'e. Woodlands The 150.59± acres contaiIs minor areas Of matlli'C vegetation thl'011gl1011t the Buffalo Lick Run Land Bay and within a minor portion of Land Bay 3 identified on the Heritage Commons Generalized Development Plan. Development of Heritage Commons will necessitate the clearing Of some areas of mature vegetation; however, these developed areas will be required to comply with the landscaping 1'CglllI'Cl`nCntS of the Frederick County Zoning Ordinance, which will mitigate this impact. Soil Types The soil types contained in this tract have been obtained from the USDA Soil Survey of Frederick County and the Frederick County GIS database. There are nine soil types identified on the 150.591 acres: 113 Berks Channcry Silt Loam 2-7°"° slope 3B Blairton Silt Loam 2-7 6C Carbo-Oaklet Silt Loanl, very rocky 2-15°"° slope 8C Chilhowie Silty Clay Loanl 7-15°"° slope 9B & 9C Clearbrook Channcry Silt Loam 2-15°"° slope File 1/370111C/Enw 4 0 9 Greenway Engineering September-23; October 29, 2015 14B Frederick-Poplimento Loams 28 Lobdcll Silt Loam 32B Oaklet Silt Loam 41 C, 41 D & 41 E Weikert-Berks Channery Silt Loam I leritage Commons Rezoning 2-70"° slope Floodplaill 2-7% slope 7-65% slope Table 5 on page 123 of the USDA Soil Survey Of Frederick County, Virginia, identifies the 3B Blairton Silt Loam and 28 Lobdell Silt Loam soils as prime farmland. The Comprehensive Policy Plan identifies the 150.591 acres for future land use development; therefore, soils types that are conducive to agricultural practices are not planned to continue in this geographic area Of the C011111111111ty. B. SURROUNDING PROPERTIES Adjoining Property Zoning and Present Use: North: RP District B2 District South: RP District B2 District Fast: RP District West: City Of Winchester C. TRANSPORTATION Use: Residential Use: Church; Undeveloped Use: Residential (under construction) Use: Undeveloped Use: Residential Use: I-81; Residential; Commercial The 2030 Comprehensive Policy Plan Eastern Road Plan identifies a regional transportation network within the proximity Of the 150.591 acres, which includes the extension of Tevis Street in the City of Winchester to Front Royal Pike (US Routc 522) in Frederick County. This regional network includes an urban four -lane collector with an Interstate 81 flyover bridge, a dual Ia11C roundabout, and a new signalized intersection at Front Royal Pike. Additionally, this regional network includes an urban foul'-laile collector for the extension Of Warrior Drive, and a two-lane collector that intersects Front Royal Pike at the Airport Road signalized lntcrscctlon. Frederick County is a member of the Will -Fred Metropolitan Planning Organization (MPO). The MPO 2030 Transportation Plan identifies several Of the regional trallsportatloll network improvements as a candidate project (Project #i61) within the 2035 Constrained Long Range Plan. File 11370111C/EAW 5 0 • Greenway Engineering September-25; October 29, 2015 Heritage Commons Rezoning The Heritage Commons Proffer Statement and proffered Generalized Development Plan provide the ability for the identified regional transportation network to be realized within the 150.59± acres and the off -site Interstate 81 flyover bridge. The Proffer- Statement commits the Property Owner to enter into a County Managed Revenue Sharing Program Project Agreements for the Interstate 81 Bridge, the dual -lane Roundabout, and an urban four -lane divided C011CClor with curb and gutter, a 10' asphalt pedestrian and bicycle facility and 5' concrete sidewalk between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; to be responsible for the local funding match for- the regional road network projects that are identified ram6i—the i-epe-ty Owne'-/Gemity in the Revenue Sharing Program Agreements; to prohibit development within the Property until the Revenue Sharing Agreement IS CXCCLItCd; to dedicate right-of-ways within the 150.59± acres sufficient for all urban collector road systems identified by the Comprehensive Policy Plan; to require the initial residential and commercial development to be Served by the Section A Regional Road Improvement Project and limit the residential and commercial (level opment program Until COi1St1-LICt1Ol1 Commences for the Section B Regional Road Improvement Project; to llnllt land use development within Land Bay 3 based on traffic generation volumes that will utilize the signalized intersection at Madison Village Until street connection to the regional road network is provided within the project; and to prepare additional traffic studies when land uses developed within the 150.591 acres reach 20,000 ADT, which is below the traffic threshold determined to be acceptable in the previous traffic impact analysis study for the mixed-LISC commercial and residential project. The proffered transportation improvements implement significant components of the regional transportation network; c&Rd provide right-of-way SL1ffiClCrlt for the implementation of other components of the regional transportation network identified by the Comprehensive Policy Plan; and manage development activities within the Property until regional road improvements arc realized. Therefore, the Heritage Commons Proffer Statement adequately mitigates transportation impacts created by the project and accommodates regional traffic volumes not created by the project. D. SEWAGE CONVEYANCE AND TREATMENT The 150.591 acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (PCSA) is the public sanitary sewer provider for Frederick County. PCSA has sanitary sewer infrastl-LlctLlrC adjacent to the Heritage Commons project site that will allow for this project to be served by sanitary sewer, and has adequate treatment capacity at the waste water treatment plant. Based oil comparable discharge patterns, the Frederick County Sanitation Authority (FCSA) has determined that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet of commercial development is an appropriate calculation for estimating the sewer impact for the residential and commercial land uses. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections File 1137011IC/Enw 6 Grecnway Engineering September-25 October 29, 2015 I leritage Commons Rezoning Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out The proposed build -out of the Heritage Commons urban mixed -use commercial and residential project is estimated to add 199,757 gallons per day to the public sewage conveyance system. The development project Will direct effluent to the OWRF, which has a design capacity of 12.6 MGD. The Frederick -Winchester Service Authority (FWSA) has advised that Frederick County owns 5.475 MGD of the total design capacity and is currently using 2.434 MGD, or 44% of this allocated capacity. The Heritage Commons urban mixed - use commercial and residential project is estimated to utilize 6.5% of the remaining design capacity allocated to Frederick County at build -out; therefore, the OWRF has adequate capacity to provide treatment of the projected sewer demand Of 199,757 GPD created by the Heritage Commons project. C. WATER SUPPLY The 150.591 acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA), The Frederick County Sanitation Authority (FCSA) is the public water service provider for Frederick County. FCSA has public Water illlrastrUCtUre adjacent to the Heritage Commons project site, which includes a 20" Water transmission lute that will allow for this project to be served by public water and looped to provide adequate water pressure. Based on comparable consumption estimates, the Frederick County Sanitation Authority (FCSA) has determined that that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square I'M of commercial development is an appropriate calculation for estimating the Water impact for the residential and commercial laud uses. The figures below represent the impact that the total build-Olit Of the proposed land Uses Will have Oil the water supply and treatment systems. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -Out Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out File #370111C/EAW 7 i 0 Greenway Engineering September-23; October 29, 2015 heritage Commons Rezoning The FCSA 20" water transmission main provides potable water from the James Dichl Water Treatment Plant. The James Dichl Water Treatment Plant has the ability to provide 3 MGD of potable water daily. Additionally, FCSA has the ability to Obtain Water from other sources to fill-lhC1' Supplement water demands from development within the UDA and the SWSA. Therefore, the projected 199,757 GPD water demand created by the Heritage Commons project can be accommodated by FCSA. F. SITE DRAINAGE The 150.591 acres generally drains to Buffalo Lick Run and then downstl-Calif under FroIlt Royal Pike (Route 522) towards the Opequon Creek. Stormwater management will be designed to accommodate the 2014 Frederick County requirements for stormwater quality and stormwater gUalltlty. Stormwater management facilities and tl'catment 111CaSLIi-CS Will occur during the regional road system design process, which will require approval by the C011llty Engineer and Virginia Department of Transportation; as well as during Specific site development plans, which will require approval by the County Engineer. The Heritage CO111I11011S Urban Il11Xed Use C011llllel'Clal and residential project will be designed to comply With these stormwater management 1'Cgllll'CI11Ci1tS as a Condition Of land dlStUrbance; therefore, there will be no adverse impacts to adjoining properties or to the Buffalo Lick Run watershed associated with this project. G. SOLID WASTE DISPOSAL The impact on solid waste disposal facilities can be projected fi-om an average annual bllSillCSS C0i1SUlllptloll oflandfill volume of 5.4 cubic yards per 1,000 square feet Of Stl'IICtUral floor area and an average allilllal residential consumption of 5.4 cubic yards per household (Civil Engineeiing Reference Manual, 4`l' edition). The following figures Show the increase in average annual volume based on the 642,422 square feet of commercial land use, and 645 residential units that are projected to develop within the Heritage Commons project: AV = 5.4 Cu. Yd. per 1,000 square feet AV = 5.4 Cu. Yd. x 642.42 (642,422 sq.ft./1,000 sq.ft.) AV = 3,469 Cu. Yd. at commercial build-out/yr, or 2,428 tons/yr at build -out AV = 5.4 Cu. Yd. per household AV = 5.4 Cll. Yd. x 645 residential units AV = 3,483 Cu. Yd. at residential build -out, or 2,438 tons/yr at build -out TOTAL AV = 4,866 tons/yr at build -out The Municipal Solid Waste area Of the Regional Landfill has a CUrrent remaining Capacity Of 13,100,000 cubic yards of air space. The projected build -out of the Heritage Commons project will generate 4,866 tons of solid waste at build -out annually on average. This File 1/37011IC/1-AW 8 • LJ Greenaay Engineering September-25; October 29. 2015 l leritage Commons Rezoning represents a 2.43% increase in the anilLlal solid Waste received by the MLIlliClpal Solid Waste area of the Regional Landfill, which currently averages 200,000 tons per year. The Heritage C01111110i1S IlliXCCI-LISC C0111111ct'Clal and residential land Uses Will 11t111ZC commercial waste haulers for trash pickup Service; therefore, impacts at the citizen convenience centers will be non-existent, and tipping fees will be generated that will create a continuous revenue source for the Regional Landfill by the Heritage Commons project. H. HISTORICAL SITES AND STRUCTURES The Frederick County Rural Landmarks Survey identifies Russell Place (#34-431) as a potentially significant historic resource associated with the 150.591 acres. The Virginia Division of Historic Landmarks survey form specified that neither the house nor any of the outbuildings Would qualify for historic significance individually. Instead the farmland, with the Cluster of farm buildings taken in this context was determined to be potentially significant. The survey refers to this farm as one of the last examples near Winchester of a sort of land use that was once "typical" all around the city. However, the future land use and regional transportation network recommended by the Comprehensive Policy Plan demonstrates that farmland will not be a Cultural resource that should be considered for development applications in this geographic area of the community. Additionally, the house and farm buildings have been razed and the property has not been actively farmed since the 2005 rezoning approval that was granted for the 150.59± acres. I. IMPACTS ON COMMUNITY FACILITIES The Heritage Commons mixed -use residential and commercial project proffers a maxillll1111 of 645 market rate multi -family residential units. The County's Development Impact Model (DIM) does ilot differentiate between market fate multi -family units, conventional mult1- fallllly U111tS, Or SUbSldlzed 111LI1t1-family Units. The Current fiscal impact assumed by the DIM for apartinCi1t 11111tS is $13,880.00 per unit. Therefore, a stand-alone 645 unit multi -family residential development would be projected to have a capital facilities fiscal impact of $8,952,600.00. The Heritage Commons Proffer Statement commits to 50,000 square feet of commercial development prior t0 the 300t1' market -fate lllllltl-fallllly Llnit, all additional 50,000 57,500 square feet of commercial development prior to the 600t1' market -rate multi -family unit. 645-"' ffiffl-ket e „anti f mily ,."''. The DIM Output MOdUIC demonstrates a 50% reduction in normal capital facilities fiscal impacts based on these proffered conditions. Therefore, the proffered commercial development progr'alll 1'MIRS ill a fiscal impact credit towards the $ 1 3,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to providing the local funding match for the construction of the Interstate 81 Bridge, the dual -lane Roundabout, and an urban four - File /1370111C/EAW 9 E • Greenway Engineering September-2-5 October 29, 2015 heritage Commons Rezoning lane divided collector between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; as well as providing right-of-way dedication for all regional transportation improvement projects within the property that are identified in the Comprehensive Policy Plan. These regional transportation projects are Identified in the County Comprehensive Policy Plan Eastern Road Plan as Urban FOUr-Lane Divided (U4D) and Urban Two -Lane (U2) road systems. The Interstate 81 Bridge, the dual -lane Roundabout, and the additional lane geometry for the urban four -lane divided collector between the dual -lane Roundabout and Route 522 SOUIth at the signalized intersection with Airport Road qualify as a Fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The County Consulting Engineer has developed cost estimates for the Interstate 81 Bridge and the dual -lane Roundabout, and Greenway Engineering has developed cost estimates for the U41) collector. These cost estimates demonstrate that the regional road network constr'UCtlOn projects will exceed $5,000,000.00 in local funding by the Heritage Commons project. Additionally, the Heritage Commons Proffer Statement provides right-of- way dedication for the U41) portions of East Tevis Street and Warrior Drive, which total approximately 230,000 square feet and have an estimated land value of $1,380,000.00. Therefore, the proffered regional transportation program results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to the COnStl'rICti011 of public 10' asphalt pedestrian and bicycle facilities that are not required by County Code. These public pedestrian and bicycle facilities are located within the Buffalo Lick Run Open Space Area and along the regional road system between the Roundabout and the Route 522 South intersection with Airport Road. These public pedestrian and bicycle facilities are approximately 4,600 lineal feet and have a value of $68.00 per lineal feet based on information provided by the County Parks and Recreation Department. Therefore, the value for the public pedestrian and bicycle facilities is $312,800.00. It Should be noted that this value does not include the public 8' asphalt pedestrian and bicycle facilities within the residential portions of the project, nor the concrete Or asphalt pedestrian systems that connect the adjoining residential subdivision to the Heritage Commons project. Therefore, the proffered public pedestrian and bicycle facilities results in a fiscal impact credit towards the $13,880.00 per Unit value projected by the DIM. The Heritage Commons Proffer Statement commits to establishing an escrow account in the in an initial amount of $200,000.00 that will be Continuously funded throughout the residential development program and utilized to mitigate student generation impacts to public schools. This monetary contribution provides for $3,000.00 per student when specific student generation thresholds are exceeded. The DIM assumes a student generation ratio of .256 StUdClltS per apartment Unit, which projects a total of 165 Students for a 645 Unit Illrlltl- family residential development. Therefore, this clement Of the project qualifies as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to commercial development thresholds during the residential development program, the funding, construction and right-of-way dedication for on -site and off site regional road improvements, the funding and construction Of public pedestrian and bicycle facilities, and monetary contributions for student generation impacts. The projected cost of these proffered project commitments is $11,661,220.00, File 1137011IC/EAw 10 Y Greenway Engineering September-23 October 29. 2015 Heritage Commons Rezoning which provides for a positive fiscal impact of $2,708,620.00 for the Heritage Commons project. Therefore, the capital facilities impact costs for public school facilities, parks and recreation facilities, fire and rescue facilities, library facilities and general government facilities have been mitigated by the Heritage Commons Proffer Statement. The Heritage Commons Proffer Statement provides fer protection for operations associated with the Winchester Regional Airport. Heritage Commons will require disclosure of the Winchester Regional Airport facility location and flight patterns in sales literatUre, deeds and lease agreements for the market -rate multi -family residential units. Additionally, Greenway Engineering has worked with the Winchester Regional Airport to determine structural height limits that will not impact airspace associated with airport operations based on horizontal and approach and eE) rieal zones established by the Winchester Regional Airport. Additionally, the Winchester Regional Airport will submit site plans associated with the Heritage Commons project to the FAA to ensure that final structural plans do not impact airport operations. Attachments: Aerial Overview Ntap Exhibit Location oud 7_oning Mcrp Exhibit SWSA & UDA Map Exhibit Environmental F'eature.v Map Exhibit Soils Map Exhibit historic Features Map Exhibit Sensen))/Eastern Frederick Urban Area Plan Winchester Regional AiT01'1 Structural height Zones Exhibit File 11370111C/EAW 0 • REZONING APPLICATION #10-15 Heritage Commons Staff Report for the Planning Commission Prepared: November 4, 2015 Staff Contacts: Michael T. Ruddy, AICP, Deputy Director PROPOSAL: This is a request to rezone 96.28 acres from B2 (Business General) District to R4 (Residential Planned Community) District, 54 acres from RP (Residential Performance) District to R4 (Residential Planned Community) District, and .31 acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers. The total acreage is 150.59 acres to the R4 (Residential Planned Community) District. LOCATION: The site fronts on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and has frontage on the cast side of Interstate 81. EXECUTIVE SUMMARY & STAFF CONCLUSION FOR THE 11/18/2015 PLANNING COMMISSION MEETING: The Heritage Commons rezoning application is a request to use the R4 (Residential Planned Community) Zoning District, with modifications and proffers, to construct a development with 645 residential units and commercial uses. The project is located on the 150-acre property commonly known as Russell 150. The 645 residential units may include multifamily units and multifamily residential units combined with commercial structures. Following the regnired public hearing, a reco 1I11 en(latlon reganfing thi.y rezoning application t0 the Board ofSupervisols would be appropriate. The applicant should be prepared to adeguatel), address all concerns raised bh the Planning Commission. Rezoning #02-14 Heritage Commons November 4, 2014 Page 2 This report is prepared by the Frederick County Planning Staff to provide illfornaation to the Planning Commission and the Board of Supervisors to assist them in making a decision on this application. It may also be useful to others interested in this zoning matter. Unresolved issues concerning this application are noted by staff where relevant throughout this staff report. Reviewed Action Planning Commission: 11/18/15 Pending Board of Supervisors: 12/09/15 Pending PROPOSAL: This is a request to rezone 96.28 acres from B2 (Business General) District to R4 (Residential Planned Community) District, 54 acres fi•om RP (Residential Performance) District to R4 (Residential Planned Community) District, and .31 acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers. The total acreage is 150.59 acres to the R4 (Residential Planned Community) District. LOCATION: The site fronts on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and has frontage on the east side of Interstate 81. MAGISTERIAL DISTRICT: Shawnee PROPERTY ID NUMBER(S): 64-A-10, 64-A-12, 64-A-150 PROPERTY ZONING: B2 (Business General) District, RP (Residential Performance) District and RA (Rural Areas) District PRESENT USE: Vacant ADJOINING PROPERTY ZONING & PRESENT USE: North: RP (Residential Performance) B2 (Business General) South: RP (Residential Performance) B2 (Business General) East: RP (Residential Performance) West: City of Winchester Use: Residential/Institutional Vacant Use: Vacant (Madison Village) Vacant Use: Residential Use: Residential/Vacant PROPOSED USES: 645 residential units and commercial uses. Rezoning 1102-14 Heritage Commons November 4, 2014 Page 3 REVIEW EVALUATIONS: Please see attachecl tables and applicant's responses for the following reviewing agencies: Frederick County Attorney: Please see allached letter dated October 28, 2015 from Roderick B. 14,71liams, Countt)) Attorney. Virginia Departhnent of Transportation: Please see attached email dated October 16, 2015 from Je%f Lineberl.y. Frederick County Public Schools: Please see allached letter from K. H,'ayne Lee, Jr., AP dated September 30, 2015. Frederick County Public Works: Please see allached letter from Harvey E. Strcnvsllyder, Jr., P.E. dated September 25, 2015. Frederick County Parks and Recreation: Please see allached email from Jonathan 7'arlcel, Parr and Steivar(lvhip Planner dated Septenther 28, 2015. Fire Marshal: Plans approved clated 09/18/15 Frederick County Sanitation Authority: I'lease see attached letter front Uwe E. ffleindel, PE., Engineer -Director dated September 15, 2015. Frederick -Winchester Service Authority: No comments regarding wastewater treatment capacity. Winchester Regional Airport: Please See attached letter from Serena Manuel, Executive Director dated October 21, 2015. City of Winchester: Please see allached letter front Perry Eisenach, PE., Public Services Director, clated September 22, 2015 Planning & Zoning: 1) Site History The original Frederick County Zoning Map (U.S.G.S. Winchester Quadrangle) identifies these properties as being zoned R-1 (Resiclential Limited). The parcels were re -mapped fi•om R-1 to A-2 (Agricultural General) pursuant to the County's comprehensive downzoning initiative (Zoning Amendment Petition 01 1-80), which was adopted on October 8, 1980. The County's agricultural zoning districts were subsequently combined to form the RA (Rural Areas) District Upon adoption of an amendment to the Frederick County Zoning Ordinance on May 10, 1989. The corresponcling revision of the zoning map resulted in the re -mapping of the subject property and all other A-1 and A-2 zoned land to the RA District. • Rezoning #02-14 Heritage Commons November 4, 2014 Page 4 Properties 64-A-10 and 64-A-12 were rezoned in 2005 fi•onl the RA District to the B2 and RP Districts with Rezoning Application #01-05 for Russell 150 with proffers. The proffers approved with Rezoning #01-05 are attached. In 2014, the initial Heritage Commons rezoning application was submitted to the County for review. Ultimately, on 2015, the Frederick County Board of Supervisors denied rezoning application RZ# On October 13, 2015, this current Heritage Commons rezoning application, RZ#10-15 was submitted 2) Comprehensive Policy Plan Land Use Transportation Corridor Appearance Buffers 3) Potential Impacts Fiscal Impacts County Development Impact Model The County's Development Impact Model (DIM) is utilized to project the capital fiscal impacts that a residential development will place on the county over a 20-year period. Through an extensive review in 2013/2014, the DIM policy was reaffirmed that the DIM projection would consider residential capital fiscal impacts and would not consider credits for commercial components of a development proposal. On June 10, 2015, the Board of Supervisors adopted the updated DIM for use in FY2015. The DIM projects that on average, residential development has a negative fiscal impact on the County's capital expenditures. As such, all rezoning petitions with a residential component submitted after July 1, 2015 will be expected to demonstrate how the proposal will mitigate the following projected capital facility impacts: Single Family Dwelling Unit = $ 19,681 Town Home Dwelling Unit = $ 13,681 Apartment Dwelling Unit = $ 13,880 The following is a breakdown of the projected impacts per dwelling unit for each capital facility. 0 • Rezoning 1/02-14 — 1-Icritage Commons November 4, 2014 Page 5 Capital facility Single Family Town Home Apartment Fire And Rescue $ 547 $ 406 $ 412 General Governmcnt $ 1,373 $ 1,050 $ 1,050 Public Safety $ 0 $ 0 $ 0 Library $ 442 $ 338 $ 338 Parks and Recreation $ 1,819 $ 1,391 $ 1,391 School Construction $ 15,499 $ 10,495 $ 10,689 Total $ 19,681 $ 13,681 $ 13,880 Traffic INp(rct Analysis Transportation Approach 1. Design Modification Document • Modification #1— Proffered Master Development Plain • Modification #2 — Permitted Uses. • Modification #3 — Mixture of Housing, Types Required. • Modification #4 — Residential Density. Modification #S — Commercial & Industrial Areas. • Modification #6 — Open Space. • Modification #7— I3rrflers• and Scr'eenrur�7. • Modification #8 — Road Access. • Modification #9 — Phasin. • Modification #10 — Height Limitation and Dimensional_ and Intensity Reguiremernts • Modification #11— Multifamily Residential Buildings. • Modification #12 — Modified Apartment Building. 2. Uses, Density and Mix: Residential Uses Commercial Uses: Industrial Uses: i Rezoning 402-14 - Heritage Commons November 4, 2014 Page 6 3. Capital Facility Impacts: 4. Multi -Modal Transportation Improvements: 5. Stormwater Quality Measures: 6. Recreational amenities: 8. Phasing: SUMMARY FROM THE 09/03/2014 STAFF APPLICATION BRIEFING: CONCLUSIONS FOR 11/18/15PLANNING COMMISSION MEETING: Following the required public hearin,-, a recommendation re,-ardin,- this rezonilzQ application to the Board of Supervisors would be appropriate. The applicalat should be prepared to -adequately address all concerns raised by the Planuhm Commission. TO: Evan Wyatt Greenway Engineering FROM: Michael T. Ruddy, AICP Deputy Director RE: Rezoning Comments: Heritage Commons 2015 Rezoning. East of I-81, West side of Front Royal Pike (Route 522 South), immediately across from Airport Road; PIN's 63-A-150, 64-A-10, and 64-A-12, totaling 150.59 acres. DATE: October 16, 2015 The following comments are offered regarding the Heritage Commons 2015 Rezoning Application. This is a request to rezone the approximately 150 acres that makeup the Russell 150 rezoning (RZ#01- 05) from the B2 (General Business) District, RP (Residential Performance) District, and a small piece 0 0 Rezoning 1102-14 — Heritage Commons November 4, 2014 Page 7 of RA (Rural Area) District to the R4 (Residential Planned Community) with proffers. The review is generally based upon the proffer statement with a May 20, 2015 revision date and the Impact Analysis Statement dated September 8, 2015, and the subsequent submission of a revised proffer statement and impact analysis dated September 25, 2015. Prior to formal SL1bmission to the C011llty, please enSL11'C that these comments and all review agency comments are adequately addressed. At a I11111111111111, a letter dCScribing how each of the ageIcies and their comments have been addressed should be included as part of the submission so ally changes call be appropriately evaluated by the reviewing agencies, and more importantly, the Planning Commission, and Board of Supervisors. General 1) Based on acreage of 150.59 acres, the submission fee for this application would total $25,029.50. 2) As always, please provide a rezoning plat, including a metes and bounds description of the rezoning. 9 0 Rezoning #02-14 — Heritage Commons November 4, 2014 Page 8 Heritage Commons 2015 Rezoning. October 16, 2015 Page 2 Land Use 1) The 2030 Comprehensive Plan and the Senseny/Eastern Frederick Area Plan provide guidance on the future development of the property. The property is located within the UDA and SWSA. The 2030 Comprehensive Plan identifies this property with an employment and commercial land use designation and a high density residential land use designation. The employment land use designation supports commercial development. The high density residential designation is located generally south of Buffalo Lick Run, adjacent to other proposed higher density residential land uses. The employment land uses are generally north of Buffalo Lick Run and west of future Warrior Drive. 2) The application provides for a Generalized Development Plan (GDP), included in the proffer statement that identifies three land bays and shows their location within the property. The proffer statement contains a land use matrix that further defines the land uses within the land bays. Land Bay 1 contains only commercial land uses. Land Bay 2 contains a mix of residential land uses and commercial land uses with the majority being residential land uses (75-80 percent). Land Bay 3 contains a potential mix of commercial and residential land uses 3) This application should address the discrepancy between the proffered land uses identified in the GDP and matrix with the land uses identified in the 2030 Comprehensive Plan to a greater extent. In particular, Land Bay 3 and the area of predominately commercial land uses within the area identified for higher density residential land uses, generally south of Buffalo Lick Run. 4) The application identifies itself as an urban mixed use commercial and residential community, and in many cases describes this environment. It should be recognized that the proffer statement does not fully implement such a development. Urban Center designation is envisioned to be a more intensive, walkable urban area with a larger commercial core, higher densities, and designed around some form of public space or focal point, located in close proximity to major transportation infrastructure. hnpact Analysis and Proffer Statements. Please address the following items from the revised hnpact Analysis and Proffer Statement prepared for this Application. • 0 Rezoning 1102-14 — Heritage Commons November 4, 2014 Page 9 Heritage Commons 2015 Rezoning. October 16, 2015 Page 3 I ) The current proffer statcment directly ties the development of the land uses to road improvements. Significantly, it provides that all improvements Nvill be in place to support the development with the initiation of the development. Recognizing this approach may no longer be feasible, the proffer statement should still seek to link those transportation improvements that are developer obligations, current or future, to the land use plan to a greater extent. It appears as though the only reference to linking the development to the transportation improvements is in Section G. 2) where the Owner is limited to 175 residential units and 50,000 square feet of con-uncrcial land use until the Section B Regional Road Improvements commence. Notwithstanding the approach to utilize the Revenue Sharing Program approach as the tool to implement several of the transportation improvements, the proffer statement should be clearer in linking locations of land use to transportation improvelllents. 2) The possibility would appear to exist that the initial development anticipated above could occur without any improvements being in place. Please ensure this is addressed. 3) With regards to the revenue sharing approach, the Board of Supervisors should ultimately determine if this mechanism is appropriate to be the foundation of an applications transportation approach. Further, it should be determined if such an approach is acceptable Nvhen considering there is no other commitment by the Applicant to implement the transportation improvements associated with this request and property. 4) The approach taken by the Applicant to enter into a Revenue Sharing Agreement for the regional road systems identified on the GDP within 30 days of a non -appealable rezoning approval clearly brings into question what the fall back approach to the transportation improvements would be. It should be clear that development would not occur in some form of statement, rather than inaction rMlIting in rendering the project in violation of its recently approved proffered commitments. 5) Staff would suggest an additional proffer that would restrict development without an executed revenue sharing agreement between the County and the Applicant. 6) Warrior Drive is a key component of the County's primary regional road system identified in the Comprehensive Plan and is located on the property. This application should fully recognize Warrior Drive and ilnplenlent its construction. 7) Airport Road between Route 522 and the Warrior Drive/Tevis Street roundabout is currently proffered as a U4D, the TIA originally related to the rezoning of the property further supported this standard and the trips discussed in this current application remain significant. A U4D would appear to still be warranted by this development. Therefore, credit towards its implementation based on its minor collector road designation on the Comprehensive Plan may not be appropriate. Rezoning #02-14 — Heritage Coimnons November 4, 2014 Page 10 Heritage Commons 2015 Rezoning. October 16, 2015 Page 4 A) 8) With regards to the private streets, it may be overall a preferred approach if there was at least a public street providing access in Land Bay 3 fi•om the existing public street in the adjacent Madison Village project to the future Warrior Drive. In addition, consider a public street from the road just mentioned to the road identified as Section A that would provide inter parcel access over Buffalo Lick Run. Currently, only public streets and utilities are allowed to cross such wetlands, natural waterways, and riparian buffers. 9) The entrance directly onto Route 522 should be removed as it is located in relative close proximity to the recently approved entrance for the Madison Village project and just south of the main project access at Airport Road. The land use plan for this area supports minimizing entrances along Route 522. 10) The application has proposed an alternative approach to addressing the impacts to Community Facilities. The Board should ultimately determine if such an approach is appropriate. Current Board policy recognizes that the impacts to community facilities by certain types of residential development, illustrates those potential impacts with the Development Impact Model (DIM), and anticipates that the Applicant will fully address those impacts. 11) Schools are one component of the DIM. The potential impacts to other community facilities should be addressed. 12) The Application should clarify the values used to determine the credit you would like to receive for the reduction in the proffers from that identified in the DIM to that proffered in the application. 13) It would appear as though the negative fiscal impacts associated with the residential uses proposed on the property have not been satisfactorily addressed. 14) Please clarify if the number of residential units proposed includes those that may be included within the modified residential units incorporated into the commercial project. 15) Please correct the rezoning number in the proffer statement to ultimately recognize this new, substantially different application. 16) Should the original date of the proffers be the current date associated with this request for the R4 district rather than the original rezoning date for the Russell 150 project? 17) The RA portion of the property should be included in the preliminary matters section of the proffer statement. 18) The proffer statement includes language describing market rate residential land uses. The Board has typically recognized residential uses by housing type rather than by a particular style. Staff would suggest removing the market rate nomenclature, or alternately, providing more detail in the definition of market rate so that the County can better administer this proffer should it become an issue. 19) Please identify why an eight foot wide trail is being proffered rather than the typical standard of ten feet. 20) Please clarify why the escalation clause has been removed fi•om the proffer statement. 0 0 Rezoning 1/02-14 — Heritage Commons November 4, 2014 Page 11 Heritage Commons 2015 Rezoning. October 16, 2015 Page 5 The following transportation comments have been provided by Mr. John Bishop, County Transportation Planner. Thank you for the 01)portunity to comment. B) 1. A number of transportation items previously fully proffered have been removed or modified as follows. a. $1,000,000 in cash proffers for transportation. It should be noted that this proffer was meant to address the fact that there were additional offsite impacts that the Original rezoning could not directly address. For example, the original rezoning was not able to connect the Tevis extension across Glaize and the Church property to the north and in the original TIA the intersection Of Route 17/50, Route 522, and I-S 1 was noted to need regional level improvements. b. Construction of the Warrior Drive (Section D on your GDP) has been replaced with right of way dedication. This is all Important section Of the County's comprehensive plan to put in place a regional network to address traffic cause(] by new development. It's removal also appears to potentially be leaving land bay 3 with inadequate access. C. Construction of TCVIs Extension t0 yOL11- 110rt11CI.11 1)1'01)Crty line (SCCtI011 C O11 yOU1. GDP) has been replaced with right Of way dedication. Once again, this is a comprehensive planned road that filrthcrs the development of the regional network and helps to offset this new development. It's removal, combined with the removal of Warrior drive, has potential to reduce future ingress and egress points for this core portion Of the development from 3 to 1. 2. The language regarding revenue sharing agreements for section A and section B of your GDP appears to suggest multiple agreements. The preference of staff would be for this to be handled as a single agreement. Additionally, while I believe the deadline established for entering the I-CVClllle sharing agreement iI1tend to commit t0 no land devclopmment moving forward without that agreement in place, I think the language should be modified to be more specific and clear on this point. With revenue sharing at the heart Of how the proffers will be implemented, it must be unfailingly clear that development cannot proceed without that agreement. 3. In section G6 there is a note that the trip generation from land bay 3 could exceed 2,550 following the construction of street access that connects land bay 3 to the regional road system serving land bay 2. Please clarify what type of connection is envisioned. This may be where the reinstatement of Warrior Drive could be considered. Heritage Commons 2015 Rezoning. 0 s Rezoning #02-14 — Heritage Commons November 4, 2014 Page 12 October 16, 2015 Page 4 In conclusion, please ensure that the above comments, and those offered by the reviewing agency are addressed. Additional comments may be provided upon receiving updated information pertaining to this rezoning application. Cc: Rod Williams, County Attorney John Bishop, Deputy Director Transportation MTR/pd 17 (�(W— /� ('`A� Ite14 4vv-vL, tA,� U-Y�' "A-, A (-,Vt (4 qf P � ft'�U WAZ � -� P rv�J UW k`ZzL4 Uv� t7 S v G� G I�cfie a�'' `- • • IMPACT STATEMENT HERITAGE COMMONS REZONING Shawnee Magisterial District Frederick County, Virginia TM 63-A-150, 64-A-10 & 64-A-12 150.59± Acres September 25, 2015 Current Owners: R 150 SPE, LLC Applicant: Greenway Engineering, Inc. Contact Person: Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 540-662-4185 Pile #3701 HUHAW Cireenway lingineering • September 25, 2015 • Flerilage Commons Rezoning HERITAGE COMMONS REZONING INTRODUCTION This report has been prepared for the purpose of assessing the impact on Fredrick County by the proffered rezoning of' 150.59± acres owned by R 150 SPE, LLC. The 150.59± acres consists Of three parcels identified as Tax Map Parcels 63-A-150, 64-A-10, and 64-A-12. The subject parcels are located on the west side of' Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Tax Map Parcels 64-A-10 and 64-A-12 were rezoned to the B-2, Business General District (96.28 acres) and the RP, Residential Performance District (54.0 acres) with proffers approved by the Frederick County Board of Supervisors on September 28, 2005. R 1.50 SPE, LLC desires to rezone Tax Map Parcels 64-A-10 and 64-A-12 from the B-2, Business General District and the RP, Residential Performance District, and Tax Map Parcel 63-A-150 from the RA, Rural Areas District to establish 150.59± acres that will be zoned R-4, Residential Planned COI11111LInity District with proffers. The R-4, Residential Planned C0111111LIllity District zoning will allow for the development of Heritage Commons, which is planned as all Urban MiXed-L1Se COI1 mercial and residential CO1nIllLlIllty With regional transportation improvements. General Information Location: Fronting on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Magisterial District: Shawnee District Property ID NLllllbel'S: 63-A-150, 64-A-10, and 64-A-12 C1.11-1'ellt Z011lllg: B-2 General Business District; RP, Residential Performance District, and RA, Rural Areas District Current Use: Unimproved Proposed Use: Urban Mixed -Use Commercial and Residential with Regional Transportation Improvements Proposed Zoning: R-4, Residential Planned Community District Total rezoning area: 150.59± acres file #3701110HAW 0 • Greenway Engineering September 25, 2015 Heritage Commons Rezoning COMPREHENSIVE POLICY PLAN Senseny/Eastern Frederick Urban Area Plan The Heritage Commons urban mixed-LISC Commercial and residential C0111111Linity is located within the Senseny/Eastern Frederick Urban Area Plan. The Senseny/Eastern Frederick UrbaIl Area Plan is a 1LILUre land Use plan that Identifies recommended land USES and I'egional transportation improvements as a guide for future development Within this geographic area of the C0I11111LInity. The Heritage COnlnlOnS urban mixed -use commercial and residential community is proffered t0 provide significant areas Of commercial land IISC Within three laIld bays that are depicted On the pIoffered Heritage Commons s Generalized Development Plan; t0 limit residential land use to a maximum of 645 market fate 111U1L1-family Units; and to eIlter into COLIilty MaIlaged Revenue Sharing Program PrOlecL Agreements to participate in the implemeIltation Of regional transportation improvements. The Heritage Commons Urban mixed -Use commercial and residential co111r11Unity represents good planning practice; provides for regional transportation improvements that are necessary to accommodate growth within this geographic area Of' the COI11111Llnity; and provides economic development opportunities needed for the commercial and employment land uses envisioned by the Senseny/Eastern Frederick Urban Area Plan. Urban Development Area The 150.59± acres proposed for the Heritage C0111111onS Urban mixed-LISe commercial and residential COnllnunity is located within the Urban Development Area (UDA). Expansion of the Urban Development Area (UDA) is not required by this rezoning application. Sewer and Water Service Area The 150.59± acres proposed for the Heritage Commons Urban mixed-LISe commercial aild residential COIIIInuniLy is located within the Sewer and Water Service Area (SWSA). Expansion of the Sewer and Water Service Area (SWSA) is not required by this rezoning application. A. SUITABILITY OF THE SITE Flood Plains The Subject property can be found on FEMA NFIP Map #51069CO218D Panel 218 of 375, dated September 2, 2009. A portion of BLlffal0 Lick RLin and two small Unnamed tributaries File ##37011IC/IinW 3 (ireenway Engineering September 25, 2015 Heritage Commons Rezoning are located within the 150.59± acres, which are identified as being within the 100-year floodplain and are designated as "Zone A" on the FEMA NFIP Map. Tile remainder of the site is located Outside the 100-year floodplain in designated "Zone V. The proffered Heritage Commons Generalized Development Plan identifies a land bay entitled Buffalo Lick Run, which accounts for the designated floodplain area On the project site. Disturbance within the designated floodplain area will be limited to road Crossing, Utility Installation, and COilStrUCtion of a public trail System. Any impacts associated with floodplain diStUrbance will be in conformance with applicable government regulations and permitting requirements to mitigate illlpacts to this environmental feature. Wetlands The National Wetlands Inventory Map (NWI) and the Frederick County GIS database do not identify wetland areas within the 150.59± acres. The 150.59± acres will be analyzed SUbsegUent to rezoniIlg approval aid prior to any development activities to deterilline the existence Of wetlands. Any impacts associated with potential wetlands disturbance will be in conformance with applicable government regulations and permitting requirements to mitigate iillpacts to this environmental featlirC. Steep Slopes The 150.59± acres contains minor areas of defined steep slopes in conjunction with the Buffalo Lick Run Land Bay area identified on the Heritage Commons Generalized Development Plan. Disturbance of steep Slope features will be done in conformance with applicable government regulations and permitting regUlrC111CIAS to mitigate impacts to this environmental featlll'C. Woodlands The 150.59± acres contains minor areas of matUrC vegetation thrOUg110Ut the BLlffalo Lick Rllll Land Bay and within a minor portion of' Land Bay 3 identified on the Heritage Commons Generalized Development Plan. Development of Heritage Commons will necessitate the Clearing Of some areas Of rnatul'C vegetation; however, these developed areas will be required to comply with the landscaping reClUirei entS of the Frederick County Zoning Ordinance, which will Mitigate this impact. Soil Types The soil types contained in this tract have been Obtained from the USDA Soil Survey of Frederick County and the Frederick County GIS database. There are nine soil types identified on the 150.59± acres: I B Berks Channery Silt Loam 2-7�1" slope 3B Blairton Silt Loam 2-7rslope 6C Carbo-Oaklet Silt Loam, very rocky 2-1.5"slope 8C Chilhowie Silty Clay Loam 7-15r�slope 9B & 9C Clearbrook Channery Silt Loam 2-15rslope File 11370111C/IiAw 4 CJ Greenvay 1?nginecring September 25, 2015 Heritage Commons Rezoning 14B Frederick-Poplimento Loams 28 Lobdell Silt Loam 32B Oaklet Silt Loam 41 C, 41 D & 41 E Weikert-Becks Channery Silt Loam 2-7`7" slope Floodplain 2-7% slope 7-65`7" slope Table 5 on page 123 of the USDA Soil Survey of Frederick County, Virginia, identities the 3B Blairton Silt Loam and 28 Lobdell Silt Loam soils as prime farmland. The Comprehensive Policy Plan identifies the 150.59± acres for future land use development; therefore, soils types that are Conducive to agricultural practices are not planned to continue in this geographic area of the Community. B. SURROUNDING PROPERTIES Adjoining Property Zoning and Present Use: North: RP District Use: Residential B2 District Use: Church; Undeveloped South: RP District Use: Residential (Milder COnStrUCti011) B2 District Use: Undeveloped East: RP District Use: Residential West: City of Winchester Use: I-81; Residential; Commercial C. TRANSPORTATION The 2030 Comprehensive Policy Plan Eastern Road Plan identifies a regional transportation network within the proximity of the 150.59± acres, which includes the extension of Tevis Street in the City of Winchester to Front Royal Pike (US Route 522) in Frederick County. This regional network 1nCllldes all Urban f011r-lane Collector with an Interstate 81 flyover bridge, a dual lane roundabout, and a new signalized intersection at Front Royal Pike. Additionally, this regional network includes an urban four -lane collector for the extension of Warrior Drive, and a two-lane collector that intersects Front Royal Pike at the Airport Road Signalized intersection. Frederick County is a member of the Win -Fred Metropolitan Planning Organization (MPO). The MPO 2030 Transportation Plan identifies several of' the regional transportation network improvements as a Candidate project (Project #61) within the 2035 Constrained Long Range Plan. File 113701 HUl inw 5 0 0 Greemvay Engineering September 25, 2015 Heritage Commons Rezoning The Heritage Commons Proper Stateillent and proffered GeIleralized Development Plait provide the ability for the identified regional transportation network to be realized within the 150.59± acres and the off' -site Interstate 81 flyover bridge. The Proffer- Statement commits the Property Owner to enter Into COlinty Managed Revenue Sharing Program Project AgreeIllents for the Interstate 81 Bridge, the dual -lade Roundabout, and an Urban lour -lane divided collector with curb and gutter, a 10' asphalt pedestrian and bicycle facility and 5' concrete sidewalk between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; to be responsible for the local funding match for the regional road network projects that are identified for the Property Owner/County Revenue Sharing Program Agreements; to dedicate right-of-ways within the 150.59± acres sufficient for all urban collector road systems identified by the Comprehensive Policy Plan; to limit laIld use development within Land Bay 3 based on traffic generation volumes that will utilize the signalized intersection at Madison Village Until street connection to the regional road network is provided within the project; and to prepare additional traffic studies when land uses developed within the 150.59± acres reach 20,000 ADT, which is below the traffic threshold determined to be acceptable in the previous traffic impact analysis study for the (Nixed-LISC commercial and residelltlal project. Tile proffered transportation improvements implement significant components of the regional transportation network and provide rlght- of-way sufficient for the implementation of other componeilts of the regional transportatioIl network identified by the Comprehensive Policy Plan. Therefore, the Heritage Commons Proffer Statement adequately (litigates transportation impacts created by the project and accommodates regional traffic volumes not created by the project. D. SEWAGE CONVEYANCE AND TREATMENT The 150.59± acres is located within the Urban Development Area (UDA) and the Sewer- and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public sanitary sewer provider l'or Frederick County. FCSA has sanitary sewer infrastructure adjacent to the Heritage Commons project site that will allow for this project to be served by salutary sewer, and has adequate treatment capacity at the waste water treatment plant. Based oil comparable discharge patterns, the Frederick County Sanitation Authority (FCSA) has determined that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet of coil mercial (level opment Is an appropriate calculation for estimating the sewer impact for the residelltlal and commercial land uses. Q = 235 gallons/day/acre per residential connection Q = 235 GPI) x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 7.5 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out File 1137011 IC/HAW 6 • • Greenway Engineering Septemher 25, 2015 Heritage Commons Rezoning The proposed build -Out Of the Heritage COI11mOI1S urban mixed-IISC commercial and residential project is estimated to add 199,757 gallons per day to the public sewage conveyance system. The development project will direct effluent to the OWRF, which has a design capacity of 12.6 MGD. The Frederick -Winchester Service Authority (FWSA) has advised that Frederick County owns 5.475 MGD of the total design capacity and is currently using 2.434 MGD, or 44% of this allocated capacity. The Heritage Commons urban mixed - use commercial and residential project is estimated to utilize 6.5% of the remaining design capacity allocated to Frederick County at build -out; therefore, the OWRF has adequate capacity to provide treatment of the projected sewer demand of 199,757 GPD created by the Heritage Commons project. E. WATER SUPPLY The 150.59± acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public water service provider for Frederick County. FCSA has public water infrastructure adjacent t0 the Heritage Commons project site, which Includes a 20" water transmission line that will allow for this pr0lect t0 he Served by public water and looped t0 provide adequate water pressure. Based On comparable COI1Su111pti011 estimates, the Frederick County Sanitation Authority (FCSA) has determined that that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet of' commercial development Is all appropriate calculation for estimating the water impact for the residential and commercial land Uses. The figures below represent the impact that the total build -out of the proposed land uses will have on the water supply and treatment systems. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,57.5 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 7.5 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -Out TOTAL: Q = 199,757 GPD at project build -out The FCSA 20" water transmission main provides potable water from the James Diehl Water Treatment Plant. The James Diehl Water Treatment Plant has the ability to provide 3 MGD of potable water daily. Additionally, FCSA has the ability t0 Obtain water from Other sources to further supplement water demands from development within the UDA and the SWSA. Therefore, the projected 199,757 GPD water demand created by the Heritage Commons project can be accommodated by FCSA. File #370111C/IinW 7 Greenway Engineering Seplemher 25, 2015 Heritage Commons Rezoning F. SITE' DRAINAGE The 150.59± acres generally drains t0 BLIflalo Lick RUn MCI then downstream under FIont Royal Pike (ROUte 522) towards the Opcgl.1011 Creek. St0rmwater I11anagement will be designed to accommodate the 2014 Frederick County regUirements ror Stormwater gUallty and St01'Illwatcr quantity. Stormwater management facilities and treatmeIlt IneaSU1'CS Will occur Cillring the regional road system design process, which will require approval by the COUnty Engineer and Virginia Departilleilt Of Transportation; as well as dul-ing Specific Site development plans, which will require approval by the County Engineer. The Heritage Commons urban m1XCd IISe C0111111Ci'Cial and residential project will be designed to Comply with these stOrmwater management rCCILlirements as a condition of land dlStUrbance; therefore, there will be no adverse impacts to adjoining properties or to the Buffalo Lick Run watershed associated with this project. G. SOLID WASTE DISPOSAL The impact on solid waste disposal facilities can be projected from an average annual business consumption of landfill VOlulllC of 5.4 cubic yards per 1,000 square feet of Structural floor area and an average a1lnLlal residential consumption of' 5.4 cubic yards per household (Civil Engineering Reference Manual, 4°i edition). The following figures show the increase in average annual volume based on the 642,422 square feet of commercial land use, and 645 residential Units that are projected t0 develop Within the Heritage Comillons project: AV = 5.4 Cu. Yd. per 1,000 Square Feet AV = 5.4 Cu. Yd. x 642.42 (642,422 sq.ft./1,000 sq.ft.) AV = 3,469 Cu. Yd. at commercial build-out/yr, or 2,428 tolls/yr at build -Out AV = 5.4 CLI. Yd. per household AV = 5.4 Cu. Yd, x 645 residential units AV = 3,483 Cu. Yd, at residential build -Out, or 2,438 tolls/yr at build -Out TOTAL AV = 4,866 tons/yr at build -out The Municipal Solid Waste area ofthe Regional Landfill has a current remaining capacity of 13,100,000 cubic yards of air space. The projected build -out of the Heritage Commons project will generate 4,866 tons of solid waste at builel-out annually on average. This represents a 2.43% increase in the annual solid waste received by the Municipal Solid Waste area of the Regional Landfill, which currently averages 200,000 tons per year. The Heritage Commons illiXCCI-IISe commercial and residential land uses Will utilize commercial waste haUICi'S for trash pickup Service; therefore, impacts at the citizen convenience centers will be non-existent, and tipping fees Will be generated that Will create a C011t111Ll0LIS I'eVC11LIC SOL1rcC for the Regional Landfill by the Heritage Commons project. Idle 11370111UHAW 8 • Greenway lingincering September 25, 2015 Heritage Commons Rezoning H. HISTORICAL SITES AND STRUCTURES The Frederick County Rural Landmarks Survey identifies Russell Place (#34-431) as a potentially sigIificant historic resource associated with the 150.59± acres. The Vlrglllla Division of' Historic Landmarks Survey lorill specified that Ileither the house nor any of the outbuildings Would ClUallly for historic sigiliflcance individually. Instead the farmland, with the cluster of farm bLli]ClillgS taken in this context was determined to be potentially significant. The survey refers to this farm as one of the last examples near Winchester- of a sort of land use that was once "typical" all around the City. However, the future land use and regional transportation network recommended by the Comprehensive Policy Plan demonstrates that farmland will not be a cultural resource that should be considered for development applications in this geographic area of' the community. Additionally, the house and farm buildings have been razed and the property has not been actively farmed since the 2005 rezoning approval that was granted for the 150.59± acres. I. IMPACTS ON COMMUNITY FACILITIES The Heritage Commons mixed -use residential and commercial project proffers a maximum of 645 market rate multi-l'anlily residential units. The County's Development Impact Model (DIM) does not differentiate between market rate I11111t1-family units, conveIltional Multi- family units, or SllbSidiZCd multi-falllily units. The Current fiscal impact assumed by the DIM for apartment units is $13,880.00 per unit. Therefore, a stand-alone 645 unit Illllltl-family residential development would be projected to have a capital facilities fiscal impact of $8,952,600.00. The Heritage Commons Proffer Statement commits to 50,000 SCIUare feet of commercial development prior to the 300°i lllarket-rate 111LIlti4arnily uilit, an additional 50,000 square feet of commercial development prior to the 600`l' market -rate I11LlIti-family unit, and ail additional 7,500 square feet of Commercial development prior to the 645t1i lllarket-rate multi- family unit. The DIM Output Module demonstrates a 50% reduction in normal capital facilities fiscal impacts based on these proffered conditions. Therefore, the proffered commercial developillent program results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to providing the local funding match for the Construction of the Interstate 81 Bridge, the dual -lane Roundabout, and all urban follr- lane divided Collector between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; as well as providing right-ol'-way dedication for all regional transportation improvement projects within the property that are identified in the Comprehensive Policy Plan. These regional transportation projects are identified in the County Comprehensive Policy Plan Eastern Road Plan as Urban Four -Lane Divided (U4D) and Urban Two -Lane (U2) road Systems. The Interstate 81 Bridge, the dual -lane Roundabout, aild the additional lane geometry for the urban Dour -lane divided collector File 10701 HC/HAW 9 • 0 Greenway Engineering September 25, 2015 Heritage Commons Rezoning between the dual -lane Roundabout and Route .522 South at the signalized intersection with Airport Road qualify as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The COUllty CO11SUlting Engineer has developed cost estiIllates for the Interstate 81 Bridge aIld the dual -lane Roundabout, and Greenway Engineering has developed cost estimates for the U41) Collector. These cost estimates demonstrate that the regional road network Construction pro,jectS will exceed $5,000,000.00 in local funding by the Heritage Commons project. Additionally, the Heritage Commons Proffer Statelllellt provides right -Of - way dedication for the U41) portions of East Tevis Street and Warrior Drive, which total approximately 230,000 square feet and have an estimated land value of $1,380,000.00. Therefore, the proffered regional transportation program results In a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statelllellt CorflrIItS t0 the CO1lS1rUCt1011 Of public 10' asphalt pedestrian and bicycle facilities that are 110t required by County Code. These public pedestrian and bicycle facilities are located within the Buffalo Lick Run Open Space Area and along the regional road system between the Roundabout and the Route 522 South Intersection with Airport Road. These public pedestrian and bicycle facilities are approximately 4,600 lineal feet and have a value of $68.00 per lineal feet based on informatioIl provided by the COUllty Parks and Recreation Department. Therefore, the value for the public pedestrian and bicycle facilities is $312,800.00. It Should be noted that this value does not include the public 8' asphalt pedestrian and bicycle facilities within the residential portions Of the prOlect, nor the concrete Or asphalt pedestriall systems that connect the aCIjoining residential subdivision t0 tile Heritage COI17mons project. Therefore, the proffered public pedestrian and bicycle facilities results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to establishing an escrow account in the amount of $200,000.00 that will be utilized to mitigate student generation impacts to public schools. This monetary contribution provides for $3,000.00 per Student when specific student generation thresholds are exceeded. The DIM asSUmeS a ALKIellt geIeration ratio Of .256 StudeltS per apartment unit, which projects a total of 165 students for a 645 unit nlulti- family residential development. Therefore, this element of the project qualifies as a fiscal impact credit towards the $ 13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits t0 commercial development thresholds dlll'illg the residential development program, the funding, construction and right -of -Way dedication for oil -Site and off -Site regional road improvements, the funding and CO1lStrUCt10I1 of public pedestrian and bicycle facilities, and monetary contributions for student generation impacts. The projected cost of these proffered project commitments is $11,661,220.00, which provides for a positive fiscal impact of $2,708,620.00 for the Heritage Commons project. Therefore, the capital facilities impact costs for public school facilities, parks and recreation facilities, fire and rescue facilities, library facilities and general government facilities have been mitigated by the Heritage Commons Proffer Statement. The Heritage Commons Proffer Statement provides for protection for operations associated with the Winchester Regional Airport. Heritage Commons will require disclosure of the Winchester Regional Airport facility location and flight patterns in sales literature, deeds and File 1137011101?Aw 10 0 0 Greenway Engineering September 25, 2015 Heritage Commons Rezoning lease agreements for the market -rate multi -family residential units. Additionally, Greenway Engineering has worked with the Winchester Regional Airport to determine structural height limits that will not Impact airspace associated with airport operations based on horizontal, approach and conical zones established by the Winchester Regional Airport. Attachments: Aerial Overview Map Exhibit Location and Zoning Map Exhibit S WSA & UDA Map Exhibit Environmental Features Map Exhibit Soils Map Exhibit Historic Features Map Exhibit Senseny/Easlern Frederick Urban Area Plan Winchester Regional Airport Structural Height Zones Exhibit File 16701HCA"Aw IMPACT STATEMENT HERITAGE COMMONS REZONING Shawnee Magisterial District Frederick County, Virginia TM 63-A-150, 64-A-10 & 64-A-12 150.59± Acres SeptembeF Q September 25, 2015 Current Owners: R 150 SPE, LLC Applicant: Greenway Engineering, Inc. Contact Person: Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 540-662-4185 file 1137011-IC/I:AW Greenway Engineering • • September-9 Septemher 25, 2015 Heritage Commons Rezoning HERITAGE COMMONS REZONING INTRODUCTION This report has been prepared for the purpose of assessing the impact on Fredrick Collllty by the proffered rezoning of 150.59± acres owned by R 150 SPE, LLC. The 150.59± acres consists of three parcels identified as Tax Map Parcels 63-A-150, 64-A-10, and 64-A-12. The subject parcels are located on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Tax Map Parcels 64-A-10 and 64-A-12 were rezoned to the B-2, Business General District (96.28 acres) and the RP, Residential Performance District (54.0 acres) with proffers approved by the Frederick County Board of Supervisors on September 28, 2005. R 150 SPE, LLC desires to rezone Tax Map Parcels 64-A-10 and 64-A-12 Crom the B-2, Business General District and the RP, Residential Performance District, and Tax Map Parcel 63-A-150 from the RA, Rural Areas District to establish 150.59± acres that will be zoned R-4, Residential Planned Community District with proffers. The R-4, Residential Planned Colllil11.1nity District zoning will allow for the development of Heritage Commons, which is planned as all Urban I11iMl-IISC C0111 lercial and residential community with regional transportation improvements. General Information Location: Fronting on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Magisterial District: Shawnee District Property ID Numbers: 63-A-150, 64-A-10, and 64-A-12 Current Zoning: 13-2 General Business District; RP, Residential Performance District, and RA, Rural Areas District Current Use: Unimproved Proposed Use: Urban Mixed -Use Commercial and Residential with Regional Transportation Improvements Proposed Zoning: R-4, Residential Planned C01111111111ity District Total rezoning area: 150.59± acres File #3701 HUFAW Greenvay Engineering • September-8 September 25, 2015 • Heritage Commons Rezoning COMPREHENSIVE POLICY PLAN Senseny/Eastern Frederick Urban Area Plan The Heritage C0111111011S Urban mixed -Use commercial and residential COI1111111nity IS located within the Senseny/Eastern Frederick Urban Area Plan. The Senseny/Eastern Frederick Urban Area Plan IS a f ILLII•C land use plan that Identifies recommended land lases and regional transportation improvements as a guide 1`01• future development within this geographic area Of the C011111111nity. The Heritage COII1I110I1S Urban mixed-LISC commercial and residential community IS proffered to provide significant areas Of commercial land use Within three land bays that are depicted P g on the proffered Heritage Commons Generalized Development Plan; t0 built residential land use t0 a max111111111 Of 645 Market rate I11LIlti-fai1111y units; and t0 CIACI• into County Managed ReVeI1LIC Sharing Program Project Agreements t0 participate in the implementation of regional transportation improvements. The Heritage Commons urban mixed-LISC commercial and residential community represents good planning practice; provides for regional transportation improvements that are necessary to accommodate growth within this geographic area of the c0n1n1Unity; and provides economic development opportunities commercial and employment land Uses envisioned b needed for the coY the Senseny/Eastern Frederick Urban Area Plan. Urban Development Area The 150.59± acres proposed for the Heritage COI11mOI1S Urban mixed -Ilse commercial and residential C011llllLlllity 1S located within the Urban Development Area (UDA). Expansion Of the Urban Development Area (UDA) 1S not required by this rezoning application. Sewer and Water Service Area The 150.59± acres proposed for the Heritage Commons urban mixed-LISC commercial and residential conlnlLInity is located within the Sewer and Water Service Area (SWSA). Expansion of the Sewer and Water Service Area (SWSA) is not required by this rezoning application. A. SUITABILITY OF THE SITE Flood Plains The Subject property can be found on FEMA NFIP Map #51069CO218D Panel 218 of 375, dated September 2, 2009. A portion of' Buffalo Lick Run and two small unnamed tributaries File 1137011ICn:nW 3 • • Greenway Engineering September-8 Septemher 25, 2015 Heritage Commons Rezoning are located within the 150.59± acres, which are identified as being within the 100-year floodplain and are designated as "Zone A" on the FEMA NFIP Map. The remainder of the site is located outside the 100-year floodplain in designated "Zone V. The proffered Heritage Commons Generalized Development Plan identifies a land bay entitled Buffalo Lick Run, which accounts for the designated floodplain area on the project site. Disturbance within the designated floodplain area will be limited to road crossing, utility installation, and construction of a public trail system. Any impacts associated with floodplain disturbance will be ill conformance with applicable government I'egUlatlons and permitting regUlrcments to mitigate impacts to this environmental feature. Wetlands The National Wetlands Inventory Map (NWI) and the Frederick County GIS database do not identify wetland areas within the 150.59± acres. The 150.59± acres will be analyzed subsequent to rezoning approval and prior to any development activities to determine the existence of wetlands. Any impacts associated with potential wetlands disturbance will be 111 conformance with applicable government regulations and permitting regUirements to mitigate impacts to this environmental feature. Steep Slopes The 150.59± acres contains minor areas of defined steep slopes in conjunction with the Buffalo Lick Run Land Bay area identified on the Heritage Commons Generalized Development Plan. Disturbance of' steep slope features will be done in conformance with applicable government regulations and permitting regUirements to mitigate Illlpacts to this environmental feature. Woodlands The 150.59± acres contains minor areas of mature vegetation throughout the Buffalo Lick Run Land Bay and within a minor portion of Land Bay 3 identified on the Heritage Commons Generalized Development Plan. Development of Heritage Commons will necessitate the clearing of some areas of mature vegetation; however, these developed areas will be required to comply with the landscaping requirements of the Frederick County Zoning Ordinance, which will mitigate this impact. Soil Types The soil types contained in this tract have been obtained from the USDA Soil Survey of Frederick County and the Frederick County GIS database. There are nine soil types identified on the 150.59± acres: I B Berks Channery Silt Loam 2-71" slope 3B Blairton Silt Loam 2-7`� slope 6C Carbo-Oaklet Silt Loam, very rocky 2-15`slope 8C Chilhowie Silty Clay Loam 7-15`slope 9B & 9C Clearbrook Channery Silt Loam 2-15"" slope File 1070111C/1?nw a 9 Cirunway Engineering September-8 September 25, 2015 Heritage Commons Rezoning 14B Frederick-Poplimento Loams 28 Lobdell Silt Loam 32B Oaklet Silt Loam 41 C, 41 D & 41 E Weikert-Becks Channery Silt Loam 2-7"" slope Floodplain 2-7% slope 7-W' slope Table 5 on page 123 Of the USDA Soil Survey of Frederick County, Virginia, identifies the 3B Blairton Silt Loam and 28 Lobdell Silt Loam soils as prime farmland. Tile Comprehensive Policy Plan identifies the 150.59± acres for future land use development; therefore, soils types that are conducive to agricultural practices are not planned to continue in this geographic area of the community. B. SURROUNDING PROPERTIES Adjoining Property Zoning and Present Use: North: RP District Use: Residential B2 District Use: Church; Undeveloped South: RP District B2 District East: RP District West: City of Winchester C. TRANSPORTATION Use: Residential (under construction) Use: Undeveloped Use: Residential Use: 1-81; Residential; Coiiiii7ei-clal The 2030 Comprehensive Policy Plan Eastern Road Plan identifies a regional transportation network within the proximity of the 150.59± acres, which includes the extension of' Tevis Sheet in the City of' Winchester to Front Royal Pike (US Route 522) in Frederick County. This regional network includes an urban fOLlr-lane collector with an hlterstate 81 flyover bridge, a dual lane roundabout, and a new signalized intersection at Front Royal Pike. Additionally, this regional network includes an urban four -lane collector for the extension of Warrior Drive, and a two-lane collector that intersects Front Royal Pike at the Airport Road signalized intersection. Frederick County is a member of the Win -Fred Metropolitan Planning Organization (MPO). The MPO 2030 Transportation Plan identifies several o1 the regional transportation network improvements as a candidate project (Project #61) within the 2035 Constrained Long Range Plan. File #3701 FIC/IiAw 5 0 Greenway Engineering September-R September 25, 2015 Heritage Commons Rezoning The Heritage Commons Proffer Statement and proffered Generalized Development Plan provide the ability for the identified regional transportation network to be realized withiI1 the 150.59± acres and the off -site interstate 81 flyover bridge. The Proffer- Statement commits the Property Owner to enter into County Managed Revenue Sharing Program Project Agreements for the Interstate 81 Bridge, the dual -lane Roundabout, and an urban four -lane divided collector with curb and gutter, a 10' asphalt pedestrian and bicycle facility and 5' concrete sidewalk between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; to be responsible for the local funding match for the regional road network projects that are identified for the Property Owner/County Revenue Sharing Program Agreements 100ated Within the 150.59± acres; t • e a share of the 1 al r,,.,,ing . ateh_fer file off -sit, r t, 81 rlyeve,- bFklge; to dedicate right-of-ways within the 150.59± acres sufficient for the -defined all urban collector road systems identified by the Comprehensive Policy Plan; to limit land use development within Land Bay 3 based oil traffic generation VOILIHICS that Will utilize the signalized intersection at Madison Village until street connection to the regional road network is provided within the project; and to prepare additional traffic Studies when land uses developed within the 150.59± acres reach -23,177 20,000 ADT, which was is below the traffic threshold determined to be acceptable in the previous traffic impact analysis study for the mixed -use commercial and residential project. The proffered transportation improvements implement significant components of the regional transportation network and provide right-of-way sufficient for the implementation of other components of the regional transportation network identified by the Compreheisive Policy Plan. Therefore, the Heritage Commons Proffer Statement adequately mitigates to i�flifigate transportation impacts created by the'Hei-itage Gei rmons project and accommodates regioIal traffic VOILMICS not created by tile i-ieFi age Commons project. D. SEWAGE CONVEYANCE AND ,TREATMENT The 150.59± acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public sanitary sewer provider for Frederick County. FCSA has sanitary sewer infrastructure adjacent to the Heritage Commons project site that will allow for this project to be served by sanitary sewer, and has adeCILlatC treatment capacity at the Waste Water treatment plant. Based oil comparable discharge patterns, the Frederick County Sanitation Authority (FCSA) has determined that 23.5 gallons/day per residential connection and 75 gallons/day per 1,000 square feet of commercial (level opmen t is an appropriate calClllation for estimating the sewer impact for the residential and commercial land uses. Q = 235 gallons/day/acre per residential connection Q = 235 GPI) x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out File 1137011IC/IiAW 6 C� 0 Greenway I?ngineering September-8 September 25, 2015 Heritage Commons Rezoning TOTAL: Q = 199,757 GPD at project build -out The proposed build -out of the Heritage Commons urban mixed -use commercial and residential project is estimated to add 199,757 gallons per clay to the public sewage conveyance system. The development project will direct effluent to the OWRF, which has a design capacity Of 12.6 MGD. The Freclerick-Winchester Service Authority (FWSA) has advised that Frederick County owns 5.475 MGD of the total design capacity and is currently using 2.434 MGD, or 44% of this allocated capacity. The Heritage Commons urban mixed - Use commercial and residential project is estimated to Utilize 6.5% OI the remaining design capacity allocated to Freclerick County at build -out; therefore, the OWRF has adequate capacity to provide treatment OI the projected sewer demand OI 199,757 GPD created by the Heritage Commons project. E. WATER SUPPLY The 150.59± acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public water service provider for Frederick County. FCSA has public water infi-astructure adjacent to the Heritage Commons project site, which includes a 20" water transmission line that will allow for this project to be served by public water and looped to provide adequate water pressure. Based on comparable COilSUmpt.iOIl estimates, the Frederick County Sanitation Authority (FCSA) has determined that that 235 gallons/clay per residential connection and 7.5 gallons/clay per 1,000 square icet Oi commercial development is an appropriate calculation for estimating the water impact for the residential and commercial land uses. The figures below represent the impact that the total build -Out of the proposed land uses will have on the water supply and treatment systems. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/clay/acre per 1,000 Square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sciSt.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out The FCSA 20" water ti-ansnlission Main provides potable water From the James Diehl Water Treatment Plant. The James Dichl Water Treatment Plant has the ability to provide 3 MGD of potable water daily. Additionally, FCSA has the ability to obtain water from Other Sources to I1i1'ther Supplement water demands from development within the UDA and the SWSA. File 0370111C/FAw 7 0 Greenway Engineering September-8 September 25, 2015 Heritage Commons Rezoning Therefore, the projected 199,7.57 G1111) water demand created by the Heritage Commons project can be accommodated by FCSA. F. SITE DRAINAGE The 150.59± acres generally drains t0 BUffal0 Lick RUII aid then downstream hinder Front Royal Pike (Route 522) towards the OpequOn Creek. Stormwater management will be designed to accommodate the 2014 Frederick County requirements for Stormwater gUality and Stormwater gUantity. Stormwater management facilities and treatment Ineasures will OCCUr CIUring the regional road system design process, which will require approval by the County Engineer and Virginia Department of Transportation; as well as during specific site development plans, which will require approval by the County Engineer. The Heritage Commons urban mixed use Commercial and residential project will be designed to comply with these Stormwater management regUlrements as a condition Of land d1StUrbance; therefore, there will be no adverse Impacts to adjoining properties Or to the BLlffalo Lick RUII watershed associated with this project. G. SOLID WASTE DISPOSAL The impact on solidi waste disposal facilities can be projected IroIIi aI] average anIlUal business consumption of landfill volume of 5.4 cubic yards per 1,000 square feet of structural floor area and all average allilUal residential C011SIIIllp6011 Of 5.4 CUb1C yards per 110LISel101d (Civil Engineering Reference Manual, 4`I' edition). The following figures Show the increase in average annual volume based On the 642,422 Square Feet of Commercial land Use, and 645 residential units that are projected to develop within the Heritage Commons project: AV = 5.4 CLI. Yd. per 1,000 square feet AV = 5.4 Cu. Yd. x 642.42 (642,422 sq.ft./1,000 sq.ft.) AV = 3,469 Cu. Yd. at commercial build-out/yr, or 2,428 tons/yr at build -out AV = 5.4 Cu. Yd. per household AV = 5.4 Cu. Yd. x 645 residential units AV = 3,483 Cu. Yd. at residential build -Out, or 2,438 tons/yr at build -out TOTAL AV = 4,866 tons/yr at build -out The Municipal Solid Waste area of the Regional Landfill has a current remaining capacity of 13,100,000 cubic yards of air space. The projected build -out of the Heritage Commons project will generate 4,866 tons of' solid waste at build -out annually on average. This represents a 2.43% increase in the annual solid waste received by the Municipal Solid Waste area of the Regional Landfill, which CLIrrClltly averages 200,000 tons per year. The Heritage Commons MiXCd-LISC commercial and residential land uses will UtlliZC commercial waste Pile #370111C/1',AW 8 • 0 (ireenway 1?ngincering September-8 September 25, 2015 1-leritage Commons Rezoning haulers for trash pickup Service; therefore, impacts at the citizen convenience centers Will be Moll -existent, and tipping fees will be generated that Will create a continuous revenue source for the Regional Landfill by the Heritage Commons project. H. HISTORICAL SITES AND STRUCTURES The Frederick County Rural Landmarks Survey identifies Russell Place (#34-431) as a potentially significant historic resource associated with the 150.59± acres. The Virginia Division of Historic Landmarks survey form specified that neither the house nor any of the Outbuildings Would qualify for historic significance individually. Instead the farmland, With the cluster of' farm buildings taken in this context was determined to be potentially significant. The survey refers to this farm as one of' the last examples near Winchester of a sort of land use that was once "typical" all around the city. However, the future land use and regional transportation network recommended by the CompreheIlsive Policy Plan demonstrates that Farmland will not be a Cultural resource that should be considered for development applications in this geographic area of the community. Additionally, the house and farm buildings have beeIl rifled and the property has not been actively farmed since the 2005 rezoning approval that was granted for the 150.59± acres. I. IMPACTS ON COMMUNITY FACILITIES The Heritage Commons mixed -use residential and commercial protect proffers a maximum of 645 market rate multi -family residential units. The County's Development Impact Model (DIM) does not differentiate between market rate multi -family units, conventional nullti- faillily units, or subsidized multi -family units. The current fiscal impact assured by the DIM for apartment units is $13,880.00 per unit. Therefore, a stand-alone 645 flint I11Lllti-family residential development Would be projected to have a capital facilities fiscal impact of $8,952,600.00. The Heritage Commons Proffer Statement commits to 50,000 square feet of commercial development prior to the 300°i market -rate 1111.1Iti-Iallllly flint, an additional 50,000 square feet of commercial development prior to the 600t11 market -rate multi -family unit, and an additional 7,.500 square feet of commercial development prior to the 645°i Illarket-rate multi- family unit. The DIM Output Module demonstrates a 50% reduction ill normal capital ffacilities fiscal impacts based on these proffered conditions. Therefore, this element of the pi-ojeet-qu* imes-as the proffered commercial development program results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to providing the local funding match for the construction of the Interstate 81 Bridge, the dual -lane Roundabout, and an urban fOLlr- laile divided Collector between the dual -lane ROLlndabOut and ROLIte 522 South at the signalized intersection with Airport Road; as well as providing aad right-of-way dedication for dwee all regional transportation improvement projects within the property that are File #37011-IC/I;nw 9 Greenway Engineering September-8 September 25, 2015 Heritage Commons Rezoning identified in the Comprehensive Policy Plan. These regional transportation projects are identified in the County Comprehensive Policy Plan Eastern Road Plan as Urban Four -Lane Divided (U4D) and Urban Two -Lane (U2) road systems. The three re :^.,al-ti-nSpel-atien i1��pl:ev ffit prejeets-aTea;;-pre}eeted-te b . The Interstate 81 Bridge, the dual -lane Roundabout, gas' T i' C'' ' , and the additioIlal lane geometry for the Urban lour -lane divided collector between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road p4nmry-► teaj -t qualify as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The County Consulting Engineer has developed cost estimates for the Interstate 81 Bridge and the dual -lane ROLlndlhOLlt, and Greenway Engineering flaS developed cost estimates for the U41) collector. These cost estimates demonstrate that the regional road network CO1lStrUCt1011 projects Will exceed $5,000,000.00 in local funding by the Heritage Commons project. Additionally, the Heritage Commons Proffer Statement provides right-ol-way dedication for the U41) portions of East Tevis Street and Warrior Drive, which total approximately 230,000 Sduare feet and have an estimated land value of $1,380,000.00. Therefore, the proffered regional transportation program results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DINT. The Heritage Commons Proffer Statement commits to the construction of public 10' asphalt pedestrian and bicycle facilities that are not required by County Code. These public pedestrian and bicycle facilities are located within the Buffalo Lick Run Open Space Area and along the regional road system between the Roundabout and the Route 522 South intersection with Airport Road. These public pedestrian and bicycle facilities are approximately 4,600 lineal feet and have a value of $68.00 per lineal feet based on information provided by the County Parks and Recreation Department. Therefore, the value for the public pedestrian and bicycle Cacilities is $312,800.00. It Should be noted that this value does not include the public 8' asphalt pedestrian and bicycle facilities within the residential portions of the project, nor the concrete or asphalt pedestrian systems that connect the icllollll*llg residential Subdivision to the Heritage Commons project. Therelore, the proffered public pedestrian and bicycle facilities results ill a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits t0 establishing all escrow accOLlllt ill the amOUllt Of $200,000.00 that Will be Utilized to mitigate SLUdeilt generation impacts t0 public schools. This monetary contribution provides for $3,000.00 per Student when specific Student generation thresholds are exceeded. The DIM assumes a student generation ratio Of .256 StUdC11tS per apartment Ullit, Which projects a total Of 165 StUdelltS for a 645 Ullit IllUltl- family residential development. Therefore, this element of the project qualifies as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to commercial development thresholds during the residential development program, partieipaiioii4n the funding, Construction and right-0l-way dedication for oil -Site and Off -Site regional road iillprovements, the fllllding and construction 01' public pedestrian and bicycle facilities, and monetary contributions for Student generation impacts. The projected cost of these proffered project commitments is $9 772 500 nn $1 1,661,220.00, which provides for a positive fiscal impact of $819,900-00 $2,708,620.00 for the Heritage Commons project. AdElitionally, Hle 8370111C/EnW 10 Greenway Engineering September-8 scptemhcr 25, 2015 Heritage Commons Rezoning Therefore, the capital facilities impact costs for public school facilities, parks and recreation facilities, fire and rescue facilities, library facilities and general government facilities have been mitigated by the Heritage Commons Proffer Statement. The Heritage Commons Proffer Statement provides for protection for operations associatcd with the Winchester Regional Airport. Heritage Commons will require disclosure ol' the Winchester Regional Airport facility location and Hight patterns in sales literature, deeds and lease agreements for the market -rate multi -family residential units. Additionally, Greenway Engineering has worked with the Winchester Regional Airport to determine structural height limits that will not impact airspace associated with airport operations based on horizontal, approach and conical zones established by the Winchester Regional Airport. Attachments: Aerial Overview Map Exhibit Location and Zoning Map Exhibit SWSA & UDA Map Exhibit Environmental Features Map Exhibit Soils Map Exhibit Historic Features Map Exhibit Senseny/Eastern Frederick Urban Area Plan Winchester Regional Airport Structural Haight Zones Exhibit rile f137011IC/1"Aw C� IMPACT STATEMENT HERITAGE COMMONS REZONING Shawnee Magisterial District Frederick County, Virginia TM 63-A-150, 64-A-10 & 64-A-12 150.59± Acres September 8, 2015 Current Owners: R 150 SPE, LLC Applicant: Greenway Engineering, Inc. Contact Person: Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 540-662-4185 Pile /137011IC/I?AW 0 Greenway Engineering September 8, 2015 I leritage Commons Rezoning HERITAGE COMMONS REZONING INTRODUCTION This report has been prepared for the purpose of assessing the impact on Fredrick County by the proffered rezoning of 150.59j: acres owned by R 150 SPE, LLC. The 150.59f acres consists of three parcels identified as Tax Map Parcels 63-A-150, 64-A-10, and 64-A-12. The subject parcels are located on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Tax Map Parcels 64-A-10 and 64-A-12 were rezoned to the B-2, Business General District (96.28 acres) and the RP, Residential Performance District (54.0 acres) with proffers by the Frederick County Board of Supervisors on September 28, 2005. R 150 SPE, LLC desires to rezone Tax Map Parcels 64-A-10 and 64-A-12 fi-om the B-2, Business General District and the RP, Residential Performance District, and Tax Map Parcel 63-A-150 from the RA, Rural Areas District to establish 150.591 acres that will be zoned R-4, Residential Planned Community District with proffers. The R-4, Residential Planned Community District zoning will allow for the development of Heritage Commons, which is planned as an urban mixed - use commercial and residential community with regional transportation improvements. General Information Location: Fronting on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Magisterial District: Shawnee District Property ID Numbers: 63-A-150, 64-A-10, and 64-A-12 Current Zoning: B-2 General Business District; RP, Residential Performance District, and RA, Rural Areas District Current Use: Unimproved Proposed Use: Urban Mixed -Use Commercial and Residential with Regional Transportation Improvements Proposed Zoning: R-4, Residential Planned Community District Total rezoning area: 150.591 acres File 1/37011IC/Enw Greenway Engineering September 8, 2015 1leritage Commons Rezoning COMPREHENSIVE POLICY PLAN Sensenv/Eastern Frederick Urban Area Plan The Heritage C01111110nS Urban mixed-LISC commercial and resideItial C01111111.Iility is located within the Senscny/Eastern Frederick Urban Area Plan. The Scnseny/Eastern Frederick Urball Area Plan is a FLIWI-C land Use plait that identifies rec01l mendcd land Uses and regional transportation improvements aS a gllldC for fUtUrC dCVClOp111ent Within this geographic area Of the community. The Heritage CO111111011S Urban mixed-Lisc commercial and residential community is proffered t0 provide significant areas ofcommercial land LISC Within three land bays that are depicted Oil the proffered Heritage Commons Generalized Development Plan; t0 limit residential la11d use to a maxinlunl of 645 market rate multi -family units; and to enter into County Managed Revenue Sharing Program Project Agreements to participate in the implementation of regional transportation improvements. The Heritage CO111111011S Urban mixed-LISC C011lillerclal and residential CO111111Lllllly represents good planning practice; provides for regional transportation improvements that are necessary t0 accommodate growth Wllhlll this geographic area Of the C011111111n1ty; and provides economic development opportunities needed for the commercial and employment land uses envisioncd by the Senscny/Eastern Frederick Urban Area Plan. Urban Development Area The 150.591 acres proposed for the Heritage Commons urban mixed -use commercial and residential community is located Wllhlll the Urban Developillent Area (UDA). Expansion Of the Urban Development Area (UDA) is not required by this rezoning application. Sewer and Water Service Area The 150.591 acres proposed for the Heritage Commons urban mixed -use commercial and residential cO1I111111111ty is located within the Sewer and Water Service Area (SWSA). Expansion of the Sewer and Water Service Area (SWSA) is not required by this rezoning application. A. SUITABILITY OF THE SITE Flood Plains The subject property can be found on FEMA NFIP Map #51069CO218D Panel 218 of 375, dated September 2, 2009. A portion Of Buffalo Lick Run and two small unnamed tributaries are located within the 150.591 acres, which are identified as being within the 100-year File 1/37011IC/EnW 3 • u Greenway Engineering September R, 2015 I leritage Commons Rezoning floodplain and are designated as "Zone A" on the FCMA NFIP Map. The remainder of the site is located outside the 100-year floodplain in designated "Zone X". The proffered Heritage Commons Generalized Development Plan identifies a land bay entitled Buffalo Lick Run, which accounts for the designated floodplain area oil the project site. Disturbance within the designated floodplain area will be limited to road crossing, utility installation, and construction of a public trail system. Any impacts associated with floodplain disturbance will be ill conformance with applicable government 1'CgUlatloils and permitting requirements to mitigate impacts to this environmental feature. Wetlands The National Wetlands Inventory Map (NWI) and the Frederick County GIS database do not identify wetland areas within the 150.59± acres. The 150.591- acres will be analyzed subsequent to rezoning approval and prior to any development activities to determine the existence of wetlands. Any impacts associated with potential wetlands disturbance will be in conformance with applicable governnlcllt regulations and permitting rcgllircnlents to mitigate impacts to this environmental feature. Steep Slopes The 150.59s acres contains minor areas of defined steep slopes in conjunction with the Buffalo Lick Run Land Bay area identified on the Heritage Commons Generalized Development Plan. Disturbance of steep slope features will be done in conformance with applicable government regulations and permitting 1'egll1re111eI1tS t0 mitigate impacts to this environmental feature. Woodlands The 150.59i acres contains minor areas Of lllatUrC vegetation throughout the Buffalo Lick Run Land Bay and within a minor portion of Land Bay 3 identified on the Heritage Commons Generalized Developincrit Plan. Development of Heritage Commons will necessitate the clearing Of some areas of matUre vegetation; however, these developed areas will be required to comply with the landscaping requirements of the Frederick County Zoning Ordinance, which will mitigate this impact. Soil Typcs The soil types contained in this tract have been obtained from the USDA Soil Survey of Frederick County and the Frederick County GIS database. There are nine soil types identified on the 150.591 acres: 1 B Berks Channcry Silt Loam 2-7"° slope 3B Blairton Silt Loam 2-7"° slope 6C Carbo-Oaklet Silt Loam, very rocky 2-15" slope 8C Chilhowie Silty Clay Loam 7-15°"0 slope 9B & 9C Clearbrook channery Silt Loam 2-15"° slope 14B Frederick-Poplinlento loanls 2-7"° slope File 11370111C/EAW 4 1] Greenway Engineering September 8, 2015 1leritage Commons Rezoning 28 Lobdell Silt Loam Floodplain 32B Oaklet Silt Loam 2-7% slope 41 C, 41 D & 41 E Weikert-Berks Channery Silt Loam 7-65% slope Table 5 on page 123 of the USDA Soil Survey Of Frederick County, Virginia, identifies the 3B Blairton Silt loam and 28 Lobdell silt loam soils as prime farmland. The Comprehensive Policy Plan identifies the 150.591 acres for future land use development; therefore, soils types that are conducive to agricultural practices are not planned to continue in this geographic area of the conlnlunily. B. SURROUNDING PROPERTIES Adjoining Property Zoning and Present Use: North: RP District Use: Residential B2 District Use: Church; Undeveloped South: RP District B2 District East: RP District West: City of Winchester C. TRANSPORTATION Use: Residential (under construction) Use: Undeveloped Use: Residential Use: 1-81; Residential; Commercial The 2030 Comprehensive Policy Plall Eastern Road Plan identifies a regional transportation network within the proximity of the 150.591 acres, which includes the extension Of Tevis Street in the City of Winchester to Front Royal Pike (US Route 522) in Frederick County. This regional network includes all urban four -lane collector with an Interstate 81 flyover bridge, a dual lane roundabout, and a new signalized intersection at Front Royal Pike. Additionally, this regional network includes an urban four -lane collector for the extension Of Warrior Drive, and a two-lane collector that intersects Front Royal Pike at the Airport Road signalized intersection. Frederick CO1111ty is a member Of the Win -Fred Metropolitan Planning Organization (MPO). The MPO 2030 Transportation Plan identifies several of the regional transportation network improvements as a candidate project (Project #61) within the 2035 Constrained Long Range Plan. The Heritage Commons Proffer Statement and proffered Generalized Development Plan provide the ability for the identified regional transportation network to be realized within the File 11370111C/EAw • Greenway Engineering September 8, 2015 heritage Commons Rezoning 150.591 acres and the off -site Interstate 81 flyover bridge. The Proffer Statement commits the Property Owncr to enter into County Managed Revenue Sharing Program Project Agreements; to be responsible for the local funding match for the regional road network located within the 150.591 acres; to provide a pro-rata share of the local funding match for the off -site Interstate 81 flyover bridge; to dedicate right-of-ways within the 150.59± acres sufficient for the defined urban Collectoi- road systems; and to prepare additional traffic studies when land uses developed within the 150.591 acres reach 23,177 ADT, which was the traffic threshold determined to be acceptable in the previous traffic impact analysis study for the mixed-tise commercial and residential project. The proffered transportation improvements implement significant compoilcilts Of the regional transportation network to mitigate transportation impacts cl'cated by the Heritage Commons project and regioIal traffic volumes not created by the Heritage Commons project. D. SEWAGE CONVEYANCE AND TREATMENT The 150.591 acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public sanitary sewer provider I'or Frederick County. FCSA has sanitary sewer infi-astl-ucture adjacent to the Heritage Commons project site that will allow for this project to be served by sanitary sewci-, and has adequate lrcatincilt Capacity at the waste water t1'catment plant. Based Oil comparable discharge patterns, the Frederick County Sanitation Authority (FCSA) has determined that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet Of Commercial development is all appropriate calClllati011 for estimating the sewer impact for the residential and cornincrclal land uses. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GPD x 642.42 (642,422 sq.fl./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out The proposed build -out of the Heritage Commons Urban mixed -use commercial and residential project is estimated to add 199,757 gallons per clay to the public sewage conveyance system. The development project will direct effluent to the OWRF, which has a design capacity Of 12.6 MGD. The Frederick -Winchester Service Authority (FWSA) has advised that Frederick County owns 5.475 MGD of the total design capacity and is cun•ently using 2.434 MGD, or 44% Of this allocated capacity. The Heritage Commons Urban mixed - use commercial and residential project is estimated to utilize 6.5% of the remaining design capacity allocated to Frederick County at build -out; therefore, the OWRF has adequate File 1/3701I IC/EAW Greenway Engineering September A, 2015 Heritage Commons Rezoning capacity to provide treatment of the projected sewer demand of 199,757 GPD created by the Heritage Commons project. E. WATER SUPPLY The 150.591 acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public water- service provider for Frederick County. FCSA has public water infrastructure adjacent to the Heritage Commons project site, which includes a 20" water transmission line that will allow for this project to be served by public water and looped to provide adequate water pressure. Based on comparable COnSlllllptiOil estimates, the Frederick County Sanitation Authority (FCSA) has determined that that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet of commercial development is an appropriate calculation for estimating the water impact for the residential and commercial land uses. The figures below represent the impact that the total build -out Of the proposed land uses will have on the water supply and treatment systems. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out The FCSA 20" water transmission main provides potable water fi-om the James Diehl Water Treatment Plant. The James Diehl Water Treatment Plant has the ability to provide 3 MGD of potable water- daily. Additionally, FCSA has the ability to obtain water- from other sources to further supplement water demands from development within the UDA and the SWSA. Therefore, the projected 199,757 GPD Water demand created by the Heritage Commons project can be accommodated by FCSA. F. SITE DRAINAGE The 150.59± acres generally drains to Buffalo Lick Run and then downstream under Front Royal Pike (Route 522) towards the Opequon Creek. Stormwater management will be designed to accommodate the 2014 Frederick County requirements for Stormwater quality and storlllWater gllalltity. StormWater management facilities and treatmeIt measures will Occur dill-Ing the regional road system design process, which will require approval by the File IJ37011-IC/EAW 7 Greenway Engineering September 8, 2015 heritage Commons Rezoning County Engineer and Virginia Department Of Transportation; as well as during specific site development plans, which will require approval by the County Engineer. The Heritage CO117111O11S Urban mixed Use C0111111Ci-clal and residential project will be designed to comply With these stormwater mailagement rcquiremcilts as a condition of land disturbance; therefore, there will be no adverse impacts to adjoining properties or to the Buffalo Lick Run watershed associated with this project. G. SOLID WASTE DISPOSAL The impact on solid waste disposal facilities can be projected from an average annual business Consumption of landfill volume of 5.4 cubic yards per 1,000 square feet of structural Floor area and all average allilllal residential COrisunlption of 5.4 cubic yards per household (Civil Engineering Reference Manual, 4°i edition). The following figures show the increase in average annual volume based On the 642,422 square feet of commercial land use, and 645 residential units that are projected to develop within the Heritage Commons project: AV = 5.4 Cu. Yd. per 1,000 square feet AV = 5.4 Cu. Yd. x 642.42 (642,422 sq.ft./1,000 sq.ft.) AV = 3,469 Cu. Yd. at commercial build-out/yr, or 2,428 tons/yr at build -out AV = 5.4 Cu. Yd. per household AV = 5.4 Cu. Yd. x 645 residential units AV = 3,483 Cu. Yd. at residential build -out, or 2,438 tons/yr at build -out TOTAL AV = 4,866 tons/yr at build -out The Municipal Solid Waste area of the Regional Landfill has a current remaining capacity Of 13,100,000 cubic yards of air space. The projected build -out of the Heritage Commons project will generate 4,866 tons of solid waste at build -out annually on average. This represents a 2.43% increasc in the arimial Solid Waste received by the MUlllclpal Solid Waste area of the Regional Landfill, Which currently averages 200,000 tons per year. The Heritage CO111111o11S mixed -use commercial and residential land uses will utilize commercial waste haulers for trash pickup service; therefore, impacts at the citizen convenience centers will be non-existent, and tipping fees will be generated that will create a continuous revenue source for the Regional Landfill by the Heritage Commons project. H. HISTORICAL SITES AND STRUCTURES The Frederick County Rural Landmarks Survey identifies Russell Place (#34-431) as a potentially significant historic resources associated With the 150.59± acres. The Virginia Division of Historic Landmarks survey form specified that neither the house nor any of the outbUild111gS Would qualify 101' historic significance individually. Instead the farmland, with File 1/370111C/EAW 8 0 0 Greenway Engineering September S, 2015 heritage Commons Rezoning the cluster Of farm buildings taken in this context was determined to be potentially significant. The survey refers to this farm as one Of the last examples near WiIlchester of a sort of land use that was once "typical" all around the city. However, the future land use and regional transportation network recommended by the Comprehensive Policy Plan demonstrates that farmland will not be a cultural resource that should be considered for development applications in this geographic area Of the community. Additionally, the house and farlll blllldillgS have beeIl razed and the property has ilot been actively farmed since the 2005 rezoning approval that Was granted for the 1 50.59-1 acres. L IMPACTS ON COMMUNITY FACILITIES The Heritage Commons 1111XC(I-Ilse residential and commercial project proffers a maximum of 645 market rate multi -family residential units. The County's Development Impact Model (DIM) does not differentiate between market rate n11.116 family Units, conventioIlal multi- family units, Or subsidized 111I1Itl-fanlily units. The current Fiscal impact assumed by the DIM for apartment units is $13,880.00 per unit. Therefore, a stand-alone 645 unit multi -family residential development W011ld be protected to have a capital facilities fiscal impact Of $8,952,600.00. The Heritage Commons Proffer Statement commits to 50,000 square feet of commercial development prior to the 300"' Illarkct-rate IIIIIIti-filllllly Unit, all additional 50,000 square feet of commercial development prior to the 600t1i market -rate multi -family unit, and an additional 7,500 sgllal-C feet Of C0111111Crclal development prior t0 tile 645"' illarket-rate multi- family unit. Therefore, this clement of the project qualifies as a Fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to providing tile local funding match and right-of-way dedication for three regional transportation improvement projects. These regional transportation projects are identified in the County Comprehensive Policy Plan Eastern Road Plan as Urban four -Lane Divided (U4D) and Urban TWO-Lanc (U2) road systems. The three regional transportation improvement pi-Ojccts are all projected to be U41) road systems. The Interstate 81 Bridge, the East Tevls Street extension, and the additional lane geometry for the primary road system serving the project qualify as a Fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits t0 establishing all escrow account in the amount of $200,000.00 that will be utilized to mitigate student generation impacts to public schools. This monetary contribution provides for $3,000.00 per student When specific StlldCllt generation till-CShOIdS are exceeded. The DIM assumes a Student generation ratio of .256 StUdCl1tS per apartment Unit, which projects a total of 165 students for a 645 unit nllllti- family residential development. Therefore, this clement of the project qualifies as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits t0 commercial development thresholds, participation in regional road improvements, and monetary contribUt1OnS IOr Student Pile 11370111C/GAW 9 0 0 Greenway Engineering September 8, 2015 heritage Commons Rezoning generation impacts. The projected cost of these project commitments is $9,772,500.00, which provides for a positive fiscal impact of $819,900.00 for the Heritage Commons project. Additionally, the Heritage Commons project has provided a Market and Fiscal Impacts Analysis (MFIA) prepared by S. Patz and Associates, dated August 2014, which has not been 111CILICICCI ill the fiscal illlpacts credit analysis. The MFIA provides informatioIl specific to market rate multi -family residential development, which is not calculated by the DIM. The information provided in the MFIA projects additional positive revenues to the County above the positive fiscal impact of $819,900.00 for the Heritage Commons project. Therefore, the capital facilities impact costs for public school facilities, parks and rccreatloll facilities, fire and resale facilities, library facilities and general government facilities have been mitigated by the Heritage Commons Proffer Statement. Attachments: Aerial Overview Map Exhibit Location and Zoning Mcip Exhibit SWSA & UDA Map Exhibit Environmental Features Map Exhibit Soils Map Exhibit historic Features Map Exhibit Senseny/Eastern Freclerick Urban Area Pkin File /13701 HC/EAW 10 41 T 'etv i 4 w R r 64 A 12 fs a14 S urec, ri Uc i;:c• �, 'i�rthsFtt Gc ..r11 he • I -' i r .� . � 1• D N W AV -F — 4.0 a sk `:•a C r� M Z w O Z O OLLJ O N J LU Q IY W w Q • / iC) W m 0 �QZ z CO 'r CO ��W Legend Heritage Commons Parcel Boundary • •s4eet J. 11 1 11 W Q > _ ( •,� 775 p U z z O w > O w z O o •, ^f Lq Q Q w Q LU LLJ Q W = z 0 o O w IY p II t . d " = CO w o c w N W W ''.VItiSIU 110, Jl.i Q Q o v cn Map Data Source Frederick county. Va GIs Department, 2015 Data, Aerial Photos from ESRI (http //services arcglsonhne com/ArcGIS/rest/services [World Imagery]) C �`♦ i A.,i 64 A 10Nk 778 _ i / 1 63 A 150 / I ` _ 777— — i / / I ' / I / i i 64 A 12 i / 1 i �` i 1 / � 1 w J H z O w L 0 U Q V z Z" WZ W v V W �76 U) z O C r O o p Z av o�� e U z O r m P A.� Q w ` Q C AIRPORT RD _ C Legend - r Heritage Commons — —1 Parcel Boundary uj Frederick County Zoning B1 (Business, Neighborhood District) U m o B2 (Business, General Distrist) a � Q z z B3 (Business, Industrial Transition District In z O Q � CD 0 (D � w Q j _ M1 (Industrial, Light District) 0 Z } M2 (Industrial, General District) O U z z 0 N1-- W z" 3 o RA (Rural Area District) w O ON W oo z Q O U w RP (Residential, Performance District) Q O Q W o a W_ U W W r� Feet Q = w LL u` o `n c o N 500 0 500 w Q Map Data Source Frederick County, Va GIS Department, 2015 Data, City of Winchester GIs Department, 2015 Data 0 — Q7 0 w r. Legend Heritage Commons \ ' ■ Sewer Water Service Area j / RSEUrban Development Area NUR Parcel Boundary FCSA Sewer Line FCSA Water Line Feet ff,5O 0 1,500 • l CO � � D 1 �` , 64 A 10 0) 1j �61 A 150 V / 8" Water ?; Line 8" Sewer S Line l O �I c O •�a'e s r •�h'sq rim S�� tNl T Z M O Q Z Q OU 0 Z W 0 06 CD W Q U) LU U ) W 2 w } CO � 0 0W Q z F-z9 w Z �o�_� Q > x U ). o O Z 0 W z U Z :) F- o W006 0 v 0UJ LL' w w w a o = Z 0 r> Q W u _ � cn " — 0 N W W Q o �> ip Data Source: Frederick County, Va GIS Department, 2015 Data. City o1 Winchester GIs Department. 2015 Data 0 04%11,110' • 63 A 150 I 64/A A (7 64 A W u e YD a� J - 0 �i t0' m � � N N �725� c ^4 725 $pry U W U 0 m tU rn /1 U 0 0 O << _%-- o l C, 10 Q� ,\Q � —AIRPORT-RD=--.v— al Legend Heritage Commons Parcel Boundary Lake or Pond %G Wetland (NWI) 100 Year Floodplain — Stream 5 Foot Intermediate Contour 25 Foot Index Contour Feet '25� 500 0 500 w U) W Z rr O z w o Z U_ W O W Z W W Z _ 0 W w 0 } m Q � Q o z U) Z U) w Z 0 2 J > _ O Q } o z LL w z" U ZO J U) � OU o N H Q U Fes_— lL 2 Y O w Z W a LL w p Q > Q X o L Z w = to c o N W W Q Q o � Map Data SourceFrederick County, Va GIs Department, 2015 Data; City of Winchester GIS Department. 2015 Data • B 9C 41C 9C W z I Z O CL 2 Q Legend O0 Z 2 Heritage Commons LLJ N J (3 W O Parcel Boundary Q cf) NRCS Soils 14B:FREDERICK-POPLIMENTO LGAMS, 2 TO 7 PERCENT SLOPES LLJ 18:13ERKS CHANNERY SILT LOAM, 2 TO 7 PERCENT SLOPES 128:LOBDELL SILT LOAM u, C 32B:OAKLET SILT LOAM. 2 TO 7 PERCENT SLOPES w - 3B:BLAIRTON SILT LOAM, 2 TO 7 PERCENT SLOPES 0 r - 41C:WEIKERT-BERKS CHANNERY SILT LGAMS, 7 TO 15 PERCENT SLOPES m ui 2 - 41D:WEIKERT-BERKS CHANNERY SILT LCAMS, 15 TO 25 PERCENT SLOPES Q z U) 41 E:WEIKERT-BERKS CHANNERY SILT LGAMS, 25 TO 65 PERCENT SLOPES U) CD w �.:. z o �_ 0 - 6C:CARBO-OAKLET SILT LOAMS, VERY ROCKY, 2 TO 15 PERCENT SLOPES Q _ - 8C:CHILHOWIE SILTY CLAY LOAM, 7 TO 1:i PERCENT SLOPES p z 2i w z " v z o 9B:CLEARBROOK CHANNERY SILT LOAM, 2 TO 7 PERCENT SLOPES w ON -j O O y (D w O Q U w r 9C:CLEARBROOK CHANNERY SILT LOAM 7 TO 15 PERCENT SLOPES U O w w W w CD a M = z 0 o Feet Q W = U- o L t � � w 0 500 0 500 " lap Data Source Frederick County, Va GIs Department. 2015 Data, t.ny of � nchester GIs Department, 2u t `, Data • 13 • E4 WINDY HIL "" 64 A 12 w • OR e11 FF4 /cR Rp 776 ;:v 1 —AIRPORT--R D1Q��---__ 34-431 2 �J T `O f� O r rn 7as I I 7- 0 c r FYq�F -v m MCCLURE WAY sa8 III FR sr oti RpR Legend Heritage Commons Parcel Boundary Q Civil War Encampment Civil War Fort Cemetery Rural Landmark 34-424 Garber Farm ® 34-43' Russell Place Civil War Battlefield Second Kernstown TR qV Feet 1,000 0 1.000 a- Q ct) :�i Z O CO w z ~ Z O w LiJ N L � U L.L I..LI O _ U) w 0 Y m � o QLLJ z D-z0 Cf)Q W z o O to > _ w Q U 2 J o Z_ :D W z 64] Z Q LIJCO NN � C� OU 0 LLJ Q U U 0 ri W W w a o = to z o = Q w =nor' LL Ln cn � — o ("4 w uj o U) Map Data Source Frederick County, Va GIs Department, 2015 Data; City of Winchester GIs Department. 2015 Data Senseny / Eastern Frederick Urban Area Study Land Use Adopted by BOS on June 13, 2012 Amended on September 10, 2014 W v� - TT 9 �14 SPECIAL COMMISSIONER'S DEED L t� Ti-i1S SPECIAL COMMISSIONER'S DEED is made this 8th day of August, 2012, by and between JAMES A. DROWN, ESQUIRE, SUBSITUTE SPECIAL COMMISSIONER, o .r- (hereinafter referred to as "Substitute Special Commissioner" or "Grantor", index as `0 .-- GRANTOR) appointed for the purpose of selling the real estate of Russell 150, LC (index as GRANTOR), and R 150 SPE, LLC, a Virginia limited liability company, its successors and/or assigns (hereinafter "Grantee", index as GRANTEE). WITNESSETH WHEREAS, by Orders entered by the Circuit Court of the County of Frederick, Virginia on May 3, 2011 and on February 4, 2012 in the consolidated matter of Greenway Engineering, Inc. v. Russell 150, LC, et al., CL Nos. 08-592 and 09-278, James A. Drown, Esquire was appointed Substitute Special Commissioner for the purpose of selling the hereinafter described real estate of Russell 150, LC; and, WHEREAS, by Consent Order entered by the Circuit Court of the County of Frederick, Virginia on June 15, 2012 in the matter of Greenway Engineering, Inc. v. Russell 150, LC, et al., CL Nos. 08-592 and 09-278, the Substitute Special Commissioner was authorized to sell the hereinafter described real estate of Russell 150, LC, pursuant to the terms of that Order; and, Document prepared by: Thomas Moore Lawson, Esquire P. O. Box 2740 Winchester, VA 22604 Tax Map Nos. 63-A-150, 64-A-10, 64-A-12 Consideration: S100,000.00 (Assessed value not used as actual value pursuant to Virginia Attorney General Opinion No. 290 dated July 3, 1991 (1991 Va. Op. Alt. Gen. 290)). Return to: Thomas Moore Lawson, Esquire P. O. Box 2740 Winchester, VA 22604 Grantees' Address: R 150 SPE, LLC 621 E. Pratt Street, Suite 600 Baltimore, MD 21202 l: WHEREAS, by Order entered by the Court on June 8, 2011, the requirement that the it Substitute Special Commissioner post bond pursuant to §8.01-99, Code of Virginia, 1950 as p .4- amended, was dispensed with; and ko Cn WHEREAS, the Substitute Special Commissioner thereafter advertised the said real estate for sale at public auction for cash on the steps of the Frederick County/Winchester Joint Judicial Center on July 24, 2012 at 10:00 a.m. in accordance with the aforesaid Orders, at which sale the real estate was sold, subject to the approval of the Court, to R 150 SPE, LLC for the sum of One Hundred Thousand Dollars and 00/100 ($100,000.00) cash, R 150 SPE, LLC's bid being the highest and last bid therefore, whereupon R 150 SPE, LLC made a bidder's deposit of One Hundred Thousand Dollars and 00/100 ($100,000.00) with the Substitute Special Commissioner; and, WHEREAS, by decree entered by the Court on August 8"', 2012, recorded in the Frederick County Circuit Court land records as instrument No. 120008377 and in the Frederick County Circuit Court Clerk's Order Book 44 at Page 0329-0334, the offer of R 150 SPE, LLC was accepted, approved, ratified and confirmed, and the Substitute Special Commissioner was ordered, upon receipt of the purchase price, to convey the real estate by good and sufficient deed with Special Warranty of Title to R 150 SPE, LLC, or to such person or persons as it may in writing direct; and, WHEREAS, the said R 150 SPE, LLC has paid the purchase price in the amount of One Hundred Thousand Dollars and 00/100 ($100,000.00) in full to the Substitute Special Commissioner; and, 2 r ' EN4 me, WHEREAS, the entity on whose behalf this conveyance is made is RUSSELL 150, LC, a jr Virginia limited liability company, as by statute provided. 0 rn NOW, THEREFORE, for and in consideration of the sum of Ten and 00/100 Dollars ($10.00), cash in hand paid, the receipt and sufficiency of which is hereby acknowledged, Grantor does hereby grant, bargain, sell and convey with SPECIAL WARRANTY OF TITLE unto Grantee, all that certain tract or parcel of land containing 150.35 acres, and more particularly described below, to -wit: TRACT 1: All that certain tract or parcel of land, lying and being situate in Shawnee Magisterial District, Frederick County, Virginia, containing 29.657 acres as shown on the plat of survey drawn by Michael M. Artz, L.S., dated February 13, 1998, of record in the Clerk's Office of the Circuit Court of Frederick County, Virginia in Deed Book 900, at Page 115, et seq., and by this reference made a part hereof as if set out in full. AND BEING the same conveyed to Russell 150, LC by Deed dated December 29, 2004, of record in the aforementioned Clerk's Office as Instrument No. 040026622. Tax Map No. 64-A- 10 TRACT 2: All that certain tract or parcel of land, lying and being situate in Shawnee Magisterial District, Frederick County, Virginia, containing 0.309 acres as shown on the plat of survey drawn by Michael M. Ariz, L.S., dated February 13, 1998, of record in the Clerk's Office of the Circuit Court of Frederick County, Virginia in Deed Book 900, at Page 115, et seq., and by this reference made a part hereof as if set out in full. AND BEING the same conveyed to Russell 150, LC by Deed dated December 29, 2004, of record in the aforementioned Clerk's Office as Instrument No. 040026622. Tax Map No. 63-A-150 TRACT 3: All that certain tract or parcel of land, lying and being situate in Shawnee Magisterial District, Frederick County, Virginia, containing 120.384 3 0 0 acres as shown on the plat of survey drawn by Michael M. Artz, L.S., dated February 13, 1998, of record in the Clerk's Office of the Circuit Court of t5at tr Frederick County, Virginia in Deed Book 900, at Page 115, et seq., and by this reference made a part hereof as if set out in full. CD AND BEING the same conveyed to Russell 150, LC by Deed dated December 29, .9" 2004, of record in the aforementioned Clerk's Office as Instrument No. --1 040026622. Tax Map No. 64-A-12 This conveyance is made expressly subject to (a) the restrictions, conditions, rights -of - way, and casements, if any, contained in the instruments constituting the chain of title to the property conveyed herein; (b) the liens set forth in the Orders dated June 15, 2012 and August 8, 2012 referenced above; and (c) to matters visible upon inspection. WITNESS the following signature and seal: GRANTOR: Af. JA S A. DROWN, ESQUIRE, Su stitute Special Commissioner COMMONWEALTH OF VIRGINIA CITY/C-e1�Y OF �_I�, to -wit: The foregoing instrument was acknowledged before me this 6 day of August, 2012, by JAMES A. DROWN, ESQUIRE, Substitute Special Commissioner. Notary Public My commission expires: ad2rillo Registration Ntunber: VIRGINIA FREDERICK COUNTY, SCr. Tbis kArweem of writing was produced to me on --— F^�—�-�—"— at r 4 and with certificate of aclmowkdaement thereto Linexca was admitted to record. Tar imposed by Sec %1.802 of _ S (00 O' and 58.1.801 have been paid, If assessabtc de, 44t_ , Clerk MARY E. ROBY NOTARY PUBLIC Commonwealth of Wginla Reg,#7348111 Untitled Page . https://taxes.co.frede�.va.us/app] icafions/IR_payTaxes/REDetai l.aspx Payment Home Personal Property Real Estate Dog Tags Pay Parting violation Otl,er Payments ShoppngCart(0 Real Estate Ticket Detail Previous 2015 REAL ESTATE IkpuTickel# RE2015 / 318040001 Frequency 1 Name R 150 SPE LLC Map# 64 A 10 Name 2 Bill Date 04/14/2015 Address 621 E PRATT ST STE 600 Due Date 06/05/2015 MT04DRE MD Desc 29.97 ACRES Zip 21202 3147 Pm Options Change Email Supplement# 0 Account# $020619 Acreage 29.970 Improvements $0 00 Land Vdiuc 51,592,700.00 Land Use 50.00 Minerals 50.00 Penalty Paid $000 Interest Paid so ou last Transaction Date 05/28/2015 Current Pavment Status Original Bil Payments Principle Balance Due Penalty 11111lered Balance Due 54,459 56 14,4V) S6. So rxi SO 00 50.00 50.00 J 'Iansaction Ilklort Date Type Transaction# Amount BWMM 4/14/2015 Charge S4.459.56 $4,459.56 5/27/2015 Principle Paid I ' ($4,459.56) $0.00 Previous 9/ 15/2015 9:35 AM Untided Page • https://taxes.co.lrededr-k.va.tls/applications/IR_payTaxes/REDetail.aspx Payment Home Personal Property Real Estate Dog Tags Pay Parking Vtolatwn Odten Farnients ShoprNigC:et(O Pm Optr:�ns Change Emal Real Estate Ticket Detail P r!W I O US 2015 REAL ESTATE DeplUrrwket# RE2015 / 318050001 Frequency 1 Supplement# 0 Name R 150 SPE LLC Map# 64 A 12 Account# 8020621 Name 2 Bill Nate 04/14/2015 Acreage Address 621 E PRATT ST STE 600 Due Date 06/05/2015 Improvements BALTMRE MD Desc 120.31 ACRES Land %slue 74 21202 3147 Penalty Paid So 00 Original BE Payments S10,13824 (S10,138.24) Land Use Minerals 120,310 S0.00 S3,620,800.00 S0.00 S0.00 Interest Paid Sow Last Transaction Date 05/28/2015 Current Patntrnt Stahis Principle Balance Due Penult), !Merest Bah "Dw $0 00 $0 00 S0.00 $0.00 'I ratrtiaCtinn Histnn DrAe Type Transaction# Amount BttJstllee 4/ 14/2015 Charge S 10.138.24 $10,138.24 527/2015 Principle Paid I i (S10,138.24) $0.00 Previous 1 of 1 9/ 15/2015 9: 37 AM I Unfided Page LJ Imps://taxes.co.frede * kva.us/applications/TR—payTaxes/REDetail.aspx Payment Home Personal Property Real Estate Dog Tags Pay Parting vrolawn Other Payments I lwpxigCan(O Pm Opto. nm Change Emai Real Estate Ticket Detail Prevluus 2015 REAL ESTATE Dept/I�icltet# RE2015 / 318030001 Frequency I Supplement# 0 Nacre R 150 SIDE LLC Map# 63 A 150 Account# 8043236 Name 2 Bill Date 04/14/2015 Acreage Address 621 E PRATT ST STE 600 Due Nate 06/05/2015 Improvements BALTU40RE MD I)esc .31 ACRE Land Value Zip 21202 3147 Iand Use Minerals 0 310 50.00 $6,200.00 $0,00 50.00 Penalty Paid $0.00 Interest Paid So 00 last Transaction Date 05/28/2015 Current Pavment Slaw, Original Bill Payments Principle Balance Due Penalty Interest Balance Due $17 36 (S17 36) SO (Nl $0.00 SO.00 lransaction llislun Date TM Transacliun# Amount Balance 4/ 14/2(115 Charge $17.36 $17.36 5/27/2015 Principle Paid I 1 (S17.36) S().(10 Prevbau 1 of 1 9/ 15/2015 9:33 AM 1 L �J COUNTY of FREDERICK Department o1 Planning and Development 540/ 665-5651 Fax: 540/ 665-6395 Eric R. Lawrence, AICP Director September 2, 2015 Earl W. Cole, III MMA Capital Management, LLC 621 E. Pratt Street, Suite 600 Baltimore, MD 21202 RE: Determination Regarding Submission of New Rezoning Application Property Identification Numbers (PINs): 63-A-150, 64-A-10 and 64-A-12 Dear Earl: This letter is in response to e-mail correspondence from you dated August 25, 2015, requesting "a determination from the appropriate official at Frederick County stating that our new and soon -to -be -submitted rezoning application is not an application that would be deemed to be a rezoning of substantially the same land and of the same uses as which was heard by the Board of Supervisors on March 11, 2015 pursuant to Frederick County Code § 165-102.04." The code section you referenced states: "Should a request for a rezoning be disapproved by the Board of Supervisors, at least 12 months shall expire before another application for rezoning of substantially the same land to the same zoning district designation shall be considered." Attached is the most recent draft rezoning proposal (dated May 20, 2015) for Heritage Commons of which I have knowledge. The application's significant reduction in residential density would be sufficient to deem the project substantially different from the previously denied rezoning application. As such, this new rezoning application could be accepted and processed through our rezoning application process. This letter acts to reaffirm our discussion today regarding the same topic. Please contact me with any questions. Sincerely, Eric R. Lawrence, AICP Director Attachment: draft rezoning application, dated May 20, 2015 107 North Kent Street • Winchester, Virginia 22601-5000 Greenway Engineering REZONING: PROPERTY: RECORD OWN APPLICANT: PROJECT NAM ORIGINAL DA' OF PROFFERS: REVISION DA' September 28, 2005 Revised May 20, 2015 Heritage Commons Rezoning AGE COMMONS PROFFER STATEMENT RZ# 02-14 Rural Areas (RA) District, Business General (B2) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers 150.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") R 150 SPE, LLC (here -in after the "Owner") Heritage Commons, LLC (here -in after the "Applicant") Heritage Commons (here -in after the "Project") September 28, 2005 May 20, 2015 Pursuant to Secti n 15.2-2296 Et. Seq. of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning, the under igned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #02-14 for the rezoning of 150. 9±-acres inclusive of 96.28± acres of Business General (B2) District and 54± acres of esidential Performance (RP) District with proffers to 150.59±-acres of Residential Plann d Community (R4) District with proffers, development of the subject properties ("Pro erty") shall be done in conformity with the terms and conditions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no effec whatsoever. These proffers shall be binding upon the Owner and any legal successors, eirs, or assigns. References to the Development Pla Ordinance, are to Plan (here -in afte. rile #3701 HGEAw Master Development Plan, hereinafter referred to as the Generalized i dated May 20, 2015, as required by the Frederick County Zoning :)e interpreted to be references to the specific Generalized Development the "GDP") attached hereto and incorporated herein by reference as GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons - Rl,# 10-15 File No: 3701 HC Date: Fri, Oct 30, 2015 To: FC Attorney From: Evan Wyatt Attn: Rod Williams GREENWAY ENGINEERING Copied Mike Ruddy Phone: 540-662-4185 Fax: 540-722-9528 Delivery: ❑ Fed Ex ❑ U.S. Mail Courier ! Pick Up ❑ Other Urgent F For Your Review ❑ As You Requested ❑ Please Comment Message Hi Rod, Please find attached information pertaining to the Heritage Commons Rezoning that includes the final Proffer Statement, GDP, Community Design Modification, and Impact Analysis Statement dated October 29, 2015; as well as redline/blue line text to assist you in identifying the final revisions that were made to reflect your comments and other review agency comments. Additionally, I have provided you with a copy of the comprehensive review agency comment response letter. Please contact me if you have any questions regarding this information or if you need anything else regarding this matter. Thank you, Evan Hand Delivery and Pick tips Only: Received by: Please Print Name: Date: GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons - RL# 10-15 File No: 3701HC Date: Fri, Oct 30, 2015 To: FC Planninv From: Evan Wyatt Attn: Mike Ruddy GREENWAY ENGINEERING Copied Phone: 540-662-4185 Fax: 540-722-9528 Delivery: ❑ Fed Ex ❑ U.S. Mail Courier ❑] Pick Up Other Urgent For Your Review ❑ As You Requested ❑ Please Comment Message Hi Mike, Please find attached information pertaining to the Heritage Commons Rezoning that includes the final Proffer Statement (original document and extra copy), GDP, Community Design Modification, and Impact Analysis Statement dated October 29, 201.5; as well as redline/blue line text to assist you in identifying the final revisions that were made to reflect your comments and other review agency comments. Additionally, I have provided you with an updated copy of the comprehensive review agency comment response letter, and a new CD with all current information associated with the rezoning. Please contact me if you have any questions regarding this information or if you need anything else regarding this matter. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: Date: Please Print Name: 0 Diane Walsh From: Diane Walsh Sent: Monday, November 16, 2015 10:27 AM To: Mike Ruddy Cc: Eric Lawrence Subject: November 13, 2015 Letter from FCSA Attachments: November 13, 2015 FCSA Comments for the Heritage Commons Rezoning.pdf Please find attached a letter dated November 13, 2015 from the FCSA regarding comments for the Heritage Commons Rezoning. If you have any questions, please do not hesitate to contact Mike. Diane Walsh Fi-edei-ick CouIItj, Planning Depai-tinent 107 North Kent Street, Suite 202 Winchester, VA 22601 540-665-5651 dvvalsh a,fcvams Diane Walsh From: Microsoft Outlook To: Eric Lawrence; Mike Ruddy Sent: Monday, November 16, 2015 10:27 AM Subject: Delivered: November 13, 2015 Letter from FCSA Your message has been delivered to the following recipients: Eric Lawrence (elawrenc fcva.us) <mailto:elawrenc@fcva.us> Mike Ruddy (mruddv@fcva.us) <mailto:mruddy@fcva.us>. Subject: November 13, 2015 Letter from FCSA • i Diane Walsh From: Mail Delivery System <MAILER-DAEMON@AOL.com> To: oatesgr@aol.com Sent: Monday, November 16, 2015 10:27 AM Subject: Relayed: November 13, 2015 Letter from FCSA Delivery to these recipients or groups is complete, but no delivery notification was sent by the destination server: oatesgr@aol.com v Subject: November 13, 2015 Letter from FCSA 9 0 Diane Walsh From: Mail Delivery System <MAILER-DAEMON@co.frederick.va.us> To: cmohn@bowmancg.com; hpmanuel@comcast.net; june.wilmot@verizon.net; greglunger@yahoo.com; scrockett@vit.org; ctriplet.fred cogovpc@icloud.com; molden.fredcogovpc@icloud.com; rthomas.fredcogovpc@icloud.com; chuck@cfdconsultingllc.com; jrmrnarston@gmail.com; kkenneybuildings@gmail.com; lawbrogi@gmail.com Sent: Monday, November 16, 2015 10:28 AM Subject: Relayed: November 13, 2015 Letter frorn FCSA Delivery to these recipients or groups is complete, but no delivery notification was sent by the destination server: cmohn(@bowmancg.com " hpmanuel@comcast.netl./ june.wilmot@verizon.ne1t/ greglunger@yahoo.com" scrockett@vit.orgv/ ctriDlet.fredcogovpc@icloud.com molden.fredcogovpc@icloud.com_ rthomas.fredcogovpc@icloud.com chuck@cfdconsultingllc.com %/— * rmmarston@grnail.com V/ kkenneybuildings@gmail.com lawbrogi@gmail.corn J Subject: November 13, 2015 Letter from FCSA FREDERICK COUNTY {� -f SANITATION AUTHORITY Post office lion 1877 P11. — (540)868-1061 Winchester Virginia 22604-8377 Fax — (540)868-1429 rnmAsa-water.com November 13, 2015 Mr. Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester VA 22602 Ref: Rezoning Plan Comments, Proffers Amendments Heritage Commons Tax map # 63-A-150, 64-A-10 & 64-A-12 Dear Mr. Wyatt: Per your request, a review of the proposed rezoning application has been performed. Tile Frederick County Sanitation Authority offers comments limited to the anticipated impacts upon the Authority's public water and sanitary sewer system and the demands thereon. The parcels are in the water and sanitary sewer area serve(( by the Authority. Based on the location both water service and sanitary sewer service is available. Sanitary sewer treatment capacity at the waste water treatment plant is also presently available. Sanitary sewer conveyance capacity and layout will be contingent on the applicant performing a technical analysis of the existing sanitary sewer system within the area to be served and the ability of the existing conveyance system to accept additional load. Any needed upgrades identified in the analysis would need to be addressed by the developer. It should be noted that the FCSA has serious concerns about the ability of'the existing wastewater conveyance system to transport the sanitary flows of the fully developed Heritage Commons site to the wastewater treatment plant. The nearest points of connection to the existing sanitary sewer system are on the east side of US 522 Front Royal Pike. These connections all flow through at least 3 sanitary Pump stations to reach the Opequon WRF. Two of' these pump stations in particular, the Senseny Road pump station and the Route 50 pump station are nearly at capacity. Significant upgrades would be required including possible force main replacements. FCSA is currently conducting a study in which the portion of' the County to be developed as the Heritage Commons site and others adjoining it in the SWSA could be sent by a combination of gravity and forced sewer connections to the Parkins Mill WWTP which is much closer geographically to the subject parcels and has adequate capacity to serve the projected Heritage Commons demands. 1PATrsR'S WORTH IT .-41j FREDERICK COUNTY �- SANITATION AUTHORITY Water distribution capacity will require the applicant to perform a technical analysis Ol' the existing system within the area to be served to determine available capacity. Water facilities have already been extended to the site. Furthermore, the FCSA is actively searching for additional groundwater sources within Frederick County. The Heritage Commons site is located in area near a potentially high yielding aquifer. Given 12 months to conduct preliminary well exploration, a well site to serve Frederick County could potentially be clevelopcd. The developer Should consider provisions to accommodate the well testing and site dedication should the test result in a viable water source. FCSA also anticipates that access to water and sewer service for additional properties could be provided through the Heritage Commons site with appropriately sized water and sewer mains and the provision of casements to the adjoining property lines. Please note that water and sanitary sewers are to be constructed in accordance with FCSA standards and specifications. Declicated easements will be required and based on the layout vehicular access will need to be incorporated into the final design. All easements should be free from any encumbrance including permanent structures (fences, signs, etc.) and landscaping (trees, shrubs, etc.). Thank you, Michael Newlin, P.E. Assistant Engineer -Director NVATER's WORTH IT 0 COUNTY of FREDERICK Dellartnleilt of'Planning and Dcvclopnlent 540/ 665-5651 Fax: 540/ 665-6395 Lric R.. Lawrence, AICP Director September 2, 2015 Earl W. Cole, III MMA Capital Management, LLC 621 E. Pratt Street, Suite 600 Baltimore, MD 21202 RE: Determination Regarding Submission of New Rezoning Application Property Identification Numbers (PINS): 63-A-150, 64-A-10 and 64-A-12 Dear Earl: This letter is in response to e-mail correspondence from you dated August 25, 2015, requesting "a determination from the appropriate official at Frederick County stating that our new and soon -to -be -submitted rezoning application is not an application that would be deemed to be a rezoning of substantially the same land and of the same uses as which was heard by the Board of Supervisors on March 11, 2015 pursuant to Frederick County Code § 165-102.04." The code section you referenced states: "Should a request for a rezoning be disapproved by the Board of Supervisors, at least 12 months shall expire before another application for rezoning of substantially the same land to the same zoning district designation shall be considered." Attached is the most recent draft rezoning proposal (dated May 20, 2015) for Heritage Commons of which I have knowledge. The application's significant reduction in residential density would be sufficient to deem the project substantially different from the previously denied rezoning application. As such, this new rezoning application could be accepted and processed through our rezoning application process. This letter acts to reaffirm our discussion today regarding the same topic. Please contact me with any questions. Sincerely, Eric R. Lawrence, AICP Director Attachment: draft rezoning application, dated May 20, 2015 107 North Kent Street • Winchester, Virginia 22601-5000 Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20. 2015 REZONING: PROPERTY: RECORD OWN APPLICANT: PROJECT NAM ORIGINAL DA' OF PROFFERS: REVISION DAI Pursuant to Sect the provisions o zoning, the under of Frederick Cc rezoning of 150. and 54± acres of Residential Planl properties ("Pro forth herein, exc amended or revi Board of Supery event that such i and have no effe, legal successors, References to the Development Pla Ordinance, are to Plan (here -in afte File #3701 HGEAW AGE COMMONS PROFFER STATEMENT RZ# 02-14 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers 150.59+1- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") R 150 SPE, LLC (here -in after the "Owner") Heritage Commons, LLC (here -in after the "Applicant") Heritage Commons (here -in after the "Project") September 28, 2005 May 20, 2015 n 15.2-2296 Et. Seq. of the Code of Virginia, 1950, as amended, and the Frederick County Zoning Ordinance with respect to conditional igned Owner hereby proffers that in the event the Board of Supervisors nty, Virginia, shall approve Rezoning Application #02-14 for the 9±-acres inclusive of 96.28± acres of Business General (132) District tesidential Performance (RP) District with proffers to 150.59±-acres of ;d Community (R4) District with proffers, development of the subject erty") shall be done in conformity with the terms and conditions set pt to the extent that such terms and conditions may be subsequently ,d by the Applicant and such be approved by the Frederick County fors in accordance with the said Code and Zoning Ordinance. In the zoning is not granted, then these proffers shall be deemed withdrawn whatsoever. These proffers shall be binding upon the Owner and any eirs, or assigns. Master Development Plan, hereinafter referred to as the Generalized i dated May 20, 2015, as required by the Frederick County Zoning be interpreted to be references to the specific Generalized Development the "GDP") attached hereto and incorporated herein by reference as 9 • Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015 "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The 3DP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. The exact boundary ar d acreage of each land bay may be shifted to a reasonable degree at the time of site plan ubmission for each land bay in order to accommodate engineering or design considerations. A. B. C. AGE COMMONS PROFFER STATEMENT 1) The Owner/Applicant shall develop the Property in substantial conformance with the Generalized Development Plan (GDP) prepared by Greenway Engineering, dated M4 20, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road imp vements identified in the Frederick County Comprehensive Policy Plan, the general location of the land bays proposed for residential and commercial development, the general location of the Warrior Drive right-of-way alignment and the general location of the Buffalo Lick Run Open Space Area. The final ocation of the regional road improvements, the land bays proposed for residential and commercial development, the general location of the Warrior Drive rig t-of-way alignment, and the general location of the Buffalo Lick Run Open Space Area can be adjusted to accommodate final engineering design requirements without the need to revise the GDP provided that the final engineeri,g design is consistent with the overall layout depicted on the GDP. 1) The Ownei /Applicant shall develop the Property in substantial conformance with the Desigr Modification Document dated May 20, 2015 that is attached and incorporat(d hereto as "Exhibit B". Pursuant to Frederick County Code § 165- 501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. 1) The Owner/Applicant shall develop a mixed land use development that includes market rat multi -family residential, commercial, and market rate multi -family residential !commercial land uses within the same structure. Market rate multi- family residential land is defined as having no income limit for the unit and offered as the highest rent that the local market can sustain, The market rate multi -family residential and the market rate residential/commercial land uses within the same structure may be developed within gated communities with private stre t systems. File #3701 HC(EAW 2 0 0 Greenway Engineering 97 September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015 The following Land Use Matrix Table provides for the general development parameter on the Property. The Land Use Matrix Table provides for the minimum and maximum percentages of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this pr ffer statement. The actual acreages identified for each Land Bay is approxim to and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Use all wed in B 1; B2; 1 B3 Dis xicts and Design 37.48± acres 0% AC. 100% AC. Modification Document Use all wed in B 1; 132; 2 B3 Diaricts and Design 46.47± acres 75% MIN. AC. 20% MIN. AC. Modifi ation 80% MAX. AC. 25% MAX. AC. Docurr, ent Use all wed in B1; 132; 3 B3 DiAricts and Design 53.95± acres 0% MIN. AC. 80% MIN. AC. Modifi ation 20% MAX. AC. 100% MAX. AC. Document Buffalo Open pace; Trail 12.35 acres N/A N/A Lick Run Syste4 Road Crossing 3) The Ow r/Applicant shall limit residential land use development within the Property o a maximum of 645 market rate multi -family units. The commercial land use development within the Property is not limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G,5 of the proffer statement. 1) The Own r/Applicant shall phase the residential land use development program to 175 resid ntial units within the first two years of the project. The two year time line shall begin at the time of non -appealable rezoning approval. 2) program t to the two year time line specified in Section D1 of the proffer the Owner/Applicant shall phase the residential land use development 148 residential units for the ensuing two years of the project. File#3701HC/EAW 1 3 40 • Greenway Engineering 3) Subsequen statement, program toy 4) Subsequen statement, residential E. F. September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015 to the two year time line specified in Section D2 of the proffer he Owner/Applicant shall phase the residential land use development 147 residential units for the ensuing two years of the project. to the two year time line specified in Section D3 of the proffer e Owner/Applicant shall be permitted to develop the remaining 175 5) The OwneV Applicant shall develop 50,000 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 300'h market rate multi-f=4 residential unit. 6) The Owntr/Applicant shall develop an additional 50,000 square feet of commerci land use prior to the issuance of a certificate of occupancy permit for the 600`h market rate multi -family residential unit. 7) The Owne /Applicant shall develop 7,500 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 6451 market rate multi -family residential unit. 1) The Owner' Applicant shall establish an escrow account with the County totaling $200,000. to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be determined by student calculation numbers provided by Frederick County Public Schools co sistent with the residential land use development program specified in Section D1D4 of the proffer statement. Monetary contributions for impacts to public sch is shall be provided as a one-time payment as described in Sections E2 — E5 of �he proffer statement. 2) A one-tim� payment of $3,000.00 for each student over 15 total students calculated t the 175th residential unit. 3) A one-timrr payment of $3,000.00 for each student over 27 total students calculated at the 323`d residential unit. 4) A one-timl, payment of $3,000.00 for each student over 39 total students calculated at the 470`h residential unit. 5) A one-timl payment of $3,000.00 for each student over 51 total students calculated at the 645th residential unit. 1) The Owner throughout phase of re Applicant shall construct a 10-foot asphalt pedestrian and bicycle trail he limits of the Buffalo Lick Run land bay in conjunction with second idential land use development specified in Section D2 of the proffer File #3701HGEAW 1 4 • i� Greenway Engineering G. September 28, 2005 Revised May 20, 2015 Heritage Commons Rezoning statement. I The trail system shall be available for public use and shall be maintaineq by the property owners association established for the project. 2) The Ow der/Applicant shall construct a community building to include a workout/fi ness facility and a community swimming pool for use by the residents of the pro ect. The community building and swimming pool facilities shall be available for use by the residents of the project prior to the second phase of residential land use development specified in Section D2 of the proffer statement. 3) The Own r/Applicant shall construct an 8-foot asphalt pedestrian trail system within the residential portions of the project. The general location of the trail system sh l be provided on the Master Development Plan. 1) The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Roundabout and East Tevis Street to northeast property boundary; and Section C — East Tevis Street to west property boundary and Interstate 81 Bridge. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2) and the East Tevis Street portions o Section B and Section C as an Urban Four -Lane Divided Section (U4D). 2) The Owne /Applicant shall enter into separate County Managed Revenue Sharing Program Project Agreements for the regional road systems described in Section GI of the proffer statement. The Owner/Applicant shall be responsible for the local funding match for the regional road systems located within the Property; for a prorata share of the local funding match for the Interstate 81 Bridge to be determined with the County and adjacent land owners with beneficial interest; and for right-of-way dedications within the Property for the regional road systems described n Section G1 of the proffer statement. The time line for construction of the regional road systems will be dictated by the requirements of the County Managed Revenue Sharing Program Project Agreements. 3) The Owner/Applicant shall construct the first phase of Warrior Drive as a 36-foot pavement section and a 10-foot asphalt pedestrian and bicycle trail between the Roundabo t and the first full commercial entrance location to the south of the Roundabout in conjunction with the first site plan for an approved land use within this porti n of the project. The Owner/Applicant shall dedicate right-of-way sufficient for a Warrior Drive U41) road section within 6 months of the issuance of an occupancy permit for the land use approved for the first site plan within this portion of the project. The right-of-way dedication shall be for the entire segment of Warrior Drive within the property and will be in a location consistent with the alilrnment identified on the GDP. File #3701HC/EAW 0 • Greenway Engineering 4) The Ownei within the described i designed tc 5) The O statement Owner/A] ADT vo Owner/A] for apprc provided land uses prepare t necessary imoroven 6) The Owner the initial f proffer stat Project to Owner/Apl of the tra: conjunction associated County M< described ii OWNER/. File 03701HGEAW September 28.2005 Heritage Commons Rezoning Revised May 20, 2015 Applicant shall have the ability to construct all internal street systems project as private streets, except for the regional road systems 1 Section G1 of the proffer statement. All private streets shall be standards acceptable to the County Engineer. (Applicant shall be permitted to implement the residential and land development program specified in Section C3 of the proffer itil the land uses have a cumulative impact of 23,177 ADT. The icant shall be permitted to utilize actual traffic counts to determine nes associated with land uses developed in the project. The icant shall conduct actual traffic counts when ITE Generation values d land uses are projected to reach 20,000 ADT, which will be the County Transportation Director. Once actual traffic counts for veloped in the project reach 23,177 ADT, the Owner/Applicant will fie studies in conjunction with subsequent site plans if deemed ty the County Transportation Director to determine additional is to the transportation system within the project. (Applicant shall be permitted to initiate the design and construction of hase of regional road system Section A described in Section G 1 of the ament in advance of the County Managed Revenue Sharing Program Facilitate the residential and commercial development program. The licant shall provide for a 36-foot pavement section and the final phase fic signal at the Front Royal Pike/Airport Road intersection in with the initial phase of construction. The cost of construction vith this initial phase shall be credited to the Owner/Applicant for the tnaged Revenue Sharing Program Project Agreement for Section A 1 Section G 1 of the proffer statement. NOTARIZED SIGNATURE ON FOLLOWING PAGE • 0 Greenway Engineering Signature September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015 The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the eve t the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Subrhitted: R 150 SPE, LLC - Owner Commonwealth 0 Virginia, City/County of To Wit: The foregoing instrument was acknowledged before me this day of 20 by My Commission Date Notary Public File#3701HC/L'AW 1 7 • • Greenway Engineering Sepiemba 28. 2005 Revised May 20, 2015 Heritage Commons Rezoning The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: By: Heritage Commons, LLC - Applicant Commonwealth of Virginia, City/County of The foregoing instrument was acknowledged before me this 20 by My Commission Expires rile a3701 HC/EAw Date To Wit: day of Notary Public DESIGN M RITAGE COMMONS DIFICATION DOCUMENT - PROFFER EXHIBIT B May 20, 2015 0 9 MODIFICATION #1 § 165-501.02 Rezoning Procedure In order to have la ld rezoned to the R4 District, a master development plan meeting all requirements of this capter, shall be submitted with rezoning application. In order to have lan rezoned to the R4 District, a proffered Generalized Development Plan identifying the conce)t 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 forte entire acreage. The Proffer Statement for Heritage Commons will also provide a matrix iden ifying 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 Bav classified as Mixed -Use Commercial/Residential. A mixed -use planne planned as a conditio therefore, the exact k amenities, open spact in the process. The overall development how the general land approved. The use c purpose is reasonabl+ assist in understandin formalized Master I requested that a Gene Master Development provided subsequent design plans and site l community on 150.28 +- acres of land cannot be completely master t of rezoning approval. These communities are dynamic due to the market; cation of residential units, internal roads, commercial land use, recreational and significant environmental features are difficult to identify at this stage ,pplicant should be prepared to identify basic information pertaining to the of the planned community to inform decision makers and interested citizens ise patterns and major road systems will be developed should a rezoning be a Generalized Development Plan and Proffer Statement as a tool for this as it contains illustrative and general development information that can the basic concepts of a mixed -use planned community and guide the more evelopment Plan process following rezoning approval. Therefore, it is -alized Development Plan be permitted to function in the place of a detailed Plan during the rezoning process. A Master Development Plan will be to the rezoning approval process to ensure consistency with subdivision lesign plans within the project. MODIFICATION #� §165-501.03 Permitted Uses All uses are allowed �n the R4 Residential Planned Community District that are allowed in the following zoning districts: RP Residential P0formance District Bl Neighborhood Business District B2 Business Geniral District B3 Industrial Transition District M1 Light Industrial District Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for urban mixed -use commercial and residential land use, which may include commercial and residential land uses that are loc ted within the same structure, or within connected structures. No M1 (light industrial) uses will be permitted. Heritage Commons units, commercial, ri these land uses. Th office land use with: form design, which to live, shop, and we planned as an urban center design form that will contain multi -family ail and office structures, and structures that may comprise a combination of ability to provide for mixed -use residential and commercial, retail and/or the same structure or within connected structures is in keeping with urban .-ovides a very efficient use of land and provides opportunities for residents k within the same area of their community. 0 9 MODIFICATION #3 §165-501.05 Mixture of Housing Types Required Each planned commurlity shall be expected to contain a mixture of housing types that is typical for existing and planted residential neighborhoods in Frederick County. No more than 40% of the area of portions o the planned community designated for residential uses shall be used for any of the following ousing types: duplexes, multiplexes, atrium houses, weak -link townhouses, townhouses or garden apartments or any combination of those housing types. The Land Bays identified on the proffered Generalized Development Plan are slated for market - rate multi -family re idential housing types. To achieve this type of urban residential development, single-family detached and attached residential units will not be required as a component of the residential mix, and multi -family residential units will be allowed to comprise 100% of the residential housing units within the Heritage Commons project. Heritage Commons i planned as an urban design form that will contain 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 development. 9 0 MODIFICATION §165-501.06(C) Residential Density Residential Density. The maximum allowed gross density for residences in the planned community development shall be four units per acre. ve The Mixed -Use Co mercial/Residential Land Bays identified on the proffered Generalized Development Plan ar slated for urban residential housing types. To achieve this type of urban residential developm nt, the gross densities specified in Section 165-402.05B for multi -family residential land use shall be permitted. Heritage Commons i units within a mixed recently approved in( Area (UDA) to maxis The 2030 Comprehe high -density resident of residential density planned as an urban design form that will contain multi -family housing se commercial, retail and office development. The Board of Supervisors rased densities for residential development within the Urban Development ze the residential development potential within this portion of the County. give Plan identifies this property as being planned for employment and 1 (12-16 units/acre) land use; therefore, it is appropriate to allow this type ithin the Heritage Commons development. 0 9 MODIFICATION #51 §165-501.06(D) Commercial & Industrial Areas Commercial and industrial areas. The areas for commercial or industrial uses shall not exceed 50% of the gross are of the total planned community. Sufficient commercial and industrial areas shall be provide 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% o the gross area of the project shall be used for business and industrial uses. The Heritage Comm( residential land use. exceed 50% of the gr Comprehensive Plan, Heritage Commons residential uses and residents can live, wi been incorporated ini and maximum acrea.R A planned mixed -use the Comprehensive PI Given the intensity ar mixed in with or Development Plan w residential and comm commercial. With thi is anticipated that the laid out so that the re! use their automobiles s Land Bays are intended to be developed as mixed -use commercial and herefore, commercial areas may exceed, and should be encouraged to, ,s area of the total planned community. Further, to be consistent with the dustrial uses should not be encouraged, and therefore, not allowed in the and Bays. By doing this, the balance will allow for higher density 11 create Land Bays that lend themselves to creating a community where k and play in the same community. A Land Bay Breakdown Table has the Heritage Commons Proffer Statement to demonstrate the minimum for commercial and residential development throughout the project. -ommercial and residential community in an area that is designated under in as such should provide for a higher percentage mix of commercial uses. d extent of commercial uses they would be more harmonious if they were ljacent to higher density residential development. The Generalized 11 depict the Land Bays where it is anticipated that the higher density :rcial uses will be mixed and also areas that will be designated purely for transportation networks and connectivity of all the Land Bays, however, it ictivity level of residences, commercial shopping, dining and work will be idents will be able to walk back and forth between these uses and not need .o access these facilities and amenities. • 0 MODIFICATION §165-501.06(E) Open Space Open Space. A minimum of 30% of the gross area of any proposed development shall be designated as commop open space. A minimum of 15% df the gross area of the Mixed -Use Commercial/Residential Land Bays, and 100% of the gross ea of the Buffalo Lick Run Stream Valley Land Bay identified on the proffered Generalize Development Plan shall be designated as common open space. Heritage Commons i� planned as an urban design form that will contain multi -family housing units within a mixed use commercial, retail and office development. This type of urban 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 gr n-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 ordi ante requirements. 0 • MODIFICATION #1 §165-501.06(G) Buffers and Screening Buffers and Screening. Buffers and screening shall be provided between various uses and housing types as if the uses were located within the RP, B1, B2, or M1 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 that section. In addition, along the perimeter boundary of the Residential Planned ommunity 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 M1 Zoning Districts. 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, of where 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(C), Section 165-203.02(D), and Section 165-203.02(E) of this Chapter. Heritage Commons commercial and resi form of developmer same structures; ther achieving this type buffers and screenin residential land uses. separation buffers Development Area. is planned as an urban design form that will incorporate mixed -use ential land use immediately adjacent to each other. Land uses within this are intended to be integrated, and in some instances located within the :fore, the requirement for internal buffers and screening are not practical in )f urban design. The alternative design standard provides for adequate along the perimeter of the Heritage Commons project to protect existing This buffer and screening standard is consistent with applicable residential A zoning district buffers utilized in other portions of the Urban MODIFICATION #8 §165-501.06(I) Road Access Road Access. All planned community developments shall have direct access to an arterial or collector road or to r ads improved to arterial or collector standards. The planned community development shall be rovided with a complete system of public streets dedicated to the Virginia Department of Transp rtation. 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 Hof 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 mast�r association or sub -associations created during the subdivision design and site plan design proc�ss. All private streets shall be designed in general to meet vertical base design standards acce table to the Frederick County Engineer 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 sreets within the project. Heritage Commons i planned as an urban design form that will contain a variety of street systems that are desi ned in general to meet vertical base design standards acceptable to the Frederick County Engineer based on projected traffic volumes for the identified land uses within the project. The ability to utilize private street design will provide design flexibility throughout the project that woyld 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. 0 0 MODIFICATION §165-501.06(M) Phasing 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 }Mans shall be approved in the planned community unless they are in accordance with the approved schedule. A Phasing Plan and Heritage Commons i including commercif project. Heritage Co conventional residen and residential land phasing schedule an( dictated by market cc asing Schedule shall not be required for the Heritage Commons project. planned as an urban eente design form that will contain mixed land use retail, office, and multi -family housing units within a master planned unons exceeds the commercial, retail and office land use percentages from al planned community projects, and may incorporate mixed commercial se within the same structure. Therefore, it is not practical to require a time line that limits the ability for the project to develop, as this will be MODIFICATION #10 §165-201.03(B)(6) Height Limitations §165-601.02 Dimensional and Intensity 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 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). Commercial building's, 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. Heritage Commons is planned as an urban design form that will promote vertical construction throughout the projeot. 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 height and allow for a floor area to lot area ratio of 2.0; therefore, the Heritage Commons urban design form is consistent with these more intensive types of development currently permitted by County Code. i 0 9 MODIFICATION #11 §165-402.09(J)(D1) Multifamily Residential Buildings Principal building (mx): 60 feet, provided that a multifamily residential building may be erected to a 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 not less than one foot for each one foot of height that it exceeds the sixty -foot limit. Commercial buildinf and residential build serving the communi Heritage Commons i throughout the prof( construction that abi systems. Urban desil for Heritage Commc design should it be do , retail buildings, office buildings, hotel buildings, and shared commercial igs may be constructed within 20 feet of public or private street systems planned as an urban design form that will promote vertical construction ;t. This design form should provide flexibility to promote building .s wide pedestrian walkway areas that adjoin public and private street i promotes build -to setback lines, which are not proposed as a requirement is; however, this alternative design standard will allow for this form of aired by the developer of the project. MODIFICATION #12 §165-4002.09(n Modified Apartment Building This housing type 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: A. Lot Dimensions Al Maximum site impervious surface ratio 0.60 B. Building Setbacks B I From public road right-of-way 35 feet B2 From private road) right-of-way, off-street parking lot or 20 feet riveway B3 Side (perimeter) 20 feet B4 Rear (perimeter) j 25 feet B5 Rear for balconies and decks 20 feet B6 Minimum on -site ibuilding spacing: Buildings placed side to side shall have a minimum distnce of 20 feet between buildings; buildings placed side to back shall have a minimum distance of 35 feet between buildings. Buildings back to batik shall have a minimum distance of 50 feet between buildings. C. Minimum Parking C1 Required off-street parking 2 per unit D. Height D1 Principal building (max): 55 feet D2 Accessory building (max) 20 feet This housing type consists of buildings that contain multiple 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 16 dwelling units but may not exceed more than 64 dwelling units within a single structure. Dimensional requirements shall be as follows: k. Lot Dimensions kl Maximum site impervious surface ratio 0.60 3. Building Setbacks, B 1 From public road rf,ght-of-way 20 feet B2 From private road driveway eight -of -way, off-street parking lot or 10 feet B3 Side (perimeter) 15 feet B4 Rear (perimeter) 15 feet B5 Rear for balconies and decks 20 feet B6 Minimum on -site building back; 15 feet back to back spacing: 15 feet side to side; 15 feet side to C. Minimum Parking C1 Required off-street parking 2 per unit, inclusive of garage D. Height Dl Principal buildingi(max): 80 feet D2 Accessory building (max): 50 feet D3 Maintenance buildings (max): 20 feet Heritage Commons is units throughout the construction that aci structure. The dimen appropriate setbacks providing densities m planned as an urban design form that will promote massing of dwelling )roject. This design form should provide flexibility to promote building ommodates an appropriate number of dwelling units within a single ,ional requirements provided for the Modified Apartment Building achieve for siting of buildings and protection of adjoining properties, while )re in keeping with a dense urban center design form. • OUTPUT MODULE sheet created for discusion Dec 2013 Applicant: Heritage Commons 9/ 18/2015 Commercial Credit Worksheet Not Approved by BOS For Use Residential Units (number) 345 Units SFD 0 SFA 0 Residential Input Data M F D 345 Non -Residential (sq. ft.) 57,500 Sq. Ft. Retail 0 Sq. Ft. Go to Scenarios tab for non-residential inputs Office 57.500 Sq. Ft. Budget Summary Revenues $15,928,707 Source: BudSum W 169 Expenses - Operating $24,230,302 Source: BudSum W 174 - Capital Expenses - Capital $4,272,376 Source: BudSum W I I I + BudSum W 154 10 Year Average Capital Expenditures 1 3% Source: I CAFR *Capital Projects & Debt Service Revenues - assignable $2,070,732 Total Cost of Capital Facilities Per Unit Fire And Rescue $142,140 $412 General Government $362,250 $1,050 Public Safety $0 $0 Library $1 16,610 $338 Parks and Recreation $479,895 $1,391 School Construction $3,687,705 $10,689 Total $4,788,600 $13,880 Net Cost of Capital Faclities $2,717,868 $7,878 OUTPUT MODULE sheet created for discusion Dec 2013 Applicant: Heritage Commons 9/ 18/2015 Commercial Credit Worksheet Not Approved by BOS For Use Residential Units (number) 345 Units SFD 0 SFA 0 Residential Input Data MFD 345 Non -Residential (sq. ft.) 57,500 Sq. Ft. Retail 57,500 Sq. Ft. Go to Scenarios tab for non-residential inputs Office 0 Sq. Ft. Budget Summary Revenues $19,214,347 Source: BudSum W 169 Expenses - Operating $24,810,467 Source: BudSum W 174 - Capital Expenses - Capital $4,310,635 Source: BudSum W I I I + BudSum W 154 10 Year Average Capital Expenditures 13% Source: I CAFR *Capital Projects & Debt Service Revenues - assignable $2,497,865 Total Cost of Capital Facilities Per Unit Fire And Rescue $142,140 $412 General Government $362,250 $1,050 Public Safety $0 $0 Library $1 16,610 $338 Parks and Recreation $479,895 $1,391 School Construction $3,687,705 $10,689 Total $4,788,600 $13,880 Net Cost of Capital Faclities $2,290,735 $6,640 OUTPUT MODULE sheet created for discusion Dec 2013 Applicant: Heritage Commons 9/ 18/2015 Commercial Credit Worksheet Not Approved by BOS For Use Residential Units (number) 300 Units SFD 0 SFA 0 Residential Input Data MFD 300 Non -Residential (sq. ft.) 50,000 Sq. Ft. Retail 0 Sq. Ft. Go to Scenarios tab for non-residential inputs Office 50,000 Sq. Ft. Budget Summary Revenues $15,844,181 Source: BudSum W 169 Expenses - Operating $24,202,537 Source: BudSum W 174 - Capital Expenses - Capital $4,269,568 Source: BudSum W I I I + BudSum W 154 10 Year Average Capital Expenditures 1 3% Source: I CAFR *Capital Projects & Debt Service Revenues - assignable $2,059,744 Total Cost of Capital Facilities Per Unit Fire And Rescue $123,600 $412 General Government $315,000 $1,050 Public Safety $0 $0 Library $101,400 $338 Parks and Recreation $417,300 $1,391 School Construction $3,206,700 $10,689 Total $4,164,000 $13,880 Net Cost of Capital Faclities $2,104,256 $7,014 I GREENWAY ENGINEERINP 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 T R A N S M I T T A'-L----- Project Name: Heritage Commons Rezoning Proffers & Impact Statement File No: 3701HC Date: Tue, Oct 6, 2015 To: FC Planning From: Evan Wyatt Attn: Mike Ruddy GREENWAY ENGINEERING Copied Phone: 540-662-4185 Fax: 540-722-9528 Delivery: Fed Ex [ U.S. Mail Courier [] Pick Up Other Urgent ❑J For Your Review a As You Requested E Please Comment Message Hi Mike, Please find attached the revised proffer statement and impact analysis statement that we will be discussing tomorrow morning for your review. Please note that this will be the proffer statement and impact statement that I will request you use to prepare your comment for the rezoning. Please do not hesitate to contact me if you have any questions or if you need any additional information at this time. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: Please Print Name: Date: Project Name: File No: Date: To: Attn: Copied FILE COPY GREENWAY ENGINEERING a,�_, ,1.51 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Heritage Commons Rezoning - Agency Comment Request 3701HC Fri, Sep 11, 2015 City of Winchester Planning Tim Youmans Delivery: [_- Fed Ex Other_ [I U.S. Mail From: Evan Wyatt GREENWAY ENGINEERING Phone: 540-662-4185 Fax: 540-722-9528 [j Courier [: J Pick Up UrgentW'! For Your Review [ As You Requested [ '; Please Comment Message Hi Tim, Please find attached information pertaining to the Heritage Commons Rezoning in Frederick County for your review and comment. I will contact you to schedule a time to meet to discuss this application in advance of your review to assist with this process. Please contact me if you have any questions at this time. Thank you, Evan Hand Delivery and Pick Ups Only: S E P 1 1 2015 ....- ;, Received by: Date: �j �f ��, S Please Print Name: .0 GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMIT'PAL Project Name: Heritage Commons Rezoning - Agency Comment Request File No: 3701HC Date: Wed, Sep 9, 2015 To: FC Planning From: Evan Wyatt Attn: Eric Lawrence GREENWAY ENGINEERING Copied Phone: .540-662-4185 Fax: 540-722-9528 Delivery: [] Fed Ex ❑ U.S. Mail ,/ Courier ] Pick Up (_J Other �_) Urgent F'] For Your Review ❑ As You Requested [] Please C0111111ent Message Hi Eric, Please find attached the new information that is being submitted for the Heritage Commons Rezoning. I will contact you to schedule a time to meet to discuss this new application information In advance of youI- I'eview to assist with this process. Please contact me if yOII have any questions at this time. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: Please Print Name: Date: ff� -0 W �. S E P 9 2015 i 0 • Eric Lawrence From: Evan Wyatt <ewyatt@greenwayeng.cot-n> Sent: Wednesday, September 09, 2015 4:37 PM To: Brenda Garton Cc: Kris Tierney; Eric Lawrence; Matt Millstead; Bruce Griffin; Earl Cole Subject: Review Agency Comment packets Attachments: Heritage Commons Rezoning - Agency Comment Request Transmittals 9-9-15.pdf Hi Brenda, I received a call from Matt Milstead early afternoon today and was advised to proceed with submitting the rezoning information for the applicable review agencies. Please find attached a PDF that identifies the various review agencies that received the packets this afternoon and also note that VDOT is being forwarded information via Fed Ex for priority delivery tomorrow (the shipping label is included). Thank you, Eva n Evan A. Wyatt I Director of Land Planning 151 Windy Hill Lane Winchester, VA 22602 Phone: 540.662.4185 Phone: 540.974.2701 Fax:540.722.9528 Web: www.GreenwayEng.com Email: ewyatt@greenwayeng.com i� FND� �197� i GREENWAY ENGINEERING Disclaimer: This email may contain confidential and privileged material for the sole use of the intended recipient(s). Any review, use, distribution or disclosure by others is strictly prohibited. If you have received this communication in error, please notify the sender immediately by email and delete the message and any file attachments from your computer. Thant: you. • • Eric Lawrence From: Evan Wyatt <ewyatt@greenwayeng.com> Sent: Wednesday, September 09, 2015 4:37 PM To: Brenda Garton Cc: Kris Tierney; Eric Lawrence; Matt Millstead; Bruce Griffin; Earl Cole Subject: Review Agency Comment packets Attachments: Heritage Commons Rezoning - Agency Comment Request Transmittals 9-9-1S.pdf Hi Brenda, I received a call from Matt Milstead early afternoon today and was advised to proceed with submitting the rezoning information for the applicable review agencies. Please find attached a PDF that identifies the various review agencies that received the packets this afternoon and also note that VDOT is being forwarded information via Fed Ex for priority delivery tomorrow (the shipping label is included). Thank you, Eva n Evan A. Wyatt I Director of Land Planning 151 Windy Hill Lane Winchester. VA 22602 Phone: 540.662.4185 Phone: 540.974.2701 Fax: 540.722.9528 Web: www.GreenwayEng.com Email: ewyatt@greenwayeng.com FND%t9i� I GREENWAY ENGINEERING Disclaimer: I his email may contain confidential and privileged material for the sole use of the intended recipienl(s). Any review, use, distribution or disclosure by others is strictly prohibited. If you have received this communication in error, please notify the sender immecliately by email and delete the message and any file attachments fiom your computer. Thank you. i tfir", � _ f GREENWAY ENGINEERING 151 Windy Hill Lane Pounded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons Rezoning - Agency Comment Request File No: 3701HC Date: Wed, Sep 9, 2015 To: Winchester Regional Airport Attn: Renny Manuel Copied Delivery: Fed Ex [ ] U.S. Mail From: Evan Wyatt GREENWAY ENGINEERING Phone: 540-662-4185 Fax: 540-722-9528 [,�] Courier I [ Pick Up [_] Other Urgent V! For Your Review j 1 As You Requested 41 Please Comment Message Hi Renny, Please find attached the new information that is being submitted for the Heritage Commons Rezoning. I will contact you to schedule a time to meet to discuss this new application information in advance of your review to assist with this process. Please contact me if you have any questions at this time. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: Date: Please Print Name: I e kG M n-� r1l COH a. GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons Rezoning - Agency Comment Request File No: 3701HC Date: Wed, Sep 9, 2015 To: _FC Public Schools From: Evan Wyatt Attn: Wayne Lee GREENWAY ENGINEERING Copied Phone: 540-662-4185 Fax: 540-722-9528 Delivery: [] Fed Ex El U.S. Mail E,?] Courier El Pick Up [] Other ] Urgent [ '] For Your Review As You Re uested [; Please Comment �� q [_ Message Hi Wayne, Please find attached the new information that is being submitted for the Heritage Commons Rezoning. I will contact you to schedule a time to meet to discuss this new application information in advance of your review to assist with this process. Please contact me if you have any questions at this time. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: `G�J`-ll.��l K/r1'' Date: q (is -- Please Print Name: 14 ©A- � & P- 0 C. H P 0 GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons Rezoning - Agency Comment Request File No: 3701HC Date: Wed, Sep 9, 2015 To: FC Parks & Recreation Attn: Copied From: Evan Wyatt Jason Robertson GREENWAY ENGINEERING Delivery: [ J Fed Ex ] Other_ [ —1 U.S. Mail Phone: 540-662-4185 Fax: 540-722-9528 [�) Courier [- ] Pick Up j Urgent [vj For Your Review j ] As You Requested [�] Please Comment Message Hi Jason, Please find attached the new information that is being submitted for the Heritage Commons Rezoning. I will contact you to schedule a time to meet to discuss this new application information in advance of your review to assist with this process. Please contact me if you have any questions at this time. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: /iJS Al L 4� c, Date: Please Print Name: g�> 2 � �� C cur GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons Rezoning - Agency Comment Request File No: 3701HC Date: Wed, Sep 9, 2015 To: FC Fire & Rescue From: Evan Wyatt Attn: Jay Bauserman GREENWAY ENGINEERING Copied Phone: 540-662-4185 Fax: 540-722-9528 Delivery: F Courier F Fed Ex El U.S. Mail Pick Up Other Urgent For Your Review As You Requested W] Please Comment Message Hi Jay, Please find attached the new information that is being submitted for the Heritage Commons Rezoning. I will contact you to schedule a time to meet to discuss this new application information in advance of your review to assist with this process. Please contact me if you have any questions at this time. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: <Z:F� Please Print Name: Date: 9)q J I S— • • 0i. GREENWAY ENGINEERING t 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons Rezoning - Agency Comment Request File No: 3701HC Date: Wed, Sep 9, 2015 To: FC Public Works Attn: Ed Strawsnyder Copied Delivery: (_] Fed Ex [—I U.S. Mail Other, From: Evan Wyatt GREENWAY ENGINEERING Phone: 540-662-4185 Fax: 540-722-9528 (�j Courier [ f Pick Up l Urgent (� j For Your Review j As You Requested ' v j Please Comment Message Hi Ed, Please find attached the new information that is being submitted for the Heritage Commons Rezoning. 1 will contact you to schedule a time to meet to discuss this new application information in advance of your review to assist with this process. Please contact me if you have any questions at this time. Thank you, Evan Hand Delivery and Pick Ups OM� C E I V E Received by: Date: p.bk Works & Inspections Please Print Name: F IL E-, CUP V GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons Rezoning - Agency Comment Request File No: 3701HC Date: Wed, Sep 9, 2015 To: FWSA From: Evan Wyatt Attn: Jesse Moffett GREENWAY ENGINEERING Copied Phone: 540-662-4185 Fax: 540-722-9528 Delivery: Fed Ex U.S. Mail Courier Pick Up Other E] Urgent [,-P For Your Review [-]As You Requested Please Comment Message Hi Jesse, Please find attached the new information that is being submitted for the Heritage Commons Rezoning. I will contact you to schedule a time to meet to discuss this new application information in advance of your review to assist with this process. Please contact me if you have any questions at this time. Thank you, Evan Hand Delivery and Pick Ups Only: Received by:�C 4 hz;� Date: O(q zprs Please Print Name: t'6 nL' C— - � • 0 0 GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons Rezoning - Agency Comment Request File No: 3701HC Date: Wed, Sep 9, 2015 To: FCSA Attn: Uwe Weindel Copied FILE COPY From: Evan Wyatt GREENWAY ENGINEERING Phone: 540-662-4185 Fax: 540-722-9528 Delivery: Fed Ex U.S. Mail Courier Pick Up Other Urgent v For Your Review As You Requested 1 Please Comment Message Hi Uwe, Please find attached the new information that is being submitted for the Heritage Commons Rezoning. I will contact you to schedule a time to meet to discuss this new application information in advance of your review to assist with this process. Please contact me if you have any questions at this time. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: Date: q qJ 1,5 Please Print Name: My Profile kty FedEx Rewards Support tncatoris Erglish RdShip Track Manage Learn FedEx Office FedEx Ship Manager® Lowul Help my Prose L 7 - -c 30� Ship �i LTLLTL Freightij MyMy Lis% Repo - Your Sbipment Details From: Donne Stephens Ship date 0910912015 GREENWAY ENGINEERING Weight: 2.00 LBS 151 WINDY HILL LANE Declared value: OAO USD WINCHESTER. VA 22602 Package Contents: us 64OM4185 Document Description: Shipment Purpose: Invoice number. To: Matt Smith Freight On Value: VDOT Pricing Option: FedEx Standard Rate Edinburg Residency Service type. Priority Overnight W31 Old Valley Pike Edinburg, VA 22824 Package type: FedEx Pak us Pickup/Drop Off: Pickup requested, view Pickup History 5409845615 for details Sh 1pper account number. MyAccount-613 Bill transportation to: MyAccount-613 Tracking no.: 774470216632 Your red stance: 3701HC HeritegeConmonsRezonng Courtesy rate quote:' 24.60 Published rats: Effective not discount: Discounted variable %: Special services: Dyed slprekse required Shipment type: Express CommerclalMasWentlal Status: � Please Dote : ."The courtesy rate shown here may be different than be actual charges for your shipment. Differences may occur based on actual weight, dknensbns, and other factors. Consult the eppicable e or the FedEx Rate Shoals for detade on how shipping charges are FedEx will rat be responsible for any claim in excess of $100 per package, whether the result of bes, damage, delay, rwn-deNery, mbdelvery, or misinformation, unless you declare a higher value, pay an additional charge, document your actual loss and fib a timely clldm. Limitations fond in the current FedEx Service Guide apply. Your right to recover from FedEx for any less, incldktg fib' le value of the package, loss Of sales, Iteome interest, proriL attorney's fees, costs, and other forms of damage whether direct, Incidental. asuequerr6sl, or specie is hinked lot* greater of $100 or the suthorked declared value. Recovery cannot exceed actual documented ban. Maximum fordo, ofaatraordkrry v" Ia $1000, a g., jewelry, precious metals, ragob" instruments and other items fated In our Service Guide. Written cbirrn must be filed within satdot lints knits; Consul the applicable FedEx Service Guide for detab. Customer Focus Featurod Services Companies New Customer Center FadEx One Rate FedEx Express Small Business Center f edEx SameDay FedEx Ground Service Guile FedEx Home Delivery FedEx Office Customer Support Healthcare Solu:bns FedEx Freight Online Retal Solutions FedEx Custom Critca' Company Information Packaging Services FedEx Trade Networks About FedEx Anc nary Clearance Sery ces FedEx SuppyChan Careers FedEx TechConnect Investor Relations Other Resources FedEx Compatible Developer Resource Center FedEx Ship Manager Software FedEx Mobile Fol"ow E dEz Search ) _� " Unted States - English 0 FedEx 1995-2015 Global -bme ' Ste Map fadex con Terms of Use i Security and Privacy F L 0 GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons Rezoning - Agency Comment Request File No: 3701HC Date: Wed, Sep 9, 2015 To: FC Attorney From: Evan Wyatt Attn: Rod Williams GREENWAY ENGINEERING Copied Phone: 540-662-4185 Fax: 540-722-9528 Delivery: [ j Fed Ex [ 1 U.S. Mail [,9J Courier Pick Up [ _ ] Other Urgent [j For Your Review (_) As You Requested [] Please Comment Message Hi Rod, Please find attached the new information that is being submitted for the Heritage Commons Rezoning. I will contact you to schedule a time to meet to discuss this new application information in advance of your review to assist with this process. Please contact me if you have any questions at this time. Thank you, Evan Hand Delivery and Pick Ups Only: Received by; Please Print Name: Date: 9 �1`171' � 1, F_ C Of, P V, - GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons Rezoning - Agency Comment Request File No: 3701HC Date: Wed, Sep 9, 2015 To: FC Planning From: Evan Wyatt Attn: Eric Lawrence GREENWAY ENGINEERING Copied Phone: 540-662-4185 Fax: 540-722-9528 Delivery: Fed Ex �- ] U.S. Mail Courier El Pick Up [] Other _j Urgent [] For Your Review [;� As You Requested Please Comment Message Hi Eric, Please find attached the new information that is being submitted for the Heritage Commons Rezoning. I will contact you to schedule a time to meet to discuss this new application information in advance of your review to assist with this process. Please contact me if you have any questions at this time. Thank you, Evan Hand Delivery and Pick Ups Only: �-)2 Received by: Late: � I GaW19 Fal SEP 9 2015 FF EDERZ-K C- 5FjNTY PIANNING AND DEVELOPW-7pjT Please Print Name-!') C ,n L LINE TABLE LINE BEARING DISTANCE L 1 S 85'40 02" W 150.14' L2 S 8553'40" W 1005.35' L3 N 44'16'19" W 1985.02' L4 N 21'55 54" E 761.52' L5 N 56'54'19" E 145.10' L6 N 59'30'40" E 157.47' L7 N 55'41'01' E 1235.07' L8 S 58'03'14" E 688.82' L9 S 02'01'18' W 332.70' LID S 875344" E 470.95' L11 S 01'4621" W 154.61' L 12 N 82'30 52" W 26.27' L 13 S 073938" W 119.85' L 14 S 84'3156" E 28.99' L 15 S 89'40 20" W 26.96' L16 S 29'13'19" W 64.04' L 17 S 01'4741 " W 112.92' L 18 S 555357" W 51.18' L 19 S 14'0824 " W 96.73' L20 S 43'19'10' W 176.36' L21 S 64'06'43" E 20.2 1' L22 N 45'2328" E 45.62' L23 S 64' 1341 " E 60.25' L24 N 74'20'11 " E 150.90, L25 S 21'5357" E 79.44' L26 S I1'3643" W 287.33' L27 S 03'37'16" E 428.07' L28 N 03' 14'46" W 192.09' L29 S 5238 39" E 184.40' L30 N 03' 14'46" W 5.60' 01 N 21'52 53" E 1174.87' L32 N 41'0621" E 773.02' L33 S 5 1'5 1J5" E 500.62' 04 1 S 4 74922" E 272.65' L35 S 3128 35" W 497.94' 06 N 58' 15'41 " W 107.60' 07 S 31'06 34" W 199.82' 08 S 58'03'14" E 1.42' CURVE TABLE f '- TAX PA Pr- CURVE DELTA ANGLE RADIUS ARC LENGTH TANGENT CHORD BEARING CHORD LENGTH Cl 01 *46'11 " 5653.89' 174.64' 87.33' S 02'39 21 " W 174.63' C2 02'29 24" 6161.16' 267.76' 133.90' S 05'57'04" W 267.74' C3 05'34 20" 3169.87' 308.28' 154.26' S 02'30 JO" W 308.16' T.M. 64-A-9 / FLG RESIDUAL TRUST PROPERTIES, L.L.C. TAX PARCEL 64 A-10 29.79 ACRES t T.M. 64-A-11 ARTHUR A. & JUANITA S BELT '�' 38 ADDRTON L10 L121v X PARCEL L 13 54 A-12 L 14f 49 ACRES t L 15 Li6 L17 L1 L19 L20 L25 L24 L21-� ! `L23 L22� 1% J h �j3 vi s L2 Ll T.M. 64-A-18 T.M. 64-A-14 IMOISON 11, LLC MICHAEL S. & CHERYL SHEPARD LEGEND TM # ACRES ZONING 63-A-150 0.31 ± R4 64-A-10 29.79 ± R4 64-A-12 120.49 ± R4 N O V o aty`iN 00 w mCW) 6) 4 0 �O N >�o c `� L 0 0 K 0 i- U d LL 3 � z a � t=1 W Z z z h zm O E 9 W Q OQ UJ W a ��D E z 0 � � Qz O Q W = N W co Ir DATE. 10/23/2015 SCALE. 1"=500' 500 0 500 1 000 DESIGNED BY. EAW JOB NO. 3701HC SCALE: 1 " = 500' SHEET I OF 1 Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s). "—The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the -development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? •• Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwillia(a)fcva.us Please note new e-mail address: rwillia(-,fcva.us Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? :•. Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwillia(cDfcva.us Please note new e-mail address: rwillia ,fcva.us Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwillia(cDfcva.us Please note new e-mail address: rwillia aAfcva.us Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? e Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwillia(a,fcva.us Please note new e-mail address: rwillia@fcva.us 1 Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the tenn "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? e Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwilliaC@fcva.us Please note new e-mail address: rwillia fcva.us Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwillia fcva.us Please note new e-mail address: rwillia@fcva.us Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the tern "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwilliaAfcva.us Please note new e-mail address: rwillia(a,fcva.us Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwillia(cDfcva.us Please note new e-mail address: rwillia .fcva.us Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwillia(a)fcva.us Please note new e-mail address: rwilliaPfcva.us Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? e Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwillia fcva.us Please note new e-mail address: rwillia(,fcva.us Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwilliaC)fcva.us Please note new e-mail address: rwillia fcva.us Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the term "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? Mal Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwillia(cDfcva.us Please note new e-mail address: rwillia(afcva.us Mike Ruddy From: Rod Williams Sent: Wednesday, November 18, 2015 1:51 PM To: Mike Ruddy Subject: Heritage Commons Mike, Sorry for not getting through this all sooner. I have noticed three remaining items (from my 10/28/15 comment letter), on the legal side, re the proffer statement: • Comment 8 — "Proffer C2 — Land Use and Land Use Matrix — Given that the Proffer Statement contemplates that the project will include structures containing multiple uses (residential and commercial) within the same structure, the Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed."— I do not see that the Proffer Statement has yet addressed how this calculation would be made. • Comment 10 — "Proffers D5 through D7 — Land Use Phasing Program — The Proffer does not identify a particular meaning for the tenn "shall develop" with respect to the square footage of commercial land use. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structure(s)."— The language in the proffer remains as "shall develop". What does "shall develop" mean? If this is intended to mean to take it to occupancy, then it should use a CO as the reference point. • Comments 14 & 15 re revenue sharing and Section A & B road programs o The last sentence of what is now Proffer G2 says: "The Owner and/or the Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed." o The last sentence of what is now Proffer G3 says: "The Owner and/or the Applicant shall be permitted to begin residential and commercial development that is served by Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D1 and D5 of the Proffer Statement until construction of the Section B regional road system commences." Which is it? If the revenue sharing agreement is not executed, are they allowed to begin development served by Section A? If not, then what does the G3 language mean? If yes, then what does the G2 language mean? Roderick B. Williams County Attorney County of Frederick, Virginia 107 North Kent Street, 3rd Floor Winchester, Virginia 22601 Telephone: (540) 722-8383 Facsimile: (540) 667-0370 E-mail: rwilliaOfcva.us Please note new e-mail address: rwillia fcva.us COUNTY of FREDERICK Department of Planning and Development 540/ 665-5651 Fax: 540/ 665-6395 NOTIFICATION OF PUBLIC HEARING November 24, 2015 TO: THE APPLICANT(S) AND/OR ADJOINING PROPERTY OWNER(S) RE: REZONING APPLICATION ##10-15 FOR HERITAGE COMMONS, LLC On behalf of the Frederick County Board of Supervisors, you are hereby notified of a public hearing being held on Wednesday, December 9, 2015, at 7:00 p.m. in the Board Room of the Frederick County Administration Building at 107 North Kent Street, Winchester, Virginia to consider the following application: Rezoning #10-15 HERITAGE COMMONS, LLC, submitted by Greenway Engineering, Inc. to rezone 96.28+/- acres from 132 (Business General) District to R4 (Residential Planned Community) District, 54+/- acres from RP (Residential Performance) District to R4 (Residential Planned Community) District and .31-11- acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers. The properties are located west of the intersection of Front Royal Pike (Route 522) and Airport Road (Route 645) and are identified by the Property Identification Numbers 63-A-150, 64-A-10, and 64-A-12 in the Shawnee Magisterial District. A copy of the application will be available for review at the Handley Library and the Bowman Library the week of the meeting, or at the Department of Planning and Development located at 107 North Kent Street in Winchester, Virginia, or by calling (540) 665-5651. You can also visit us on the web at: www.co.frederick.va.us. Sincerely, , Michael T. Ruddy, AICP Deputy Director MTR/pd 107 North Kcut Street, Suite 202 • Winchester, Virginia 22601-5000 COUNTY of FREDERICK Department of Planning and Development 540/ 665-5651 Fax: 540/ 665-6395 NOTIFICATION OF PUBLIC HEARING November 24, 2015 TO: THE APPLICANT(S) AND/OR ADJOINING PROPERTY OWNER(S) RE: REZONING APPLICATION 11-10-15 FOR HERITAGE COMMONS, LLC On behalf of the Frederick County Board of Supervisors, you are hereby notified of a public hearing being held on Wednesday, December 9, 2015, at 7:00 p.m. in the Board Room of the Frederick County Administration Building at 107 North Kent Street, Winchester, Virginia to consider the following application: Rezoning #10-15 HERITAGE COMMONS, LLC, submitted by Gi'eenway Engineering, Inc. to rezone 96.28+/- acres from 132 (Business General) District to R4 (Residential Planned Community) District, 541-/- acres from RP (Residential Performance) District to R4 (Residential Planned Community) District and .31-1-/- acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers. The properties are located \vest of the intersection of Front Royal Pike (Route 522) and Airport Road (Route 645) and are identified by the Property Identification Numbers 63-A-150, 64-A-10, and 64-A-12 in the Shawnee Magisterial District. A copy of the application will be available for review at the Handley Library and the Bowman Library the week of the meeting, or at the Department of Planning and Development located at 107 North Kent Street in Winchester, Virginia, or by calling (540) 665-5651. You can also visit us on the web at: www.co.fi•cderick.va.us. Sincerely, Michael T. Ruddy, AICP Deputy Director MTR/pd 107 North Kent Street, Suite 202 • Winchester, Virginia 22601-5000 This i.s to certify I at the aaached correspondence Nva-S mai-led to the following on l ! a 5 from the Department of Planting and Development, Frederick Count),, Virginia: E 6413 - 4- - . HEPNER DANIEL K 64 - A- - 150- HEPNER ANGELA M ARMEL EARL L JR 256 DEVLAND OR ARMEL WANDA F 100 DOGWOOD LN WINCHESTER VA 22603.3512 STEPHENSON VA 226561800 64 • A• 11- 64 - A• - 10- BELT ARTHUR A R 150 SPE LLC BELT JUANITA S 621 E PRATT ST STE 600 201 FRONT DR BALTIMORE MD 21202.3147 WINCHESTER VA 22602.4383 • A• . 1 64B .4- . F- R 150 SPE LLC CROSEN TARA M 621 E PRATT ST STE 600 189 FRONT OR BALTIMORE MD 21202 3147 WINCHESTER VA 22602.4382 64 . A• - 9• RESIDUAL TRUST PROPERTIES LLC 64B • 4• . H- SHANK ROBERT L SR FLG SHANK PATRICIA A PO BOX 888 WINCHESTER VA 22604.0888 185 FRONT DR WINCHESTER VA 22602.4382 64B . A• . 73•B TRUST PROPERTIESLLCI 64B - 4- - 25-J FLG RESIDUAL CAMPFIELD LLC MUDD THOMAS S PO BOX 888 WINCHESTER VA 22604.0888 179 FRONT OR WINCHESTER VA 22602 4382 64B - A- - 73- CALVARY CHURCH OF THE BRETHREN CIO RICHARD E KELLERJ- 578 FRONT ROYAL PIKE - / WINCHESTER VA 22602 7316 ichaeI T. Ruddy, Deputy Panning Director Frederick County Planning Department, STATE OF VIRGIN"IA COUNTY OF FREDERICK I, b(l4 I f 1 S ID-) a Notary Public in and for the State and County aforesaid, do hereby certify that Michael T. Ruddy, Deputy Planning Director for the Department of Planning and Development, whose name is signed to the foregoing, dated no V 001 S" , has personally appeared before me and acknowledged the same in my State and County aforesaid. Given under my hand this 1\4y commission expires on dayof NO ARY PUBLIC KATHRYN G. SMITH NOTARY PUBLIC REGISTRATION H 7660563 COMMONWEALTH OF VIRGINIA MY COMMISSION EXPIRES SEPTEMBER 30, 2019 64B - A- - 92- CONWAY GENEVE B 64B - 4- - 26- CONWAY SHELTON RAY COURTNEY CHARLES A 667 FRONT ROYAL PIKE 161 FRONT DR WINCHESTER VA WINCHESTER VA 22602.4382 64B - 4- - 27- 64C - A- - I. COURTNEY CHARLES A GRIM RONALD E COURTNEY BETTY GRIM MONICA 161 FRONT DR 673 FRONT ROYAL PIKE WINCHESTER VA 22602.4382 WINCHESTER VA 64B - 4- - 30- 64C - A- - 2- OATES BONNIE JEAN EMBREE JOSEPH MILLER MISTY DAWN EMBREE LYNNETTE L 151 FRONT DR 687 FRONT ROYAL PIKE WINCHESTER VA 22602.4382 22602.7323 22602.7323 64C - A- - 4- 64B - 4- - 32- BARNARD E DARLENE S THE BRINCEFIELD GROUP LLC BARNARD CHARLES M PO BOX 337 PO BOX 4585 ASHTON MD 20861.0337 WINCHESTER VA 22604.4585 64B - 4- - 33- THE BRINCEFIELD GROUP LLC PO BOX 337 ASHTON MD 20861.0337 64B - 4- - 34- YOWELL ERIC P 149 ROYAL AVE WINCHESTER VA 64B - 4- - 36- KELLY JOHN B JR KELLY MARSHA J 137 ROYAL AVE WINCHESTER VA 22602.7330 64C - A- - 7- WHITACRE ELWOOD H SR 721 FRONT ROYAL PIKE WINCHESTER VA 22602.4420 64C - 1- - 15- CORNERSTONE LP LLP PO BOX 2497 WINCHESTER VA 64C - A- - 9- WINCHESTER OUTDOOR 22602.7330 355 S POTOMAC ST HAGERSTOWN MD 64B - 4- - 38- HOTT CALVIN E II HOTT DOROTHY 0 131 ROYAL AVE 22602.7330 WINCHESTER VA 64B - 4- - 9-A MCFARLAND CHARLES C SR & ELENER L MCFARLAND CHARLES C JR 116 ROYAL AVE 22602-7331 WINCHESTER VA 64C - A- - 11- LUCAS WILLIAM R LUCAS KRISTA K 831 FRONT ROYAL PIKE WINCHESTER VA 64C - A- - 13- GIBSON MONTIE JR 867 FRONT ROYAL PIKE WINCHESTER VA 64B - 4- - 8- HOTT BARBARA ANN ETALS 64 - A- - 14- SHEPARD MICHAEL S CIO WAYNE GOOLOVE SHEPARD CHERYL 325 W TEVIS ST 99rn,-"r„ WINCHESTER VA 179 GEORGE DR WINCHESTER VA 64B - A- - 89- DOTSON SCOTTIE D 64 - A- - 18- MADISON II LLC 371 CHIMNEY CIR 22645.2170 558 BENNYS BEACH RD MIDDLETOWN VA FRONT ROYAL VA 64B -A-4- 91- YOUNG PHILIP T YOUNG JUDY LYNN 655 FRONT ROYAL PIKE WINCHESTER VA 22602.7323 22604-1697 21740.6032 22602-4421 22602.4421 22602.4619 22630.6963 63 - A- - 123-A EFG INVESTMENTS LLC 340 W PARKINS MILL RD WINCHESTER VA 22602-4735 COUNTY of FREDERICK Department of Planning and Development 540/ 665-5651 Fax: 540/ 665-6395 NOTIFICATION OF PUBLIC HEARING November 4, 2015 TO: THE APPLICANT(S) AND/OR ADJOINING PROPERTY OWNER(S) RE: REZONING APPLICATION #10-15 FOR 1-IERITAGE COMMONS, LLC On behalf of the Frederick County Plamllllg Co1111111SS1o11, you are hereby notified of a public hearing being held on Wednesday, November 18, 2015, at 7:00 p.m. in the Board Room of the Frederick County Administration Building at 107 North Kent Street, Winchester, Virginia to consider the following application: Rezoning #10-15 HERITAGE COMMONS, LLC, submitted by Greenway Engineering, Inc. to rezone 96.28+/- acres from 132 (Business General) District to R4 (Residential Planned Community) District, 54+/- acres from RP (Residential Performance) District to R4 (Residential Planned Community) District and .31-11- acres from the RA (Rural Areas) District to the R4 (Resi(iential Planned Community) District with proffers. The properties are located west of the intersection of Front Royal Pike (Route 522) and Airport Road (Route 645) and are identified by the Property Identification Numbers 63-A-150, 64-A-10, and 64-A-12 in the Shawnee Magisterial District. A copy of the application will be available for review at the Handley Library and the Bowman Library the week of the meeting, or at the Department of Planning and Development located at 107 North Kent Street in Winchester, Virginia, or by calling (540) 665-5651. You can also visit us on the web at: www.co.frederick.va.us. Sincerely,2 Michael T. Ruddy, AICP Deputy Director MTR/pd 107 North Kent Street, Suite 202 • Winchester, Virginia 22601-5000 Thi is to certify that the attached correspondence was mailed to the following on 1 l, 1115 from the Department of Planning and Development, Frederick County, virgimia: 64B A- - 73-B FLG RESIDUAL TRUST PROPERTIESLLCI 64 - A- - 150- CAMPFIELD LLC ARMEL EARL L JR PO BOX 888 ARMEL WANDA F WINCHESTER VA 22604.0888 100 DOGWOOD LN STEPHENSON VA 22656.1800 64B - A- - 73- CALVARY CHURCH OF THE BRETHREN CIO RICHARD E KELLER - - 64 - A 10 578 FRONT ROYAL PIKE LLC R SPE LLC WINCHESTER VA 22602-7316 621E ST STE 600 PRABALTIMORE MD 21202.3147 64B - 4- - E- HEPNER DANIEL K HEPNER ANGELA M 64 - A- - 12- 256 DEVLAND DR R 150 SPE LLC WINCHESTER VA 22603.3512 621 E PRATT ST STE 600 BALTIMORE MD 21202-3147 64 -A- - 11- BELT ARTHUR A BELT JUANITA S 201 FRONT DR 64 - A- - 9- WINCHESTER VA 22602-4383 FLG RESIDUAL TRUST PROPERTIES LLC PO BOX 888 WINCHESTER VA 22604.0888 64B - 4 F- (.� CROSEN TARA M Michael T. Ruddy, Deputy Planning D' ector 189 FRONT DR WINCHESTER VA 22602.4382 Frederick County Planning Departm t STATE 01' V KU11NIA COUNTY OF FREDERICK a Notary Public in and for the State and County aforesaid, do hereby certify that Michael T. Ruddy, Deputy Planning Director for the Department of Planning and Development, whose name is signed to the foregoing, dated l l 4} � 15 , has personally appeared before me and acknowledged the same in my State aid County aforesaid. >ti c Given under my hand this � f day of l�IYY\ Uy 5 My commission expires on L'C.em� 6 1 C PAMALA DEETER NOTARY PUBLIC REGISTRATION # 364474 COMMONWEALTH OF VIRGINIA MY COMMISSION EXPIRES DECEMBER 31, 2017 64B - 4. - H. SHANK ROBERT L SR SHANK PATRICIA A 185 FRONT OR WINCHESTER VA 22602.4382 64B - 4. - 25-J MUDD THOMAS S 179 FRONT DR WINCHESTER VA 22602-4382 64B - 4- - 26- COURTNEY CHARLES A 161 FRONT OR WINCHESTER VA 22602.4382 64B - 4- - 27- COURTNEY CHARLES A COURTNEY BETTY 161 FRONT DR WINCHESTER VA 22602.4382 64B - 4- - 30- OATES BONNIE JEAN MILLER MISTY DAWN 151 FRONT DR WINCHESTER VA 22602-4382 64B - 4- - 32- THE BRINCEFIELD GROUP LLC PO BOX 337 ASHTON MD 20861.0337 64B - 4- - 33- THE BRINCEFIELD GROUP LLC PO BOX 337 ASHTON MD 20861-0337 64B - 4- - 34- YOWELL ERIC P 149 ROYAL AVE WINCHESTER VA 22602.7330 64B - 4- - 36- KELLY JOHN B JR KELLY MARSHA J 137 ROYAL AVE WINCHESTER VA 22602-7330 64B - 4- - 38- HOTT CALVIN E II HOTT DOROTHY D 131 ROYAL AVE WINCHESTER VA 22602.7330 64B - 4- - 9-A MCFARLAND CHARLES C SR & ELENER L MCFARLAND CHARLES C JR 116 ROYAL AVE WINCHESTER VA 22602.7331 64B - 4- - 8- HOTT BARBARA ANN ETALS CIO WAYNE GODLOVE 325 W TEVIS ST WINCHESTER VA 22601.3672 64B - A- - 89- DOTSON SCOTTIE D 371 CHIMNEY CIR MIDDLETOWN VA 22645-2170 64B - A- 4. 91- YOUNG PHILIP T YOUNG JUDY LYNN 655 FRONT ROYAL PIKE WINCHESTER VA 22602-7323 64B - A- - 92- CONWAY GENEVE B CONWAY SHELTON RAY 667 FRONT ROYAL PIKE WINCHESTER VA 22602.7323 64C -A- - 1- GRIM RONALD E GRIM MONICA 673 FRONT ROYAL PIKE WINCHESTER VA 22602.7323 64C - A- - 2. EMBREE JOSEPH EMBREE LYNNETTE L 687 FRONT ROYAL PIKE WlfdrHFCTFR VG 97RH7.7392 64C - A- - 4. BARNARD E DARLENE S BARNARD CHARLES M PO BOX 4585 WINCHESTER VA MMA-ar,Qr, 64C - A- - 7- WHITACRE ELWOOD H SR 721 FRONT ROYAL PIKE WINCHESTER VA 22602.4420 64C - 1- - 15- CORNERSTONE LPLLP PO BOX 2497 WINCHESTER VA 64C - A- - 9- WINCHESTER OUTDOOR 355 S POTOMAC ST HAGERSTOWN MD 64C - A- - 11- LUCAS WILLIAM R LUCAS KRISTA K 831 FRONT ROYAL PIKE WINCHESTER VA 22604-1697 21740.6032 22602.4421 • This i.s to certify that the atiached correspondence was mailed to the follov,7ing on from the Department of Planning and Development, Frederick County, Virginia: 64C - A- - 13- GIBSON MONTIE JR 867 FRONT ROYAL PIKE WINCHESTER VA 22602.4421 64 - A- - 14- SHEPARD MICHAEL S SHEPARDCHERYL 179 GEORGE DR WINCHESTER VA 22602.4619 64 - A- - 18- MADISON II LLC 558 BENNYS BEACH RD FRONT ROYAL VA 22630.6963 63 - A- - 123-A EFG INVESTMENTS LLC 340 W PARKINS MILL RD WINCHESTER VA 22602.4735 Michael T. Ruddy, Deputy Planning Dire for Frederick County Planning Departmen STATE OF VLRG1N` A COUNTY OF FREDEPICK 1, , a Notary Public in and for the State and County aforesaid, do hereby certify that Michael T. Ruddy, Deputy Planning Director for the Department of Planning and Development, whose name is signed to the foregoing, dated has personally appeared before me and acknowledged the same in my State and County aforesaid. Given under my hand this day of 1\43, commission expires on NOTARY PUBLIC NOTIFICATION OF PUBLIC HEARING November 4, 2015 TO: THE APPLICANT(S) AND/OR ADJOINING PROPERTY OWNER(S) RE: REZONING APPLICATION #10-15 FOR HERITAGE COMMONS, LLC On behalf of the Frederick County Planning Commission, you are hereby notified of a public hearing being held on Wednesday, November 18, 2015, at 7:00 p.m. in the Board Room of the Frederick County Administration Building at 107 North Kent Street, Winchester, Virginia to consider the following application: Rezoning #10-15 HERITAGE COMMONS, LLC, submitted by Greenway Engineering, Inc. to rezone 96.28+/- acres from B2 (Business General) District to R4 (Residential Planned Community) District, 54+/- acres from RP (Residential Performance) District to R4 (Residential Planned Community) District and .31+/- acres from the RA (Rural Areas) District to the R4 (Residential Planned Community) District with proffers. The properties are located west of the intersection of Front Royal Pike (Route 522) and Airport Road (Route 645) and are identified by the Property Identification Numbers 63-A-150, 64-A-10, and 64-A-12 in the Shawnee Magisterial District. A copy of the application will be available for review at the Handley Library and the Bowman Library the week of the meeting, or at the Department of ning and Development located at 107 North Kent Street in Winchester, Virginia, or by calli (540) 665-5651. You can also visit us on the web at: www.co.frederick.va.us. Sincerely, Michael T. Ruddy, AICP Deputy Director MTR/pd `�44CAA �"y 7:t� 10 -j 5 Heritage Commons Rezoning (D3-A- iso, (s4 A- Label Tax Map Number Owner Mailing Address City & State ZIP A 64 A 9 FLG RESIDUAL TRUST PROPERTIES LLC PO BOX 888 WINCHESTER, VA 22604 B 64B A 73B FLG RESIDUAL TRUST PROPERTIESLLC/, CAMPFIELD LLC PO BOX 888 WINCHESTER, VA 22604 C 64B A 73 CALVARY CHURCH OF THE BRETHREN, C/O RICHARD E KELLER 578 FRONT ROYAL PIKE WINCHESTER, VA 22602 D 164 A 10A CALVARY CHURCH OF THE BRETHREN, C/O RICHARD E KELLER 578 FRONT ROYAL PIKE WINCHESTER, VA 22602 E 64B 4 E HEPNER DANIEL K, HEPNER ANGELA M 256 DEVLAND DR WINCHESTER, VA 22603 F 64 A 11 BELT ARTHUR A, BELT JUANITA S 201 FRONT DR WINCHESTER, VA 22602 G 64B 4 F CROSEN TARA M 189 FRONT DR WINCHESTER, VA 22602 H 64B 4 H SHANK ROBERT L SR, SHANK PATRICIA A 185 FRONT DR WINCHESTER, VA 22602 I 164B 4 25J MUDD THOMAS S 179 FRONT DR WINCHESTER, VA 22602 J 64B 4 26 COURTNEY CHARLES A 161 FRONT DR WINCHESTER, VA 22602 K 64B 4 27 COURTNEY CHARLES A, COURTNEY BETTY 161 FRONT DR WINCHESTER, VA 22602 L 64B 4 28 COURTNEY CHARLES A 161 FRONT DR WINCHESTER, VA 22602 M 64B 4 29 COURTNEY CHARLES A 161 FRONT DR WINCHESTER, VA 22602 N 164B 4 30 OATES BONNIE JEAN, MILLER MISTY DAWN 151 FRONT DR WINCHESTER, VA 22602 0 64B 4 31 OATES BONNIE JEAN, MILLER MISTY DAWN 151 FRONT DR WINCHESTER, VA 22602 P 64B 4 32 THE BRINCEFIELD GROUP LLC PO BOX 337 AHHTON, MD 20861 Q 64B 4 33 THE BRINCEFIELD GROUP LLC PO BOX 337 ASHTON, MD 20861 R 64B 4 34 YOWELL ERIC P 149 ROYAL AVE WINCHESTER, VA 22602 S 164B 4 35 YOWELL ERIC P 149 ROYAL AVE WINCHESTER, VA 22602 T 64B 4 36 KELLY JOHN B JR, KELLY MARSHA J 137 ROYAL AVE WINCHESTER, VA 22602 U 64B 4 37 KELLY JOHN B JR, KELLY MARSHA J 137 ROYAL AVE WINCHESTER, VA 22602 V 64B 4 38 HOTT CALVIN E II, HOTT DOROTHY D 131 ROYAL AVE WINCHESTER, VA 22602 W 64B 4 39 HOTT CALVIN E II, HOTT DOROTHY D 131 ROYAL AVE WINCHESTER, VA 22602 X 164B 4 9A MCFARLAND CHARLES C SR & ELENER L, MCFARLAND CHARLES C JR 116 ROYAL AVE WINCHESTER, VA 22602 Y 64B 4 10A MCFARLAND CHARLES C SR & ELENER L, MCFARLAND CHARLES C JR 116 ROYAL AVE WINCHESTER, VA 22602 Z 64B 4 8 HOTT BARBARA ANN ETALS, C/O WAYNE GODLOVE 325 W TEVIS ST WINCHESTER, VA 22601 AA 64B A 89 DOTSON SCOT -TIE D 371 CHIMNEY CIR MIDDLETOWN, VA 22645 BB 64B A 4 91 YOUNG PHILIP T, YOUNG JUDY LYNN 655 FRONT ROYAL PIKE WINCHESTER, VA 22602 CC 164B A 92 CONWAY GENEVE B, CONWAY SHELTON RAY 667 FRONT ROYAL PIKE WINCHESTER, VA 22602 DID 64C A 1 GRIM RONALD E, GRIM MONICA 673 FRONT ROYAL PIKE WINCHESTER, VA 22602 EE 64C A 2 EMBREE JOSEPH, EMBREE LYNNETTE L 687 FRONT ROYAL PIKE WINCHESTER, VA 22602 FF 64C A 3 EMBREE JOSEPH, EMBREE LYNNETTE L 687 FRONT ROYAL PIKE WINCHESTER, VA 22602 GG 64C A 4 BARNARD E DARLENE S, BARNARD CHARLES M PO BOX 4585 WINCHESTER, VA 22604 HH 164C A 7 WHITACRE ELWOOD H SR 721 FRONT ROYAL PIKE WINCHESTER, VA 22602 II 64C 1 15 CORNERSTONE LP LLP PO BOX 2497 WINCHESTER, VA 22604 JJ 64C A 9 WINCHESTER OUTDOOR 355 S POTOMAC ST HAGLRSTOWN, MD 21740 KK 64C A 11 LUCAS WILLIAM R, LUCAS KRISTA K 831 FRONT ROYAL PIKE WINCHESTER, VA 22602 ILL 64C A 13 GIBSON MONTIE JR 867 FRONT ROYAL PIKE WINCHESTER, VA 22602 MM 164 A 14 ISHEPARD MICHAEL S, SHEPARD CHERYL 179 GEORGE DR WINCHESTER, VA 22602 NN 64 A 18 MADISON II LLC 1558 BENNYS BEACH RD FRONT ROYAL, VA 22630 00 163 A 123A JLFG INVESTMENTS LLC 1340 W PARKINS MILL RD WINCHESTER, VA 22602 Source: Frederick County GIS, January 2015 `f 1 o^n v"A Heritage Commons Rezoning �3-�- 15o, 64,A- To: Barbara -Data Processing From: Pam -Planning Dept. Please print sets of lahAlc— Label Tax Map Number Owner by If1 ::�115 r-- FLG RESIDUAL TRUST PROPERTIES LLC Thanks! — ry u. --- A 64 A 9 B 64B A 73B FLG RESIDUAL TRUST PROPERTIESLLC/, CAMPFIELD LLC PO BOX 888 C 64B A 73 CALVARY CHURCH OF THE BRETHREN, C/O RICHARD E KELLER 578 FRONT ROYAL PIKE D 164 A 10A CALVARY CHURCH OF THE BRETHREN, C/O RICHARD E KELLER 578 FRONT ROYAL PIKE E 64B 4 E HEPNER DANIEL K, HEPNER ANGELA M 256 DEVLAND DR F 64 A 11 BELT ARTHUR A, BELT JUANITA S 201 FRONT DR G 64B 4 F CROSEN TARA M 189 FRONT DR H 64B 4 H SHANK ROBERT L SR, SHANK PATRICIA A 185 FRONT DR I 64B 4 25J MUDD THOMAS S 179 FRONT DR J 64B 4 26 COURTNEY CHARLES A 161 FRONT DR K 64B 4 27 COURTNEY CHARLES A, COURTNEY BETTY 161 FRONT DR L 64B 4 28 COURTNEY CHARLES A 161 FRONT DR M 64B 4 29 COURTNEY CHARLES A 161 FRONT DR N 64B 4 30 OATES BONNIE JQA, MILLER MISTY DAWN 151 FRONT DR 0 64B 4 31 OATES BONNIE JEAN, MILLER MISTY DAWN 151 FRONT DR P 64B 4 32 THE BRINCEFIELD GROUP LLC PO BOX 337 Q 64B 4 33 THE BRINCEFIELD GROUP LLC PO BOX 337 R 64B 4 34 YOWELL ERIC P 149 ROYAL AVE S 64B 4 35 YOWELL ERIC P 149 ROYAL AVE T 64B 4 36 KELLY JOHN B JR, KELLY MARSHA J 137 ROYAL AVE U 64B 4 37 KELLY JOHN B JR, KELLY MARSHA J 137 ROYAL AVE V 64B 4 38 HOTT CALVIN E II, HOTT DOROTHY D 131 ROYAL AVE W 64B 4 39 HOTT CALVIN E II, HOTT DOROTHY D 131 ROYAL AVE X 64B 4 9A MCFARLAND CHARLES C SR & ELENER L, MCFARLAND CHARLES C JR 116 ROYAL AVE Y 64B 4 10A MCFARLAND CHARLES C SR & ELENER L, MCFARLAND CHARLES C JR 116 ROYAL AVE Z 64B 4 8 HOTT BARBARA ANN ETALS, C/O WAYNE GODLOVE 325 W TEVIS ST - AA 64B A 89 DOTSON SCOTTIE D 371 CHIMNEY CIR BB 64B A 4 91 YOUNG PHILIP T, YOUNG JUDY LYNN 655 FRONT ROYAL PIKE CC 64B A 92 CONWAY GENEVE B, CONWAY SHELTON RAY 667 FRONT ROYAL PIKE DD 64C A 1 GRIM RONALD E, GRIM MONICA 673 FRONT ROYAL PIKE EE 64C A 2 EMBREE JOSEPH, EMBREE LYNNETTE L 687 FRONT ROYAL PIKE FF 64C A 3 EMBREE JOSEPH, EMBREE LYNNETTE L 687 FRONT ROYAL PIKE GG 64C A 4 BARNARD E DARLENE S, BARNARD CHARLES M PO BOX 4585 HH 64C A 7 WHITACRE ELWOOD H SR 721 FRONT ROYAL PIKE II 64C 1 15 CORNERSTONE LP LLP PO BOX 2497 JJ 64C A 9 WINCHESTER OUTDOOR 355 S POTOMAC ST KK 64C A 11 LUCAS WILLIAM R, LUCAS KRISTA K 831 FRONT ROYAL PIKE LL 64C A 13 GIBSON MONTIE JR 867 FRONT ROYAL PIKE MM 64 A 14 SHEPARD MICHAEL S, SHEPARD CHERYL 179 GEORGE DR NN 64 A 18 MADISON II LLC 558 BENNYS BEACH RD 00 163 A 123A JEFG INVESTMENTS LLC 1340 W PARKINS MILL RD Source: Frederick County GIS, January 2015 Easy Peel® Labels Use Avery® Template 51610 S ® I Bend along line to NAVERV051610 Feed Paper ®� expose Pop-up EdgeTM 64 - A- - 10-A CALVARY CHURCH OF THE BRETHREN CIO RICHARD E KELLER 578 FRONT ROYAL PIKE WINCHESTER VA 22602.7316 64 - A- - 10-A CALVARY CHURCH OF THE BRETHREN CIO RICHARD E KELLER 578 FRONT ROYAL PIKE WINCHESTER VA 22602.7316 64 - A- - 10-A CALVARY CHURCH OF THE BRETHREN CIO RICHARD E KELLER 578 FRONT ROYAL PIKE WINCHESTER VA 22602.7316 64 - A- - 10-A CALVARY CHURCH OF THE BRETHREN CIO RICHARD E KELLER 578 FRONT ROYAL PIKE WINCHESTER VA 22602.7316 64B - 4- - F- CROSEN TARA M 189 FRONT DR WINCHESTER VA 22602.4382 ttiquettes faciles A peter Utilisez le gabarit AVERY® 51610 Sens de chargement Repliez a la hachure afin de rMler le rebord Pop-up'" www.avery.com 1-800-GO-AVERY b Easy Peel® Labels Use Avery® Template 5161® A Feed Paper Bend along line to expose Pop-up EdgeTI^ �AVERY051610 i 64B - 4- . 28\ COURTNEY CHA LES A 161 FRONT DR WINCHESTER VA 22602.4382 64B - 4- - 28- COURTNEY CHARLES A 161 FRONT DR WINCHESTER VA 22602.4382 ttiquettes faciles a peler e Utilisez le gabarit AVERY® 51610 Sens de chargement 64B - 4- - 28- COURTNEY CHARLES A 161 FRONT DR WINCHESTER VA 22602.4382 64B - 4- - 28- COURTNEY CHARLES A 161 FRONT DR WINCHESTER VA 22602.4382 Repliez A la hachure afin de www.averycom rMler le rebord Pop-up'c 1-800-GO-AVERY Easy Peel® Labels Use Avery® Template 51610 64B - 4- - 28- COURTNEY CHARLES A 161 FRONT DR WINCHESTER VA 64B - 4- - 28- COURTNEY CHARLES A 161 FRONT DR WINCHESTER VA 64B - 4- - 29- COURTNEY CHARLES A 161 FRONT DR WINCHESTER VA 64B - 4- - 29- COURTNEY CHARLES A 161 FRONT DR WINCHESTER VA 64B -4- - 31- OATES BONNIE JEAN MILLER MISTY DAWN 151 FRONT DR WINCHESTER VA 64B -4- - 31- OATES BONNIE JEAN MILLER MISTY DAWN 151 FRONT DR WINCHESTER VA ♦ ® I Feed Paper ®,, 22602.4382 22602.4382 Bend along line to expose Pop-up EdgeTIA 64B - 4- - 28- COURTNEY CHARLES A 161 FRONT DR WINCHESTER VA 64B - 4- - 28-\ COURTNEY CHARLES A 161 FRONT DR WINCHESTER VA �AVERY051610 1 22602.4382 22602.4382 64B - 4- - 29- COURTNEY CHARLES A 161 FRONT OR 22602.4382 WINCHESTER VA 22602.4382 64B - 4- - 29- COURTNEY CHARLES A 161 FRONT DR 22662.4382 WINCHESTER VA \ 22602.4382 22602.4382 22602.4382 64B -4- - 31- OATES BONNIE JEAN MILLER MISTY DAWN 151 FRONT DR WINCHESTER VA 64B - 4- - 31- OATES BONNIE JEAN MILLER MISTY DAWN 151 FRONT DR WINCHESTER VA 22602.4382 22602.4382 ttiquettes faciles h peler ♦ i Repliez A la hachure afin de www.avery.com Utilisez le gabarit AVERY® 51610 Sens de chargement i rAvAler le rebord Pop-up'A` 1-800-GO-AVERY Easy Peel® Labels Use Avery® Template 51610 A ®I Feed Paper mmmon, Bend along line to expose Pop-up EdgeVA SAVERY051610 i 64B - 4- - 35- YOWELL ERIC P 149 ROYAL AVE WINCHESTER VA 64B - 4- - 35- YOWELL ERIC P 149 ROYAL AVE WINCHESTER VA 64B -4-- 37- KELLY JOHN B JR KELLY MARSHA J 137 ROYAL AVE WINCHESTER VA 22602.7330 22602.7330 22602.7330 64B - 4- - 37- KELLY JOHN B JR KELLY MARSHA J 137 ROYAL AVE WINCHESTER VA 22602.7330 ttiquettes faciles a peler A Utilisez le gabarit AVERY® 51610 Sens de chargement 64B - 4- - 35- YOWELL ERIC P 149 ROYAL AVE WINCHESTER VA 64B - 4- - 35- YOWELL ERIC P 149 ROYAL AVE WINCHESTER VA 64B - 4- - 37- KELLY JOHN B JR KELLY MARSHA J 137 ROYAL AVE WINCHESTER VA 64B - 4- - 37- KELLY JOHN B JR KELLY MARSHA J 137 ROYAL AVE WINCHESTER VA Repliez A la hachure afin de r6v6ler le rebord Pop-up"c 22602.7330 22602.7330 22602-7330 22602.7330 www.averycom 1-800-GO-AVERY I Easy Peel® Labels ♦ Bend along line to i Use Avery® Template 5161® Feed Paper '��'� expose Pop-up EdgeTMAVER 05161® i 64B - 4- - 39 64B - 4- - 39- HOTT,CALVIN E II HOTT CALVIN E II HOTT\DOROTHY D HOTT DOROTHY 0 131 ROYAL AVE 131 ROYAL AVE WINCHESTER VA 22602.7330 WINCHESTER VA 64B - 4- - 39- 64B - 4- - 39- HOTT CALVIN E II HOTT CALVIN E II HOTT DOROTHY D HOTT DOROTHY D 131 ROYAL AVE 131 ROYAL AVE WINCHESTER VA 22602.7330 WINCHESTER VA 64B - 4- - 10-A MCFARLAND CHARLES C SR & ELENER L MCFARLAND CHARLES C JR 116 ROYAL AVE WINCHESTER VA 22602.7331 64B - 4- - 10-A MCFARLAND CHARLES C SR & ELENER L MCFARLAND CHARLES C JR 116 ROYAL AVE WINCHESTER VA 22602.7331 22602.7330 22602.7330 64B - 4- - 10-A MCFARLAND CHARLES C SR & ELENER L MCFARLAND CHARLES C JR 116 ROYAL AVE WINCHESTER VA 22602.7331 64B - 4- - 10-A MCFARLAND CHARLES C SR & ELENER L MCFARLAND CHARLES C JR 116 ROYAL AVE WINCHESTER VA 22602.7331 biquettes faciles A peter A Utilisez le gabarit AVERY® 51610 Sens de chargement = Repliez b la hachure afin de www.avery.com rMler le rebord Pop-up'"` 1-800-GO-AVERY i Easy Peel® Labels A Use Avery® Template 51610 Feed Paper Bend along line to expose Pop-up EdgeTM �AVERV051610 64C - A- - 3- EMBREE JOSEPH EMBREE LYNNETTE L 687 FRONT ROYAL PIKE WINCHESTER VA 22602.7323 64C - A- - 3- EMBREE JOSEPH EMBREE LYNNETTE L 687 FRONT ROYAL PIKE WINCHESTER VA 22602.7323 64C - A- - 3- EMBREE JOSEPH EMBREE LYNNETTE L 687 FRONT ROYAL PIKE WINCHESTER VA 22602.7323 64C - A- - 3- EMBREE JOSEPH EMBREE LYNNETTE L 687 FRONT ROYAL PIKE WINCHESTER VA 22602.7323 Etiquettes faciles A peler e Utilisez le gabarit AVERY® 51610 Sens de chargement Repliez A la hachure afin de www.averycom rMler le rebord Pop-up`c 1-800-GO-AVERY REQUESTING AGENT: DEPT. OF GEOGRAPHIC INFORMATION SYSTEMS FREDERICK COUNTY, VIRGINIA O\ : KQ GIS, MAPPING, GRAPHICS WORK REQUEST DATE RECEIVED: REQUESTED COMPLETION DATE "e, ", Department, Agency, or Company:_ Mailing and/or Billing Address: Telephone:: FAX: E-mail Address: ESTIMATED COST OF PROJECT: )11 Z I5 DESCRIPTION OF REQUEST: (Write additional information on back of request) c ; C11� PT_ N act- to DIGITAL: PAPER: FAX: E-MAIL: SIZES: COLOR: BLACK/WHITE: NUMBER OF COPIES: STAFF MEMBER: HOURS REQUIRED: COMPLETION DATE: MATERIALS: DATE OF PICK-UP/DELIVERY: AMOUNT DUE: AMOUNT BILLED: METHOD OF PAYMENT: AMOUNT PAID: CHECK NO.# Frederick County GIS, 107 North Kent Street, Winchester, VA 22601, (540)665-5651) ((I -.A -(a. W p +o P) � 8 a +t) R y- COUNTY of FREDERICK Department of Planning and Development 540/ 665-5651 Tax: 540/ 665-6395 NOTIFICATION OF PUBLIC HEARING November 24, 2015 TO: THE APPLICANT(S) AND/OR ADJOINING PROPERTY OWNER(S) RE: REZONING APPLICATION 09-15 FOR ARTILLERY BUSINESS CENTER On behalf of the Frederick County Board of Supervisors, you are hereby notified of a public hearing being lield on Wednesday, December 9, 2015 at 7:00 p.m. in the Board Room of the Frederick County Administration Building at 107 North Kent Street, Winchester, Virginia to consider the following application: Rezoning #09-15 ARTILLERY BUSINESS CENTER submitted by Pennoni Associates, to revise proffers associated with Rezoning #07-08. This revision relates specifically to the transportation proffers. The properties are located cast and adjacent to Shady Elm Road approximately 4,500 feet south of the intersection of' Shady Elm Road and Apple Valley Drive. The properties are identified with Property Identification Numbers 75-A-I and 75- A-1 F in the Back Creek Magisterial District. A copy of the application will be available for review at the Handley Library and the Bowman Library the week of the meeting or at the Department of Planning and Development located at 107 North Kent Street in Winclester, Virginia, or by calling (540) 665-5651. You can also visit us on the web at: wwNv.fcva.us. Sincerely, John A. Bishop, AICP Deputy Director Transportation JAB/pd 107 North Kent Street, Suite 202 9 Winchester, Virginia 22601-5000 COUNTY of FREDERICK Department of Planning and Development 540/665-5651 Fax: 540/ 665-6395 NOTIFICATION OF PUBLIC HEARING November 24, 2015 TO: THE APPLICANT(S) AND/OR ADJOINING PROPERTY OWNER(S) RE: REZONING APPLICATION 1/09-15 FOR ARTILLERY BUSINESS CENTER On behalf of the Frederick County Board of Supervisors, you are hereby notified of a public hearing being held on Wednesday, Decennber 9, 2015 at 7:00 p.m. in the Board Room of the Frederick County Administration] Building at 107 North Kent Street, Winchester, Virginia to consider the following application: Rezoning #09-15 ARTILLERY BUSINESS CENTER submitted by Pcnnoni Associates, to revise proffers associated with Rezoning #07-08. This revision relates specifically to the transportation proffers. The properties are located cast and adjacent to Shady Elm Road approximately 4,500 feet south of the intersection of' Shady Elm Road and Apple Valley Drive. The properties are identified with Property Identification Numbers 75-A-1 and 75- A-] F in the Back Creek Magisterial District. A copy of the application will be available for review at the Handley Library and the Bowman Library the week of the meeting or at the Department of' Planning and Development located at 107 North Kent Street in Winchester, Virginia, or by calling (540) 665-5651. You can also visit us on the web at: www.fcva.us. Sincerely, -� John A. Bishop, AICP Deputy Director Transportation JAB/pd 107 North Kent Street, Suite 202 • Winchester, Virginia 22601-5000 I Adjoining Property Owners — Artillery Business Center Owners of property adjoining the land will be notified of the Planning Commission and the Board of Supervisors meetings. For the purpose of this application, adjoining property is any property abutting the requested property on the side or rear or any property directly across a public right-of-way, a private right-of-way, or a watercourse from the requested property. The applicant is required to obtain the following information on each adjoining property including the parcel identification number which may be obtained from the office of the Commissioner of Revenue. The Commissioner of the Revenue is located on the 2"d floor of the Frederick County Administrative Building, 107 North Kent Street. Name Address Property Identification Number PIN Henry J. Carbaugh Trustee c/o Bank of Clarke Name: Trust Department 202 N Loudoun Street Property #: 74-A-68 Winchester, VA 22601 Name: Kitty Hockman Nicholas and Robin H. Eddy 690 Shady Elm Road Property #: 74-3-3; 74-3-2; 74-3-1 Winchester, VA 22602 Name: Bowman -Shoemaker Companies, Inc. P.O. Box 480 Property #: 63-7-5, 63-7-4; 63-7-5 Stephens City, VA 22655 Name: Synergy Investments, LLC 416 Battaile Dr 0.---. #. 4#- 79_A_1 A Winrhactcr VA 99RM Name: FVC Properties, Inc. c/o Frank Cuppo 500 N Broadway, Suite 123 Property #: 75-A-1 D; 75-A-1 E; 75-A-1 B Jericho, NY 11753 Name: Corrugated Container Corp. 100 Development Lane Property #: 75-A-1C Winchester, VA 22602 Name: Frederick County Sanitation Authority 107 N Kent St Property#: 75-A-1 G Winchester, VA 22601 Name: Prosperity Drive Development Group, LLC 180 Prosperity Dr, Suite 3 Property #: 75A-6-B41A Winchester, VA 22602 Name: Prosperity Properties of Winc, LLC 180 Prosperity Dr, Suite 5 Property #: 75-A-2M Winchester, VA 22602 Name: Prosperity 81, LLC 1306 Squire Ct, Unit B Property #: 75-A-2P Sterling, VA 20166 Name: Lyle P. Strosnider, Inc 220 Prosperity Dr Property #: 75-A-2F Winchester, VA 22602 Name: Pippin Enterprises, LLC 164 Meadow Trace Ln Property #: 75-A-20 Middletown, VA 22645 Name: Renaissance Commercial Center, Inc. P.O. Box 480 Property#: 75-A-2R Stephens City, VA 22655 To: Barbara -Data Processing From: Pam -Planning Dept. Please print `1 sets of labels by 11) g11 _C, Thanks! Adjoining Property Owners — Artillery Business Center Owners of property adjoining the land will be notified of the Planning Commission and the Board of Supervisors meetings. For the purpose of this application, adjoining property is any property abutting the requested property on the side or rear or any property directly across a public right-of-way, a private right-of-way, or a watercourse from the requested property. The applicant is required to obtain the following information on each adjoining property including the parcel identification number which may be obtained from the office of the Commissioner of Revenue. The Commissioner of the Revenue is located on the 2"d floor of the Frederick County Administrative Building, 107 North Kent Street. Name Address Property Identification Number PIN Henry J. Carbaugh Trustee c/o Bank of Clarke Name: Trust Department 202 N Loudoun Street Property #: 74-A-68 Winchester, VA 22601 Name: Kitty Hockman Nicholas and Robin H. Eddy 690 Shady Elm Road Property #: 74-3-3; 74-3-2; 74-3-1 Winchester, VA 22602 Name: Bowman -Shoemaker Companies, Inc. P.O. Box 480 Property #: 63-7-5: 63-7-4; 63-7-5 Stephens City, VA 22655 Name: Synergy Investments, LLC 416 Battaile Dr Property#: 75-A-1A Winchester, VA 22601 Name: FVC Properties, Inc. c/o Frank Cuppo 500 N Broadway, Suite 123 Property #: 75-A-1 D; 75-A-1 E; 75-A-1 B Jericho, NY 11753 Name: Corrugated Container Corp. 100 Development Lane Property #: 75-A-1C Winchester, VA 22602 Name: Frederick County Sanitation Authority 107 N Kent St Property #: 75-A-1 G Winchester, VA 22601 Name: Prosperity Drive Development Group, LLC 180 Prosperity Dr, Suite 3 Property #: 75A-6-B-41A Winchester, VA 22602 Name: Prosperity Properties of Winc, LLC 180 Prosperity Dr, Suite 5 Property #: 75-A-2M Winchester, VA 22602 Name: Prosperity 81, LLC 1306 Squire Ct, Unit B Property #: 75-A-2P Sterling, VA 20166 Name: Lyle P. Strosnider, Inc 220 Prosperity Dr Property#: 75-A-2F Winchester, VA 22602 Name: Pippin Enterprises, LLC 164 Meadow Trace Ln Property #: 75-A-20 Middletown, VA 22645 Name: Renaissance Commercial Center, Inc. P.O. Box 480 Property #: 75-A-2R Stephens City, VA 22655 This is to certify that the attached correspondence Nvas mailed to the following on II ate( 1-5 from the Department of Planning and Development, Frederick 75 -A- - 1- VENTUREI OF WINCHESTER LLC CIO GERALD F SMITH JR 549 MERRIMANS LN WINCHESTER VA 22601.6207 75 • A• . 1•F NW WORKS INC 828 SMITHFIELD AVE WINCHESTER VA 75 • A- . 1-1) FVC PROPERTIES INC CIO FRANK CUPPO 500 N BROADWAY STE 111753 2111 JERICHO NY 75 -A- - 1-C CORRUGATED CONTAINER CORP 22601-5410 100 DEVELOPMENT LN WINCHESTER VA 22602-2572 74 . A• • 68- CARBAUGH HENRY J TRUSTEE CIO BANK OF CLARK COUNTY TRUST D 202 N LOUDOUN ST l Allnlf'UrCTCD I/A igrnl.A OF) 74 -3- - 3- NICHOLAS KITTY HOCKMAD EDDY ROBIN H 690 SHADY ELM RD IAntirHFSTER VA 63 -7- - 5. BOWMAN -SHOEMAKER COMPANIES INC PO BOX 480 STEPHENS CITY VA 22602.2525 75 - A- - 1-G FREDERICK COUNTY SANITATION AUTHORITY 107 N KENT ST 22601 5039 WINCHESTER VA 75A - 6- B- 41-A PROSPERITY DRIVE DEV GROUP LLC 180 PROSPERITY DR STE 3 WINCHESTER VA 22602.5384 75 . A• . 2•M PROSPERITY PROPERTIES OF WING LLC 22655 0480 180 PROSPERITY DR STE 5 WINCHESTER VA 22602.5384 75 -A- - 1-A SYNERGY INVESTMENTS LLC 416 BATTAILE DR WINCHESTER VA 22601.4263 /John A. Bishop, Trusportation Planner Frederick County Planning Dept. STATE OF VIRGINIA COUNTY OF FREDERICK I, 1►' l �'Yl I ` , a Notary Public in and for the State and County afores iicl, do ereby certify that John A. Bishop, I ransportatlon Planner for the Department of Planning and Development, Nvhose name Is sigI7ed to the foregoing, dated F Is a, ( I (--) (-)I -S , has personally appeared before me and acknowledged the same in my State and County aforesaid. Given under my hand this �l�c , day of -lloo c n AJe f My commission expires on °JE�� E' ►'� IBC l/ �L U (�� N0TWnfj]LJ LrI C - REGISTRATION N 7660563 COMMONWEALTH OF VIRGINIA MY COMMISSION EXPIRES SEPTEMBER 30, 2019 75 - A- - 2-P PROSPERITY 81 LLC 1306 SQUIRE CT UNIT B STERLING VA 20166-8944 75 - A- - 2-F STROSNYDER LYLE P INC 220 PROSPERITY DR WINCHESTER VA 22602.5320 75 - A- - 2.O PIPPIN ENTERPRISES LLC 164 MEADOW TRACE LN MIDDLETOWN VA 22645.1851 75 - A- - 2-11 RENAISSANCE COMMERCIAL CENTER INC PO BOX 480 STEPHENS CITY VA 22655.0480 Easy Peel`s Labels Use Avery® Template 51610 Feed Paper 74 -3- - 2- NICHOLAS KITTY HOCKMAN EDDY ROBIN H 690 SHADY ELM RD WINCHESTER VA 22602.2525 74 -3- - 2- NICHOLAS KITTY HOCKMAN EDDY ROBIN H 690 SHADY ELM RD WINCHESTER VA 22602.2525 ttiquettes faciles A peler Utilisez le gabarit AVERY® 51610 Sens de chargement Bend along line to nAVE RV05161® expose Pop-up Edgers, 75 -A- - 1- VENTUREI OF WINCHESTER LLC CIO GERALD F SMITH JR 549 MERRIMANS LN WINCHESTER VA 22601.6207 75 -A- - 1- VENTUREI OF WINCHESTER LLC CIO GERALD F SMITH JR 549 MERRIMANS LN WINCHESTER VA 22601.6207 75 -A- - 1-F NW WORKS INC 828 SMITHFIELD AVE WINCHESTER VA 22601.5410 75 -A- - 1-F NW WORKS INC 828 SMITHFIELD AVE WINCHESTER VA 22601.5410 74 - A- - 68- CARBAUGH HENRY J TRUSTEE CIO BANK OF CLARK COUNTY TRUST D 202 N LOUDOUN ST WINCHESTER VA 22601.4952 74 - A- - 68- CARBAUGH HENRY J TRUSTEE CIO BANK OF CLARK COUNTY TRUST D 202 N LOUDOUN ST WINCHESTER VA 22601.4952 74 -3- - 3- NICHOLAS KITTY HOCKMAN EDDY ROBIN H 690 SHADY ELM RD WINCHESTER VA 22602.2525 74 -3- - 3- NICHOLAS KITTY HOCKMAN EDDY ROBIN H 690 SHADY ELM RD WINCHESTER VA 22602.2525 74 -3- - 2- NICHOLAS KITTY HOCKMAN EDDY ROBIN H 690 SHADY ELM RD WINCHESTER VA 22602.2525 74 -3- - 2- NICHOLAS KITTY HOCKMAN EDDY ROBIN H 690 SHADY ELM RD WINCHESTER VA 22602.2525 Repliez A la hachure afin de www.avery.com rdvAler le rebord Pop-up"' 1-000-GO-AVERY Easy Peel® Labels m Bend along line to AVE RVO5161® © Use Avery® Template 51610 Feed Paper expose Pop-up EdgeM 74 - 3- - 1- 74 -3- - 1- NICHOLAS KITTY HOCKMAN NICHOLAS KITTY HOCKMAN EDDY ROBIN H EDDY ROBIN H 690 SHADY ELM RD 690 SHADY ELM RD WINCHESTER VA 22602.2525 WINCHESTER VA 22602.2525 74 - 3- - 1- 74 -3- - 1. NICHOLAS KITTY HOCKMAN NICHOLAS KITTY HOCKMAN EDDY ROBIN H EDDY ROBIN H 690 SHADY ELM RD 690 SHADY ELM RD WINCHESTER VA 22602.2525 WINCHESTER VA 22602.2525 63 -7- - 5- BOWMAN-SHOEMAKER COMPANIES INC PO BOX 480 STEPHENS CITY VA 22655.0480 63 -7- - 5- BOWMAN-SHOEMAKER COMPANIES INC PO BOX 480 STEPHENS CITY VA 22655.0480 63 -7- - 4- 63• -7- - 4- BOWMAN-SHOEMAKER BOWMAN -SHOEMAKER COMPANIES INC COMPANIES INC PO BOX 480 PO BOX 480 STEPHENS CITY VA 22655.0480 STEPHENS CITY VA 22655.0480 63 -7- - 4- 63 -7- - 4- BOWMAN-SHOEMAKER BOWMAN -SHOEMAKER COMPANIES INC COMPANIES INC PO BOX 480 PO BOX 480 STEPHENS CITY VA 22655.0480 STEPHENS CITY VA 22655.0480 63 \7- - 3- 63 -7-,,- 3- BOWMAN-SHOEMAKER BOWMAN -SHOEMAKER COMPANIES INC COMPANIES INC PO BOX 480, PO BOX 480 STEPHENS CITY VA 22655.0480 STEPHENS CITY VA 22655.0480 63 -7- - 3- 63 -7- - 3- BOWMAN-SHOEMAKER, BOWMAN -SHOEMAKER COMPANIES INC COMPANIES INC PO BOX 480 PO BOX 480 STEPHENS CITY VA 22655.0480 STEPHENS CITY VA 22655.0400 75 -A- - 1-A SYNERGY INVESTMENTS LLC 416 BATTAILE DR WINCHESTER VA 22601.4263 75 - A- - 1-A SYNERGY INVESTMENTS LLC 416 BATTAILE DR WINCHESTER VA 22601.4263 ttiquettes faciles A peler ® i Repliez A la hachure afin de www.avery.com 1 Utilisez le gabarit AVERY® 51610 Sens de chargement revAler le rebord Pop-up'Ac 1-800-GO-AVERY Easy Peel® Labels Use Avery® Template 5161© AL Feed Paper Bend along line to expose Pop-up EdgeTM AVER` 65161® 75 -A- - 1-E FVC PROPERTIES INC CIO FRANK CUPPO 500 N BROADWAY STE 123 JERICHO NY 11753.2111 75 -A- - 1-E FVC PROPERTIES INC CIO FRANK CUPPO 500 N BROADWAY STE 123 JERICHO NY 11753.2111 75 -A- - 1-13 F&PROPERTIES INC CIO FRANK CUPPO 500 N BROADWAY STE 123 JERICHO NY 11753.2111 75 -A- - 1-13 FVC PROPERTIES INC CIO FRANK CUPPO 500 N BROADWAY STE 123 JERICHO NY 11753.2111 75 -A- - 1-D FVC PROPERTIES INC CIO FRANK CUPPO 500 N BROADWAY STE 123 JERICHO NY 11753.2111 75 -A- - 1-D FVC PROPERTIES INC CIO FRANK CUPPO 500 N BROADWAY STE 123 JERICHO NY 11753.2111 75 -A- - 1-E FVC PROPERTIES INC CIO FRANK CUPPO 500 N BROADWAY STE 123 JERICHO NY 11753.2111 75 -A- - 1-E FVC PROPERTIES INC CIO FRANK CUPPO 500 N BROADWAY STE 123 JERICHO NY 11753.2111 75 -A- - 1-13 FVC PROPERTIES INC CIO FRANK CUPPO 500 N BROADWAY STE 123 JERICHO NY 11753.2111 75 -A- - 1-13 FVC PROPERTIES INC CIO FRANK CUPPO 500 N BROADWAY STE 123 JERICHO NY 11753.2111 75 -A- - 1-C CORRUGATED CONTAINER CORP 100 DEVELOPMENT LN WINCHESTER VA 22602.2572 75 -A- - 1-C CORRUGATED CONTAINER CORP 100 DEVELOPMENT LN WINCHESTER VA 22602.2572 75 -A- - 1-G FREDERICK COUNTY SANITATION AUTHORITY 107 N KENT ST WINCHESTER VA 22601.5039 75 -A- - 1-G FREDERICK COUNTY SANITATION AUTHORITY 107 N KENT ST WINCHESTER VA 22601.5039 ttiquettes faciles a peler ® i Repliez A la hachure afin de www.avery.com Utilisez le gabarit AVERY® 51610 Sens de chargement rAvAler le rebord Pop-up'"` 1-800-GO-AVERY Easy Peel® Labels A �� 1 Bend along line to �AVE V05161® Use Avery® Template 5161® Feed Paper — expose Pop-up EdgeTh' 75A - 6- B- 41-A PROSPERITY DRIVE DEV GROUP LLC 180 PROSPERITY DR STE 3 WINCHESTER VA 22602.5384 75A - 6- B- 41-A PROSPERITY DRIVE DEV GROUP LLC 180 PROSPERITY DR STE 3 WINCHESTER VA 22602.5384 75 - A- - 2-M PROSPERITY PROPERTIES OF WINC LLC 180 PROSPERITY DR STE 5 WINCHESTER VA 22602-5384 75 - A- - 2-M PROSPERITY PROPERTIES OF WINC LLC 180 PROSPERITY DR STE 5 WINCHESTER VA 22602.5384 75 - A- - 2-P PROSPERITY 81 LLC 1306 SQUIRE CT UNIT B STERLING VA 20166.8944 75 - A- - 2-P PROSPERITY 81 LLC 1306 SQUIRE CT UNIT B STERLING VA 20166-8944 75 - A- - 2-F STROSNYDER LYLE P INC 220 PROSPERITY DR WINCHESTER VA 22602.5320 75 - A- - 2-F STROSNYDER LYLE P INC 220 PROSPERITY DR WINCHESTER VA 22602.5320 75 - A- - 2-0. PIPPIN ENTERPRISES LLC 164 MEADOW TRACE LN MIDDLETOWN VA 22645.1851 75 - A- - 2-Q PIPPIN ENTERPRISES LLC 164 MEADOW TRACE LN MIDDLETOWN VA 22645.1851 ttiquettes faciles a peter A i Repliez A la hachure afin de www.avery.com Utilisez le gabarit AVERY® 51610 Sens de chargement reveler le rebord Pop-up'A` 1-800-GO-AVERY Easy Peel® Labels Use Avery® Template 51610 Feed Paper Bend along line to expose Pop-up Edge TIA SAVE (RV0 5161® 75 - A- - 2-R RENAISSANCE COMMERCIAL CENTER INC PO BOX 480 STEPHENS CITY VA 22655.0480 75 - A- - 2-R RENAISSANCE COMMERCIAL CENTER INC PO BOX 480 STEPHENS CITY VA 22655.0480 ttiquettes faciles a peter ® ; Repliez h la hachure afin de www.avery.com Utilisez le gabarit AVERY® 51610 Sens de chargement rev6ler le rebord Pop-up'c 1-800-GO-AVERY 0 GREENWAY ENGINEERING 151 Windy Hill Lane I ou ded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons - RI,# 10-15 File No: 3701HC Date: Fri, Oct 30, 2015 To: FC Transportation From: Evan Wyatt Attn: John Bishop GREENWAY ENGINEERING Copied Phone: 540-662-4185 Fax: 540-722-9528 Delivery: ] Fed Ex [' U.S. Mail Courier F-) Pick Up Other Urgent For Your Review ❑ As You Requested _ Please Comment Message Hi John, Please find attached information pertaining to the Heritage Commons Rezoning that includes the final Proffer Statement, GDP, Community Design Modification, and Impact Analysis Statement dated October 29, 2015; as well as redline/blue line text to assist you in identifying the final revisions that were made to reflect your comments and other review agency comments. Additionally, I have provided you with a copy of the comprehensive review agency comment response letter. Please contact me if you have any questions regarding this information or if you need anything else regarding this matter. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: Please Print Name: Date: k XTRR C-n Greenway Engineering September 25, 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 10-15 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Project") ORIGINAL DATE OF PROFFERS: September- 25, 201.5 REVISION DATE: October 29, 2015 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq, of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning, the undersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #10-15 for the rezoning of 150.59±-acres inclusive of 96.28± acres of Business General (132) District and 54.0± acres of Residential Performance (RP) District with proffers, and 0.31± acres of Rural Areas (RA) District without proffers to 150.59±-acres of Residential Planned Community (R4) District with proffers, development of the subject properties (here -in after- the "Property") shall be done in conformity with the terms and conditions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, lleirs, or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated October 29, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development Pile H3701 HC "Aw Greenway lingincering September 25, 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 Plan (here -in after the "GDP") attached hereto and incorporated herein by reference as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. 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. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the GDP prepared by Greenway Engineering, dated October 29, 2015, which is attached and approved as part of this rezoning application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the location of the maximum number of potential entrance locations along the regional road systems serving the Property, the general location of the land bays proposed for residential and commercial development, the general location of the East Tevis Streetand the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system can be adlustcd to accommodate final engineering design requirements without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the Design Modification Document dated October 29, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/or Applicant shall develop a mixed land use development that includes market rate multi -family residential, commercial, and market rate multi - Pile #3701 HULAW 2 Greenway Engineering September 25, 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 Family residential/commercial land uses within the same structure. Market rate multi -family residential land use is defined as having no income limit for the unit and rented as the highest rent that the local market can sustain. Market rate multi- family residential land use shall exclude subsidized housing units. The market rate multi -family residential and the market rate residential/commercial land uses within the same structure may be developed within gated communities with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the minimum and maximum percentages of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. Market rate multi -family residential/commercial land uses within the same structure shall be permitted within Land Bay 2 and Land Bay 3. The actual acreages identified for each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; 1 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B 1; 132; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification Document Uses allowed in RP; 3 B 1; 132; B3 Districts 53.95± acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall limit residential land use development within the Property to a InaxllllLlln of 645 (Market rate multi-falnlly units, which is inclusive of market rate Illllltl-falnlly residential/collllllei-cial land Uses within the salve structure. The commercial land use development within the Property is not File #3701 FIC/GAW 3 Greenway Engineering September 25, 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G6 of the proffer statement. 4) The Owner/Applicant shall prohibit permitted land uses within the OM, Office Manufacturing District and the M1, Light Industrial District that are not otherwise permitted within the RP, B1, B2 and B3 Zoning Districts. D. Land Use Pliasing ProlZram 1) The Owner and/or Applicant shall phase the residential land use development program so as not to exceed 175 residential units within the first two years of the project, which shall begin at the lime of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section D1 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year- time line specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 147 residential units for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner and/or Applicant shall develop 50,000 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 300`1i market rate multi -family residential unit. 6) The Owner and/or Applicant shall develop an additional 57,500 square feet of commercial land use prior to the issuance of a certificate of occupancy permit for the 600111 market rate multi -family residential unit. E. Monetary Contribution for Public Schools 1) The Owner and/or Applicant shall establish an escrow account with the County totaling an initial amount of $200,000.00 to mitigate potential impacts to public schools resulting from student generation from the project. Potential impacts to public schools shall be determined by Student population data specific to the project obtained from Frederick County Public Schools within 90 clays following issuance of the certificates of occupancy for each of the units identified in Proffers E2-E5. Monetary contributions for impacts to public schools shall be drawn from the escrow account. This escrow account shall continue to be funded by the Owner and/or Applicant as necessary throughout the residential land use File 113701 HC/EAW 4 Greenway Engineering September 25, 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 development program to ensure that the payments described in Sections E2 — E5 of the Proffer Statement are satisfied. No further certificates of occupancy for residential units shall be issued until the remaining amounts then due have been paid. The remainder of the escrow account balance shall be released by the County within 90 days of issuance of the final occupancy permit following completion of the residential development program, or within 90 days of a conditional zoning amendment that provides for the discontinuance of the residential land use development program. 2) A one-time payment of $3,000.00 for each Student over 15 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 175°i residential unit. 3) A one-time payment of $3,000.00 for each student over 27 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 323rd residential unit. 4) A one-time payment of $3,000.00 for each student over 39 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 470t1i residential unit. 5) A one-time payment of $3,000.00 for each student. over 51 total students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of occupancy for the 645t1i residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall Construct a 10-foot asphalt pedestrian and bicycle trail throughout the limits of the Buffalo Lick Run Land Bay In the general location depicted on the GDP. The 10-foot asphalt pedestrian and bicycle trail shall be designed and constructed in conjunction with Second phase of residential land use development specified in Section D2 of the proffer statement. The 10-foot asphalt pedestrian and bicycle trail shall be available for use as a public trail system and shall be maintained by the property owners association established for the project. The 10-foot asphalt pedestrian and bicycle trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. 2) The Owner and/or Applicant shall construct a community building to include a workout/fitness facility and a community swimming pool for use by the residents of the project. The community building and swimming pool facilities shall be available for use by the residents of the project prior to the completion of the second phase of residential land use development specified in Section D2 of the proffer statement. The community building, workout/fitness facility, and COmmUnity SWlnlming pool Shall be permitted to Count towards the recreational File #3701 HUEAW 5 Ureenwey Engineering September 25, 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 amenity values for the market rate multi -family units developed within the Project. 3) The Owner and/or Applicant shall construct an 8-foot asphalt pedestrian trail system within the residential portions of the project, which shall provide connectivity to adjacent commercial land uses located within the same Land Bay area. The general location of the trail system shall be provided on the Master Development Plan. The 10-fool asphalt pedestrian trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. G. Transportation 1) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, and Roundabout; Section C — East Tevis Street to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U41)). 2) County -Managed Revenue Sharing Program Project Agreement The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement") for the regional road system identified as Section A and Section B on the proffered GDP within 30 days of non -appealable rezoning approval. The Agreement may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of the Section A and Section B regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible in the Agreement for the local funding match for the Section A and Section B regional road system identified on the proffered GDP. The Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Agreement is executed. 3) Section A Regional Road Improvement Program The Section A regional road system shall be designed and constructed as an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land File 113701I-ICY1;AW 6 Greenway Engineering September 25, 2015 Heritage Commons Reaming Revised October 23, 2015, Revised October 29, 2015 Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be permitted to begin residential and commercial development that is served by the Section A regional road system, which shall be limited to the development of the residential and commercial land uses specified in Section D 1 and D5 of the Proffer Statement until construction of the Section B regional road system commences. 4) Section B Regional Road Improvement Program The Section B regional road system shall be designed and constructed as an Interstate 81 Bridge with four travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. 5) Section C Regional Road Right -of -Way Dedication Tile Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C East Tevis Street extension between the Roundabout and the northern Property boundary. The Section C right-of-way dedication plat shall be sufficient for the construction 01" an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41+50 to Station 46+50 within the Property. The Section C right-of-way dedication plat shall be provided to the County for recordation within 30 days of written notice by the County of final road construction design plan approval. The final road design plan shall include an intersection that provides full access and/or partial access commercial entrances serving Land Bay 1 on the east and west side of the Section C regional road system that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall provide ingress/egress easements along the northern limits of the Property within Land Bay 1 sufficient to allow for inter -parcel access for construction and use by the adjoining properties. File #3701HUEnW 7 Greenway iingineering September 25, 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 In the event that the County -Managed Revenue Sharing Program construction project has not commenced for the portion of* Section C within the Property when street access is needed to serve development within this portion of Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is completed by others. The partial street section shall be constructed within the planned right-of-way and shall be constructed to permit expansion of the Section C East Tevis Street extension as described in the first. paragraph of this section of the Proffer Statement. 6) Section D Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section D Warrior Drive extension between the Roundabout and the Southern Property boundary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. The Owner and/or Applicant shall dedicate right-of-way sufficient for the described Warrior Drive U4D road section within 6 months of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right-of-way dedication area identified on the proffered GDP. 7) Residential and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and commercial land development program Specified in Section C2 of the proffer statement until the land uses have a cumulative impact of 20,000 ADT. The Owner and/or Applicant shall utilize actual traffic counts to determine ADT volumes associated with land uses developed in the Property. The Owner and/or Applicant shall conduct actual traffic counts when ITE Generation values for approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director. Once actual traffic counts for land uses developed in the project reach 20,000 ADT, the Owner and/or Applicant will prepare traffic studies in conjunction with subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the transportation system within the Property identified by the traffic studies will be implemented by the Owner and/or Applicant during the site plan development process as required by VDOT and the County. The Owner and/or Applicant shall limit development within Land Bay 3 to land uses with a cumulative impact of 2,550 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall Utilize actual traffic counts at the Madison Village public access road connection along the southern boundary of the Property to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to Pile 113701 HC/rnw 8 (ireenway 1?nginecring September 25, 2015 Heritage Commons Reaming Revised October 23, 2015, Revised October 29, 2015 continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Street access connecting Land Bay 3 to Land Bay 2 shall be the responsibility of the Owner and/or Applicant and shall be designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. 8) Private Streets The Owner and/or Applicant shall have the ability to construct all internal street systems within the Property as private streets, except for the regional road systems described in Section G 1 through G5 of the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer and in conformance to VDOT corner clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. 9) Adjoining Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential Subdivision street systems. H. Winchester Regional Airport 1) The Owner and/or Applicant shall provide information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. File N37011-K Greenway Engineering September 25, 2015 Heritage Commons Rezoning Revised October 23, 2015, Revised October 29, 2015 Signature The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: By: GO ?A 1vj- k" 0 PE, LLC - Owner (J�� Date M f�-12m�L�-IL� Commonwealth of Virgi , City/County of B I /V v ae To Wit: The foregoing instrument was acknowledged before me this OQMday of C �� 20 _,Eby f��G � l V IT S') �"(l.(.�/7 �l GL K)UM Notary Public My Commission Expires He 43701 HC/EAW Ti] LANDBAY 1 - 37.48± AC. R4 DISTRICT LANDBAY 2 - 46.47± AC. Interparcel R4 DISTRICT Access LANDBAY 3 - 53.95± AC. ` `AR�R R. 0 �N R4 DISTRICT F BUFFALO LICK RUN � pC�� a 0/,v 12.35± AC. - R4 DISTRICT �Oej Gg Interparcel Access Madison Village Signalized Ge Location Entrance 1entiat Entran Location Po LANDBAY-3 4�\ m� 1o`k` Q G�G m` Q& �c / Qua BUFFALO / Interparcel LICK RUN Access Potential Entrance INTFRSTq 7 8 LANDBAY - 2 Potential Entrance Location °V E CITY OF 10 C N U N N WINCHESTER � m 01 O N >,5 U) c c00LO a, p K CO a - SFCT�o _�� G3 B Potential Entrance Location Potential Entrance Potential Entr Location Potential Entrance Location I WTAI 112 151 -.1 T'Aym I R A Fil �jI , mm7iili OPotential Entrance Location Q J w W� / Wu POti Z C, Z J 0 DL- G Proffer G8 �o W U Go f�a fx �s ice O E �ds��r0a W O Q J Z W sod e� H > F O W Q U 2 0 w Q I W W Q N ZQQ � L x m W Z W W 0 / DATE: 10/29/2015 1/ SCALE: 1'=300' 300 0 300 600 DESIGNED BY: EAW JOB NO. 3701HC SCALE: 1 " = 300' SHEET I of I Ureenway Engineering September-2R-2005 I leritttge Commons Rezoning Devised May-220�211157Revised September 25, 2015 Revised October 23. 2015. Revised October 29. 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 02 14 10-15 Rural Al'eas (RA) District, Business General (132) District and Residential Performance (RP) District with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -In after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Pro,ject") ORIGINAL DATE OF PROFFERS: Septe bee- 28, 2005 September 25, 2015 REVISION DATE: Preliminary Matters Pursuant to Section 1.5.2-2296 Et. Seq. of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordnance with respect to conditional zoning, the unclersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, Shall approve Rezoning Application #02 14 #10-15 foI' the rezoning of 1.50.59±-acres inclusive of 96.28± acres of Business General (132) District and 54.0± acres of Residential Performance (RP) District with proffers, and 0.31± acres of Rural Areas (RA) District without proffers to 1.50.59±-acres of Residential Planned Commumity (R4) Dlstl'Jct with proffers, clevelopment of the subject properties (here -in after the "Property") Shall be done In coilfol'mlty with the teens and concitions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the Applicant and such be approved by the Frecerick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed wlthcll'awn and have n0 effect whatsoever. These proffers shall be binding upon the Owner and any legal SUCCeSS01'S, hell-s, of assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated eptemb 25201 t 9�tehc'' 2?-,--moo; `� October 29, 2015, as required by the Frederick County Zoning Ordinance, arc to be interpreted to be references File #3701 HC/EA W Greenway Engineering September 29, 005 1lerilage Commons Rezoning lievised Mtty ?(IMF}I3 I�eviseci September 25, 2015 Revised Octoher 23, 2015, Revised October 29. 2015 to the specific Generalized Development Plan (here -in after the "GDP") attached hereto and incorporated herein by reference as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP Is provided ill lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. The exact boundary and acreage of each land bay Illay be shifted to a reasonable degree at the time of site plan submission for each land bay in oI'der to accommodate engineering or design considerations. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the GDP prepared by GreenWay Engineering, dated SejA,&ff-ber 2c, 01 s Oc�V-I ob' - 23, 20 t � October 29, 2015, which Is attached and approved as '�,2LVTT T-T part of this rezoning application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the location of the ulaxirllunl nunlhcr of potential entrance locatioIs along the regional road systems serving the Property, the general location of the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system can be adjusted to accommodate final engineering design requirements Without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in substantial conformance With the Design Modification Document dated SepT^ef25, 2915 Oetob „. 2?, 201� October 29, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code 5 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix File 113701 FIC/GAW 2 Greenway Engincering September-29-2005 Heritage Commons Rezoning Devised May-220,32415-Revked September 25, 2015 Revised October 23, 2015, Revised October 29. 2015 i ) The Owner and/or Applicant shall develop a illixed land use development that lllCllldes Illarket rate multi -family residential, commercial, and ]Market rate iMLlltl- 1amily residential/commercial land LISCS Withill the Sallie StRICtUre. Market rate multi -family reSidelltial land Use IS defined as having no income llllllt for the 1.1I11t aild offei-ed rented as the highest relit that the local Illarket can sustain. Market rate n11-116 family residential land use shall exclude subsidized housing units. The market rate multi-lamily residential and the market rate residential/commercial land Uses within the same StRICIUl-e may be developed Within gated Con11111.1nities With private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the minimum and maximum percentages of' residential and Commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. Market rate multi -family 1'CSIdClltl�ll/COi11111Ci-Clal land LISCS within the sank structure shall be permitted within Land Bay 2 and Land Bay 3. The actual acreages identified Ior each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in 131; l 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B1; 132; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX. AC. 25% MAX. AC. Modification Document Uses allowed in RP; 3 B 1; 132; B3 Districts 53.95± acres 0% MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document BLlffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall llllllt residential lane] use development within the Property to a max1111L1111 of' 645 ]Market rate 111lllli-family WlitS, Which IS Pile #370111C/IiAW 3 Greenway L•ngmeermg September 29, 005 heritage Commons Rezoning Revised May-220, 20-14i 1 evised September 25, 2015 Revised October 23. 2015, Revised October 29. 2015 inclusive of market rate multi -family resiclential/commercial land uses within the same StrUCtUre. The comillercial laud Use development within the Property IS not limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G6 of the proffer statement. 4) The Owner/Applicant Shall prohibit permitted land uses within the OM, Office Manufacturing District and the M 1, Light Industrial District that are not otherwise permitted within the RP, B1, 132 and B3 Zoning Districts. D. Land Use Phasing Program 1) The Owner and/or Applicant shall phase the residential land use development program so as not to exceed 175 residential units within the first two years of the project, which Shall begin at the time of doll -appealable rezoning approval. 2) Subsequent to the two year time line Specified in Section D1 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program so as not to exceed 148 residential units I'or the ensuing two years of the project. 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner and/or Applicant Shall phase the residential land use development program so as not to exceed 147 resiclential units for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner and/or Applicant shall be permitted to develop the remaining 175 residential units. 5) The OwneI' and/or Applicant shall develop 50,000 square feet of commercial land use p1'IOi' to the iSSUance of a eel'tllrcate Oi OCCLlpancy permit tot' the 300`I' market rate multi -family residential unit. 6) The Owner and/or Applicant shall develop an additional 50,000 57,500 square feet of commercial land use prior to the issuance of a certificate Of occupancy permit for the 600°i market rate multi -family residential unit. PItIW.%. fiT.! E. Monetary Contribution for Public Schools 1) The Owner and/or Applicant shall establish an escrow account with the County totaling an initial amOUnt of $200,000.00 to mitigate potential impacts to pUbllc Pile 03701 HC/I:nW 4 E. Monetary Contribution for Public Schools 1) The Owner and/or Applicant shall establish an escrow account with the County totaling an initial amOUnt of $200,000.00 to mitigate potential impacts to pUbllc Pile 03701 HC/I:nW 4 Greenway Engineering September-2 200-5 Heritage Commons Rezoning Revised May,0,204 5-Revised September 25, 2015 Revised Octoher 23, 2015, Revised Octohcr 29, 2015 schools reSUltlllg fl•0111 Student generation from the project. Potential Impacts to public schools shall be determined by student c^' ^'^t ^i i em, i`'e`' by population data specific to the project obtained from Frederick County Public Schools with the d l land use 1 ,wlopprogi-amspeeii� ed in .emu . within 90 days following issuance 01• the Certificates 01• occupancy for each 01' the units identified in Proffers E2-E5. Monetary contributions for impacts to public schools shall be ffav-We-d as a ene- drawn fl-0111 the CSCI.OW aCC011ll(. This escrow acCOUnt shall COIIUIIUe to be funded by the Owner and/Or Applicant as necessary till-OUg1IOUt the residential land Use development program to ensure that the payments described in Sections E2 — E5 of the Proffer Statement are satisfied. No further certificates of occupancy for residential units shall be issued until the remaining amounts then due have been paid. Tile remainder Of the escrow acCOUllt balance shall be released by the COUllty within 90 days of issuance of the final occupancy permit following completion of the residential development program, Or within 90 Clays OI a Conditional Z011ing amendment that provides for the d1SCOutillUance Of the residential land Use development program. with iiTv total Mllllbei ^-r-v , cle,twithinthe ln-•$periy Withiii thiS 90 .l. lone ;ref e`la-tw-ensure-that pi$f-f • ed- ayme ,ts have "o � �-ll.-C1Jli J seem- ed lbl- tl,o Ylt• lloJ_. Vl. 2) A one-time payment of $3,000.00 for each student over 15 total students, as calculated haled upon the actual StudCnt population specific to the 1)1-0.ject at the tinge of issuance of the CcrtificatC of occupancy for the 175`I' residential unit. 3) A one -tinge payment of' $3,000.00 for each StudCnt over 27 total Students, as calculated based upon the actual student population specific to the project at the time of issuance of the certificate of OCCupancy for the 323"' residential unit. 4) A one-time payment of $3,000.00 for each student over 39 total students, as calculated haSCd upon the actual student population specific to the project at the tinlC Of issuance Of the Certificate of occupancy for the 470t1i residential unit. 5) A one-time payment of' $3,000.00 for each student over 51 total students, aS calculated based upon the actual student population specific to the project at the tinge of issuance Of the Ccrtif'icatC Of occupancy for the 645`I' residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall construct a 10-foot asphalt pedestrian and bicycle trail throughout the limits Of' the Buffalo Lick Run Land Bay in the general location depicted on the GDP. The 10-foot asphalt pedestrian and bicycle trail shall be designed and constructed in conjunction with second phase of File #3701 HC/GnW 5 Greenway lingineering September-2"005 Heritage Commons Rezoning R-evise May-2-0-2015i 1 evised September 25, 2015 Revised October 23. 2015, Revised October 29. 2015 residential laird Use development specified in Section D2 Of the proffer statement. The 10-foot asphalt pedestrian and bicycle trail shall be available for use as a public trail system and shall be maintained by the property Owners association established for the project. The 10-foot asphalt pedestrian and bicycle trail system shall be permitted to COUIlt towards the recreational amenity valLICS for the Illarket rate IllUltl-fallllly L1111tS developed within the project. 2) The Owner and/or Applicant shall COIIStI'Uct a C0111111LIniLy building to include a workout/fitness facility and a community Swimming pool for use by the residents Of the project. The C011111ll1111ty bUllding and swimming pool facilities Shall be available for use by the residents of the project prior to the completion of the second phase of residential land use development specified in Section D2 of the proffer statement. The community building, workout/fitness facility, and community swimming pool shall be permitted t0 COUnt towards the recreational amenity valLICS for the Illarket rate multi -family UI11tS developed withiIl the project. 3) The Owner aild/or Applicant shall COIlStrLICt an 8-foot asphalt pedestrian trail system within the residential portions of the project, which shall provide connectivity to adjacent commercial land uses located within the same Land Bay area. The general location of' the trail system shall be provided on the Master Development Plan. The 10-foot asphalt pedestrian trail systelll shall be perlllitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. G. Transportation 1) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, and Roundabout; Section C — East Tevis Street to northern Property boundary; and Section D — warrior Drive from Section B to Southern Property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U4D). 2) County -Managed Revenue Sharing Program Project Agreement The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement") for the regional road system identified as Section A and Section 13 on the proffered GDP within 30 slays of' non -appealable rezoning approval. rhhe Agreement shall—he—s clil�i�tt�t File #3701 HC/IiAW I Greenway 1?ngineering September-28-2005 I leritage Commons Rezoning Revised May-NY,2814-,Revised September 25, 2015 Revised October 23, 2015, Revised Ocloher 29, 2015 'yitij�f1, f I • I f f f'Ii•,�- tI e l.tie t---rvia a.—ed Revenue SUal-iilg-I i+-4 ,jeots and may be modified to provide lallgllage acceptable to the County and the Owner and/or Applicant provided that the location and typical section of the Section A and Section B regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible in the Agreement f•or the local funding match for the Section A and Section B regional road system identified on the proffered GDP. The Owner and/or Applicant shall not be permitted to commence development actlVltleS Oil the PI.OpeI•ty UIltll the Agreement Is executed. 3) Section A Regional Road Improvement Program • � N► ; HIH ; the Q n •oral .,,.,,I system, : hieh The Section A regional road system shall be designed and constructed as an Urban hour -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be permitted to begin residential and commercial development that is served by the Section A regional road system, which Shall be limited to the development of the residential and commercial laird uses specified in Section D 1 and D5 Of the Proffer Statement until construction of the Section B regional road system commences. 4) Section B Regional Road Improvement Program NO. File #37011-I0HAW 7 (ireenway Engineering September-l"005 Heritage Commons Rezoning Re"sed May-2N-,-22415-Revised September 25, 2015 Revised October 23. 2015, Revised October 29. 2015 pf;avWed—th t tc�c the lo(.�ation and—+ypie*l--seeti e—Se t' n B regionall rniu @ f 3ry fe''^'tZci-SvilEli tt91iS- TI O l/ - n l' t shall ll be Bible foi- the_] eat finding m teli fee the Seefien B b• ^load vv'i iC--1-} The Section B regional road system shall be desigIled and COI]Stl-Licted as all Interstate 81 Bridge with fOLll' travel lanes, a raised concrete median, and sidewalks; all Urban FOUr-L111e Divided Section (U4D) with club and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access and/or partial access comillercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing 1'eglllf'elllel]tS that are ill force at the time of final road design plan approval. 5) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C East Tevis Street extension between the Roundabout and the northern Property boundary. The Section C right-of-way dedicatioI plat shall be Sufficient f01' tile COl1Stl'L1Cti011 Of all Urban Four -Lane Divided Section (U4D) with Curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41+50 to Station 46+50 within the Property. The Section C right-of-way dedication plat shall be provided to the COUIlty for recordation within 30 (lays of written notice by the County of final road construction design plan approval. The final road design plan shall include an intersection that provides full access and/or partial access commercial entrances and pailial a66ess 60ilalmer6iRl Land Bay 1 oil the east and west side ofthe Section C regional road system that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant Shall provide iIlgress/egress casements along the northern limits Of the Property within Land Bay 1 sufficient to allow for inter -parcel access for construction and use by the adjoining properties. In the event that the County -Managed Revenue Sharing Program Construction project has not commenced for the portion Of Section C within the Property when street access is needed to serve development within this portion Of Land Bay 1, the Owner and/or Applicant shall be permitted to COnstrucl a partial street section necessary to serve said development until the East Tevis Street extension project is completed by Others. The partial Street Section Shall be constructed within the planned right -of -Way and shall be conSt1'LICICCI to permit expallsioll of life Sectioi] C East Tevis Street extension as described ill the first paragraph of this section Of the Proffer Statement. File #37011IC/IiAW m Greenway Engineering September-28,2005 I leritage Commons Rezoning Revised September 25, 2015 Revised October 23, 2015, Revised Oe toher 29. 2015 6) Section D Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section D Warrior Drive extension between the Roundabout and the southern Property boundary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. The Owner and/or Applicant shall dedicate right-of-way sufficient for the described Warrior Drive U4D road section within 6 months of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right-of-way dedication area identified on the proffered GDP. 7) ResideIltial and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and commercial laud development program specified in Section C2 of the proffer statement until the land uses have a cumulative impact of 20,000 ADT. The Owner and/or Applicant shall utilize actual traffic Counts to determine ADT volumes associated with land uses developed in the Property. The Owner and/or Applicant shall conduct actual traffic Counts when ITE Generation values for approved laud Uses are projected to reach 20,000 ADT, which will be provided to the COLInty Transportation Director. Once actual traffic COLInts for land uses developed in the project reach 20,000 ADT, the Owner and/or Applicant will prepare traffic studies in conjunction with subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the transportation system within the Property identified by the traffic studies will be implemented by the Owner and/or Applicant Clurillg the site plan development process as required by VDOT and the County. The Owner and/or Applicant shall limit development within Land Bay 3 to land uses with a cumulative impact of 2,550 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual traffic counts at the MaCli5011 Village public access road connection along the southern boundary 01' the Property to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Street access connecting Land Bay 3 to Land Bay 2 shall be the responsibility of the Owner and/or Applicant and shall be designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. 8) Private Streets File 1137011lC/EAw 9 Greenway Gngincering September-29, 005 I leritage Commons Rezoning Revised May-20 2013NAevised September 25, 2015 Revised Uclober 23, 2015, Revised October 29. 2015 The Owner and/or Applicant shall have the ability to construct all internal street systems within the Property as private streets, except for the regional road systems described in Section G I through G5 of the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer and ill conformance to VDOT corner clearance distances that are in force at the time of final private street design plan approval bel'ore an intersection entrance and/or public street can be connected to the private street. 9) Adioininjz Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of' the adjoining residential subdivision adjoining Ladd Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of' the Property that abut the existing residential subdivision street systems. H. Winchester Regional Airport 1) The Owner and/or Applicant shall provide information in sales htei-atlll'C, property deeds and lease agreements for the Market rate MUlti-farnily Ulllts that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. OWNER/APPLICANT NOTARIZED SIGNATURE ON FOLLOWING PAGE rile #37011101'AW 10 (ireenway Engineering Septemt3er-228-2005 I Ierilage Commons Rezoning Revised iviay-2(,32413-Revised September 25, 2015 Revised October 23, 2015, Revised October 29, 2015 Signature The conditions proffered above shall be bincling upon the heirs, executors, administrators, assigns and SIICCCSSOCS ill the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered Conditions Shall apply to the land rezoned ill addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: I: R 150 SPE, LLC - Owner Date Commonwealth of' Virginia, City/County of To Wit: The foregoing InSll'lllllent was acknowledged before file this clay of 20 by Notary Public My Commission Expires File #37011-IC/EAw HERITAGE COMMONS DESIGN MODIFICATION DOCUMENT - PROFFER EXHIBIT B October 29, 2015 Design Modification Document October 29, 2015 MODIFICATION #1 § 165-501.02 Rezoning Procedure Ordinance RcQuirement: In order to have land rezoned to file R4 District, a ]Master development plan meeting all requirements of this chapter, shall be Submitted with rezoning applicatioil. 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. A Master Development Plan will be provided to the County prior to development activity on the Property. Justification for Modification: A mixed -use planned community on 150.28 +- acres of land cannot be completely master planned as a condition of rezoning approval. These Co1111111I111t1CS are dynamic dLIC to the Market; therefore, the exact location of residential units, internal roads, commercial land use, recreational amenities, open space and significant envli-oni-ricntal 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 Stateillent as a too] for this purpose is reasonable, as it contains illustrative and general development information that can assist in understanding the basic concepts of a mixed-usC planned C0111111Ullity 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 Master Development Plan dLIl'lllg 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. Design Modification Document 2 October 29, 2015 MODIFICATION #2 §165-501.03 Permitted Uses Ordinance Requirement: All uses are allowed in the R4 Residential Planned Colllllllnllty District that are allowed in the following zoning districts: RP Residential Performance District B 1 Neighborhood Business District B2 Business General District B3 Industrial Transition District M I Light Industrial District OM Office and Manufacturing District Alternative Dcs11?n Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for urban mixed -use commercial and residential land use, which may include commercial and residential land uses that are located within the same Structure, or within connected structures. Land uses pci'lllltted within the OM, Office Manufacturing District and the M1, Light Industrial District that are not otherwise permitted within the RP, BI, B2 and B3 Zoning Districts shall be prohibited within the Property. Justification for Modification: Heritage Commons is planned as an urban center design form that will contain multi -family units, commercial, retail and office Structures, and Stl'l1Ct111'CS that may comprise a combination of these land uses. The ability to provide for mixed -use residential and commercial, retail and/or office land Ilse Within the Sallie Stl'l1ClUrC of Wlthlll C01111CCted StrUCtUrCS 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 Salllc area of their C011111111i11ty. Design Modification Document 3 October 29, 2015 MODIFICATION #3 §165-501.05 Mixture of Housing Types Required Ordinance Requirement: Each planned C0111111L1111ty shall be expected t0 contain a 1111Xt11rC Of 11OLISlllg types that 1S 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 f0110w111g 11OLISlllg types: duplexes, multiplexes, atrium houses, weak -link townhouses, townhouses or garden apartments or any combination Of those housing types. Alternative Design Standard: The Land Bays identified On the proffered Generalized Development Plan are slated for market - rate multi -family residential housing types. To achieve this type Of Urban residential development, single-family detached and attached residential units will not be required as a component of the residential mix, and 111111ti-family residential units will be allowed to comprise 100% of the residential housing units within the Heritage Commons project. Justification for Modification: Heritage Commons 1S planned as all urban design form that Will contain illlllti-fallllly 11OLISlllg units within a nliXed-use commercial, retail and Office development. The Residential Planned COnlnlunity District promotes suburban residential design form that is predominately residential with a llllllllllum 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 development. Design Modification Document 4 October 29, 2015 MODIFICATION #4 §165-501.06(C) Residential Density Ordinance Requirement: Residential Density. The maxlllluln allowed gross density for residences in the planned community development shall be four units per acrc. Alternative Design Standard: The Mixed -Use Commercial/Residential Land Bays identified on the proffered Generalized Development Plan are slated for urban residential housing types. To achieve this type of urban residential development, the gross densities specified in Section 165-402.05B for multi -family residential land use shall be permitted. Justification for Modification: Heritage Commons is planned as all urban design form that will contain 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 Comprelicnsive Plan identifies this property as being planned for employment and high -density residential (12-16 units/acrc) land use; therefore, it is appropriate to allow this type of residential density within the Heritage Commons development. Design Modification Document 5 October 29, 2015 MODIFICATION #5 §165-501.06(D) Commercial & Industrial Areas Ordinance Requirement: Commercial and indUstrlal areas. The areas for commercial Or lndllstrlal LISCS shall not exceed 50% of the gross area of the total planned Community. Sufficient commercial and lndllstrlal areas shall be provided to meet the needs of the planned C011111111111ty, to provide an appropriate balance Of Uscs and t0 lessen the overall impact Of the planned CO111111LIllity on Frederick COUnty. A 1111ilillll1111 Of 10% of the gross area Of the project shall be used for business and industrial uses. Alternative Desiml Standard: The Heritage Commons Land Bays are intended to be developed as commercial and as mixed - Use commercial and residential land Use. Therefore, commercial areas may exceed, and Should be encouraged to, exceed 50% Of the gross area of the total planned community. 171.11-ther, to be consistent with the Comprehensive Plan, industrial LISCS should not be encouraged, and therefore, not allowed in the Heritage Commons Land Bays. By doing this, the balance will allow for higher density residential uses and will create Land Bays that lend themselves to creating a community where residents can live, work and play in the same community. A Land Bay Breakdown Table has been incorporated into the l icritage Commons Proffer Statement to demonstrate the 1111111i1IUm and maximum acreages for commercial and residential development throughout the project. Justification for Modification: A planned mixed-L1SC commercial and i'Csidential C01111111.1i1lty in an area that is designated under the Comprehensive Plan as SLICK should provide for a higher percentage mix Of commercial uses. Given the intensity and extent of commercial LISCS they would be more Ilal'11101110L1S 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 cori-imercial. With the transportation networks and connectivity of all the Land Bays, however, it is anticipated that the activity level of residences, coillillercial Shopping, dining and work will be laid out so that the residents will be able to walk back and forth between these LISCS and not need use their automobiles to access these facilities and amenities. Design Modification Document 6 October 29, 2015 MODIFICATION #6 §165-501.06(C) Open Space Ordinance Requirement: Open Space. A rnininlLlnl of 30% of the gross area of any proposed development shall be designated as common open space. Alternative Design Standard: A 111111111711111 Of 15% of the gross area of the 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 all Urban design form that will contain lllllltl-fallllly 11OLISIllg LII11tS within a mixed-LISC C0111111Crc1al, retail and office development. This type of urban 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. Design Modification Document 7 October 29, 2015 MODIFICATION #7 §165-501.06(C) Buffers and Screening Ordinance Requirement: 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 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, B1, B2, or M 1 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 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(C), Section 165-203.02(D), and Section 165-203.02(C) of this Chapter. Justification for Modification: Heritage Commons is planned as an urban design form that will incorporate mixed -use commercial and i-csidential 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 alld 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 separation buffers and zoning district buffers utilised in other portions of the Urban Development Area. Design Modification Document 8 October 29, 2015 MODIFICATION #8 §165-501.06(1) Road Access Ordinance RCgUirement: Road Access. All planned CO11111111111ty developments shall have direct access to all arterial or Collector road or to roads improved to arterial or collector standards. The planned colnnlunity development shall be provided with a complete system of public streets dedicated to the Virginia Department of Transportation. Alternative DcsiQn Standard: The proffered Generalized Development Plan shall provide for the construction and/or right-of- way dedication for primary regional 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 acceptable to the Frederick County Engineer 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 design form that will contain a variety of street systems that are designed in general to meet vertical base deslgll standards acceptable to the Frederick County Engineer based on projected traffic volumes for the 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 duc 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. Design Modification Document 9 October 29, 2015 MODIFICATION #9 §165-501.06(M) Phasing Ordinance Requirement: Phasing. A schedule of phases shall be submitted with cacti 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 Desigil 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 design form that will contain mixed land use lllClllding commercial, retail, Office, alld lllLlltl-fa11111y hoLISlilg LII11tS Wlthlll a master planned project. Heritage Commons exceeds the commercial, retail and office land use percentages from conventional residential planned community projects, and may incorporate mixcd 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. Design Modification Document 10 October 29, 2015 MODIFICATION #10 §165-201.03(B)(6) Height Limitations §165-601.02 Dimensional and Intensity Requirements Ordinance RCQL111'elllellt: General office buildings in the B2 and B3 Districts and hotel and motel buildings in the B2 Zoning District shall be exempt from the maxinuull height rcquirenlCntS of those zoning districts. In no case shall the height of such bUlldings exceed 60 feet. When such exemptions are proposed adjacent to existing residential uses, the Board of Supervisors Shall review the site development plan 1)1-11'SLlant 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 buildings may be constructed up to 80 feet in height; however, architectural screening features may be permitted to exceed this height allowance but shall be limited to a maximum Structural height of 90 feet. Justification for Modification: Heritage Commons iS planned as all L11'ban design form that will promote vertical constrUCtlon throughout the project. The ability to construct buildings to 80 feet in height is consistent with the height allowance for shared commercial and 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 height; therefore, the Heritage Commons urban design form is consistent with these more intensive types of development currently permitted by County Code. Heritage Commons has coordinated with the Winchester Regional Airport (WRA) to obtain information that delineates height limitations f6r St1-l1Ct111'CS that WOUld impact the WRA approach zones and conical zones. This information has been incorporated within an exhibit that demonstrates that the maxiilllllll height allowances identified iil the alterilative dCSlgll standards will not impact WRA operations. Design Modification Document 1 I October 29, 2015 MODIFICATION #11 §165-402.09(J)(DI) Multifamily Residential Buildings Ordinance Reauirenlent: Principal building (max): 60 feet, provided that a multifamily residential building may be erected to a maximum of 80 feet if it is set back from road right-of-ways and from lot Imes in addition t0 each of the i-cgUlred 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 mixed use buildings may be constructed within 20 feet of public or private street systems serving the community. Justification for Modification: Heritage Commons is planned as all Urban design form that will promote vertical ConstrUCti0i1 throughout the project. This design form should provide flexibility to promote bUilding constrUCti011 that abuts wide pedestrian walkway areas that adjoin public and private street systems. Urban design promotes build -to setback lines, which are not proposed as a regUlre111ent 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. Design Modification Document 12 October 29, 2015 MODIFICATION #12 §165-4002.09(I) Modified Apartment Building Ordinance Requirement: This housing type 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 apartilleilts 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 S1I1gIC StRICtUrc. Dimensional requirements shall be as follows: A. Lot Dimensions Al MaxinrLurl site impervious surface ratio 0.60 B. Building Setbacks B I From public road right-of-way 35 feet B2 From private road right-of-way, off-street parking lot or driveway 20 feet 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 nlininulm 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 have a minimum distance of 50 feet between bLI]Id111gS. C. Minimum Parking C I Required off-street parking 2 per unit D. Height DI Principal building(max): 55feet D2 Accessory building (max) 20 feet Alternative Design Standard: This housing type consists of buildings that contain multiple dwelling units that share a common outdoor area and residential and commercial mixed -use buildings. 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 111111i111L1111 of 16 dwelling Ullits bUt may not exceed more than 64 dwelling U111tS within a single structure. Dimensional requirements shall be as follows: A. Lot Dimensions A I Maximum site impervious Surface ratio 0.60 B. Building Setbacks Design Modification Document 13 October 29, 2015 BI From pUbhc road tight -of -way 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 B5 Real- for balconies and decks 20 feet B6 Minimum on -site building spacing: 15 feet side to side; 15 feet side to back; 15 feet back to back C. Minimum Parking C 1 Required oft -street parking 2 per unit, inclusive of garage D. Height D 1 Principal building (max): 80 feel D2 Accessory building (max): 50 feet D3 Maintenance buildings (max): 20 Icet Justification for Modification: Heritage Commons is planned as an urban 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 appropriate number of dwelling units within a single structure and within a residential and commercial mixed -use building. The dimensional requirements provided for the Modified Apartment Building achieve appropriate setbacks for siting of buildings and protection of adjoining propertics, while providing densities more in keeping with a dense urban center design form. Design Modification Document 14 October 29, 2015 IMPACT STATEMENT HERITAGE COMMONS REZONING Shawnee Magisterial District Frederick County, Virginia TM 63-A-150, 64-A-10 & 64-A-12 150.59± Acres September 25, 2015 Revised October 29, 2015 Current Owners: R 150 SPE, LLC Applicant: Greenway Engineering, Inc. Contact Person: Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 540-662-4185 Pile /137011IC/EAW Greemvay Engineering September 25, 2015; Revised October 29, 2015 I leritage Commons Rezoning HERITAGE COMMONS REZONING INTRODUCTION This report has been prepared for the purpose of assessing the impact on Fredrick County by the proffered rezoning of 150.59± acres owned by R 150 SPE, LLC. The 150.59E acres consists of three parcels identified as Tax Map Parcels 63-A-150, 64-A-10, and 64-A-12. The subject parcels are located on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Tax Map Parcels 64-A-10 and 64-A-12 were rezoned to the B-2, Business General District (96.28 acres) and the RP, Residential Performance District (54.0 acres) with proffers approved by the Frederick County Board of Supervisors on September 28, 2005. R 150 SPE, LLC desires to rezone Tax Map Parcels 64-A-10 and 64-A-12 fi-om the B-2, Business General District and the RP, Residential Performance District, and Tax Map Parcel 63-A-150 from the RA, Rural Areas District to establish 150.59± acres that will be zoned R-4, Residential Planned Community District with proffers. The R-4, Residential Planned Community District zoning will allow for the development of Heritage Commons, which is planned as an urban mixed -use commercial and residential community with regional transportation Improvements. General Information Location: Fronting on the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Magisterial District: Shawnee District Property ID Numbers: 63-A-150, 64-A-10, and 64-A-12 Current Zoning: B-2 General BUS1ncss District; RP, Residential Performance District, and RA, Rural Areas District Current Use: Unimproved Proposed Use: Urban Mixed -Use Commercial and Residential with Regional Transportation Improvements Proposed Zoning: R-4, Residential Planned Community District Total rezoning area: 150.591 acres File #3701 F1C/EAW 2 Greemcay Engineering September 25, 2015; Revised October 29, 2015 I lerilage Commons Rezoning COMPREHENSIVE POLICY PLAN Senseny/Eastern Frederick Urban Area Plan The Heritage CommoIls urban mixed-LISC commercial and residential C011llllllility is located within the Senseny/Eastern Frederick Urban Area Plan. The Senseny/Eastern Frederick Urban Area Plan is a future land use plan that identifies recommended land uses and regional transportation improvements as a gUlde fOl- fUtlll'e C1evclol)]llellt within this geographic area of the community. Tile Heritage Commons urban mixed-LISC cO1111 ucial and residential C0111111Ulllty is proffered to provide significant areas of commercial land use within three land bays that are depicted on the proffered Heritage Commons Generalized Development Plan; to limit residential land use to a maximum of 645 market rate multi -family units; and to enter into a County Managed Revenue Sharing Program Project Agreement to participate in the implementation of regional transportation improvements. The Heritage COIIIIllOnS Urban mixed -use commercial and i-csldential C0111111LIllily I-eprCSCIlts good planning practice; provides for regional transportation improwniellts that are riccessary to accommodate growth within this geographic area Of the Con7nlLnlity; and provides economic development Opportunities IICedCd for the commercial and employment Ialld LISCS CI1VISIOI1ed by the Senseny/Eastern Frederick Urban Area Plan. Urban Development Area The 150.59i acres proposed for the Heritage COnlnlons urban mixed -use commercial and residential community is located within the Urban Development Area (UDA). Expansion of the Urban Development Area (UDA) is not required by this rezoning application. Sewer and Water Service Area The 150.59± acres proposed for the Heritage Commons urban mixed -use commercial and residential COn1nlLulity is located within the Sewer and Water Service Area (SWSA). Expansion of the Sewer and Water Service Area (SWSA) is not regUired by this rezoling application. A. SUITABILITY OF THE SITE Flood Plains The subject property can be found on FEMA NFIP Map 1151069CO218D Panel 218 of 375, dated September 2, 2009. A portion of Buffalo Lick Run and two small unnamed tributaries are located within the 150.59± acres, which are identified as being within the 100-year File 113701 l-IC/Enw 3 Greenway Engineering September 25, 2015; Revised October 29, 2015 I leritage Commons Rezoning floodplain and are designated as "Zone A" on the FCMA NFIP Map. The remainder of the site is located outside the 100-year floodplain in designated "Zone X". The proffered Heritage Commons Generalized Development Plan identifies a land bay entitled Buffalo Lick Run, which accounts for the designated floodplain area oil the project site. D1StUrbance within the designated floodplain area will be limited to road Crossing, utility installation, and construction of a public trail system. Any impacts associated with floodplain disturbance will be in conformance with applicable government rcgulationS and permitting requiren-ients to mitigate impacts to this environmental fCatlll-C. Wetlands The National Wetlands Inventory Map (NWI) and the Frederick County GIS database do not identify wetland areas within the 150.591 acres. The 150.591 acres will be analyzed subsequent to rezoning approval and prior to any development activities to determine the existence of wetlands. Any impacts associated with potential wetlands disturbance will be in conformance with applicable government regulations and permitting requirements to mitigate impacts to this environmental fcatlll-C. Sleep Slopes The 150.59f acres contains minor areas of defined steep slopes in corljuncti011 with the Buffalo Lick Run Land Bay area identified on the Heritage Commons Generalized Development Plan. Disturbance of steep slope features will be done in conformance with applicable government i'CgUlations and permitting requirements to mitigate impacts to this environmental feature. Woodlands The 150.59± acres contains minor areas of mature vegetation throughout the Buffalo Lick Run Land Bay and within a minor portion of Land Bay 3 identified on the Heritage Commons Generalized Development Plan. Development of Heritage Commons will necessitate the clearing of some areas of ilnatllrC vegetation; however, these developed areas will be required to comply with the landscaping requircnlelts of the Frederick County Zoning Ordinance, which will mitigate this impact. Soil Types The soil types contained in this tract have been obtained from the USDA Soil Survey of Frederick County and the Frederick County GIS database. There are nine soil types identified on the 150.59± acres: 1 B Berks Channcry Silt Loam 2-7""" slope 3B Blairton Silt Loain 2-7""" slope 6C Carbo-Oaklet Silt Loam, very rocky 2-15""" slope 8C Chilhowie Silty Clay Loam 7-15"1" slope 9B & 9C Clearbrook Channcry Silt Loam 2-15""° slope 14B Frederick-Poplimento Loams 2-7""" slope Pile #37011IC/EAw 4 Greenway Engineering September 25, 2015; Revised October 29, 2015 1leritage Commons Rezoning 28 Lobdell Silt Loam Floodplain 32B Oaklet Silt Loam 2-71/0 slope 41 C, 41 D & 41 C Weikert-Berks Channery Silt Loam 7-65°/' slope Table 5 on page 123 of the USDA Soil Survey of Frederick County, Virginia, identifies the 3B Blairton Silt Loam and 28 Lobdell Silt Loam soils as prime farmland. The Comprehensive Policy Plan identifies the 150.591 acres for future land use development; therefore, soils types that are conducive to agricultural practices are not planned to continue in this geographic area of the community. B. SURROUNDING PROPERTIES Adjoining PropertyZning and Present Use: North: RP District Use: Residential B2 District Use: Church; Undeveloped South: RP District B2 District East: RP District West: City of Winchester C. TRANSPORTATION Use: Residential (un(Ier construction) Use: Undeveloped Use: Residential Use: I-81; Residential; Commercial The 2030 Comprehensive Policy Plan Eastern Road Plan identifies a regional transportation network within the proximity of the 150.591 acres, which includes the extension of Tevis Street in the City of Winchester to Front Royal Pike (US Route 522) in Frederick County. This regional network includes an urban four -lane collector with an Interstate 81 flyover bridge, a dual lane roundabout, and a new signalized intersection at Front Royal Pike. Additionally, this regional network includes an urban flour -lane collector for the extension of Warrior Drive, and a two-lane collector that intersects Front Royal Pike at the Airport Road signalized intersection. Frederick County is a member of the Win -Fred Metropolitan Planning Organization (MPO). The MPO 2030 Transportation Plan identifies several of the regional transportation network improvements as a candidate I)i-oject (Project #61) within the 2035 Constrained Long Range Plan. The Heritage Commons Proffer Statement and proffered Generalized Development Plan provide the ability for the identified regional transportation network to be realized within the File 1137011IC/EAw Greenway Engineering September 25, 2015; Revised Oelober 29, 2015 I lerilage Commons Rezoning 150.591 acres and the off -site Interstate 81 flyover bridge. The Proffer Statement commits the Property Owner to enter into a County Managed Revenue Sharing Program Project Agreement for the Interstate 81 Bridge, the dual -lane Roundabout, and an urban four -lane divided collector with curb and gutter, a 10' asphalt pedestrian and bicycle facility and 5' concrete sidewalk between the dual -lane ROLlndabOLlt and Route 522 South at the signalized intersection with Airport Road; to be responsible for the local funding match for the regional road network projects that arc identified in the Revenue Sharing Program Agreement; to prohibit development within the Property until the Revenue Sharing Agreement is executed; to dedicate right-of-ways within the 150.591 acres Sufficient for all urban collector road systems identified by the Comprehensive Policy Plan; to require the initial residential and commercial development to be served by the Section A Regional Road Improvement Project and limit the residential and commercial development program 1.111t11 COIIStI-LICtiOlI COIIIIIIe11CCS for the Section B Regional Road Improvement Project; to limit land LISe development within Land Bay 3 based on traffic generation volumes that will utilize the signalized intersection at Madison Village until Street connection to the regional road network is provided within the project; and to prepare additional traffic studicS Whcn land uses developed within the 150.59± acres reach 20,000 ADT, which is below the traffic threshold determined to be acceptable in the previous traffic impact analysis Stlldy for the 1111XCd-LISe commercial and residential project. The proffered transportation improvements implement significant components of the regional transportation network; provide right-of-way sufficient for the implementation of other components of the regional transportation network identified by the Comprehensive Policy Plan; and ]Manage development activities Wlthlll the Properly Llnlil regional road improvements are realized. Therefore, the Heritage Commons Proffer Statement adequately mitigates transportation impacts created by the project and accommodates regional traffic volumes not created by the project. D. SEWAGE CONVEYANCE AND TREATMENT The 150.59± acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public sanitary sewer provider for Frederick County. FCSA has sanitary sewer infrastructure adjacent to the Heritage Commons project site that will allow for this project to be served by Sanitary sewer, and has adcgLlate treatment capacity at the waste Water treatment plant. Based on comparable discharge patterns, the Frederick County Sanitation Authority (FCSA) has determined that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet of commercial development is an appropriate calculation for estimating the sewer impact for the residential and commercial land uses. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out File I13701 ncrEnw 6 Greenway Engineering September 25, 2015; Revised October 29, 2015 I leritage Commons Rezoning Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out The proposed build -out of the Heritage COminonS urban mixed -use commercial and residential project is estimated to add 199,757 gallons per clay to the public sewage conveyance system. The development project will direct effluent to the OWRF, which has a design capacity of 12.6 MGD. The Frederick -Winchester Service Authority (FWSA) has advised that Frederick County owns 5.475 MGD of the total design capacity and is currently using 2.434 MGD, or 44% of this allocated capacity. The Heritage Commons urban mixed - use commercial and residential project is estimated to utilize 6.5% of the remaining design capacity allocated to Frederick County at build -out; therefore, the OWRF has adequate capacity to provide treatment of the projected sewer demand Of 199,757 GPD created by the Heritage Commons project. L. WATER SUPPLY The 150.591 acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public water service provider for Frederick County. FCSA has public water infrastructure adjacent to the Heritage Commons project site, which includes a 20" wale' transmission line that will allow for this project to be served by public water and looped to provide adequate water pressure. Based on comparable consumption estimates, the Frederick County Sanitation Authority (FCSA) has determined that that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet of commercial development is an appropriate calculation for estimating the water impact for the residential and commercial land uses. The figUreS below represent the impact that the total build -out of the proposed land uses will have on the water supply and treatment systems. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square feet commercial Q = 75 GPD x 642.42 (642,422 sq. ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out File 113701 HC/EAW Greemvay Engineering September 25, 2015; Revised October 29, 2015 1leritage Commons Rezoning The PCSA 20" water transmission main provides potable wateI- From tile James Dlchl Water Treatment Plant. The James Dichl Water Treatment Plant has the ability to provide 3 MGD of potable water daily. Additionally, PCSA has the ability to obtain water from other sources to further Supplement water demands front development within the UDA and the SWSA. Therefore, the projected 199,757 GPD water demand created by the Heritage Commons project can be accommodated by PCSA. F. SITE DRAINAGE The 150.59± acres generally drains to Buffalo Lick Run and then downstrealll Under Front Royal Pike (Route 522) towards the Opcquon Crcck, Stormwater management will be designed to accommodate the 2014 Frederick County requirements for stormwater gUahty and stormwater quantity. Stormwater management facilities and treatment measures will occur during the regional road system design process, which will require approval by the CouIlty Engineer all(] Virginia Department of Transportation; as well as during specific site development plans, which will require approval by the County Engineer. The Heritage Corllnlons urban mixed use conlnicrcial and residential project will be designed to comply with these stormwater management rcgUirements as a condition of land disturbance; therefore, there will be no adverse impacts to adjoining properties or to the Buffalo Lick Rlln watershed associated with this project. G. SOLID WASTE DISPOSAL Tile impact on solid waste disposal facilities can be projected front an average anIlllal business consumption of landfill volume of 5.4 cubic yards per 1,000 square feet of structural floor area and all average anilUal residential consumption of 5.4 cubic yards per household (Civil Engineering Reference Manual, 4°i edition). The following Ggllres show the increase lit average annual volume based oil the 642,422 square feet of commercial land use, and 645 residential Units that are projected to develop within the Heritage Commons project: AV = 5.4 Cll. Yd. per 1,000 Square feet AV = 5.4 Cu. Yd. x 642.42 (642,422 sq. Ft) 1,000 sq. ft.) AV = 3,469 Cu. Yd. at commercial build-out/yr, or 2,428 tons/yr at build -out AV = 5.4 Cu. Yd. per household AV = 5.4 CLI. Yd, x 645 residential units AV = 3,483 Cu. Yd. at residential build -out, or 2,438 tons/yr at build -out TOTAL AV = 4,866 tons/yr at build -out The Municipal Solid Waste area of the Regional Landfill has a current remaining capacity of 13,100,000 cubic yards of air space. The projected build -out of the I-Ieritage Commons Pile 113701 HUEAW 8 Greenway Engineering September 25, 2015; Revised October 29, 2015 1leritage Commons Rezoning project will generate 4,866 tons of solid waste at build -Out annually on average. This represents a 2.43% increase in the annual solid waste received by the Municipal Solid Waste area of the Regional Landfill, which currently averages 200,000 tons per year. The Heritage Commons mixed -Ilse Commercial and residential land USES Will L1ti]iZC commercial waste haulers for trash pickup Service; therefore, impacts at the citizen convenience centers will be non-existent, and tipping fees will be generated that will create a C011tirIL10US revenue SOLII'CC for the Regional Landfill by the Heritage Commons project. H. HISTORICAL SITES AND STRUCTURES The Frederick County Rural Landmarks Survey identifies Russell Place (#34-431) as a potentially significant historic resource associated with the 150.59i acres. The Virginia Division of Historic Landmarks survey form specified that neither the house nor any of the outbuildings Would qualify for historic significance individually. Instead the farmland, with the cluster Of farm buildings taken in this context was determined to be potentially significant. The survey refers to this farm as one of the last examples near Winchester Of a sort of land use that was once "typical" all around the city. However, the future land use and regional transportation network recommended by the Comprehensive Policy Plan demonstrates that farmland will not be a CUitllral resource that should be considered for development applications in this geographic area of the community. Additionally, the house and farm buildings have been razed and the property has not been actively farmed since the 2005 rezoning approval that was granted for the 150.591 acres. I. IMPACTS ON COMMUNITY FACILITIES The Heritage Commons mixed-L1SC I-CsldCntlal and commercial project proffers a maxlllll1111 of 645 market rate multi -family residential units. The County's Development Impact Model (DIM) does not differentiate between market rate lllllltl-family units, conventional multi- falllily UllltS, or Subsidized multi -family units. The current fiscal impact assumed by the DIM for apartment units is $ 13,880.00 per unit. Therefore, a stand-alone 645 111111 111LIltl-fallllly residential development WOuld be projected to have a capital facilities fiscal impact of $8,952,600.00. The Heritage Commons Proffer Statement commits to 50,000 square feet Of commercial development prior to the 300°i market -rate multi -family unit, an additional 57,500 square feel of commercial development prior to the 600"i market -rate 1111,11t1-family unit. The DIM Output Module demonstrates a 50% reduction in normal capital facilities fiscal impacts based on these proffered conditions. Therefore, the proffered commercial development program results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to providing the local funding match for the construction of the Interstate 8I Bridge, the dual -lane Roundabout, and an urban fOL11-- lane divided collector between the dual -lane Roundabout and Route 522 South at the Pile II3701 HUEANV 9 Greenway Engineering September 25, 2015; Revised October 29, 2015 I Icritage Commons Rezoning signalized intersection with Airport Road; as well as provicling right-of-way dedication for all regional transportation improvement projects within the property that are identified in the Comprehensive Policy Plan. These regional transportation projects are identified in the County Comprehensive Policy Plan Eastern Road Plan as Urban POUi'-Lane Divided (U4D) and Urban Two -Lane (U2) road systems. The Intestate 81 Bridge, the dual -lane Roundabout, and the additional lane geometry for the urban four -lane divided collector between the dual -lane Roundabout and Route 522 South at the Signalized intersection with Airport Road qualify as a fiscal impact credit towards the $13,880.00 PCr unit value projected by the DIM. The County Consulting Engineer has developed cost estimates for the Interstate 81 Bridge and the dual -lane Roundabout, and Greenway Engineering has developed cost estimates for the U41) collector. These cost estimates demonstrate that the regional road network C011StrllCti011 projects will exceed $5,000,000.00 in local funding by the Heritage Commons project. Additionally, the Heritage Commons Proffer Statement provides right-of- way dedication for the U41) portions of East Tevis Street and Warrior Drive, which total approximately 230,000 square feet and have an estimated land vahle of $1,380,000.00. Therefore, the proffered regional transportation Pl'Ogr,llll rCSLlltS in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to the construction Of Public 10' asphalt pedestrian and bicycle facilities that are not required by County Code. These public pedestrian and bicycle facilities are located within the Buffalo Lick Run Open Space Area and along the regional road system between the Roundabout and the Route 522 South intersection with Airport Road. These public pedestrian and bicycle facilities are approximately 4,600 lineal feet and have a value of $68.00 per lineal feet based on information provided by the County Parks and Recreation Department. Therefore, the value for the public pedestrian and bicycle facilities is $312,800.00. It should be noted that this Willie does not ilICILICle the public 8' asphalt pedestrian and bicycle facilities within the residential portions of the project, trot' the concrete or asphalt pedestrian systems that connect the adjoining residential subdivision to the Heritage Commons project. Therefore, the proffered public pedestrian and bicycle facilities resultS in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to establishing an escrow account ill ail initial amount of $200,000.00 that will be C011tillUOUSly fUl1CICCI thl'OLIgl10LIt the residential development program and UtiliZCd to mitigate SIUdCnt generation impacts to public schools. This monetary contribution provides for $3,000.00 per student when Specific Student generation thresholds are exceeded. The DIM assumes a Student generation ratio of .256 students per apartment unit, which projects a total of 165 students for a 645 unit multi -family residential development. Therefore, this element Of the project qualifies as a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to commercial development thresholds during the residential cevelopment program, the funding, construction and right-of-way dedication for on -site and off -site regional road improvements, the funding and construction Of public pedestrian and bicycle facilities, and monetary contribllti011S for StLICICilt gCllerat1011 impacts. The projected cost of these proffered project comm1t111e1tS is $11,661,220.00, which provides for a positive fiscal impact of $2,708,620.00 for the Heritage Commons File 11370111ClEANV 10 Greenway Engineering September 25.2015; Revised October 29, 2015 Heritage Commons Rezoning project. Therefore, the capital facilities impact costs for public school facilities, parks and recreation facilities, fire and rescue facilities, library facilities and general government facilities have been mitigated by the Heritage Commons Proffer Statement. The Heritage Commons Proffer Statement provides €err protection for operations associated with the Winchester Regional Airport. Heritage Commons will require disclosure of the Winchester Regional Airport facility location and flight patterns in sales literature, deeds and lease agreements for the market -rate multi -family residential units. Additionally, Greenway Engineering has worked with the Winchester Regional Airport to determine structural height limits that will not impact airspace associated with airport operations based on horizontal and approach zones established by the Winchester Regional Airport. Additionally, the Winchester Regional Airport will submit site plans associated with the Heritage Commons project to the FAA to ensure that frtal structural plans do not impact airport operations. Attachments: Aerial Overview Map Exhibit Location and Zoning Map Exhibit SWSA & UDA Map Exhibit Environmental Features Map Exhibit Soils Map Exhibit Historic Features Map Exhibit Senseny/Eastern Frederick Urban Area Plan Winchester Regional Airport Structural Height Zones Exhibit File #3701HC/EAW hty1 151 Windy Hill Lane Winchester, VA 22602 ENGINEERING October 28, 2015 Frederick County Planning Department Attn: Mike Ruddy, Deputy Director 107 North Kent Street Winchester, VA 22601 RE: Heritage Commons Rezoning — Review Agencies Comment Response Letter Dear Mike: The purpose of this letter is to provide you with a comprehensive comment response letter that addresses the Heritage Commons Rezoning comments received from the various review agencies. The comprehensive comment response letter is structured to provide for the specific review agency, the date the comment was received, and information pertaining to each review comment. This information is intended to explain how specific comments have been addressed by the rezoning application or advise why the specific comment was not included in the proffered development program for Heritage Commons. Frederick County Fire Marshal — Comment dated September 18, 2015 • Rezoning Approved. Frederick County Sanitation Authority — Comment dated September 21, 2015 The parcel is in the water and sewer service area served by FCSA. ❖ Water and sewer service is available within a reasonable distance from. the parcel. Sewer treatment capacity is available at the waste water treatrr.en.t plant. A technical analysis of the water and sewer system. will need to be peiform.ed by the Applicant prior to development on the parcel. COMMENT RESPONSE: Agreed. Frederick -Winchester Service Authority — Comment dated September 22, 2015 •:• No comments regarding wastewater treatment capacity. Engineers Surveyors Planners 1nvironmental Scientists Laboratory Telephone 540-662-4185 Fax 5,10-722-9528 w\vw.greemv;iyeng.corn Project #3701 HC/EA W City of Winchester Public Services — Comment dated September 22, 2015 The City's Public Services Department is very supportive of the regional transportation component, which will serve as a vital facility to help meet the future traffic demands of the community as continued growth occurs. Frederick County Public Works — Comment dated September 25, 2015 Clarify the discrepancy between the phasing plan. modification and the phasing plan in the proffer statement. COMMENT RESPONSE: The phasing plan that is specific to the Modification #9 in the proffered Design Modification Document is to eliminate this as an element of the Master Development Plan that will be required subsequent to rezoning approval. The proffer statement does not provide a proposed phasing plan for Heritage Commons; however, it does commit to a specific amount of commercial land use that will develop during the residential buildout for the project. •:• The project's close proximity to the airport will require FFA review in determining maximum. height alloiances based on the 80' inaxim-um height allowance specified in Modification #10. COMMENT RESPONSE: The Applicant has met with the Winchester Regional Airport (WRA) Director and has obtained maximum height allowances for the horizontal zone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons site and determined a high elevation of' 747' msl. The horizontal zone approach surfaces associated with WRA Runway 14 demonstrates an elevation of 876' msl closest to the project. This information demonstrates that the development of structures in Heritage Commons with a maximum height of' 80' will not impact horizontal zone approach surfaces associated with WRA Runway 14. An exhibit has been prepared that delineates this information, which is part of the rezoning application information that has been submitted for this project. The WRA Executive Director has stated that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. The commercial square footage in the Impact Analysis Statement does not equal the amount referenced in. the Proffer Statetnen.t. Indicate how this was determined. COMMENT RESPONSE: The Applicant prepared a calculation for potential commercial square footage within the Iinpact Analysis Statement that considered the commercial acreage permitted within each Land Bay and utilized a 0.2 FAR, which is typical for commercial site development in the County. This information was derived to determine a potential impact to Project 1870 1 HGEAW 2 water, sewer, and solid waste required of the project. The commercial square footage identified in the Proffer Statement demonstrates the amount of commercial square footage that is committed to occur at certain thresholds of residential development within the project. Heritage Commons will exceed the amount of commercial square footage identified in the Proffer Statement. ❖ Proffer Statement Section. D — Phasing does m.ot reference the development of site infrastructure. At a minimum, the rezoning proposal should indicate what infrastructure will be completed prior to the development of each phase. COMMENT RESPONSE: Section D within the Proffer Statement is entitled Land Use Phasing Program and is intended to specify the minimum lime frame for completion of the residential land use and the minimum amount of commercial square footage that will be developed in conjunction with the residential land use. The proffered GDP identifies Regional Road Sections A and B, which will be developed as Revenue Sharing Program Projects. Section G2 of the Proffer Statement requires the Applicant to enter into a County -Managed Revenue Sharing Agreement within 30 days of non -appealable rezoning approval and to provide the local funding match for these regional road improvements that will be designed by the County's Consulting Engineer. These regional road improvements provide the only means of access to Land Bay 1 and Land Bay 2; therefore, development within these Land Bays is dependent upon this infrastructure. Section G3 provides for a maximum development of 175 residential units and 50,000 square feet of commercial land use until construction commences for the Section B regional road improvements. Proffer Statement Section E — Monetary Contributions for Public Schools provides an. escrow account to naitigate potential impacts to schools. However, the Applicaia has not provided monetary contributions for impacts on. other County Capital Facilities. Indicate if this omission was an oversight or intentional. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to development specific amounts of commercial land use in conjunction with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as C0111I17lUmty recreational amenities. The value of these fiscal commitments, including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. Therefore, the Heritage Commons project Project #3701I-IC/GAW 3 neither intentionally nor unintentionally omitted monetary contributions to offset their- impacts to County Capital Facilities. ❖ Section G2 of the Proffer Statement proposes that the Applicant will enter into a Reveiaue Sharing Agreement with Frederick County to construct the regional road system. Frederick County cannot approve a proposal which obligates it to Revenue Sharing when. this approach may not be available at the titiie of construction. The Applicant should assume the total responsibility for the design and construction of the regional road system.. Frederick County cannot be obligated to provide or pursue revenue sharing projects with VDOT. COMMENT RESPONSE: The Frederick County Transportation Director and representatives front the Frederick County Public Works Department are collectively involved in a County - Managed Design Revenue Sharing Project that includes the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the construction of the regional road improvements applicable to the Heritage Commons project. The Heritage Commons Proffer Statement provides commitments for executive of a Revenue Sharing Program Agreement with the County and for the local funding match associated with the previously approved funding for these regional road projects. The Heritage Commons Proffer Statement does not obligate Frederick County to provide or pursue Revenue Sharing Projects for the regional road systems with VDOT as these already exist. Section. G6 of the Proffer Statement refers to Revenue Sharing; therefore, delete any reference to Revenue Sharing. COMMENT RESPONSE: Same response as above. Frederick County Parks and Recreation — Comment dated September 28, 2015 Monetary proffer appears insu//icient to meet the impact of the development. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to develop specific alnounts of Commercial land use in conjunction With the residential development program. The County's DIM Output Module demonstrates that this C01111111t111e11t for C01111neI'Cial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as community recreational amenities. The value of these fiscal commitments, Project #3701 HCIGAW 4 including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. Parks and Recreation would like to see bicycle and pedestriann accommodation. included in. the 1-81 Bridge crossing segment. COMMENT RESPONSE: The Applicant and Greenway Engineering met with the County's Consulting Engineer- that is responsible for the County -Managed Design that includes the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522. The County's Consulting Engineer has advised that the Interstate 81 Bridge Design will include two travel lanes in each direction, a raised concrete median, and 5' pedestrian sidewalks along both sides of the bridge. The design does not propose a bicycle lane, but does provide for pedestrian accommodation. The proffered 8' asphalt pedestrian trail system should additionally serve to connect residential and commercial bays. COMMENT RESPONSE: Section F3 of the Proffer Statement has been revised to ensure that the 8' asphalt pedestrian trail system provides connectivity between the residential land uses and the adjoining commercial land uses within the same Land Bay. Parks and Recreationn would encourage amenities intended for exclusive 110A use anal/or intended to satisfy recreational unit requirements not be included as a proffered amenity. COMMENT RESPONSE: The Heritage Commons project proposes the development of 645 market -rate multifamily residential units, resulting in a required recreational amenity equivalent of 21.5 recreational units valued at $698,750. Greenway Engineering met with Frederick County Parks and Recreation to discuss the recreational amenities program and was advised that the public pedestrian and bicycle facilities Would be considered as recreational amenities above the 21.5 required recreational equivalent; however, the community building, work/out fitness facility and community swimming pool would be considered as part of the 21.5 required recreational equivalent since these were specific to the Heritage Commons project. Heritage Commons recognizes this, but believes it is important to identify both recreational amenities that are associated with required recreational units; as well as recreational amenities that exceed this requirement to provide a commitment for a comprehensive recreational package that is competitive with proffered recreational programs that have been approved by the County for other projects. It is the understanding of Park and Recreationthat the 10' trails are required by ordinance on. all segments of major roads in. the development. Parks and Recreation strongly supports these trail segments; however, it appears listing them. in the proffer statement is unnecessary. Project #3701 FIC/EAW 5 COMMENT RESPONSE: The County Code requires bicycle and pedestrian facilities to be constructed along roadways designated by the Comprehensive Plan. The Heritage Commons project identifies regional road improvements on the proffered Generalized Development Plan (GDP). The GDP roadway labeled as Section A is identified in the Comprehensive Plan as a U2 road section without a 10' bicycle and pedestrian facility. The Proffer Statement calls for this road section to be constructed as a U41) with a 10' bicycle and pedestrian facility. The typical section for the remaining regional road sections has been identified in the proffer statement to be consistent with the design that is being prepared by the County's Consulting Engineer. Design. Modification #6 does not meet opera space requirements; however, Parks and Recreation recognizes that the proffered Buffalo Lick trail demonstrates use of this area. and would support having this area represent a larger amount of environmental area to be considered toward satisfying the 30% open space area requirement. COMMENT RESPONSE: The proposed Design Modification is intended to allow for open space sufficient for the market -rate multifamily land uses, while providing for efficiency in the development of commercial land use throughout the project. The market -rate multifamily land use sections will achieve open space through green areas surrounding the units, through indoor and outdoor recreational amenities, and through protection of the Buffalo Lick Land Bay area that will be improved with a 10' asphalt bicycle and pedestrian facility. Additionally, commercial land uses will be required to meet County Code requirements thatinclude required green space and will also have the opportunity to provide areas such as plazas that may or may not be located outside of commercial lot areas. The proffered Land Use Matrix Table for Land Bays 1-3 demonstrates that there can be 47.96 acres of residential land use as a maximum standard. This maximum residential acreage would require approximately 14.38 acres of open space to achieve a 30% requirement. This standard can be easily achieved through the proposed Design Modification that will require 33.08 acres of open space throughout the Heritage Commons project. This modification ensures adequate open space for the residents of the project while not adversely Impacting economic development acreage that will provide benefit to the Applicant and the County. City of Winchester Planning Department — Comment dated September 29, 2015 No comments pertaining to Planning Department review. Frederick County Public Schools — Comment dated September 30, 2015 Cash proffers are now being offered for schools that are based on the number of students instead of the number- of units. It is our understanding that at the time of complete residential occupancy that cash proffers would not be paid on the first SI students. Project #3701 HC/EAW 6 COMMENT RESPONSE: Section E of the Proffer Statement provides for monetary contributions to mitigate potential impacts to public schools. This is accomplished through the establishment of an Escrow Account that is maintained by the County and can be drawn on if student generation numbers are in excess of specific student counts at specific levels of residential development. As an example, the first phase of residential development commits to a $3,000 payment per student once student generations exceed a total of 15 students during the construction of 175 market -rate multifamily units. Therefore, Frederick County Public Schools would receive monetary contributions at this level of the project and not be required to wait until student generation totals exceed 51 students. 1t is our understanding that the related $200,000 escrow account does not represent a cap on the cash proffers. COMMENT RESPONSE: This is correct. Section E1 of the Proffer Statement has been amended to clarify this matter. Frederick County Public Schools estimates that the Heritage Connmons development will generate 164 students from. the construction of 645 apartrn.ent units. A detailed assessment of the estimated impact of Heritage Commons on FOPS is attached with these comments. COMMENT RESPONSE: The Heritage Commons project has proffered to development specific amounts of commercial land use in conjunction with the residential development. program. The County's DINI Output Module demonstrates that this commitment for commercial development. provides a significant reduction In normal impacts to County Capital Facilities above a typical "residential only" project. The FCPS calculations for capital cost per unit are based on a "residential only" project. Additionally, the Heritage Commons project is committing to significant funding in support of regional road improvements needed by the community; as well as the Frederick County Public School Escrow Account. These proffered commitments result in a positive fiscal impact for the Heritage Commons project that is estimated at $2.7M above the normal DIM "residential only" project. The Applicant has utilized County information to determine these values. Virginia Department of Transportation — Comment dated October 16, 2015 •3 It is recommended that language similar to the third paragraph of Section G4 of the Proffer Statement is provided for the regional road systems identified in Section G2 and Section G3, and the regional road right-of-way dedication identified in Section G5 if Revenue Sharing Fouls are not available for the project. COMMENT RESPONSE: The Frederick County Transportation Director and representatives from the Frederick County Public Works Department are collectively involved in a County - Managed Design Revenue Sharing Project that includes the Interstate 81 Bridge, the Dual -Lane Project 0701HUEAW 7 Roundabout, and a U41) Major Collector Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the construction of the regional road improvements applicable to the Heritage Commons project. It has been confirmed by the VDOT Revenue Sharing Grant Administrator at the VDOT Richmond Central Office that this funding is still applicable and available to the projects described in this paragraph. The Heritage Commons Proffer Statement provides commitments for execution of a Revenue Sharing Program Agreement with the County and for the local funding match associated with the previously approved funding for these regional road projects. The Revenue Sharing Program Agreement requires the local match provider to provide funding in addition to the available revenue sharing funds should these be insufficient to complete the specific project. The Heritage Commons Proffer Statement does not obligate Frederick County to provide or pursue additional Revenue Sharing Projects for the regional road systems with VDOT as existing revenue sharing funds are available. Section. G6 of the Proffer Statement allows the Applicant to continue development within. Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system in. Land Bay 2. This does not state who is responsible for construction if Revenue Sharing funds are not available or if the Applicant's developmient schedule is ahead of development of the regional road system. by others. The Applicant should be responsible for building a full or partial typical section based on traffic projections for Land Bay 3 that exceed the 2,550 ADT threshold. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement has been amended to require street access connecting Land Bay 3 to Land Bay 2 to be the responsibility of the Owner and/or Applicant and to ensure that the street access is designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. Additional language needs to be made to the second paragraph of Section. G2, Section G3 aizd Section G4 of the Proffer Statement to identiI.y intersections as providing full access and/or partial access commercial entrances. Potential entrance locations may in. fact be full access; however, a determination cannot be made by VDOT until site plans are submitted and reviewed to determine if VDOT Access Managernent requirements are met. COMMENT RESPONSE: Section G3, ,Section G4 and Section G5 (formerly Section G2, Section G3 and Section G4) of the Proffer Statement have been amended to state that intersections Will provide full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plain approval. The designation. for "Potential Entrance Location." to access Land Bay 3 from US Route 522 needs to be removed. Access to Land Bay needs to be accomplished through a shared access Project #3701 HC/EAW 8 with Madison Village and/or construction. of Warrior Drive to a sufcierat typical section to support the developnn.en.t proposed in Land Bay 3. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement identifies access to Land Bay 3 as being limited to the signalized full access entrance at Madison Village and the potential entrance location identified on the proffered GDP. The potential entrance location can be designed and constructed to meet current VDOT Spacing Standards for Partial Access Entrances to Any Type of Intersection. This current standard allows a Partial Access Entrance (right-in/right-out) to be developed a distance of 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than 50 mph. The proffered GDP has been modified to identify the general location of Land Bay 3 that could accommodate the Partial Access Entrance; as well as identify the general location of the Madison Village signalized intersection. Section. G6 of the Proffer Statement needs to clarify who will be implementing improvements to the transportationsystem. within. the property that are identified by traffic studies submitted during the site plait development process. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement has been amended to identify the Owner and/or Applicant as being responsible for implementing improvements to the transportation system within the Property that are identified by traffic studies during the site plan development process. Section G7 of the Proffer Statement should include language that requires private streets to conform. to VDOT corner clearance requirements before cut intersection. entrance and/or street can be connected to the private street system. COMMENT RESPONSE: Section G8 (formerly Section G7) of the Proffer Statement has been amended to require private street design to conform to VDOT corner clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. Frederick County Transportation — Comment elated October 16, 2015 Transportation Comment Section (County Transportation Comments 1-3) A number of transportation items previously fully proffered have been removed or in.odified as follows: First is the elimination of $1,000,000 in cash proffers for transportation that would be available for regional transportation such as the Tevis Street extension and regional improvements to the 1-81/Route 522/Route 50117 intersection. Project #3701 HC/GAW 9 Second, the construction of Warrior Drive has been replaced with right-of-way dedication. This is an important section. of the County's Comprehensive Plan to put in place a regional road network to address traffic caused by new development. Its removal also appears to potentially be leaving Land Bay 3 with inadequate access. Third, the construction. of Tevis Extension to the northern. property line has been replaced with right-of-way dedication.. Once again, this is a comprehensive planned road that furthers the development of the regional road network and helps to offset this new development. Its removal, combined with the removal of Warrior Drive has potential to reduce future ingress and egress points for this core portion of the development from. three to one. COMMENT RESPONSES: The previous rezoning was approved as a special taxing district that had the ability to leverage bonding for regional road improvements and have the bonding debt service paid through special assessments that Would be paid by property owners within the project. This funding mechanism allowed the previous developer to obtain funding for all regional road improvements within the property and offer additional funding for regional transportation improvements within the general proximity of the project. This regional trannsportation funding mechanism was not successful and Is not an appropriate comparison to the new rezoning application, which provides private financial resources as the funding mechanism to provide the required local match for Revenue Sharing Program Funds offered by VDOT. Grcenway Engineering has undertaken an analysis of the Warrior Drive regional road system and has prepared an Exhibit entitled Warrior Drive Alignment with Route 37 East that is included as information with this rezoning application. This Exhibit identifies the Warrior Drive regional road system and the various properties north of the Crosspointe Project that will require inclusion in the Comprehensive Policy Plan and in (he Urban Development Area in order to accommodate this alignment. It is evident that Warrior Drive Will not be a developed regional road system between Crosspointe and Heritage Commons over the very long term. The Applicant has committed to dedicate right-of-way to the County sufficient for the Warrior Drive U4D typical section from the Dual -Lane Roundabout area through the limits of the Property to the southern boundary in conjunction with a development trigger in Land Bay 2. This proffered right-of-way dedication does not have a reversion clause; therefore, the County will have secured the appropriate right-of-way through the Heritage Commons project for the future. The previous Proffer Statement for Heritage Commons provided for the completion of the portion of East Tevis Street Extension within the property and for a pro-rata share of the Interstate 81 Bridge with adjoining property owners that had mutual benefit. It was determined that creating documents and agreements for a pi'o-rata share of the Interstate 81 Bridge Would be problematic; therefore, the Heritage Commons Proffer Statement was amended to require the Applicant to be responsible for the complete local match requirement for the Interstate 81 Project #3701 HUEAW 10 Bridge, which is a significant financial commitment. The construction of East Tevis Street to the northern property line that was previously proffered (lid not result in a connection to US Route 522; therefore, providing the available right-of-way for the East Tevis Street Extension is a very reasonable alternative to ensure this connection can be constructed now that the Heritage Commons Proffer Statement has guaranteed the funding necessary to complete the Interstate 81 Bridge. •3 Staff would prefer that the language regarding Revenue Sharing Agreements for the Section. A and Section B regional road systems be handled as a single agreement. Additionally, a commitment to no land development moving forward without the Revenue Sharing Agreement in. place should be provided. COMMENT RESPONSE: A new Section G2 has been created within the Proffer Statement to address this matter. Additionally, language has been incorporated into new Section G2 of the Proffer Statement that states the Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Revenue Sharing Agreement is executed. In Section G6 of the Proffer Statement, there is a note that the trip generation front Land Bay 3 could exceed 2,550 ADT following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. Please clarify what type of connection. is envisioned. This may be where the reinstatement of Warrior Drive could be considered. COMMENT RESPONSE: As requested by VDOT, Section G7 (formerly Section G6) of the Proffer Statement has been amended to require street access connecting Land Bay 3 to Land Bay 2 to be the responsibility of the Owner and/or Applicant and to ensure that the street access is designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. Frederick County Planning — Comment dated October 16, 2015 General Section (Planning Comments I & 2 ❖ Provide a submission fee in the amount of $25,029.50 and a rezoning plat, including a metes and bounds descriptionof the rezoning. COMMENT RESPONSES: The applicable rezoning application fee is provided. A rezoning plat exhibit is provided that includes a metes and bounds description of the rezoning. The entire acreage is proposed to be rezoned to the R4 District; therefore, the metes and bounds description is provided for the three parcels identified in this application. Project 11370111C/EAW I Land Use Section (Planning Comments 1-4) The 2030 Comprehensive Plan and the Senseny/Eastern. Frederick Area Plan (SEFAP) provide guidance onn the future development of the property. The property is within the UDA and SWSA. The SEFAP identifies the property as employnr.ent, commercial and high density residential land use. The SEFAP identifies the employment and connnnerci.al land uses on the north side of Buffalo Lick Run and the high density residential on. the south side of Buffalo Lick Run. d• The proffered GDP identifies three Land Bays and a proffered Lend Use Matrix further defines land uses within the three Land Bays. Land Bay I is commercial only; Land Bay 2 contains a land use mix with the majority being residential; Land Bay 3 contains a land use mix with the majority being commercial. The Applicant should address the discrepancy between the land uses identified on the proffered GDP and the proffered Land Use Matrix to a. greater extent. Inn particular, Land Bay 3 proposing to provide a greater amount of commercial where the SEFAP identifies higher density residential land use. The application identifies itself as an urban mixed use commercial and residential community. It should be recognized that the proffer statement does not fully implement such a development. Urban. Center designation is envisioned to be a more intensive, walkable urban area with a larger connitercnal core, higher densities, designed around a major focal point and located in close proximity to nnafor transportation. infrastructure. COMMENT RESPONSES: The SEFAP identifies this geographic area of the future land use plan as employment, commercial and high density residential land use. The SEFAP was established subsequent to the 2005 Rezoning for the Russell 150 project and the land uses identified on the north and south side of Buffalo Lick Run appear to have followed suit with [lie previously approved GDP for that project. The Heritage Commons GDP provides for an urban mixed use commercial and residential community that is much more integrated than the previously approved project. The proffered GDP and Land Use Matrix provide opportunities to allow for commercial and residential development to occur within Land Bays on both sides of Buffalo Lick Run, which will provide the ability for residents of Heritage Commons and Madison Village to have access to commercial land use within close proximity of their residences. The Heritage Commons Proffer Statement provides for an urban mixed use commercial and residential community. The proffered regional road network provides for commercial and residential land uses to be in close proximity of urban four -lane divided road systems that have direct access to US Route 522 South and a new Interstate 81 Bridge that provides direct access to the South Pleasant Valley Road corridor in the City of -Winchester. The proffered mixed use Project #3701 FIDEAW 12 commercial and residential within the Land Bays and Land Use Matrix Table provides for a development that is 2/3 commercial and employment and 1/3 residential in development acreage. The proffered Land Use Matrix provides for higher density residential that exceeds 13 dwelling units per acre for the residential development acreage. The proffered mix of commercial and residential land uses within Land Bay 2 and Land Bay 3 provide opportunities for integrated design that allows for walkable community design. Therefore, the Heritage Commons Proffer Statement fully implements an urban mixed use commercial and residential community. Impact Analysis and Proffer Statements Section (Planning Comments 1-20) (Planning Comments 1-2) The proffer sttatentent should seek to link transportation iniprover#tents that are developer obligations to the land use plait to a greater exte#it. Section G2 of the proffer statement limited development to 175 residential units and 50,000 square feet of conunercial land use until the Section B Regional Road intprovernents commence. The proffer statement should be clearer in.. linking locations of land use to transportation improvements. The possibility would appear to exist that the initial development phase could occur without any improvements being in place. COMMENT RESPONSE: Section G3 (formerly Section G2) of the Proffer Statement has been amended to ensure that the residential and commercial development identified in the above comment is served by the Section A regional road system. Subsequent to rezoning approval, the Applicant will be required to submit a Master Development Plan for the Heritage Commons project area, which Will further identify information associated with the land use plan and transportation. Section G3 and Section G4 (formerly Section G2 and Section G3) of the Proffer Statement describe the requirements for construction of the complete Section A and Section B regional road system. Section G3 and Section G7 (formerly Section G2 and Section G6) of the Proffer Statement are specific to the amount of residential and commercial development that can be developed initially; therefore, the Section A an(] Section B regional road systems identified on the proffered GDP will be completed well in advance of the residential and commercial land development program for the Heritage Commons project. (Planning CoIn92ent 3) The Board of Supervisors should ultimately determine if revenue sharing is the appropriate inechanism to be the foundationto implement transportation. improvements associated with this request and. property. COMMENT RESPONSE: Agreed. (Planning Comments 4-5) The Applicant has proffered to enter into revenue sharing agreements for the regional road s.ystem.s identified on. the GDP within 30 days of non - appealable rezoning approval. It should be clear that development would not occur in some formof statement, rather than inaction of the proffer conttn.ion-eats. Staff would suggest atz Project #3701I IC/GAW 13 additional proffer that would restrict development without ari executed revenue sharing agreement between the County and the Applicant. COMMENT RESPONSE: The County Transportation Director has requested an amendment to the proffer statement to provide for a single Revenue Sharing Agreement; therefore, a new Section G2 has been created to address this matter. Additionally, language has been incorporated into new Section G2 of the Proffer Statement that states the Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Revenue Sharing Agreement is executed. (Planning Comment 6) Warrior Drive is a key component of the County's primary regional road system identified in the Comprehensive Plan and is located on. the property. This application should fully recognize Warrior Drive and implement its construction.. COMMENT RESPONSE: Greenway Engineering has undertaken an analysis of the Warrior Drive regional road system and has prepared an Exhibit entitled Warrior Drive Alignment with Route 37 East that is included as information with this rezoning application. This Exhibit identifies the Warrior- Drive regional road system and the various properties north of the Crosspolnte Project that will require Inclusion in the Comprehensive Policy Plan and in the Urban Development Area in order to accommodate this alignment. It is evident that Warrior Drive will not be a developed regional road system between Crosspointe and Heritage Commons over the very long term. This matter has been discussed with VDOT and there is not an opportunity to have the section of Warrior Drive within Heritage Commons qualify for revenue sharing assistance due to the lack of connectivity. Additionally, VDOT has not provided an indication that they Would be supportive of accepting the section of Warrior Drive within Heritage Commons as a state maintained road, as it is evident that this will be a road to nowhere over the very long term. The inability to have this section of Warrior Drive accepted for maintenance by VDOT would require the Applicant to be subjected to a significant maintenance bond over the very long term. Conversely, if VDOT would actually accept this section of Warrior Drive, they would be directing maintenance funding away from other road systems that provided benefit to the public. The Applicant has committed to dedicate right-of-way to the County sufficient for the Warrior Drive U41) typical section from the Dual -Lane Roundabout area through the limits of the Property to the southern boundary in Conjunction With a development trigger in Land Bay 2. This proffered right-of-way dedication does not have a reversion clause; therefore, the County will have secured the appropriate right-of-way through the Heritage Commons project for the future. (Planning Conitnent 7) Airport Road between. Route 522 and Warrior Drive`Tevis Street roundabout is currently proffered as a U4D, the TIA originally related to the rezoning of the Project #3701 HC/GAW 14 property further supported this standard and the trips discussed in this current application remain significant. A U4D would still appear to be warranted by this development. Therefore, credit towards its implementation based on its collector road designation on. the Comprehensive Plan may not be appropriate. COMMENT RESPONSE: The Comprehensive Plan identifies the section of road between Route 522 and the Warrior Drive/Tevis Street roundabout as a U2 Urban Two -Lane Road system. The Traffic Impact Analysis (TIA) for the Russell Farm Rezoning identified a Build - Out Lane Geometry and Levels of Service Exhibit (Figure 9), which is a requirement of any TIA submitted for review by VDOT and the County. The Build -Out Lane Geometry and Levels of Service Exhibit identifies the section of road between Route 522 and the Warrior Drive as a single travel lane with a separated left turn lane and a shared thru-right turn lane at the intersection with Route 522. The Heritage Commons Proffer Statement limits traffic generation from development within the project at 20,000 ADT (which is 3,000 ADT less than the traffic generation identified in the Russell Farm TIA) and then requires traffic studies to be submitted in conjunction with site plans that exceed the 20,000 ADT threshold. The Heritage Commons Proffer Statement expands the U2 Urban Two -Lane Road section between Route 522 and the Warrior Drive/Tevis Street roundabout identified by the Comprehensive Plan and by the Russell Farm TIA to a U4D Urban Four -Lane Divided Collector. Therefore, it is appropriate to assume credit towards the implementation of this road system. (Planning Comment 8) It may be a preferred approach of there ivas at least a public street providing access in Land Bay .3 from. the existing public street in. the adjacent Madison. Village project to the future Warrior Drive. In addition, consider a public street from. the road just mentioned to the road identified as Section A that would provide inter parcel access over Buffalo Lick Run. Currently, only public streets and utilities are allowed to cross such wetlands, natural waterways, and riparian. buffers. COMMENT RESPONSE: Section 4e of' the Madison Village Proffer Statement requires a public road connection to the Heritage Common project. At a minimum, this connection will be extended to the Heritage Commons project as a public road. However, the Applicant may choose to continue this public road if future land use dictates this type of road. Section G7 (formerly Section G6) of the Heritage Commons Proffer Statement requires the Applicant to construct street access from Land Bay 3 to the regional road system serving Land Bay 2 before land development activities in Land Bay 3 exceed a 2,550 ADT threshold. Therefore, the road connection between Land Bay 3 and Land Bay 2 Would require a crossing over Buffalo Lick Run. The Frederick County Code states that access to a property or roads are allowed to cross such wetlands, natural waterways, and riparian buffers. This Chapter of the Frederick County Code defines Road and Street as a street dedicated to, or owned by, Frederick County or VDOT; also privately owned rights -of -way which serve as the principal means of access to more than one property. Therefore, a public or private road or street Would be permitted to cross Buffalo Lick Run to serve as access between Land Bay 3 and Land Bay 2. Project #3701 HC/EAW 15 (Planning Comment 9) The entrance directly onto Route 522 should be removed as it is located in relative close proximity to the recently approved entrance for the Madison. Village project and just south of the main project access at Airport Road. The land use plan.for this area supports m.in.im.izin.g entrances along Route 522. COMMENT RESPONSE: The potential entrance location can be designed and constructed to meet current VDOT Spacing Standards for Partial Access Entrances to Any Type of Intersection. This Current standard allows a Partial Access Entrance (right-In/rlghL-OUL) to be developed a distance of' 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than .50 mph. The proffered GDP has been modified to identify the general location of Land Bay 3 that Could accommodate the Partial Access Entrance; as well as identify the general location of the Madison Village signalized intersection. The correct placement of partial access entrances assists with the overall capacity and function of a full access intersection and provides efficiencies for the road network. (Planning Comment 10) The application has proposed an alternative approach to addressing the impacts to Community Facilities. The Board should ultimately determine if such an approach is appropriate. COMMENT RESPONSE: Agreed. (Planning Comments 11-13) Schools are one component of the DIM. The potential impacts to other community facilities should be addressed. The Application should clarify the credit you Would like to receive for the reductioninthe proffers from. that identified in the DIM. It would appear that the negative fiscal impacts associated with the residential uses proposed on the property have not been satisfactorily addressed. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U4D Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to development specific amounts of commercial land use in conjunction with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as C01771]7Unity recreational amenities. The value of these fiscal commitments, including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. Project #3701 HC/EAW 16 ❖ (Planning Comment 14) Please clarify if the dumber of residential units proposed includes those that nary be included within the mnodified residential units incorporated into the conunei-cial project. COMMENT RESPONSE: Section C3 of the Proffer Statement has been amended to limit residential land use development within the Property to a maximum of 645 market rate multi- family units, which is inclusive of market rate multi -family residential/commercial land uses within the same structure. ❖ (Planning Comment 15) Please correct the rezoning number inthe proffer statement to ultimately recognize this new, substantially different application. COMMENT RESPONSE: The General Information and Preliminary Matters portions of the Proffer Statement have been amended to allow for the assignment of a new Rezoning Application Number by the County. (Planning Comment 16) Should the original date of the proffers be the current date associated with this request for the R4 District rather thall the original rezoning date for the Russell 150 project? COMMENT RESPONSE: The General Information portion of the Proffer- Statement and the headers associated with each page of the Proffer Statement have been amended to identify the original date of the Proffer Statement as May 20, 2015. This will remain as suggested unless otherwise specified by the County Attorney. (Planning Comment 17) The RA portion of the property should be included in. the preliminary matters section of the proffer statement. COMMENT RESPONSE: The Preliminary Matters portions of the Proffer Statement has been amended to include information pertaining to the RA District portion of the property. (Planning Comment 18) The proffer statement includes language describing market rate residential land uses. The Board has typically recognized residential uses by housing type rather thanby a particular style. Staff would suggest removing the market rate nomenclature, or alternately, providing nnore detail in. the definitionn of market rate so that the County can better administer this proffer should it become an issue. COMMENT RESPONSE: Section Cl of the Proffer Statement has been amended to expand upon the definition of market rate multi -family residential land use to exclude subsidized housing units so that the County can better administer this proffer. The Applicants believe it is important t0 maintain this nomenclature to guarantee and demonstrate a high quality multi- family prOdUCI throughout the Heritage Commons project. Project #3701 HC/BAW 17 s• (Planning Comment 19) Please identify why an eight foot wide trail is being proffered rather than the typical standard of 10 feet. COMMENT RESPONSE: The comments provided by Frederick County Parks and Recreation did not identify the 8-fool wide asphalt trail within the residential portions of the project that will provide connectivity to the adjoining commercial land uses as being substandard. (Planning Conrnaent 20) Please clarify why the escalation clause has been removed front the proffer statement. COMMENT RESPONSE: Neither the Applicant's May 20, 2015 Proffer Statement or the September 25, 2015 Proffer Statement contained language that proffered an escalation clause. It is unclear what Section of the Proffer Statement Would necessitate an escalation clause as the Applicant is responsible for the complete local funding match associated with the construction of the Section A and Section B regional road system improvements that are identified on the proffered GDP and further described in Section G of the Proffer Statement. Winchester Regional Airport — Comment dated October 21, 2015 (WRA Comment I) The parcel is located within close proximity and intirnediately under the traffic patient of WRA. Residential development adjacent to, or under, a flight path used regularly by aircraft is subject to aircraft noise. As the airport con.tin.ues to expand services and operations, interactions between aircraft operations and residents are likely to increase. To ensure that potential buyers and tenants are made aware of the airport's existence and aircraft noise and fly -over potential, the County should work with the developer for a proffer provision that will give written notice to future property owners or tenants of this potential through a disclosure statement as a covenant in their property deed or a statement within their rental lease agreement. As a condition of approval for the Heritage Commons rezoning, WRA requests the owner - provide information in, the Proffer Statement and Design. Modificationn for noise attenuation in all proposed structures onthe property; written notice of the airport's proximity to the property and aviationuses inevery deed and/or lease; execute an avigationn easement with WRA over the property; and use lighting features that will not create light pollution and hazard to aircraft pilots. COMMENT RESPONSE: Section H1 of the Heritage Commons Proffer Statement provides language for the provision of information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. Greenway Engineering has met with the WRA Executive Director to determine if FFA, VDA and/or WRA has Project #3701 HC/EA W 18 information that identifies specific building materials above normal Building Code standards that would promote noise attenuation in structures. The WRA Executive Director was not aware of this information and advised that a request would be made to FFA and VDA to determine if this information is available. This information would need to be determined before commitments could be made for this recommendation. The WRA Executive Director has advised that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. Therefore, FFA compliance for Structural heights, appurtenance heights, lighting, and other development matters subject to FFA review will be accomplished to ensure safe operations for WRA aircraft. (WRA Comm-ent 2) WRA is very concerned with the request to increase maximum allowable height from 60' to 80', not to include architectural screenhig and antenna structures. WRA will require each structure developed in Heritage Commons to be subject to FFA review to provide a determination that the structures will, not impact the WRA navigable airspace. COMMENT RESPONSE: Greenway Engineering has met with the Winchester Regional Airport (WRA) Director and has obtained maximum height allowances for the horizontal zone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons site and determined a high elevation of 747' 1nsl. The horizontal zone approach surfaces associated with WRA Runway 14 demonstrates an elevation of 876' msl closest to the project. This information demonstrates that the development of structures in Heritage Commons with a maximum height of 80' will not impact horizontal zone approach surfaces associated with WRA Runway 14. An exhibit has been prepared that delineates this Information, which is part of the rezoning application information that has been Submitted for this project. The WRA Executive Director has stated that WRA will require all site plans within the Heritage Commons project to be Submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. Frederick County Attorney — Comment dated October 28, 2015 (County Attorney Comments 1-2) The proffer statement reference should be consistent with the n-umber assigned to the new rezoning application. The original date of the proffers for the new rezoning application should be September 25, 2015. The small parcel that is currently zoned RA District should be referenced in the Preliminary Matters Section of the Proffer Statement. COMMENT RESPONSE: The Proffer Statement has been amended to incorporate the number assigned to the new rezoning application; the original date of the proffers associated with the Project #3701 FIC/GAw 19 new rezoning application; and the information associated with the 0.31 ± acre parcel that is currently zoned RA District. (County Attorney Comment 3) The GDP identifies several potential entrance locations. The terin potential is confusing relative to the issue of whether the proffer is actually limiting entrances. COMMENT RESPONSE: Section Al of the Proffer Statement has been amended to clarify that the potential entrance locations represents the maximum number of potential entrance locations along the regional road system serving the Property. (Count), Attorney Comment 4) Design. Modification 1 states that a Master Development Plan (MDP) will be provided subsequent to the rezoning approval process; however, the alternative design standard does not include such a provision. It would be appropriate to amend this alternative standard to state that a MDP will be provided prior to issuance of any permits for work on the property. COMMENT RESPONSE: Design Modification 1 has been amended to include language stating that a MDP will be provided to the County prior to development activity on the Property. (County Attorney Com-ment S) Staff should be aware that Design Modification 10 excludes architectural screen.in.g.features and antennas from. height restrictions. COMMENT RESPONSE: Design Modification 10 has been amended to eliminate language pertaining to antennas and to restrict the maxi1711.1171 height for architectural Screening features to 90 feet. The design flexibility to utilize a pitched roofline or parapet. wall for screening mechanical equipment or other items on the roof system represents good architectural design practice. The maximum 90 feet height limitation for the architectural Screening features IS Still well below the Winchester Regional Airport's (WRA) horizontal and approach zone heights. Additionally, WRA has stated that they will be submitting all site plans for the heritage Commons project to the FFA for review to ensure that the airspace around the airport is protected, which is acceptable to the Owner and/or Applicant. (County Attorney Comment 6) The Proffer Statement makes various references to structures containing residential and commercial uses withinn the same structure; however, none of the design modifications address this use. Design Modifications 11 and 12 appear to be possible standards but should state that these standards would apply to mixed -use buildings. COMMENT RESPONSE: Design Modifications 11 and 12 have been amended to include commercial and residential mixed -use buildings that can be developed in conformity with the alternative design standards associated with these modifications. Project #37011-IC/GAW 20 (County Attorney Comment 7) Proffer CI - The inclusion of the words "multi family residential land" in the definition of "niaiket rate multi family land" is confusing. This concept appears to focus onn factors relevant to the rate and not the land. Additionally, the phrase "offered at the highest rent that the local market can sustain" is meaningless. It appears that the word "offered: should be replaced with "rented. " COMMENT RESPONSE: Section Cl of the Proffer Statement has been amended as recommended. The word "use" was inadvertently omitted from the ph -rase "market rate multi- family land use" and has been incorpoI'ated to clarify this definition. The Word "offered" has been replaced with "rented" so the phrase states "Market rate multi -family residential land use is defined as having no income limit for the unit and rented as the highest rent that the local market can sustain." (County Attorney Comment 8) Proffer C2 —The Proffer Statement contemplates that the project will include structures containing a mix. of residential and commercial use. The Proffer Statement would best also include an explanation of how the acreage usage percentages would be determined for such structures and the respective parcels on which they are placed. COMMENT RESPONSE: Section C2 of the Proffer Statement has been amended to identify that market rate multifamily residential and commercial land uses within the same structure will be permitted within Land Bay 2 and Land Bay 3. These land bays are planned to be developed with both residential and commercial land use; therefore, residential and commercial land uses within the same structure would be appropriate within these land bays. The Owner and/or Applicant does not know the amount of mixed -use residential and commercial land use that will be located within the same structure at this point in the process; therefore, acreages and use percentages cannot be determined at this time. (County Attorney Comment 9) Proffers DI through D4 would be better stated to include the language "so as not to exceed" prior to the number of residential units. COMMENT RESPONSE: Section D I through Section D3 of the Proffer Statement has been amended to incorporate the language "so as not to exceed" prior to the number of residential units that are limited during these time lines. It is not necessary to include this language in Section D4 of the Proffer Statement as this section represents the build -out phase of the residential development program. (County Attorney Continent 10) Proffers DS through D7 do not identify a particular meaning for the terin "shall develop" with respect to the square footage of commercial development. The Proffer might provide greater clarity if it instead stated "shall obtain a certificate of occupancy" for the structures. COMMENT RESPONSE: The Owner and/or Applicant believe that the language committing to the development of 50,000 square feet of commercial land use at various intervals of the Project #3701 HC/EAW 21 residential development program is specific and clear and does not desire to amend this section of the Proffer Statement. The Owner and/or Applicant is proffering to provide significant financial investment in regional road construction and infrastructure, and is limiting residential development through the commitment to develop specific levels of commercial land use. The Owner and/or Applicant is assuming financial risk by committing to specific levels of commercial land use and is highly motivated to ensure that these structures are leased or sold as quickly as practical. (County Attorney Comment II) The requirement in Proffer D7 for air. additional 7,500 square feet of commercial square footage prior to the issuance of a certificate of occupancy permit for the 645`1i residential unit would only restrict occupancy of the last residential unit otherwise allowed for the property. COMMENT RESPONSE: Section D6 of the Proffer Statement has been amended to increase the level of commercial land use from 50,000 square feet to 57,500 prior to the issuance of a certificate of occupancy permit for the 600"' market rate rnultl-family residential unit. Section D7 of the Proffer Statement has been eliminated. (County Attorney Comments 12 and 13) It is recommended that Sections FI through E5 include language that determine impacts to public schools by population data obtained from Frederick County Public Schools within 90 days following issuance of certificates of occupancy ,for each. of the units identified in Proffers E72 through. E5; that future occupancy perrn.its for residential units be restricted until amounts have been paid; that language be provided for the escrow release that is specific to the remaining balance; and that language is provided in. Proffers E,2 through E,5 that further clarify calculations will be based upoil population. data at the tilne of issuance of*the certificate of occupancy for the specific. residential unit. COMMENT RESPONSE: Sections El through E5 of the Proffer Statement have been amended to reflect the recommendations provided in these comments. (County Attorney Comment 14) Proffer G2 — Section. A Transportation Program. The term "standard format" for revenue sharing agreements is not necessarily accurate and it might be best to eliminate this reference and state that the "Owner and/or Applicant shall be responsible in the Agreement ,for... " Additiolzally, there is no reason that the Owner and/or Applicant cannot advance road plans, irrespective of entering into the Agreement. Finally, the Proffer Statement does not preclude development of the first phase of the residential and coninierclal development program prior to a revenue sharing agreenient and some guarantee that the Section A transportation program is built. COMMENT RESPONSE: The County Transportation Director advised that it would be better to identify a single Revenue Sharing Agreement for the Section A and Section B Transportation Programs; therefore, Proffer Section G2 was completely rewritten to be specific to the Agreement. This new proffer section establishes the Agreement for the Section A and Section Project #3701 HC/EAW 22 B Transportation Programs; eliminates the reference to the "standard format" for the Agreement; requires the Owner and/or Applicant to be responsible for the local funding match for tie Section A and Section B Transportation Programs; and restricts development on the Property until the Agreement is executed. Section G3 of the Proffer Statement has been created to provide specific information pertaining to the Section A Transportation Program. Language has been incorporated based on comments received from the County Transportation Director that allows for the first phase of the residential and commercial development program to commence, which is served by the Section A regional road system. The Revenue Sharing Agreement will require the Section A Transportation Program to be constructed as a unified project between US Route 522 and the Dual -Lane Roundabout; therefore, the first phase of residential and commercial development will be served from this regional road system. (County Attorney Comment IS) Proffer G3 — Section. B Transportation. Program. As with the previous conrnient, there is not necessarily a "standard forniat" for revenue sharing agreements and changes similar to the Section A Transportation Program may be appropriate for the Section B Transportation Program. Similarly, the Proffer does not provide for limitations on. development in the Agreement is not executed or fulfilled. COMMENT RESPONSE: Section G2 of the Proffer Statement provides language specific to the Revenue Sharing Agreement and Section Gil of the Proffer Statement has been created to provide specific Information pertaining to the Section B Transportation Program. This new language in Section G2 of the Proffer Statement provides an Agreement for the Section B Transportation Program; eliminates the reference to the "standard format" for tile. Agreement; requires the Owner and/or Applicant to be responsible for the local funding match for the Section B Transportation Program; and restricts development on the Property until the Agreement is executed. (CounnhAttorney Cornnnt.ennt 16) Proffer G4 — Section C Transportation. Progrann. Language needs to be made clear that any partial street section that is constructed must be within the planned right-of-way and constructed to permit expansion consistent with the Section C East Tevis Street extension described in the Proffer Statement. COMMENT RESPONSE: Section G5 of the Proffer Statement. has been amended for the Section C Program to state that the partial street section shall be constructed within the planned right-of-way and shall be constructed to permit expansion of the Section C East Tevis Street extension as described in the Section C Program. • (Count), Attorney Cornment 17) Proffer GS — Section. D Transportation Program. The last sentence is not clear regarding access to the road systetn between the Roundabout and the right-of-way dedication. area. Project #37011 {C/EA W 23 COMMENT RESPONSE: Section G6 of the Proffer Statement has been amended for the Section D Program to utilize the GDP as the reference for the regional road system between the Roundabout and the right-of-way dedication area; as well as the location of the right-of-way dedication area that is proffered to be provided to the County. Please advise me if you have any questions regarding this information or if there is any additional information that is necessary pertaining to these comments. Sincerely, L, �. J? rEvan Wyatt, Director of Land Planning Greenway Engineering, Inc. Project #3701 HC/GAW HERITAGE COMMONS DESIGN MODIFICATION DOCUMENT - PROFFER EXHIBIT B September 25, 2015 October 29, 2015 Design MODIFICATION #1 § 165-501.02 Rezoning Procedure Ordinance Requirement: IIl Order to have land rezoned to the R4 District, a plaster developillent plan meeting all requirements of this chapter, shall be submitted with rezoning application. Alternative Design Standard: 111 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-Usc COmmucial/Residential. A Master Development Plan will be provided to the County for approval prior to dcvclopnlcnt aCtlVlty Oil the Property. Justification for Modification: A mixed -use 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 flints, internal roads, commercial land Use, 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 Conlnunlity 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 illlxed-IISC planned C011111111nity 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 Master Development Plan during the rezoning process. A Master Development Plan will be provided subsequent to the rezoning approval proccsS to ensure Consistency with SUbdlvlslon design plans and site design plans within the project. Design Modification Document 2 October 29, 2015 MODIFICATION #2 §165-501.03 Permitted Uses Ordinance Requirement: All uses are allowed in the R4 Residential Planned Conllnunity District that are allowed in the following zoning districts: RP Residential Performance District B 1 Neighborhood Business District B2 Business General District B3 Industrial Transition District M I Light Industrial District OM Office and Manufacturing District Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for urban mixed -use commercial and residential land use, which may inClude commercial and residential land uses that are located within the same structure, or within connected structures. Land uses permitted within the OM, Office Manufacturing District and the M I, Light hldustrial District that are not otherwise permitted within the RP, B1, B2 and B3 Zoning Districts shall be prohibited within the Property. Justification for Modification: Heritage Commons is planned as an Urban center design form that will Contain 111U1t1-firillly 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 cfficicnt use of land and provides opportunities for residents to live, shop, and work within the same area of their conlnluulity. Design Modification Document 3 October 29, 2015 MODIFICATION #3 §165-501.05 Mixture of Housing Types Required Ordinance Requirement: Each planned community Shall be expected to contain a 1111X1111'C Of 11OLISlilg types that 1S 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, nulltiplexes, atrium 11ol1SCS, weak -link tOw11110USCS, townhouses or garden apartments or any combination Of those 11ousing types. Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for market - rate multi -family residential housing types. To achieve this type Of Urban residential development, single-family detached and attached residential units will not be required as a component of the residential mix, and multi -family IVSldClltial units will be allowed t0 comprise 100% of the residential 11ousing units within the Heritage Commons project. Justification for Modification: Heritage Commons 1S planned as all lll'ban design form that will C011taln 11111104,111111y 1101ISing units within a mixed -use commercial, retail and office development. The Residential Planncd C0111111111111y District pl'0111OtCS Sltbllrban residential design form that 1S predominately rCsldelltlal with a Illllllllllnll percentage of Moll-rCsldelltlal land Use. The implementation Of significant pucentagcs of i1011-residential land use within HCrltage Commons dictates the need for higher density residential land use to facilitate this form of development. Design Modification Document 4 October 29, 2015 MODIFICATION #4 §165-501.06(C) Residential Density Ordinance Requirement: Residential Dcnsity. The maxlllll1111 allowed gross density for residences in the planned community development Shall be font' 11111tS per acre. Alternative Design Standard: The Mixed -Use Commercial/Residential Land Bays identified on the proffered Generalized Development Plan are slated for urban residential housing types. To aClliCVC this type Of Urban residential development, the gross densities specified in Section 165-402.05B for multi -family residential land use shall be permitted. Justification for Modification: Heritage Commons is plaimcd as all lll'ban design Form that will Contain illlllti-falllily 11011Sillg units within a illlxcd-IISC C0111111CI'Clal, retail and office development. The Board Of Supervisors recently approved increased densities for resldcntlal 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; thcrcfOrC, it is appropriate to allow this type of residential density within the Heritage Commons development. Design Modification Document 5 October 29, 2015 MODIFICATION #5 §165-501.06(D) Commercial & Industrial Areas Ordinance Requirement: Commercial and illdLISll'ial areas. Tile areas for commercial or ind11St1'lal LISCS Shall not CXCCed 50% Of the gross area of the total planned CO111I11LInity. SllfflClCllt commercial and industrial areas shall be provided to meet the needs of the planned community, t0 provide all appropriate balance Of Uses and to lessen the overall impact Of the planned Co111111Llllity Oil Frederick COLlllty. A nlininrLun of 10% of the gross area of the project shall be used for business alld illdLIStrlal Uses. Alternative Design Standard: The Heritage Commons Land Bays are intended to be developed as commercial and as mixed - Use commercial and residential land Lise. Therefore, commercial areas may exceed, and should be encouraged to, exceed 50% of the gross area of the total plalliled community. 171,11-thel', 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 will allow for higher density residential uses and will create Land Bays that lend themselves to creating a community where residents can live, work and play in the Sallie C011lllllllllty. A Land Bay Breakdown Table has been incorporated into the Heritage Commons Proffer Statement to demonstrate the llllilllll1.1in and maxlllllllll acreages for commercial and residential development throughout the project. Justification for Modification: A planned IlliXCCl-IISC commercial and residential 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 LISCS 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 LISCS Will be mixed and also areas that will be designated plll'Cly 1`01' coil mercial. 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 LISCS and not need use their automobiles to access these facilities and amenities. Design Modification Document 6 October 29, 2015 MODIFICATION #6 §165-501.06(C) Open Space Ordinance Requirement: Open Space. A 111ini111Urn of 30% of the gross area of any 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 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 design form that will contain multi -family housing Units within a mixed-usc commercial, retail and office development. This type Of urban design provides opportunities for indoor and Outdoor recreational amenities and facilities, pedestrian sidewalk and trail systems, ceIltral plazas and sgUares, small CXtCrIOr Urban -scale green -space areas, and rooftop greed -space Or rooftop airienity 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 redUircnlcnts. Design Modification Document 7 October 29, 2015 MODIFICATION #7 §165-501.06(G) Buffers and Screening Ordinance Requirement: 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 i-cq 11rCments Of that section. In addition, along the perimeter boundary Of the Residential Planned COnlnunlity 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 M I Zoning Districts. Alternative Design Standard: Buffers and screening shall be provided along the perimeter boundary of the Residential Planned COnlnlunity District where proposed Commercial Retail and Office Land Bays adjoin existing residential land use, or where multifamily residential units adjoin existing single-family detached residential land use. Buffers and screening shall be provided accordingly as specified nil Section 165-203.02(C), Section 165-203.02(D), and Section 165-203.02(C) of this Chapter. Justification for Modification: Heritage Commons is planned as all Urban design forth that will incorporate mixed -Ilse coml ucial and residential land use immediately adjacent to each other. Lalld I1SCS Wlthlll this form of development are Intended to be integrated, and in some instances located Wlthlll the same StrllCtlll'CS; tl1Cl'CfOrC, the I-egllil-C111Cnt for internal buffers and screening are ilot 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 t0 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. Design Modification Document 8 October 29, 2015 MODIFICATION #8 §165-501.06(I) Road Access Ordinance RCQl11rerlle11t: Road Access. All planned C011111111111ty developments shall have 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 the construction and/or right-of- way dedication for primary regional 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 acceptable to the Frederick County Engineer 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 design form that will contain a variety of street systems that are designed in general to meet vertical base design standards acceptable to the Frederick County Engineer based on projected traffic volumes for the 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 IOW -impact design and landscaping design to assist in meeting water quality measures for the project. Design Modification Document 9 October 29, 2015 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 cacti 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 Desigill Standard: A Phasing Plan and Phasing Schedule shall not be required for the Heritage Commons project. Justification for Modification: Heritage Commons 1S planned as all Lll"ban design form that will contain mixed lalld Use 111CIL1d111g commercial, retail, office, and 11111164,111111y 11011Sillg Lll11tS within a plaster planned project. Heritage Commons exceeds the commercial, retail and office land LISe percentages front 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. Design Modification D MODIFICATION #10 §165-201.03(B)(6) Height Limitations §165-601.02 Dimensional and Intensity Requirements Ordinance Reauirement: 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 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 Desigil 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 —te—itelude however, architectural screening featlll-CS alid antenna may be permitted to exceed this height allowance belt Shall be IlillltCd to a maxinlurll structural height of 90 feet. Justification for Modification: Heritage Commons is planned as all Urban design form that will promote vertical CO1lStrl1CtlO1l throughout the project. The ability to construct buildings to 80 feet in height is consistent with the height allowance for shared commercial and residential bUild111gS, 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; therefore, the Heritage CO111m011S urban design form is consistent with these more intensive types Of development currently permitted by County Code. Heritage Commons has coordinated with the Winchester Regional Airport (WRA) to obtain information that delineates height limitations for structures that would impact the WRA approach zones and conical zones. This information has been incorporated within an exhibit that demonstrates that the maximum height allowances identified In the alternative design standards will not impact WRA operations. Design Modification Document 1 1 October 29, 2015 MODIFICATION #11 §165-402.09(J)(DI) Multifamily 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 set back from road right-of-ways and from lot lines In addition to Cach of the regUII'CCI I111111111U111 yard dimensions, a distance of not less than one foot for each one foot of height that it exceeds the sixty -foot limit. Alternative Desimn Standard: Commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial and residential mixed use buildings may be Constructed within 20 feet of public or private street systems serving the community. Justification for Modification: Heritage Commons is planned as an urban 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 design promotes build -to setback lines, which are not proposed as a regUll-ClnCnt 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. Design Modification Document 12 October 29, 2015 MODIFICATION #12 §165-4002.09(I) Modified Apartment Building Ordinance Requirement: This housing type Consists of buildings that contain multiple dwclllllg Units that share a Comillon 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 Colltalll Six or more units in a S11lg1C Stl'llCtUre, ]lot to exceed 16 Ul11tS Wlthlil a Single StRiCtUrc. Dimensional requirements shall be as follows: A. Lot Dimensions A 1 Maxlllll1111 Site impervious surface ratio 0.60 B. Building Setbacks B I From public road right-of-way 35 feet B2 From private road right-of-way, off-street parking lot or 20 feet 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 have a lllllllllllllll distance of 50 feet between buildings. C. Mininlunl Parking C I Required off-street parking 2 per unit D. Height D1 Principal building (max): 55 feet D2 Accessory building (max) 20 feet Alternative Design Standard: This housing type consists of buildings that contain multiple dwelling units that share a common outdoor area and resldciltlal and Con1111crcial mixed -use buildings. 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 Colltalll a Illllllllllllll of 16 dwclllllg Units bill Illay 110t exceed more than 64 dwClllllg units within a Single Strllctllrc. Dimensional regUil-Cl11CI1tS Shall be as follows: A. Lot Dimensions A 1 Maxinlunl site impervious surface ratio 0.60 B. Building Setbacks Design Modification Document 13 October 29, 2015 B I From pUblic road right-of-way 20 fret B2 From private road right-of-way, off-street parking lot or 10 fret driveway B3 Side (perimeter) 15 feet B4 Rear (perimeter) 15 feet B5 Rear for balconies and decks 20 feet B6 Minimum on -site building spacing: 15 feet side to side; 15 feet side to back; 15 feet back to back C. MininlLlnl Parking C I Required off-street parking 2 per unit, inclusive of garage D. Height D 1 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 an Urban clesign form that Will promote massing of dwelling UllitS thrOLIg110L1t the project. This design f01'111 Sl10LIId provide flexibility to promote building CoilStl'LICti011 that accommodates an appropriate IlUmber Of CIWelhllg LIIl1tS Within a single Structure and within a residential and Corllrllcrcial 111ixCCI-use building. 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. Design Modification Document 14 October 29, 2015 A Traffic Impact Analysis of the Russell Farm Locatcd in: ri•edei•ick County, Virginia Prepared for: Greenway Engineering 151 Windy Hill Lane Winchester, VA 22606 Prepared by: Patton Harris Rust & Associates, pc Engineers. SLrveyors. Planners. Landscape Architects. 208 Church Slreol, S.E. Leesburg, h Stwa 20175 irgi PL 7sburg, G HRA F 703.777.3725 November 1, 2004 OVERVIEW Report Summary Patton Harris Rust & Associates, pc (PHR+A) has prepared this document to present the traffic impacts associated with the proposed Russell Farm development located along the west side of Route 522 (Front Royal Pike), between Peppermill Road and Route 17/50, in Frederick County, Virginia. The proposed project is to include 294 townhouse units, 264,000 square feet of office and 440,450 square feet of retail with pi-imar-y access to be provided via the proposed western leg of Airport Road and secondary access (townhouse only) to be provided via a site -driveway located to the south of Airport Road. The proposed development will be built -out by the year 2010. Figure 1 is provided to illustrate the location of the Russell Farm site with respect to the surrounding roadway network. Methodology The trafllc impacts accompanying the Russell Farm development were obtained through a sequence of activities as the narratives that follow dOCUlllCnt: • Assessment of background traffic including other planned projects in the area of impact, • Calculation of trip generation 1'01- Russell Farm, • Distribution and assignment of Russell Farm generated trips onto the study area road network, • Analysis of capacity and level of service using the newest version of the highway capacity software, HCS-2000, for existing and f litllr'e conditions. EXISTING CONDITIONS Patton Harris Rust & Associates, pc (PHR+A) obtained AM and PM peak hour manual turning movement counts at the inter'scetloils of Pape -mill Road (Route 644)/Pleasant Valley Road, Papermill Road/Route 522 (Front Royal Pike), Airport Road/Route 522 and Route 522/Route 50/17 (Millwood Pike). Additionally, 24-hou1- alrtomallc "tube" counts were conducted along the Papermill Road and Route 522, respectively. PHR+A established the ADT (Average Daily Traffic) along each of the study area roadway links using an average "k" factor (the ratio of PM peak how' traffic volumes to 24-hou1- traffic volumes) of 8% as determined front traffic count data provided by the Virginia Department of Transportation (VDOT). Figure 2 shows the existing ADT and AM/PM peak hour traffic volumes at key locations throughout the study area. Figure 3 shows the respective existing lane geometry and AM/PM peak how- levels of service. All traffic count data and HCS-2000 levels of service worksheets are included in the Appendix section of this report. PHI2A A Phased Traffic Impact Analysis of the Russell Farm November 1, 2004 Page I o o 5unnyside y Round Hi o HiN Crest St *Winrhesta,� v c4 c •' v D: M c 0 1 'A`ea\e R e �d •��+ 17 G1eeM O�sda '�0�� r Q TOT 4j( 37.; *0KemstoNS1,1,1,, o � a V Y � v v ® ' p onviMe 6 o Bart we o Parkins 60s G Frederick He4ts C Greenwood Heseas Burning VjvIs G L rl1 \ I %, Figure 1 icinit.N \htlt - Rivo cll Farms PH RA A Phased Traffic Impact Analysis of the Russell Farm November I, 2004 Page 2 No Scale c' d 19 64417 50 J ( �ir�4�V 644 -t. Et; SI'19J��`-� 1, 'yam► 522 A r� L9x(Ixll) r79(I31) f r 1 �Arrlwrl Road 644 w v, w � J1 �- 522 tttt)xo-1 �t� K� T/ 1 A AM Peak Hour(PM Peak Hour) Average ■-Y T�T/ \ Daily Figure 2 Existing ADT and AM/I'M Peak Hour 'Traffic Volumes A Phased Traffic Impact Analysis of the Russell FarmR+A November I, 2004 3 PH 3 No Scale H Figure 3 PH1Zl� Sivnaiim] Denotes Unsignalized Critical Movement AM Peak Hour (IIAI Peak Hour) Existing Lane Geometry and Levels of Service A Phased Traffic Impact Analysis of the Russell Farm November I, 2004 Inge 4 2010 BACKGROUND CONDITIONS In order to accurately depict future conditions within the study area, PHR+A utilized the IollOwing traffic studies to determine the trips associated with not yet completed area developments: 1) A Phased Traffic Impact Analysis of'Crosspoinie Center, by PHR+A, elated September 10, 2003; 2) A Traffic Impact Analysis 16r Villages at Artrip, by PHR+A, dated July 21, 2004; 3) A Trc1'ic Impact Analysis for Wakeland Manor, by KELLERCO, elated June 30, 2003 and 4) A Traf%ic Impact Analysis Memorandum %or Freedom Manor, by PHR+A, dated July 09, 2004. Based upon the 7`r' Edition of the Institute of Transportation Engineers' (ITE) Trip Generation Report, Tables 1A, 1I3, 1C and 1D are provided to s11111111a1-ize the calculated trips associated with each of' the 2010 "other developments". 'fable lA Background Development #1: Freedom Manor Trip Generation SumIllary Apt Peak (lour 1'DI Teak flour Code Laid Use Amount In Out TOtid lu Out Total ADT 210 single -Family Detached 120 units 23 70 93 80 .17 126 1,200 Total 23 70 93 80 47 126 1,200 Table 113 Background Development #2: Villages at Artrip Trin Generation Snnun"Iry Apo Peak Hour Pi14 Peak Hour Code Land Use Amount Lit Our Total In Out Total AUT Land Bav A 210 Single -Family Detached 139 units 27 80 107 91 53 144 1,390 220 Apartment 76 units 8 33 41 39 21 59 456 230 'Townhouse/Condo 439 units 29 140 168 135 67 202 3,811 710 office 60,000 SF I M 15 125 25 121 146 900 820 Retail 103,700 SF 98 62 160 308 333 641 6,953 932 1[-I' Restaurant 6,000 SF 36 33 69 40 26 66 763 932 I I- I' Restaurant 6,000 SF 36 33 69 40 26 66 763 Land !!!I 13 210 single -Family Detached 51 units 11 34 45 37 22 58 510 1 • nd B al, C Consists ol'youth soccer fields and will be a negligible source of peak hour trip generation. Land Bav 1)° 820 Retail (4.2-acres @ 0.25 FAR) 45,738 SF 60 38 98 179 194 374 4,084 Land ilay F, 220 Apartment 116 units 12 48 61 53 29 81 696 Total Trips 426 517 942 946 891 1,837 20,326 Totallnlernal 55 55 110 161 161 322 3,404 Total Pass -by 19 19 39 76 76 152 1,656 Total "New Trips" 351 442 793 709 654 1,363 15,267 R+A �1 Phased Traffic ]mpact Analysis ofthe Russell Farm PNovember 1, 2004 HPage 5 Table 1C Backgromin vevelopment ii3: W aKelana iytaIlor Code Land Use Anmint In ANI Peak hour out Total PAI Peak hour In out Total ADT 210 Single -Family Detached 397 units 72 215 287 234 137 371 3,970 230 Townhouse/condo 214 units 16 79 95 75 37 112 1,862 Total Trips 88 294 382 309 174 483 5,832 'fable 1D Backgrotllt(1 vevelopment ff4: urosspointe t—enter Code land Use Anwunt ANI Peak Ilom In Out Total P119 Peak Hour In Out Total ADT 210 Single -Family Detached ],I10units 197 590 786 589 346 935 11,100 230 Townhouse/Condo 280 units 20 98 118 94 46 140 2.436 252 Elderly Housing - Attach 200 units 7 9 16 13 9 22 696 710 Office 190,000 SF 276 38 313 50 242 292 2,187 920 Retail 750,000SF 320 204 524 1,136 1,231 2,367 25,161 TotalTrips 819 938 1,758 1,882 1,874 3,755 41,580 Total Internal 113 113 225 491 481 961 10,174 Total Pass -by 39 39 79 178 178 355 3,774 Total "New Trips" 667 786 1,454 1,224 1,215 2,439 27,632 In addition to the trips relating to the specific background developments described above, existing traffic volumes were increased along study area roadways using an historic growth rate of 4% per year (compounded annually) through Year 2010. Figure 4 the 2010 background ADT and AM/PM peak hour traffic volumes at key locations throughout the study area for roadway network. Figure 5 shows the corresponding 2010 background lane geometry and AM/PM peak hour levels of service. HCS-2000 levels of service worksheets are provided in the Appendix section of this report. R+A A Phased Traffic Impact Anal}�sis ofthe Russell I=armPNovember I, 2004 HPage No Scale a /t!f' CyC •'icy � �� n7 Q, n /l 7 644 �•nn�^a lr� 1114. 1- 644 Srrr.��� 522 ' - ,r loau�rl - n t rAirl l Road 644 A v - L J �7 �s _ J1w t 522 (wollnil �1 AM Peak Hour(PM Peek Hour) R+A H Average Daily Trips Figure 4 2010 Background AD`I' and AM/PM Peak Hour Traffic Volumes A Phased Traffic Impact Analysis ofthe RussellFarmNovember PH 1R+A , 2004 Pagee 7 No Scale Signalized R�' ondwa Intersection I,OS=11(c) Lnprovcments Required Signalized Intersection LOS=C(U) n4- Lff Figure 5 Signalinol Roadway Intersection LOS=IS(tl) Lnprovemcnts Required till; I1:111%cll , So Inlerscrlion �, LOS=U(I-) i ✓f ff �� �1 i~ ���� �r (tlLtilgn:dl/ed �• h~ rf,. lnlenectiun 17 so ? = s2s all Sign I zcd l Intersection LOS=C(II) Denotes Unsignalized Critical Movement ANI Peak Hour (PiVI Peak Hour) 2010 I3ackground Lane Geometry and Levels of Service A Phased Traffic Impact Analysis of the Russell Farm PHNovember I, 2 e 8 Page 8 TRIP GENERATION The total trips produced by and attracted to the IZLlssell Farm site were established using the 7°' Edition of' the Institute of- Transportation Engineers' (ITE) Trip Generation Rem. Table 2 sunurlarizcs the trip generation results for the proposed Russell Farm development. Table 2 Russell Farm "Trip Generation Summary Code Laud Use Amount In ANI Peak Hour Out Total In P\1 Peak hour Out Total ADT 230 TO\vnhOUSe/Condo 294 units 21 102 122 98 48 146 2,558 820 Retail 440,450 SF 232 149 381 799 866 1,666 17,802 710 Office 264,000 SF 359 49 408 64 311 374 2,817 Total 612 299 911 961 1,225 2,186 23,177 FUTURE ROADWAY IMPROVEMENTS Airport Road is to be cxtencled through the site to intersect with the proposed Warrior Drive. Warrior Drive is to be constructed from the southernmost property line to intersect with the proposed East Tevis Street. It was assumed that East Tevis Street would be built from the Papermill Road/Pleasant Valley Road intersection through to the easternmost extents of the Russell Farm site. TRIP DISTRIBUTION AND TRIP ASSIGNMENT PI-IR+A utilized the trip clistribution percentages shown in Figure 6 to assign the Russell Farm trips (Table 2) throughout the study area. Figure 7 show the corresponding development -generated AM/PM peak hour trips and ADT assignments. 2010 BUILD -OUT CONDITIONS The Russell Farm assigned trips (Figure 7) were then added to the 2010 backgl-ound volumes (Figure 4) to obtain 2010 build -out conditions. Figure 8 shows 2010 build -out ADT and AM/PM peak how- traffic volumes at key locations throughout the study area roadway network. Figure 9 shows the corresponding 2010 build -out lane geometry and AM/PM peak hour levels of' service. All I-ICS-2000 levels of service worksheets are included in the Appendix section of this report. PH A Phased Traffic Impact Analysis of the Russell Farm November I, 20 04 9 Page 9 PHRA A Phased Traffic Impact Analysis of the Russell Farm November I, 2004 Page 10 No Scale AM Peak Hour(PM Peek Hour) 1 T A Average�' is Figure 7 Development -Generated Trip Assignments PHRA A Phased Traffic Impact Analysis of the Russell Farm November 1, 2004 Page I I No Scalc is AM Peak Hour(PN,l Peak Hour) Figure 8 2010 Build -out ADT and AM/PM Peak Hour Traffic Volumes A Phased Traffic Impact Analysis of the Russell Farm P'I±A November I, 200d HPage 12 signalized Roadmi). Intersection Impravements Siy nalized Roa(hf'a}' Interseclion LOS=C(C) RequOed RcRian:ll LOS=IS(1{) Iutt)t'ln'emettls Imprmements Required No Scale L� Required (• �� �% sip tnlu2e11 Inlcrsectlun 1 U }b J � ✓ J 'i1)IJ 644 O limipnnlinvl �Ci ' 644 �1 /rUf/• Inlc•ru•clion 1 5 V SIgIIII HIM `• v/',� ` t• 11lkrtit•t'llnn N 644 I.OS=('(I•:) !.••,.1 4y !1 C 4 SITE 644 ir�,U�i4 522 tilgnnllnYl w.",Ohm CJ LOS=I{IC'I Jill �C'IOI -OF t t r Airp qt J11 522 111 r 522 ,f, )It n J Signalized Intcnec _ Slgnnllnd 's�4• Inlcnrcllan (C) r ,, d000 LOS=1SI61 r(i!t Denotes Unsignalized Critical IN'Iovement nT TP+A ANT Peak Hour (PNM Peak Hour) Figure 9 2010 Build -out Lane Geometry and Levels of Service A Phased Traffic Impact Analysis of the Russell Farm November 1, 2004 Page 13 CONCLUSION The traffic impacts associated with the prOhOsed Russell Farm development are acceptable and manageable. The following describes the future operating conditions at each of the study area intersections. • Route 522 and 1-81 ramp/Route 17/50: For existing, 2010 background and build - out conditions, this intersection will operate with levels of service "F". This intersection requires regional roadway improvements to achieve acceptable levels of' service. • Route 17/50 and Ryco Lane: For 2010 background and build -out conditions, this intersection will operate with levels 01' service "C" during the AM/PM peak hours. Traffic signalization, however, would be required to satisfy levels of service requirements. A signal warrant study WOUId be necessary prior to installation. • Airport Road and ROlrle 522: For 2010 background and build -out conditions, this intersection will operate with levels Of' service "C" during the AM and PM peak hours. Airport Road is proposed to be extended to the site west of Route 522. The required intersection improvements assumed include a northbound left -turn lane and SOUthbolnld right t111'11 lane. • Papermill ROad and Route 522: For 2010 background and build-011t conditions, this intersection will operate with levels of service "C" during the AM and PM peak hours. • Papermill Road and Pleasant Valle Road: Zoad: For 2010 background and build -out conditions, this intersection will operate with levels of service "C" during the AM and PM peak hours. The required intersection improvements assumed include a northbound left -turn lane and southbound right -turn lane. PA+ �1 Phased Traflic Impact Analysis ofthe Russell Farm PNovember I, 2004 HPage 14 APPENDIX HCS-2000 Worksheets Traffic Counts i i 0 C l 2 2015 REZONING APPLICATION FORM FREDIVRICK COUNTY, VIRGINIA ,To be completed by Planning Staff.• Zoning Amendment Number. PC Hearing Date Fee Amount Paid $ S Date Received I IS' BOS Hearing Date The following information shall be provided by the applicant: All parcel identification numbers, deed book and page numbers may be obtained from the Office of the Commissioner of Revenue, Real Estate Division, 107 North Kent Street, Winchester. 1. Applicant: Name: Greenway Engineering, Inc. Telephone: 540-662-4185 Address: 151 Windy Hill Lane Winchester, VA 22602 2. Property Owner (if different than above): Name: R 150 SPE, LLC Telephone: (443) 263-2987 Address: 621 E. Pratt Street, Suite 600 I Baltimore, MD 21202 3. Contact person if other than above: Name: Evan Wyatt Telephone: (540) 662-4185 4. Property Information: a. Property Identification Number(s): 63-A-150, 64-A-10 & 64-A-12 b. Total acreage to be rezoned: 150.59 +/- c. Total acreage of the parccl(s) to be rezoncd (if the entirety of the parce](s) is not being rezoned): N/A d. Current zoning designation(s) and acreage(s) in each designation: RP District - 54.0 acres; B-2 District - 96.28 acre; RA District - 0.31 acres C. Proposed zoning dcsignation(s) and acreage(s) in each designation: 150.59 +/- acres f Magisterial District(s): Shawnee District 12 R-4 District 5. Checklist: Check the following items that have been included with this application. Location map i ✓ Agency Comments i ✓ Plat I ✓ Fees _ ✓'_ Deed to property _! ✓ _ Impact Analysis Statement ✓ Verification of taxes paid i✓ i_ Proffer Statement _'I ✓ Plat depicting exact meets and bounds for the proposed zoning district _ Digital copies (p(If's) of all submitted documents, traps and exhibits G. The Code of Virginia allows us to request full disclosure of ownership in relation to rezoning applications. Please list below all owners or parties in interest of the land to be rezoned: R 150 SPE, LLC - Earl Cole (Owner Representative) 7. Adjoining Property: PARCEL ID NUMBER USE ZONING Refer To Adjoiner Map & Table 8. Location: The property is located at (give exact location based on nearest road and distance from nearest intersection, using road names and route numbers): West side of Front Royal Pike (US Route 522 South), immediately across from Airport Road (Route 645) and approximately 1.25 miles south of Interstate 81 Exit 313. 13 9. The following information should be provided according to the type of rezoning proposed: Number of Units Proposed Single Family homes: Townhome: Multi -Family: 645 Non -Residential Lots: Mobile Home: Hotel Rooms: Square Footage of Proposed Uses Office: TBD Service Station: Retail: TBD Manufacturing: Restaurant: TBD Warehouse: Commercial: TBD Other: 10. Signature: I (we), the undersigned, do hereby respectfully make application and petition the Frederick County Board of Supervisors to amend the zoning ordinance and to change the zoning map of Frederick County, Virginia. I (we) authorize Frederick County officials to enter the property for site inspection purposes. I (we) understand that the sign issued when this application is submitted must be placed at the front property line at least seven clays prior to the Planning Commission public hearing and the Board of Supervisors public hearing and maintained so as to be visible from the road right-of-way until the hearing. I (we) hereby certify that this application and its accompanying materials are true and accurate to the best of my (our) knowledge. Applicant(s): Owner(s): E Date: `l I ► 5 Date: Date: �S Date: " S2 - Q z / s / A � v � " z W \ % W Wz W� z Q) , L7 Q- ! o C co /' sa A 10 E W elic� " Y /ckR V " F GH J JK }' � O / yN,O 776 MQ Q SR. 0 Z U) 63 A 150 T 0 W u �I XTY Z c i V G � C (n W � --- Q C v w ' I /�Q v 0 Z � j BB I U h (� 0 I1J / � p Q Of 0 GG Q Of " I W Z f 64 A 12 AIRPOR-T-RD _ _ 0 / H H Q / U W / ` O U w �P o / n w �O r / J GJ m U LLJ Q � Z 0 JJ to � w Z to 0 X 0 2 O Q _ Legend / 2 O W0� o /0 Z W CO oo O KK Heritage Commons z p � o 775 W O O Heritage Corr mons Adjoining Property C� < Y o i O z U LL Parcel Boundary w z w a w MM i 0 w CD Z 0 o 0 0 � W o) u NN "fl Q Q x O V 644 � Feet = 0 m o N LL1 i 500 0 500 w Map Data Sowcu Ft L-deliLn Luuiity. Va GIS Department, 20!S Data, City of Winchester GIS Department, 2015 Data Heritage Commons Rezoning Adjoining Properties Listing Label Tax Map Number Owner Mailing Address City & State ZIP A 64 A 9 FLG RESIDUAL TRUST PROPERTIES LLC PO BOX 888 WINCHESTER, VA 22604 B 64B A 73B FLG RESIDUAL TRUST PROPERTIESLLC/, CAMPFIELD LLC PO BOX 888 WINCHESTER, VA 22604 C 64B A 73 CALVARY CHURCH OF THE BRETHREN, C/O RICHARD E KELLER 578 FRONT ROYAL PIKE WINCHESTER, VA 22602 D 164 A 10A CALVARY CHURCH OF THE BRETHREN, C/O RICHARD E KELLER 578 FRONT ROYAL PIKE WINCHESTER, VA 22602 E 64B 4 E HEPNER DANIEL K, HEPNER ANGELA M 256 DEVLAND DR WINCHESTER, VA 22603 F 64 A 11 BELT ARTHUR A, BELT JUANITA S 201 FRONT DR WINCHESTER, VA 22602 G 64B 4 F CROSEN TARA M 189 FRONT DR WINCHESTER, VA 22602 H 64B 4 H SHANK ROBERT L SR, SHANK PATRICIA A 185 FRONT DR WINCHESTER, VA 22602 I 164B 4 25J MUDD THOMAS S 179 FRONT DR WINCHESTER, VA 22602 J 64B 4 26 COURTNEY CHARLES A 161 FRONT DR WINCHESTER, VA 22602 K 64B 4 27 COURTNEY CHARLES A, COURTNEY BETTY 161 FRONT DR WINCHESTER, VA 22602 L 64B 4 28 COURTNEY CHARLES A 161 FRONT DR WINCHESTER, VA 22602 M 64B 4 29 COURTNEY CHARLES A 161 FRONT DR WINCHESTER, VA 22602 N 64B 4 30 OATES BONNIE JEAN, MILLER MISTY DAWN 151 FRONT DR WINCHESTER, VA 22602 O 164B 4 31 OATES BONNIE JEAN, MILLER MISTY DAWN 151 FRONT DR WINCHESTER, VA 22602 P 64B 4 32 THE BRINCEFIELD GROUP LLC PO BOX 337 ASHTON, MD 20861 Q 64B 4 33 THE BRINCEFIELD GROUP LLC PO BOX 337 ASHTON, MD 20861 R 64B 4 34 YOWELL ERIC P 149 ROYAL AVE WINCHESTER, VA 22602 S 64B 4 35 YOWELL ERIC P 149 ROYAL AVE WINCHESTER, VA 22602 T 164B 4 36 KELLY JOHN B JR, KELLY MARSHA J 137 ROYAL AVE WINCHESTER, VA 22602 U 64B 4 37 KELLY JOHN B JR, KELLY MARSHA J 137 ROYAL AVE WINCHESTER, VA 22602 V 64B 4 38 HOTT CALVIN E II, HOTT DOROTHY D 131 ROYAL AVE WINCHESTER, VA 22602 W 64B 4 39 HOTT CALVIN E II, HOTT DOROTHY D 131 ROYAL AVE WINCHESTER, VA 22602 X 64B 4 9A MCFARLAND CHARLES C SR & ELENER L, MCFARLAND CHARLES CJR 116 ROYAL AVE WINCHESTER, VA 22602 Y 164B 4 10A MCFARLAND CHARLES C SR & ELENER L, MCFARLAND CHARLES CJR 116 ROYAL AVE WINCHESTER, VA 22602 Z 64B 4 8 HOTT BARBARA ANN ETALS, C/O WAYNE GODLOVE 325 W TEVIS ST WINCHESTER, VA 22601 AA 64B A 89 DOTSON SCOTTIE D 371 CHIMNEY CIR MIDDLETOWN, VA 22645 BB 64B A 4 91 YOUNG PHILIP T, YOUNG JUDY LYNN 655 FRONT ROYAL PIKE WINCHESTER, VA 22602 CC 64B A 92 CONWAY GENEVE B, CONWAY SHELTON RAY 667 FRONT ROYAL PIKE WINCHESTER, VA 22602 DD 164C A 1 GRIM RONALD E, GRIM MONICA 673 FRONT ROYAL PIKE WINCHESTER, VA 22602 EE 64C A 2 EMBREE JOSEPH, EMBREE LYNNETTE L 687 FRONT ROYAL PIKE WINCHESTER, VA 22602 FF 64C A 3 EMBREE JOSEPH, EMBREE LYNNETTE L 687 FRONT ROYAL PIKE WINCHESTER, VA 22602 GG 64C A 4 BARNARD E DARLENE S, BARNARD CHARLES M PO BOX 4585 WINCHESTER, VA 22604 HH 64C A 7 WHITACRE ELWOOD H SR 721 FRONT ROYAL PIKE WINCHESTER, VA 22602 II 164C 1 15 CORNERSTONE LP LLP PO BOX 2497 WINCHESTER, VA 22604 JJ 64C A 9 WINCHESTER OUTDOOR 355 S POTOMAC ST HAGERSTOWN, MD 21740 KK 64C A 11 LUCAS WILLIAM R, LUCAS KRISTA K 831 FRONT ROYAL PIKE WINCHESTER, VA 22602 LL 64C A 13 GIBSON MONTIE JR 867 FRONT ROYAL PIKE WINCHESTER, VA 22602 MM 64 A 14 SHEPARD MICHAEL S, SHEPARD CHERYL 179 GEORGE DR WINCHESTER, VA 22602 NN 164 A 18 MADISON II LLC 1558 BENNYS BEACH RD FRONT ROYAL, VA 22630 00 163 A 123A EFG INVESTMENTS LLC 1340 W PARKINS MILL RD IWINCHESTER, VA 22602 Source: Frederick County GIS, January 2015 Page 1 of 1 HERITAGE COMMONS LLC 1001 8229 BOONE BLVD 60-54/514 7491 SUITE 1i830 5894650299 VIEN NA, VA 22182 /a /� ate Pay to the c Cf7U i(I / yJ Order,of � / At)ux-1 AV Yicils frig. Ban{ -HA. v, ; isginta •.rlislaigncom For All 1:05I4OOS491: 5894650 a9911e 0 LOO L Special Limited Power of Attorney County of Frederick, Virginia Frederick Planning Web Site: www.co.frederick.va.us Department of Planning & Development, County of Frederick, Virginia, 107 North Kent Street, Suite 202 Winchester, Virginia 22601 Facsimile 540-665-6395 Phone 540-665-5651 Know All Men By These Presents: That I (We) (Name) R 150 SPE, LLC (Phone) (443) 263-4185 (Address) 621E Pratt Street Suite 600 Baltimore, MD 21202 the owner(s) of all those tracts or parcels of land ("Property") conveyed to Inc (us), by deed recorded in the Clerk's Office of the Circuit Court of the County of Frederick, Virginia, by Instrument No. 120008564 on Page and is described as Parcels: 63-A-150; 64-A-10 & 64-A-12 Lot: Block: Section: Subdivision: do hereby make, constitute and appoint: (Name) Greenway Engineering Inc. (Plionc) (540) 662-4185 (Address) 151 Windy Hill Lane Winchester VA 22602 To act as my true and lawful attorney -in -fact for and in my (our) name, place and stead with full power and authority I (we) would have if acting personally to file planning application for my (our) above described Property, including: ® Rezoning (Including proffers) ❑ Conditional Use Permit ❑ Master Development Plan (Preliminary and Final) ❑ Subdivision ❑ Site Plan ❑ Variance or Appeal ❑ Comprehensive Policy Plan Amendment My attorney -in -fact shall have the authority to offer proffered conditions and to make amendments to previously approved proffered conditions except as follows: This authorization shall expire one year from the day it is signed, or until it is otherwise rescinded or modified. In witness thereof, (we) Signature(s) N CROW 1.. -7 �� m �: State of Vi�•ginia City/County of &—trI %l��� , To -wit: % .• .�,^ Pfq vtn �2 f4 n1cLr� c��t�l �,� •.....,...• �� I, CRO UUh i ��P,,,.a Notary Pub is in and for the jurisdiction aforesaid, certify that the person(s) wh ORE GO signed to the foregoing instrument and who I (are) known to mc, persoi ally appeared before me and has acki o�Iledgedthe same before me in the jurisdiction aforesaid this h day of C?j, 20�� ,i i S`. % /�' My Commission Expires: (�No ary Public Registration It: Revised 3/17/08 ye hereto set my (our) hand and seal this (P day of 06+, 200 ('� Untitled Page_ https://taxes.co. frederi ck. va. us/appi i catiorls/TR_payTaxes/REDetai 1. aspx Payment Mane FersonalPtopeT Real Estate Dog Tags Pay Parting Valauon Other Payments ShoppngCan(O• PNi Opwms Change Email Real Estate Ticket Detail Previom 2015 REAL ESTATE I)Lpt[Fickct# RE2015 / 318040001 Frequency 1 Supplement# 0 Name R 150 SPE LLC Map# 64 A 10 Account# 8020619 Name 2 Bill Date 04/14/2015 Acreage Address 621 E PRATT ST STE 600 Due Date 06/05/2015 Improvements BALTTMORE MD Iesc 29.97 ACRES Land Vnlue Zip 21202 3141 Penalty Paid SON Interest Paid soon ('urrrnt Pavmenl Status Orwom B01 Payments Principle Balance Due Penalty $4.45956 3445956i S000 So fN) '11rausaction Histon Date Type TrausactNm# 4/1412015 Charge I I 51'-)7R015 Principle Paid 12 Previous Land Use Minerals Iast Transaction Date 05/28/2015 29.970 $0 00 $1,592,700,00 $0.00 SOGO Interest Balance Due SO (K, So (X) Amount Balance $4.459.56 $4.459.56 ($4,459.56) $0.00 of Q/1S/?O1SQ•'2S AAA Untitled Page. https://taxes.co.frederick.va.us/application/ R_payTaxes/REDetail.aspx Payment Horne Personal Property Real Estaw Dog Tags Pay Parking Violabon Otlier Payments 5lroppaxTCar1lOi Pm Options Change tynat Real Estate Ticket Detail Previous 2015 REAL ESTATE DertTcket# RE2015/ 318050001 1reyuency 1 Supplement# 0 Name R 150 SPE LLC Mar# 64 A 12 Account# 8020621 Name 2 Rill Date 04114/2015 Acreage Ad&m% 621 E PRATT ST STE 600 1 h1c Date 06/05/2015 Improvements MT111101RE MD Ihx' 120.31 ACRES Land Value /,p 21202 3142 Land Use Minerals 120.310 $0.00 $3,620.800.00 SO.00 SOOo Penalty Paid SO0o Interest Paid 50.00 Last Transaction Nate 05/28/2015 Current Pavment Status Orww Bill Payments Principle Balance Due Penalty Interim Balance Due S10,13824 �S10]3824S000 5000 SO.00 SOOU francaction History Daft Type Transaction# Arra uM Baka 4/14/2015 Charge tl $10.138.24 $10,138.24 5/27/2015 Principle Paid 13 ($10,138.24) S0.00 Previous 9/1SOOI59•17 AM Untitled Page https: //taxes.co.frederick. va.us/appl i cati ons/TR_payTaxes/REDetai I . aspx Payment Horne Personal Property Real Estate Dog Tags Pay Parking Violation Other Payments ShoppnyCx1(0r Pm Options Charge Emal Real Estate Ticket Detail Previous 2015 REAL ESTATE DepuTicket# RE2015 / 318030001 Frequency i Supplement# 0 Name R 150 SPE LLC Map# 63 A 150 Account# 8043236 Name 2 Hill Irate 04/14/2015 Acreage Address 621 E PRATT ST STE 600 Due hate 06/OS/2015 Improvements BALT04ORE MD Desc .31 ACRE Land %lue hp 21202 3147 Penalty Paid SODO Interest Paid $0.00 Current Payment Status Original BrTI Payments Principle Balance Due Penalty $17.36 (11736) $0.00 50.00 Tl'anstsetlon History Date Type Transaction# 4/ 14/201 S Charge 0 5/27/2015 Principle Paid 14 Previous 1 And Use Minerals 0.310 WOO 56,200.00 50.00 50.00 I.ast Transaction Date 05/28/2015 Interest Balance Due $0.00 $0.00 Amount Balance $17.36 $17.36 ($17.36) $0.00 9/15/2015 9-11 AM IMPACT STATEMENT HERITAGE COMMONS REZONING Shawnee Magisterial District Frederick County, Virginia TM 63-A-150, 64-A-10 & 64-A-12 150.59± Acres September 25, 2015 Current Owners: R 150 SPE, LLC Applicant: Greenway Engineering, Inc. Contact Person: Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 540-662-4185 Pile H3701I IC/1?AW Cireenway Engineering September 25, 2015 Heritage Commons Rezoning HERITAGE COMMONS REZONING INTRODUCTION This report has been prepared for the purpose of assessing the impact on Fredrick County by the proffered rezoning Of 150.59± acres owned by R 150 SPE, LLC. The 150.59± acres consists of three parcels identified as Tax Map Parcels 63-A-150, 64-A-10, and 64-A-12. The subject parcels are located on the west side of Front. Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property bOUlldaries. Tax Map Parcels 64-A-10 and 64-A-12 were rezoned to the B-2, Business General District (96.28 acres) and the RP, Residential Performance District (54.0 acres) with proffers approved by the Frederick County Board of Supervisors on September 28, 2005. R 150 SPE, LLC desires to rezone Tax Map Parcels 64-A-10 and 64-A-12 from the B-2, Business General District and the RP, Residential Performance District, and Tax Map Parcel 63-A-150 from the RA, Rural Areas District to establish 150.59± acres that will be zoned R-4, Residential Planned C0111mLInity District with proffers. The R-4, Residential Planned Community District zoning Will allow for the (level opment Of Heritage Commons, Which is planned as all Urban mixed -Use commercial and residential Co11111111111ty With regional transportation improvements. General Information Location: Fronting Oil the west side of Front Royal Pike (Route 522), opposite Airport Road (Route 645), and adjoining Interstate 81 along the western property boundaries. Magisterial District: Shawnee District Property ID Numbers: 63-A-150, 64-A-10, and 64-A-12 Current Zoning: B-2 General Business District; RP, Residential Performance District, and RA, Rural Areas District Current Use: Unimproved Proposed Use: Urban Mixed -Use Commercial and Residential with Regional Transportation Improvements Proposed Zoning: R-4, Residential Planned Community District Total rezoning area: 150.59± acres File 11370 1HC/rAW 2 Greenway Engineering September 25, 2015 1leritage Commons Rezoning COMPREHENSIVE POLICY PLAN Senseny/Eastern Frederick Urban Area Plan The Heritage COnlnlOnS urban mixed -use commercial and residential community is located within the Senseny/Eastern Frederick Urban Area Plan. The Senseny/Eastern Frederick Urban Area Plan Is a ILltllre land use plan that identifies recommended Ind Uses and regional transportation improvements as a gL11dC fOI- fLItLII-e development within this geographic area Of the community. The Heritage COn1m011S urban mixed -use commercial and residential community is proffered t0 provide significant areas of commercial land use within three land bays that are depicted on the proffered Heritage Commons Generalized Development Plan; t0 limit residential land Use t0 a maxII11L1111 of 645 market rate I11LIltl-fallllly Units; and t0 e11tCl' Into COLI11ty Managed Revenue Sharing Program Project Agreements to participate in the implementation of regional transportation improvements. The Heritage Co111111011S Urban mixed -Else commercial and residential community represents good planning practice; provides for regional transportation improvements that are necessary t0 accommodate growth within this geographic area Of the COn1111L1111ty; and provides economic developmeIlt Opp01'tl1n1tiCS needed for the commercial and employment land uses envisioned by the Senseny/Eastern Frederick Urban Area Plan. Urban Development Area The 150.59± acres proposed for the Heritage ConlnlonS urban mixed -use commercial and residential c0n1111L1nity is located within the Urban Development Area (UDA). Expansion of the Urban Development Area (UDA) is not required by this rezoning application. Sewer and Water Service Area The 150.59± acres proposed for the Heritage C0111111011S Urban mixed -Else commercial and residential c0r111rlunity is located within the Sewer and Water Service Area (SWSA). Expansion of the Sewer and Water Service Area (SWSA) is not required by this rezoning application. A. SUITABILITY OF THE SITE Flood Plains The subject property can be found on FEMA NFIP Map #51069CO2181) Panel 218 of 375, dated September 2, 2009. A portion of' Buffalo Lick Run and tWO Slllall LI11named trlbLltarics File 113701IIC/ISAW 3 Greenway Engineering Seplemher 25, 2015 Heritage Commons Rezoning are located within the 150.59± acres, which arc identified as being within the 100-year floodplain and are designated as "Zone A" on the FCMA NFIP Map. The remainder of the site is located outside the 100-year floodplain in designated "Zone V. The proffered Heritage Commons Generalized Development Plan Identities a land bay entitled Buffalo Lick Run, which accounts for the designated Ioodplain area On the project site. Disturbance within the designated floodplain area will be limited to rout crossing, Utility installatioI1, and construction of a public trail system. Any impacts associated with floodplain disturbance will be in conFormance with applicable government rCgulations and permitting regUil-CmentS to mitigate impacts to this environmental IcatLll'C. Wetlands The National Wetlands Inventory Map (NWI) and the Frederick County GIS database do not identify wetland areas within the 150.59± acres. The 150.59± acres will be analyzed subsequent to rezoning approval and prior to any development activities to determine the existence of wetlands. Any impacts associated with potential wetlands disturbance will be in collforlllance with applicable government regulations and permitting regUil-CnlentS to Mitigate impacts to this environmental feature. Steep Slopes The 150.59± acres contains minor areas of defined steep slopes in conjunction with the Buffalo Lick Run Land Bay area identified on the Heritage Commons Generalized Development Plan. Disturbance OI Steep slope fcatlll'CS will be done in conlormallce with applicable government regulations and permitting requirements to mitigate impacts to this environmental feature. Woodlands The 150.59± acres contains minor areas OI matUrC vegetation LhrOUgllollt the Buffalo Lick Run Land Bay and within a minor portion OI Land Bay 3 identified Oil the Heritage Commons Generalized Development Plan. Development of' Heritage Commons will necessitate the clearing Of some areas Of rnatUCC vegetation; however, these developed areas will be required to comply with the landscaping requirements of the Frederick County Zoning Ordinance, which will mitigate this impact. Soil Types The soil types contained in this tract have been obtained from the USDA Soil Survey Of Frederick County and the Frederick County GIS database. There are nine soil types identified on the 150.59± acres: I B Berks Channery Silt Loam 2-7`�" slope 3B Blairton Silt Loam 2-7"" slope 6C Carbo-Oaklet Silt Loam, very rocky 2-15T slope 8C Chilhowie Silty Clay Loam 7-15`slope 9B & 9C Clearbrook Channery Silt Loam 2-15`slope File #37011101:nw 4 Greenway Engineering Scptemher 25, 2015 Heritage Commons Rezoning 14B Frederick-Poplimento Loams 28 Lobdell Silt Loam 32B Oaklet Silt Loam 41 C, 41 D & 41 E Weikert-Berks Channery Silt Loam 2-7`�` slope Floodplain 2-7% slope 7-65`7" slope Table 5 on page 123 of the USDA Soil Survey of Frederick County, Virginia, identifies the 3B Blairton Silt Loam and 28 Lobdell Silt Loam soils as prime farmland. Tile Comprehensive Policy Plan identifies the 150.59± acres for future land use development; therefore, soils types that are conducive to agricultural practices are not planned to continue in this geographic area of the community. B. SURROUNDING PROPERTIES Adjoining Property Zoning and Present Use: North: RP District B2 District South: RP District B2 District East: RP District West: City of Winchester C. TRANSPORTATION Use: Residential Use: Church; Undeveloped Use: Residential (under Construction) Use: Undeveloped Use: Residential Use: I-81; Residential; Commercial The 2030 Comprehensive Policy Plan Eastern Road Plan Identifies a regional transportation network within the proximity of' the 150.59± acres, which includes the extension of Tevis Street in the City of Winchester to Front Royal Pike (US Route 522) in Frederick County. This regional network IIICIIIdes an urban four -lane collector with an Interstate 81 flyover bridge, a dual lane roundabout, and a new signalized intersection at Front Royal Pike. Additionally, this regional network 1l1CIUdes all Urban four -lane Collector for the extensioI of Warrior Drive, and a two-lane collector that intersects Front Royal Pike at the Airport Road signalized intersection. Frederick County is a member of the Win -Fred Metropolitan Planning Organization (MPO). The MPO 2030 Transportation Plan identifies several of the regional transportation network improvements as a candidate project (Project #61) within the 2035 Constrained Long Range Plan. File #370I HC/EAW Greenway Engineering September 25, 2015 I leritage Commons Rezoning The Heritage Commons Proffer Statement and proffered Generalized Development Plan provide the ability for the identified regional transportation network to be realized within the 150.59± acres and the off -site Interstate 81 flyover bridge. The Proffer StatemeIt commits the Property Owner to enter into County Managed Revenue Sharing Program Project Agreements for the Interstate 81 Bridge, the dual -lane Roundabout, and all urban four -lane divided collector with curb and gutter, a 10' asphalt pedestrian and bicycle facility and 5' concrete sidewalk between the dual -lane Roundabout and Route 522 South at the signalized intersection with Airport Road; to be responsible for the local funding match for the regional road Iletwork projects that are Identified for the Property Owner/County Revenue Sharlllg Program Agreements; to dedicate right-of-ways within the 150.59± acres sufficient for all urban collector road systems identified by the Comprehensive Policy Plan; to limit land use development within Land Bay 3 based on traffic generation volumes that will utilize the signalized intersection at Madison Village until street connection to the regional road network is provided within the project; and to prepare additional traffic Studies when land uses developed within the 150.59± acres reach 20,000 ADT, which is below the traffic threshold determined to be acceptable in the previous traffic impact analysis study for the mixed -use commercial and residential project. The proffered transportation improvements implement significant components of the regional transportation network and provide right - of' -way Sufficient for the iillplementation of other components of the regional transportation network identified by the Comprehensive Policy Plan. Therefore, the Heritage Commons Proffer Statement adequately mitigates transportation impacts created by the project and accommodates regional traffic volumes not created by the project. D. SEWAGE CONVEYANCE AND TREATMENT The 150.59± acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public sanitary sewer provider for Frederick County. FCSA has sanitary sewer infrastructure adjacent to the Heritage Commons project site that will allow for this project to be served by Sanitary sewer, and has adequate treatment capacity at the waste water treatment plant. Based on comparable discharge patterns, the Frederick County Sanitation Authority (FCSA) has determined that 235 gallons/day per residential connection and 75 gallons/day per 1,000 square feet of' commercial development is an appropriate calculation for estimating the sewer impact for the residential and commercial land uses. Q = 235 gallons/day/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/day/acre per 1,000 square beet commercial Q = 75 GPD x 642.42 (642,422 sq.ft./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out File #3701 HC/13AW 6 Greenway Lngineering Septemhcr 25, 2015 Heritage Commons Rezoning The proposed bUlld-0Ut of the Heritage COI11111011S Urban mixed-USC commercial and resldeIltlal project is estimated to acid 199,757 gallons per clay to the public sewage conveyance system. The development project will direct effluent to the OWRF, which has a design capacity of 12.6 MGD. The Frederick -Winchester Service Authority (FWSA) has advised that Frederick County owns 5.475 MGD of the total clesign capacity and is currently using 2.434 MGD, or 44% of this allocated capacity. The Heritage C0111111011S urban mixed - use commercial and residential project is estimated to Utilize 6.5% Ol the remaining design capacity allocated to Frederick County at build -out; therefore, the OWRF has adequate capacity to provide treatment of the projected sewer demand of' 199,757 GPD created by the Heritage Commons project. E. WATER SUPPLY The 150.59± acres is located within the Urban Development Area (UDA) and the Sewer and Water Service Area (SWSA). The Frederick County Sanitation Authority (FCSA) is the public water service provider for Frederick County. FCSA has public water infrastructure adjacent to the Heritage Commons project Site, WhICh II1ClUcleS a 20" Water transmission line that will allow for this project to be served by public water and looped to provide adequate water pressure. Based on comparable C011Slllllp6011 estimates, the Frederick C01-I11ty Sanitation Authority (FCSA) has determined that that 235 gallons/clay per residential connection and 75 gallons/clay per 1,000 square feet of commercial development is an appropriate calculation for estimating the water impact for the residential and commercial land uses. The figures below represent the impact that the total build -Out of t11e proposed land uses will have on the water supply and treatment systems. Q = 235 gallons/clay/acre per residential connection Q = 235 GPD x 645 residential connections Q = 151,575 GPD projected at residential build -out Q = 75 gallons/clay/acre per 1,000 square Feet commercial Q = 75 GPD x 642.42 (642,422 sq.I't./1,000 sq.ft.) Q = 48,181 GPD projected at commercial build -out TOTAL: Q = 199,757 GPD at project build -out The FCSA 20" water transmission main provides potable water from the James Diehl Water Treatment Plant. The James Diehl Water Treatment Plant has the ability to provide 3 MGD of potable water daily. Additionally, FCSA has the ability to obtain water from other sources to further supplement water demands From (level opmen t within the UDA and the SWSA. Therefore, the projected 199,757 GPD Water demand created by the Heritage Commons project can be accommodated by FCSA. File #3701I IC/FAW 7 Creenway Engineering Seplemher 25, 2015 Heritage Commons Rezoning F. SITE DRAINAGE The 150.59± acres generally drains to Buffalo Lick Run and then downstream under Front Royal Pike (Route 522) towards the Opequon Creek. SLOrmwater management will be designed t0 accommodate the 2014 Frederick County regUirements for stormwater quality and stormwater quantity. Stormwater mailagement iacilities and treatment measures will occur during the regional road System design process, which will require approval by the County Engineer and Virginia Department of' Transportation; as well as during specific site development plans, which will require approval by the County Engineer. The Heritage Commons urban mixed use COI11111Cl'Clal and residential project will be designed to comply With these StOImwater management regUirements as a condition Of land disturbance; therefore, there will be no adverse impacts to adjoining properties or to the Buffalo Lick Run watershed associated with this project. G. SOLID WASTE DISPOSAL The Impact on solid Waste disposal facilities Can be projected from all average allnllal business Consumption Of landfill volume of 5.4 cubic yards per 1,000 square feet of structural fool' area and an average allnllal residential Consumption of 5.4 cubic yards per household (Civil Engineering Rel'erence Manual, 4°i edition). The f0ll0W111g hgUrCS show the Increase ill average annual volume based Oil the 642,422 Square feet of'commercial mercial land Use, and 645 residential units that are projected to develop within the Heritage Commons project: AV = 5.4 Cu. Yd. per 1,000 square l'cet AV = 5.4 Cu. Yd. x 642.42 (642,422 sq.f't./1,000 sq.ft.) AV = 3,469 Cu. Yd. at commercial build-out/yr, or 2,428 tons/yr at build -out AV = 5.4 Cu. Yd. per household AV = 5.4 Cu. Yd. x 645 residential units AV = 3,483 Cu. Yd. at residential build -out, or 2,438 tons/yr at build -out TOTAL AV = 4,866 tons/yr at build -out The Municipal Solid Waste area of' the Regional Landfill has a current remaining capacity of* 13,100,000 cubic yards of air space. The projected build -out of the Heritage Commons project will generate 4,866 tons of solid waste at build -out annually on average. This represents a 2.43% Increase in the annual solid Waste received by the MU111cipal Solid Waste area of the Regional Landfill, which currently averages 200,000 tons per year. The Heritage Commons mixed -Use commercial and residential land uses Will UtiliZC Commercial Waste haulers for trash pickup service; therefore, impacts at the citizen convenience centers will be non-existent, and tipping fees will be generated that will create a C011t111UOUS revenue source for the Regional Landfill by the Heritage Commons project. File #3701 FICn:nw 8 Cireenway Engineering Septemher 25, 2015 I leritage Commons Rezoning H. HISTORICAL SITES AND STRUCTURES The Frederick County Rural Landmarks Survey identifies Russell Place (#34-431) as a potentially significant historic resource associated with the 150.59± acres. The Virginia Division Of Historic Landmarks Survey form Specified that neither the house nor any of' the outbuildings would qualify for historic significance individually. Instead the farmland, with the cluster of farm bUildings taken in this context was determined to be potentially significant. The Survey refers to this farm as one of the last examples near Winchester of a sort of land use that was once "typical" all around the City. However, the future land use and Iegional transportation Network recommended by the Comprehensive Policy Plan demonstrates that farmland will not be a Cultural resource that Should be considered for development applications In this geographic area OI the C011llllllllity. Additionally, the house and farIll buildings have beef] razed and the property has not been actively farmed since the 2005 rezoning approval that was granted for the 150.59± acres. I. IMPACTS ON COMMUNITY FACILITIES The Heritage Commons mixed -use residential and commercial prOlect proffers a maxllTll1111 of 645 market rate multi -family residential units. The County's Development Impact Model (DIM) does not differentiate between market rate multi -family units, conventional multi- family units, Or Subsidized multi -family units. The Current fiscal impact assumed by the DIM for apartment units is $13,880.00 per unit. Therefore, a stand-alone 645 unit multi -family residential development would be projected to have a capital facilities fiscal impact of $8,952,600.00. The Heritage Commons Proper Statement commits to 50,000 square feet OI commercial devc1opIllent prior t0 the 300`I' market -fate 111111t1-Ian111y 11111t, all additional 50,000 Square feet Of commercial development prior to the 600"' market -fate I11UltI-faintly unit, and all additional 7,500 square feet of commercial development prior to the 645`I' market -rate multi- family unit. The DIM Output Module demonstrates a 50% reduction in normal capital facilities fiscal impacts based on these prof7'ered conditions. Therefore, the proffered commercial developi11e11t program results In a fiscal impact crc(lit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits t0 providing the local funding match for the COl1StrLlCt1011 Of the Interstate 81 Bridge, the ClUal-lane ROUndabollt, and all Urban f0ur- lane divided collector between the dual -lane Roundabout and Route .522 South at the signalized inteIsection with Airport Road; as well as providing right-of-way dedication f'or all regional transportation improvement pr0lects within the property that are Identified in the Comprehensive Policy Plan. These regional transportation projects are identified in the County Comprehensive Policy Plan Eastern Road Plan as Urban FOUL' -Lane Divided (U4D) and Urban Two -Lane (U2) road systems. The Interstate 81 Bridge, the dual -lane Roundabout, and the additional lane geometry for the urban four -lane divided collector File #3701 nG1iAw 9 Greenway Engineering Septemher 25, 2015 1leritage Commons Rezoning between the dual -lane ROundabout and Route 522 South at the signalized Intersection with Airport Road qualify as a fiscal impact credit towards the $1 3,880.00 per Ullit value projected by the DIM. The County Consulting Engineer has developed cost estimates for the Interstate 81 Bridge and the dual -lane Roundabout, and Greenway Engineering has developed cost estimates for the U41) collector. These cost estimates demonstrate that the regional road network construction projects will exceed $5,000,000.00 in local funding by the Heritage Commons project. Additionally, the Heritage Commons Proffer Statement provides right -Of - way dedication for the U41) portions Of East Tevis Street and Warrior Drive, which total approximately 230,000 square feet and have an estimated land value of $1,380,000.00. Therefore, the proffered regional transportation program results ill a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to the C011Stl-UCti011 Of public 10' asphalt pedestrian and bicycle facilities that are not required by County Code. These public pedestrian all(] bicycle facilities are located within the Buffalo Lick Run Open Space Area and along the regional road system between the Roundabout and the ROUte 522 South intersection with Airport Road. These public pedestrian and bicycle facilities are approximately 4,600 lineal feet and have a value of $68.00 per lineal feet based on information provided by the County Parks and Recreation Department. Therefore, the value for the public pedestrian and bicycle facilities is $312,800.00. It should be noted that this value does not include the public 8' asphalt pedestrian and bicycle facilities within the residential portions of the project, nor the concrete or asphalt pedestrian Systems that connect the adjoining residential subdivision to the Heritage Commons project. Therefore, the proffered public pedestrian and bicycle facilities results in a fiscal impact credit towards the $13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to establishing an escrow account in the amount Of $200,000.00 that will be utilized to mitigate Student generation impacts to public schools. This monetary contribution provides for $3,000.00 per student when specific Student generation thresholds are exceeded. The DIM assumes a Student generation ratio Of .256 students per apartment unit, which projects a total of 165 students for a 645 unit Multi- family residential development. Therefore, this element of' the project qualifies as a fiscal impact credit towards the $ 13,880.00 per unit value projected by the DIM. The Heritage Commons Proffer Statement commits to commercial development thresholds during the residential development program, the fUlldillg, C011StrUCtion and right-of-way dedication for on -Site and Off -Site regional road improvements, the funding and construction Of public pedestrian and bicycle facilities, and monetary contributions for SIUdCut generation impacts. The projected cost of' these proffered project commitments is $11,661,220.00, which provides for a positive fiscal impact of $2,708,620.00 for the Heritage Commons project. Therefore, the capital facilities impact costs for public school facilities, parks and recreatioI] facilities, fire and rescue facilities, library facilities and general government facilities have been mitigated by the Heritage Commons Proffer Statement. The Heritage Commons Proffer Statement provides for protection for operations associated with the Winchester Regional Airport. Heritage Commons will require disclosure of the Winchester Regional Airport facility location and flight patterns in sales literature, deeds and Pile #37011101-AW 10 Greenway Engineering September 25, 2015 I leritage Commons Rezoning lease agreements for the market -rate multi -family residential units. Additionally, Greenway Engineering has worked with the Winchester Regional Airport to determine structural height limits that will not Impact airspace associated with airport operations based on horizontal, approach and conical 'zones established by the Winchester Regional Airport. Attachments: Aerial Overview Map Exhibit Location and Zoning Map Exhibit SWSA & UDA Map Exhibit Environmental Features Map Exhibit Soils Map Exhibit Historic Features Map Exhibit Senseny/Eastern Frederick Urban Area Plan. Winchester Regional Airport Sinictnral Height Zones Exhibit File #37011-IC/linty F 1 � ' _ sae `^i•rSe I •' �? rd AL � r�4��"`y'��Myy+. �, � r �1 � � ' �`�\ � � , j�,� � � , w LLJ e ,� s !: .` . 78 0. 1.4 CO IP WWI; LU i, • M _ _.ram i �_ ♦ QSw`+ ,I ♦ • •�l G W N Lij ' •i•• w t 1 64 A 12 AIRPORT RDlit ` Aftwok y. ! ♦ W i .. � � ram, l / �! ' •' W • _C. Q 3 4 t. r W • F CD 70 + • O _ or o w Q > •, .Io Legend > > o 0 ZI In !� n Hew -age Commons 0 z>� D o 775 w 0 0 O N J (3 U c� -C Parcel Boundary i�''' O w Q Q w Vj 1. w Q w w a o *► -:; "` m Feet z o 0 0 w o) = LLo 500 0 500 v� N w w , Spurr �n�11.)1W. C ��Artal, G;ct WFein� c •t ie1.l' .I P,sovissh,F�u.,u�1 Q he Q, a � n�ii ,.i ir., � Ire � r- v r p Dala Source FredurICK Cuumly, Vd GIS Department. 2015 Data, Aerial Photos from ESR1 gsurune cum,Art_GIS,rusllservices )World Imagery)) i i i� fly 776 o , Qv P o Q ---AIRPORT RD-- ----- 645 ----- - -. Legend r _ _I Heritage Commons Parcel Boundary Frederick County Zoning B1 (Business, Neighborhood District) / B2 (Business, General Distrist) a_ / ♦ I .-n z < ♦ I 70 B3 (Business, Industrial Transition District) O U \\\ i ? M1 (Industrial, Light District) 2 U Z Z O \ 1 O M2 (Incustrial, General District) U Z N \ ' .� \ wO \ D RA (Rural Area District) U w Z \ <Q�o RP (Re-3idential, Performance District) Q \• — — — _ _ — — w U z m o 644 J Feet \ 500 0 500 z zw w Wz Wz w Z O w IY w 0 } m � o Q z U) Z U) � w Q > _ >- o W ~ Z O U' O U Q U w U O w w a Z LU p � W 6 _ � o 0 N W 0 LL LL 0 O u W J Q U U) KAn nf. Cn .. Cr, _. I/ !_IC --.......___. n .e Nb /�v 64 A 10 c 1. �67 A 150 8" Water / Line 8" Sewer no l Legend Heritage Commons \ ' ■ Sewer Water Service Area r..., Urban Development Area Parcel Boundary FCSA Sewer Line FCSA Water Line L Feet 1,500 0 1,500 'a l z ' Zw W Wz_ z WU � z 0 TM z IL O Q z O o U � � W N 0 W Q of Cn 2 w 0 } m � o Q z Z w z d C) T 2 g > C > o O Z 0 W z U Z � � D o UJ 0O � � O U Q LLJ �Ix�Lu Xu— W `)Wwa0 = Z 0 M Q W � _ o L o� N 111 W Qa v o �n ap Data Source Frederick County. Va GIS Department, 2015 Data. City of Winchester GIS Department, 2015 Data F pr( 64,-A ,10 1)) 64 A -12 �o 0 N t'. AIRPORT-R Legend Heritage Commons Parcel Boundary Lake or Pond f� Wetland (NWI) 100 Year Floodplain Stream 5 Foot Intermediate Contour — 25 Foot Index Contour Feet 725 500 0 500 72 J � CQ G U) w Z Of O Z w U Z LL w NN CD w Z ~ IY UJ UJ w Z 2 O w W 0 } CO Q Q z Z U) Lu Z W 0 o :D 5; 0 Z L w >o z U Z ON J o C� U w Y O w Z w w Xa _ 0 Z w �� u- o > �wC> Q o t Z w = (n w N— W W Q U � U v) ,lop Data SUur<.0 F rederick County, Va GIS Department, 2015 Data, City o1 Winchester GIS Department. 2015 Data 9C 2 uLL ,,, �- t Q� / A z44 `J W z W vI zI A r^w 3B V e�F lip a RO na ► �',� y Zr i0 f cn Legend 0 Z 2 gg f Heritage Commons W N J Parcel Boundary Q � U) NRCS Soils e.; 1413W FREDERICK-POPLIMENTO LOAMS, 2 TO 7 PERCENT SLOPES J� _ 113:13ERKS CHANNERY SILT LOAM, 2 TO 7 PERCENT SLOPES -41C 28:LOBDELL SILT LOAM 41E 32B:OAKLET SILT LOAM, 2 TO 7 PERCENT SLOPES w 28 3B:BLAIRTON SILT LOAM, 2 TO 7 PERCENT SLOPES 0 41C:WEIKERT-BERKS CHANNERY SILT LOAMS, 7 TO 15 PERCENT SLOPES m U Uj 52 41D:WEIKERT-BERKS CHANNERY SILT LCAMS, 15 TO 25 PERCENT SLOPES Q F- z - 41 E:WEIKERT-BERKS CHANNERY SILT LCAMS, 25 TO 65 PERCENT SLOPES U) 0 w z o �_ O - 6C:CARBO-OAKLET SILT LOAMS, VERY ROCKY, 2 TO 15 PERCENT SLOPES 0 Q _ I U Q 9B o 8C:CHILHOWIE SILTY CLAY LOAM, 7 TO 15 PERCENT SLOPES O z 7i w z " 70 U z U) � o s6 9c 9B:CLEARBROOK CHANNERY SILT LOAM. 2 TO 7 PERCENT SLOPES w NO - O O U w O Q U w r 9C:CLEARBROOK CHANNERY SILT LOAM 7 TO 15 PERCENT SLOPES U o w a LL w w w mg z z o , o Feet Q p w _ V U w to C 500 0 500 0 � w w Map Data So,uce F ruklonch COOnty, Va GI', Department, IU 1 S D.ata. (-ty of Windnuster GIS De+p.artmunt, 2015 Data r v CO 64 A 10 r � 63 A 150 64 A 12 0 Or 652 Q Q F O,Q GP j j� 717 844 i' • 34-424 `�1414<Q780HI7s3� w WINDY -HILL 7a�` LN --- -` - 00�- �— Z w i ` �W Z Wz w �w ,NcRFST_�R. _ 2 CIO F RSTO "Fa e�F 'QO - ns 777 1 o 1 R-T-RD (.7 �J J� t7 L$J O Leqend Heritage Commons Parcel Boundary Q Civil War Encampment Civil War Fort Cemetery Rural Landmark 34-424 Garber Farm (Al 34-431 Russell Place Civil War Battlefield Second Kernstown 1101 r„ q VF TRgV Feet rn--MCCLURE WAY_ sas I�� 1,000 0 1,000 Z O w Q w IZ w LLI ILL 0 2 w 0 } m Q z a Z Q w p (n _j — w Q = > o O z w z 645 U Z Q ::) o Lu N w O OU � w t2 2 o w LL w w a o = Cn Z 0 = Q w I LL o to 0 N F Q 0 Map Data Source Frederick County, Va GIs Department, 2015 Data; City of Winchester GIS Department, 2015 Data Senseny / Eastern Frederick I Urban Area Study Land Use Adopted by BOS on June 13, 2012 Amended on September 10, 2014 R -1 0 ZS et MAR 6-Or - / - - - - - -I�j-� 4;� 44910 PTA A, \LANDBAY - 1 `V X74 7 CALVARY BAPTIST CHURCH -p10 FRONT ROYAL PIKE 9ti� (US RT 522) l NT �RSTq T VEC ELKS LODGE 300 0 300 600 mosr- SCALE: 1 " = 300' 101 0 191.5 LANDBAY-3 _ CITY OF �NTFRS WINCHESTER J LANDBAY - 2 �P�'cy�p �1 `,tiF e , oP , NDBAY - Y, FRONT ROYAL PIKE (US RT 522) -4 O � � � � �r � G•Z- 1000 0 1000 2000 SCALE: 1" = 1000' N U*) O O r- c N coU N J •� tor C �O N A �+ > Ln 3 o c c ci v d y o r r In u u- c E W WO Z Z " �; Q O E- N O �� E O 2 00 W W Q �' x U w I W W 2z O= In Q DATE: 10/23/2015 SCALE: AS SHOWN DESIGNED BY: EAII JOB NO. 3701HC SHEET I OF I Greemvay 1?ngincering September 28, 2005 Heritage Commons Rezoning Revised May 20. 2015; Revised September 25, 2015 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 02-14 Rural Areas (RA) District, Business General (132) District and Residential Performance (RP) District. with Proffers to Residential Planned Community (R4) District with Proffers PROPERTY: 150.59+/- acres; Tax Map Parcels 63-A-150, 64-A-10 and 64-A-12 (here -in after the "Property") RECORD OWNER: R 150 SPE, LLC (here -in after the "Owner") APPLICANT: Heritage Commons, LLC (here -in after the "Applicant") PROJECT NAME: Heritage Commons (here -in after the "Project") ORIGINAL DATE OF PROFFERS: September 28, 2005 REVISION DATE: September 25, 201.5 Preliminary Matters Pursuant to Section 15.2-2296 Et. Seq, of the Code of Virginia, 1950, as amended, and the provisions of the Frederick County Zoning Ordinance with respect to conditional zoning, the undersigned Owner hereby proffers that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #02-14 for the rezoning of 150.59±-acres inclusive of 96.28± acres o1' Business General (132) District and 54± acres of Residential Performance (RP) District with proffers to 150.59±-acres of Residential Planned Community (R4) District with proffers, development of the subject properties (here -in after the "Property") shall be done in conformity with the terms and conditions set forth herein, except to the extent that such terms and conditions may be subsequently amended or revised by the Applicant and such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Zoning Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and have no effect whatsoever. These proffers shall be binding upon the Owner and any legal successors, heirs, or assigns. References to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated September 25, 2015, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development Plan (here -in after the "GDP") attached hereto and incorporated herein by File 1137011-I01?Aw Greemvay Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 reference as "Exhibit A". The Owner/Applicant is submitting a GDP, Exhibit A, as part of a rezoning application. The GDP is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. 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. HERITAGE COMMONS PROFFER STATEMENT A. Generalized Development Plan 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the GDP prepared by Greenway Engineering, dated September 25, 2015, which is attached and approved as part of this rezoniIg application. The GDP is intended to delineate the general location of the regional road systems identified in the Frederick County Comprehensive Policy Plan, the location of potential entrance locations along the regional road systems serving the Property, the general location of the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system. The final location of the regional road improvements and potential entrance locations, the land bays proposed for residential and commercial development, the general location of the East Tevis Street and the Warrior Drive right-of-way dedication areas, and the general location of the Buffalo Lick Run Open Space Area and public trail system call be adjusted to accommodate final engineering design requirements without the need to revise the GDP provided that the final engineering design is consistent with the overall layout depicted on the GDP. B. Design Modifications Document 1) The Owner and/or Applicant shall develop the Property in substantial conformance with the Design Modification Document dated September 25, 2015 that is attached and incorporated hereto as "Exhibit B". Pursuant to Frederick County Code § 165-501.06(0), the design modifications set forth in Exhibit B shall apply to the Property. C. Land Use and Land Use Matrix 1) The Owner and/or Applicant shall develop a mixed land use development that includes market rate nlulti-family residential, commercial, and market rate multi- family residential/commercial land uses within the same structure. Market rate multi -family residential land is defined as having no income limit for the unit and File 113701 HC/Enw 2 (ireenway Engineering September 28, 2005 I leritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 offered as the highest rent that the local market can sustain. The market rate multi -family residential and the market rate residential/commercial land uses within the same structure may be developed within gated communities with private street systems. 2) The following Land Use Matrix Table provides for the general development parameters on the Property. The Land Use Matrix Table provides for the minimum and maximum percentages of residential and commercial that will be developed within the land bays identified within the GDP identified as Exhibit A in this proffer statement. The actual acreages identified for each Land Bay is approximate and may fluctuate based on final survey work. LAND LAND USE ACREAGE RESIDENTIAL COMMERCIAL BAY (APPROX) (MIN/MAX%) (MIN/MAX%) Uses allowed in B 1; 1 132; B3 Districts and 37.48± acres 0% AC. 100% AC. Design Modification Document Uses allowed in RP; 2 B 1; 132; B3 Districts 46.47± acres 75% MIN. AC. 20% MIN. AC. and Design 80% MAX, AC. 25% MAX, AC, Modification Document Uses allowed in RP; 3 B1; 132; B3 Districts 53.95± acres 0%n MIN. AC. 80% MIN. AC. and Design 20% MAX. AC. 100% MAX. AC. Modification Document Buffalo Open Space; Public 12.35 acres N/A N/A Lick Run Trail System; Road and Pedestrian Crossing; Utilities Crossing 3) The Owner and/or Applicant shall limit residential land use development within the Property to a maximum of 645 market rate multi -family units. The commercial land use development within the Property Is not limited other than by the requirements pertaining to the average daily trip (ADT) generation specified in Section G6 of the proffer statement. 4) The Owner/Applicant shall prohibit permitted land uses within the OM, Office Manufacturing District and [lie M1, Light Industrial District that are not otherwise permitted within the RP, B 1, B2 and B3 Zoning Districts. File #3701 HC/EAW 3 Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015: Revised September 25, 2015 D. Land Use Pliasing Program 1) The Owner and/or Applicant shall phase the residential land use development program to 175 residential units within the first two years of the project, which shall begin at the time of non -appealable rezoning approval. 2) Subsequent to the two year time line specified in Section D1 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program to 148 residential units for the ensuing two years of the project. 3) Subsequent to the two year time line specified in Section D2 of the proffer statement, the Owner and/or Applicant shall phase the residential land use development program to 147 residential units for the ensuing two years of the project. 4) Subsequent to the two year time line specified in Section D3 of the proffer statement, the Owner and/or- Applicant shall be permitted to develop the remaining 175 residential units. 5) The Owner and/or Applicant shall develop 50,000 square feet of commercial land use prior to the issuance of a certificate of occupancy permit. for the 300°i market rate multi -family residential unit. 6) The Owner and/or Applicant shall develop an additional 50,000 square feet of comIercial land use prior to the issuance of a certificate of occupancy permit for the 6001h market rate multi -family residential unit. 7) The Owner and/or Applicant shall develop 7,500 square meet of commercial land use prior to the issuance of a certificate of occupancy permit for the 645`1i market rate multi-farnily residential unit. E. Monetary Contribution for Public Schools 1) The Owner and/or Applicant shall establish an escrow account with the County totaling $200,000.00 to mitigate potential impacts to public schools resulting fi-om student generation from the project. Potential impacts to public schools shall be determined by student calculation numbers provided by Frederick County Public Schools consistent with the residential land use development program specified in Section DI — D4 of the proffer statement. Monetary contributions for impacts to public schools shall be provided as a one-time payment as described in Sections E2 — E5 of the proffer statement. The escrow account shall be released by the County within 90 days of issuance of the final occupancy permit following completion of the residential development program, or within 90 days of a conditional zoning amendment that provides for the discontinuance of the File 10701 HC/EAW 4 Greemvay Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 residential land use development program. Frederick County Public Schools shall provide the County with information specifying the total number of students within the Property within this 90 day release period to ensure that proffered payments have been secured for the project. 2) A one-time payment of $3,000.00 for each student over 15 total students calculated at the 175`I' residential unit. 3) A one-time payment of $3,000.00 for each student over 27 total students calculated at the 323rd residential unit. 4) A one-time payment of $3,000.00 for each student over 39 total students calculated at the 470`I' residential unit. 5) A one-time payment of $3,000.00 for each student over 51 total students calculated at the 645t1i residential unit. F. Recreational Amenities 1) The Owner and/or Applicant shall construct a 10-foot asphalt pedestrian and bicycle trail throughout the limits of the Buffalo Lick Run Land Bay in the general location depicted on the GDP. The 10-foot asphalt pedestrian and bicycle trail shall be designed and constructed in conjunction with second phase of residential land use development specified in Section D2 of the proffer statement. The 10-foot asphalt pedestrian and bicycle trail shall be available for use as a public trail system and shall be maintained by the property owners association established for the project. The 10-foot asphalt pedestrian and bicycle trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. 2) The Owner and/or Applicant shall Construct a community building to include a workout/fitness facility and a community swimming pool for use by the residents of the project. The community building and swimming pool facilities shall be available for use by the residents of the project prior to the completion of the second phase of residential land use development. specified in Section D2 of the proffer statement. The community building, workout/fitness facility, and community swimming pool shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. 3) The Owner and/or Applicant shall Construct an 8-fool asphalt pedestrian trail system within the residential portions of the project, which shall provide connectivity to adjacent commercial land uses located within the same Land Bay area. The general location of the trail system shall be provided on the Master Development Plan. The 8-foot asphalt pedestrian trail system shall be permitted to count towards the recreational amenity values for the market rate multi -family units developed within the project. File #3701HUEAW 5 Greemvay Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Revised Septemher 25, 2015 G. Transportation 1) Comprehensive Policy Plan Regional Road Infrastructure Classifications The GDP identifies the primary regional road systems identified on the Comprehensive Policy Plan Eastern Road Plan. The GDP delineates these regional road systems as Section A — Front Royal Pike/Airport Road intersection to Roundabout; Section B — Interstate 81 Bridge, East Tevis Street to western Property boundary, and Roundabout; Section C — East Tevis Street to northern Property boundary; and Section D — Warrior Drive from Section B to southern property boundary. The Comprehensive Policy Plan Eastern Road Plan identifies Section A as an Urban Two -Lane Section (U2); the East Tevis Street portions of Section B and Section C as an Urban Four -Lane Divided Section (U4D); and Section D as an Urban Four -Lane Divided Section (U4D). 2) Section A Regional Road Improvement Pro ram The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement (here -in after the "Agreement") for the regional road system identified as Section A on the proffered GDP within 30 days of rion- appealable rezoning approval. The Agreement shall be consistent with the standard format utilized for other executed County -Managed Revenue Sharing Program Projects and may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of the Section A regioIal road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible for the local funding match for the Section A regional road system, which shall be designed and constructed as an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, and intersections providing full access commercial entrances into Land Bay I and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall be permitted to advance the Section A road design plan and applicable studies required for approval by the County and VDOT necessary to begin construction of the Section A regional road system. The Owner and/or Applicant shall be limited to the development of the residential and commercial land uses specified in Section DI and D5 of the Proffer Statement until construction of the Section B regional road system commences. 3) Section B Regional Road hmprovement Program The Owner and/or Applicant shall enter into a County -Managed Revenue Sharing Program Project Agreement for the regional road system identified as Section B Pile 113701 1-1C/GAW 6 Grecmvay Gngincering September 28, 2005 heritage Commons Rezoning Revised May 20, 20M Revised September 25, 2015 on the proffered GDP within 30 days of non -appealable rezoning approval. The Agreement shall be consistent with the standard format utilized for other executed County -Managed Revenue Sharing Program Projects and may be modified to provide language acceptable to the County and the Owner and/or Applicant provided that the location and typical section of the Section B regional road system is consistent with the proffered conditions. The Owner and/or Applicant shall be responsible for the local funding match for the Section B regional road system, which shall be designed and constructed as an Interstate 81 Bridge with four travel lanes, a raised concrete median, and sidewalks; an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk for East Tevis Street between the Interstate 81 Bridge and Roundabout; and a dual -lane Roundabout with a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk, aIId intersections providing full access commercial entrances Into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. 4) Section C Regional Road Right -of -Way Dedication The Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section C East Tevis Street extension between the Roundabout and the northern Property boundary. The Section C right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail and 5' concrete sidewalk that is consistent with the County -Managed Tevis Street Extension Design Plan from Station 41+50 to Station 46+50 within the Property. The Section C right-of-way dedication plat shall be provided to the County for recordation within 30 days of written notice by the County of final road construction design plan approval. The final road design plan shall include an intersection that provides full access commercial entrances and partial access commercial entrances serving Land Bay 1 on the east and west side of the Section C regional road system that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The Owner and/or Applicant shall provide ingress/egress easements along the northern limits of the Property within Land Bay 1 sufficient to allow for inter -parcel access for construction and use by the adjoining properties. Ill the event that the County -Managed Revenue Sharing Program construction project has not commenced for the portion of Section C within the Property when street access is needed to serve development within this portion of Land Bay 1, the Owner and/or Applicant shall be permitted to construct a partial street section necessary to serve said development until the East Tevis Street extension project is completed by others. File #3701I-IC/IiAw 7 Greenway Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 5) Section D Regional Road Right -of -Way Dedication Tile Owner and/or Applicant shall provide the County with a right-of-way dedication plat for the Section D Warrior Drive extension between the Roundabout and the southern Property boundary consistent with the alignment identified on the GDP. The Section D right-of-way dedication plat shall be sufficient for the construction of an Urban Four -Lane Divided Section (U4D) with curb and gutter, a 10' asphalt pedestrian and bicycle trail. The Owner and/or Applicant shall dedicate right-of-way sufficient for the described Warrior Drive U4D road section within 6 months of the issuance of an occupancy permit for the first land use approved that accesses the regional road system between the Roundabout and the right-of-way dedication area. 6) Residential and Commercial Development Program The Owner and/or Applicant shall be permitted to implement the residential and commercial land development program specified in Section C2 of the proffer statement until the land uses have a cumulative impact of 20,000 ADT. Tile Owner and/or Applicant shall utilize actual traffic counts to determine ADT volumes associated with land uses developed in the Property. The Owner and/or Applicant shall conduct actual traffic counts when ITE Generation values for approved land uses are projected to reach 20,000 ADT, which will be provided to the County Transportation Director. Once actual traffic counts for land uses developed in the project reach 20,000 ADT, the Owner and/or Applicant will prepare traffic studies in conjunction with subsequent site plans if deemed necessary by the County Transportation Director. Improvements to the transportation system within the Property identified by the traffic studies will be implemented during the site plan development process as required by VDOT and tile County. The Owner and/or Applicant shall limit development within Land Bay 3 to land uses with a cumulative impact of 2,5.50 ADT in which access is limited to the signalized full access entrance at Madison Village and the potential entrance location for Land Bay 3 identified on the proffered GDP. The Owner and/or Applicant shall utilize actual traffic counts to determine ADT volumes associated with land uses development restriction for this phase of development within Land Bay 3. The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2. 7) Private Streets Tile Owner and/or Applicant shall have the ability to construct all internal street systems within the Property as private streets, except for the regional road systems described in Section GI through G5 of the proffer statement. All private streets shall be designed to standards acceptable to the County Engineer. File H3701 HUHAW 8 Greenway lsngineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 20M Revised September 25, 2015 8) Adjoining Subdivision Pedestrian Connectivity The Owner and/or Applicant shall provide pedestrian access connectivity for the benefit of the adjoining residential subdivision adjoining Land Bay 1. Pedestrian connectivity will be developed as concrete sidewalks or asphalt trails within the portions of the Property that abut the existing residential subdivision street systems. H. Winchester Regional Airport 1) The Owner and/or Applicant shall provide information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. OWNER/APPLICANT NOTARIZED SIGNATURE ON FOLLOWING PAGE File 113701 HGHAW 9 Greemvay Engineering September 28, 2005 Heritage Commons Rezoning Revised May 20, 2015; Revised September 25, 2015 SigIlature The conditions proffered above shall be binding upon the heirs, executors, administrators, assigns and successors in the interest of the owner and applicant. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the conditions, the proffered conditions shall apply to the land rezoned in addition to other requirements set forth in the Frederick County Code. Respectfully Submitted: By: R 1 0 SPE, LLC - Owner Date ,_Commonwealth ofVirg i,ll a City/County of 6orf mot/) To Wit: The foregoing instrument was acknowledged before me this ' ` day of ���%���� 20 by C7&&Y Notary Public My Commission Expires (/ / a cRawo� 9 Q� *rI yt. 0 0 pop �A, E Gn� R File #3701 FIC/GAW U LANDBAY 1 - 37.48± AC. R4 DISTRICT LANDBAY 2 - 46.47± AC. Interparcel \ R4 DISTRICT Access 0 LANDBAY 3 - 53.95± AC. R4 DISTRICT 0 BUFFALO LICK RUN 12.35± AC. - R4 DISTRICT 'Off"GO' V Q Interparcel Access --74v-- Location potential Entrance LANDBAY-3 off` Q` v ac BUFFALO gterparcel LICK RUN / -7Access CITY OF WINCHESTER l/�TFRSTq � 8 �FO ` sc �i C T 03 LANDBAY-2 0 Potential Entrance Location Potential Entrance Location Potential Entrance \ Location Potential Entrance \� - LANDBAY-1 Proffer G8 Potential Entrance Potential Entrance Lo at on oca ion —I p 0 Potential Entrance Location El Proffer G8 lllllk--� \\- 300 0 300 600 SCALE: 1" = 300' o in 00 E c N O V 10 cc, J •m O c O N �O N Lh O C y O X_ d L L CL 4,u- c 3� Q� 11► Z I4 % w NI Wz We eg� Cn Q OCL U OW U� O E-� �> Q (� J z Q W _ W > W 0 C E Ln d O " w Q W N_ w z Q w � J Q � m Cr I >< W W Z W 0 DATE: 09/25/2015 SC ALE: 1'- 300' DESIGNED BY: EA11 JOB NO. 3701HC SHEET I OF I HERITAGE COMMONS DESIGN MODIFICATION DOCUMENT - PROFFER EXHIBIT B September 25, 2015 Design Modification Document September 25, 2015 MODIFICATION #1 § 16S-S01.02 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 plain layout for the entire acreage. The Proffer Statement for Heritage Commons will also provide a matrix identifying the residential and non-residential land l.1SCS 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 M1xcd-USC Coi11mci-ei[i1/Residelltiiil. Justification for Modification: A mixed-IISC planned community oil 150.28 +- acres of land Cannot be completely plaster planned as a condition of rezoning approval. Thesc ConllnllniticS are dynamic clue to the market; therefore, the exact location of residential units, 111tC1'11a1 roads, commercial lalld Use, 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 cap assist in understanding the basic concepts of a mixed -use p1a1111CC1 C011111111111ty alld guide the more formalized Master Development Plan process following rezoning approval. Therefore, it is requested that a Generalized Development Plan be permitted to function ill the place of a detailed Master Development Plan during the rezoning process. A Master Development Plan will be provided subsequent to the rezoning approval proCCSS to cnsu-e consistency with subdivision design plans and site design plans within the project. Design Modification Document 2 September 25, 2015 MODIFICATION #2 §165-501.03 Permitted Uses Ordinance Requirement: All uses are allowed in the R4 Residential Planned Community District that are allowed in the following zoning districts: RP Residential Performance District B 1 Neighborhood Business District B2 Business General District B3 Industrial Transition District M I Light Industrial District OM Office and Manufacturing District Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for urban mixed -use commercial and residential land use, which may include commercial and residential land uses that are located within the same structure, or within connected structures. Land uses permitted within the OM, Office Manufacturing District and the Ml, Light Industrial District that are not otherwise permitted within the RP, BI, B2 and B3 Zoning Districts shall be prohibited within the Property. Justification for Modification: Heritage CommoIls is plarincd as all Urban center design form that will contain 1111.11t1-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 Co11111111111ty. Design Modification Document 3 September 25, 2015 MODIFICATION #3 §165-501.05 Mixture of Housing Types Required Ordinance Requirement: Each planned C011llllllillty 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 conllllUnity designated for residential uses shall be used for any of the follOWillg 11OLISlllg types: dllpiCXCS, 111LIlt1picxcs, atrium 11OLISCS, weak -link townhouses, townhouses or garden apartments or any combination of those housing types. Alternative Design Standard: The Land Bays identified on the proffered Generalized Development Plan are slated for market - rate multi -family residential housing types. To achieve this type of urban residential development, single-family detached and attached residCntial units will not be required as a component of the residential mix, 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 ail Urban design Form that Will contain IllUlti-fal»]ly 11OLISillg units within a mixed -use COnlnlercial, retail and office development. The Residential Planned C011lllll1111ty District 1)1'01110teS 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 development. Design Modification Document 4 September 25, 2015 MODIFICATION #4 §165-501.06(C) Residential Density Ordinance Requirement: Residential Density. The maxnllulll 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 urban residential housing types. To achieve this type of urban residential development, the gross densities specified in Section 165-402.05B for multi -family residential land use shall be permitted. Justification for Modification: Heritage Commons is planned as an urban design form that will contain 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. Design Modification Document 5 September 25, 2015 MODIFICATION #5 §165-501.06(D) Commercial & industrial 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 C0111111Ulllty. S11fGCiC11t commercial and industrial areas shall be provided to meet the needs Of the planned C011lllllllllty, to provide an appropriate balance of uses and to lessen the overall impact of the planned con1111unity on Frederick County. A nlinirlrlurl of 10% of the gross area of the project shall be used for business and industrial uses. Alternative Desimi Standard: The Heritage Commons Land Bays are intended to be developed as commercial and as mixed- IISe commercial and residential land Lise. Therefore, ComiriC1'clal areas May exceed, and should be encouraged to, exceed 50% Of the gross area Of the total p1a1111Cd C011llllllnity. Further, to be consistent with [lie Comprehensive Plan, industrial uses should not be encouraged, and therefore, not allowed in the Heritage Commons Land Bays. By doing this, the balance will allow for higher density residential uses and will create Land Bays that lend themselves to creating a community where residents can live, work and play in the sal11C community. A Land Bay Breakdown Table has been incorporated into the Heritage Commons Proffer Statement to demonstrate the 1111111111U111 and maxlllllllll acreages for commercial and residential development throughout the project. Justification for Modification: A planned mixed -use commercial and residential community in an area that is designated under the Comprehensive Plan as such should provide for a highcr 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 highcr density resldelltlal 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 purCly for con-ir1C1'clal. With the transportation networks and corincetivlty of all the Land Bays, however, It is anticipated that the activity level of residericcs, co1111liercial Shopping, dining and work will be laid out so that the residents will be able to walls back and forth between these uses and not need use their automobiles to access these facilities and amenities. Design Modification Document 6 September 25, 2015 MODIFICATION #G §165-501.06(C) Open Space Ordinance Requirement: Open Space. A 111illi111L1111 of 30% of the gross area of any proposed development shall be designated as common open space. Alternative Design Standard: A minipill Of 15% of the gross area of the 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 all Urban design form that will contain 111LIlti-failllly 11OL1Sillg units within a mixed -use commercial, retail and Office development. This type Of Urban design provides opportunities for indoor and OUtd001' 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. Design Modification Document 7 September 25, 2015 MODIFICATION #7 §165-501.06(C) Buffers and Screening Ordinance Requirement: 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 I, 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 buffei-S shall be provided according to the requirements 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, B1, B2, or M 1 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 i111.11tifailllly residential Units adjoin existing single-family detached residential land use. Buffers and screening shall be provided accordingly as specified in Section 165-203.02(C), Section 165-203.02(D), and Section 165-203.02(C) of this Chapter. Justification for Modification: Heritage Commons is planned as an urban design form that will incorporate mixed -use c0minc1"cial and residential land Use liumcdlately adjacent to each Other. Land USES Within this form of development are intended to be integrated, and in sore instances located within the same structures; therefore, the rcglllrcrnci1t 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 proicct 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. Design Modification Document 8 September 25, 2015 MODIFICATION #8 §165-501.06(I) Road Access OrdinaIlce RCQl11remel1t: 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. 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 the construction and/or right-of- way dedication for primary regional 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 acceptable to the Frederick County Engineer based on projected traffic vOlunleS 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 design form that will contain a variety of street systems that are designed in general to meet vertical base design standards acceptable to the Frederick County Engineer based on projected traffic volllnICS for the 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 storlll water managemeilt low -impact design and landscaping design to assist in meeting water quality Il7CaSl11'CS fOr the project. Design Modification Document 9 September 25, 2015 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 conlnlunity 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 design form that Will contain mixed land Use including commercial, retail, office, 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 con1InUnity PI'o1CCtS, and may incorporate mixed commercial and residential land use within the smile 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. Design Modification DOCUment 10 September 25, 2015 MODIFICATION #10 §165-201.03(B)(6) i-leight Limitations §165-601.02 Dimensional and Intensity Requirements Ordinance Rcmdrenlcnt: 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 no case shall the height Of such buildings exceed 60 feet. When SLICK CXemptlons are proposed adjacent to existing residential uses, the Board Of Supervisors shall review the site development plan plimiant t0 the provisions Of Section 165-203.02A(3). Alternative Design Standard: Commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial and residential buildings may be collslrUcted LIl) to 80 feet ill height, 110t t0 illClUde architCCtlli-al screening fcatUres and antenna StrUCtUrCS. Justification for Modification: Heritage Commons is planned as an urban 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 Shared commercial and reSldClltlal 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; therefore, the Heritage ConllnonS urban design form 1S consistent With these more illtellSlVC tyl)CS Of dCVClOp111Cl1t CUrrClltly pumitted by COL111ty Code. Heritage Commons has coordinated with the Winchester Regional Airport (WRA) to obtain information that delineates height limitations for StrUCLUrCS that WOUld impact the WRA approach Zones and Conical zones. This information has been incorporated within all exhibit that demonstrates that the maxin1L1111 height allowances identified in the alternative design standards will not impact WRA operations. Design Modification Document I I September 25, 2015 MODIFICATION #11 §165-402.09(J)(D1) Multifamily Residential Buildings Ordinance ReClUlrelllellt: Principal building (max): 60 feet, provided that a multifamily residential building may be erected to a 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 nlininlunl 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 the colllllltill lty. Justification for Modification: Heritage Commons 1S planned as an Urban design form that will promote vertical COIIStI'LICtI011 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 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. Design Modification Document 12 September 25, 2015 MODIFICATION #12 §165-4002.09(1) Modified Apartment Building Ordinance Requirement: This housing type 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 t0 exceed 16 lllllts within a S111glC Structure. Dimensional requirenlentS shall be as follows: A. Lot DimeIlsloils Al Maxinlunl Site i111pe1vi0US surface ratio 0.60 B. Building Setbacks B1 From public road right-of-way 35 feel B2 From private road right-of-way, off-street parking lot or 20 feet 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 nlinimunl 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 have a nlininlum distance of 50 feet between buildings. C. Mininlllnl Parking C 1 Required off-street parking 2 per unit D. Height D 1 Principal building (max): 55 feet D2 Accessory bUildlllg (max) 20 feet Alternative Design Standard: This housing type consists Of buildings that COiltalll Multiple dwelling lllllts 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 COntalll a 111111111 U111 Of 16 dwelllllg Units but may not exceed more than 64 dwelling units within a Single Structure. Dimensional requirements shall be as follows: A. Lot Dimensions Al MaXill1l1111 Site 1111pCrV10US S111-f1CC ratio 0.60 B. Building Setbacks Design Modification Document 13 September 25, 2015 B 1 From public road right-of-way 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 B5 Rear for balconies and decks 20 feet B6 Minimum on -site building spacing: 15 feet side to side; 15 legit side to back; 15 feet back to back C. Minimum Parking C1 Required off-street parking 2 per unit, illClusivC Of garage D. Height D 1 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 an urban design form that will promote massing Of dwelling units throughout the project. This design form should provide flexibility to promote building C011StrllCtiOIl that accommodates all appropriate ilUmber Of dWClllllg llnitS 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. Design Modification Document 14 September 25, 2015 Rezoning Comments Frederick County Fire Marshal Mail to: Frederick County Fire Marshal 1800 Coverstone Drive Winchester, Virginia 22602 (540)665-6350 Winchester, Virginia I -land deliver to: Frederick County Fire & Rescue Dept. Attn: Fire Marshal Public Safety Building 1800 Coverstone Drive Applicant: Please fill out the information as accurately as possible in order to assist the Frederick County Fire Marshal with his review. Attach a copy of your application form, location map, proffer statement, impact analysis, and any other pertinent information. Applicant's Name: Greenway Engineering Mailing Address: 151 Windy Hill Lane Winchester, VA 22602 Telephone: (540) 662-4185 Location of properly: West side of Front Royal Pike (US Route 522 South), Immediately across from Airport Road (Route 645) and approximately 1.25 miles south of Interstate 81 Exit 313 C'urrelllZ011lllg: B2: RP & RA Zoning retlllestCd: R4 Acl'Cage: 150.59+l- Fire Marshal's Comments: Fire Marshal's Signature & Dale. — Notice to Fire Marshal - Please Return This Form to the Applicant 22 RECEIVED SEP 0 9 M15 Frederick County Department of Fire and Rescue Office of the Fire Marshal 1080 Cuversrane Drive lVinc%ester, VA 22602 (540) 665-6350 Far: (540) 678-4739 Email. fitloeafcva.its Plan Review & Comments Date Received 9/9/2015 Plan/Permit Type Proffer Statement Name Heritage Commons Address Front Royal PIKE Project Name Applicant Name & Number RE# Permit Number Winchester Rezoning Greenway Engineering 540-662-4185 Emergency Vehicle Access: Adequate Inadequate N Hydrant Location: Adequate Inadequate N Siamese Location: Adequate Inadequate N- Fire Lanes Required: Yes No i ,A Plan Approval Status Approve Comments Met with Evan Wyatt on 09/18/15 to discuss the changes of this requested rezoning from the last Signature: i Reviewed By: Kenneth Scott, Jr. Date Reviewed 9/18/2015 VA 22602 Rezoning Comments Frederick County Sanitation Authority Mail to: Frederick County Sanitation Authority Attn: Engineer P.O. Box 1877 Winchester, Virginia 22604 (540) 868-1061 Hand deliver to: Frederick County Sanitation Authority Attn: Engineer 315 Tasker Road Stephens City, Virginia Applicant: Please fill out the information as accurately as possible in order to assist the Sanitation Authority with their review. Attach a copy of your application form, location map, proffer statement, impact analysis, and any other pertinent information. Applicant's Name: Greenway Engineering Mailing Address: 151 Windy Hill Lane Telephone: (540) 662-4185 Winchester, VA 22602 Location of property: West side of Front Royal Pike (US Route 522 South), immediately across from Airport Road (Route 645) and approximately 1.25 miles south of Interstate 81 Exit 313 Current zoning: 132: RP & RA Zoning requested: R4 Acreage: 150.59+/- Sanitation Authority Comments: Sanitation Authority Signature & Date: Notice to Sanitation Authority - Please Return This Form to the Applicant 25 Post Office Box 1877 Wrncl.ester Virginia 22604-8377 September 21, 2015 Mr. Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, Virginia 22602 SAMTAUON AU`IrIIIIOMTY I'll. — (540)868-1061 Fax — (540)868-1429 vvvvw.fcs..-water.com Ref.: Rezoning Plan Comments, Proffer Amendments Heritage Commons Tax Map # 63-A-150, 64-A-10 & 64-A-12 Dear Sir: lhvc E. Wcindcl, Engineer -Director REC EAVED f_P 2 t1 2i115 GREENWAY ENGINEERING Per your request, a review of the proposed rezoning has been performed. The Frederick County Sanitation Authority offers comments limited to the anticipated impact/effect upon the Authority's public water and sanitary sewer system and the demands thereon. The parcel is in the water and sanitary sewer area served by the Authority. Based on the project's location both water and sanitary sewer service is available within a reasonable distance from the site. Sanitary sewer treatment capacity at the waste water treatment plant is also presently available. Sanitary sewer conveyance capacity and layout will be contingent on the applicant performing a technical analysis of the existing sanitary sewer system within the area to be served and the ability of the existing conveyance system to accept additional load. Please keep in mind that this area would require numerous sanitary pump station review and will be affected by various projects already contemplated within this area. Likewise, water distribution capacity will require the applicant to perform a technical analysis of the existing system within the area to be served to determine available capacity of both the potable water system and the ability to provide fire protection. Water and sanitary sewers are to be constructed in accordance with the FCSA standards specifications. Dedicated easements may be requires and based on the layout vehicular access will need to be incorporated into the final design. All easements should be free from any encumbrance including permanent structures (fences, signs, etc.) and landscaping (trees, shrubs, etc.). Please be aware that the Authority does not review or comment upon proffers and/or conditions proposed or submitted by the applicant in support of or in conjunction with this plan, nor does the Authority assume or undertake any responsibility to review or comment upon any further amended proffers and/or conditions which the Applicant may hereafter provide to Frederick County. Thank you; �C Uwe E. Weindel, PE Engineer -Director WATER'S 1VORT11 IT Rezoning Comments RECENED SEP 2 8 2015 Frederick -Winchester Seilice AFaRWP E ER i N G Mail to: Fred-Winc Service Authority Attn: Jesse W. Moffett, Executive Director P.O. Box 43 Winchester, Virginia 22604 (540) 722-3579 Hand deliver to: Fred-Winc Service Authority Attn: Jesse W. Moffett 107 North Kent Street Winchester, Virginia Applicant: Please fill out the information as accurately as possible in order to assist the Fred -Wine Service Authority with their review. Attach a copy of your application form, location map, proffer statement, impact analysis, and any other pertinent information. Applicants Name: Greenway Engineering Mailing Address: 151 Windy Hill Lane Telephone: (540) 662-4185 Winchester, VA 22602 Location of property: West side of Front Royal Pike (US Route 522 South), immediately across from Airport Road (Route 645) and approximately 1.25 miles south of Interstate 81 Exit 313 Current zoning: 132; RP & RA Zoning requested: R4 Acreage: 150.59+/- Fred-Winc Service Authority's Continents: [to ea mmmib ftgao waftllft�er Ac4"Vo Capa��# Fred-Winc Service Authority's Signature & Date: 9� Notice to Fred-Winc Service Authority - Please Return Form to Applicant 33 Rezoning Comments City of Winchester Mail to: Winchester City Planning Department Attn: Planning Director 15 North Cameron Street Winchester, Virginia 22601 (540) 667-1815 Hand deliver to: Winchester City Planning Department Attn: Planning Director Rouss City Hall 15 North Cameron Street Winchester, Virginia Applicant: Please fill out the information as accurately as possible in order to assist the City of Winchester with their review. Attach a copy of your application form, location map, proffer st?telrient, impact analysis,. and. any other pertinent, infornrnfntion. Applicant's Name: Greenway Engineering Mailing Address: 151 Windy Hill Lane Winchester, VA 22602 Telephone: (540) 662-4185 Location of property: West side of Front Royal Pike (US Route 522 South), immediately across from Airport Road (Route 645) and approximately 1.26 Mlles south of Interstate 81 Exit 313 Current Zollincr: g2: RP & RA Zoning requested: R4 Acreage: 150.59+/- City of Winchester's Comments: City of Winchester's ��— G Signature & Date: 2L / Notice kCIty o�inchester - Please Return This Form to the Applicant 29 rj wlnnbp..Rte-r�. ptiblic sel•vi.ce;s Rouss City Hall 15 North Carneron Street Winchester, VA 22601 September 22, 2015 Mr. Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 RE: Heritage Commons Rezoning Dear Evan: Telephone: (540) 667-1815 FAX: (540) 662-3351 TDD: (540) 722-0782 Website: www.winchesterva.gov As requested, I have reviewed the regional transportation component of the proposed Heritage Commons Rezoning in Frederick County. The City's Public Services Department is very supportive of this proposed transportation element that includes constructing a bridge over Interstate-81 and a new roadway that will connect East Tevis Street in the City with U.S. Route 522. This link will serve as a vital facility to help meet the future traffic demands of our area as continued growth occurs. Please feel free to contact me anytime if you have any questions or would like to discuss this matter in more detail. Sin y, Perry Eisenach, P.E. Public Services Director "To be a financially sound City providing top quality municipal services while focusing on the customer and engaging our community. " I September 25, 2015 Mr. Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, Virginia 22602 RE: Heritage Commons Rezoning Frederick County, Virginia Dear Mr. Wyatt: COUNTY of FRiED11ERICK Department of Public Works 540/665-5643 FAR: 540/678-0682 We have completed our review of the proposed rezoning of Heritage Commons (formerly Russell 150) and offer the following comments: 1. Refer to the Design Modification Document: a) Modification #9 proposes that a phasing plan and phasing scllcdulc will not be required. However, the revised proffer statement provides a proposed phasing plan. Clarify this apparent conflict. b) Modification # 10 proposes a maximum height of 80 feet. Because of the project's close proximity to the existing airport, the FFA shall be included in determining the maximum height allowance. 2. Refer to the Impact Statement, Paragraphs D, L and G: Indicate how the commercial square footage was determined considering that it cloes not equal the amount referenced in the proffer statement. Refer to the Proffer Statement, Paragraph D. Phasing: The proposed phasing program does not reference the development of the site infrastructure. The existing approved rezoning dated September 28, 2005 requires that all infrast►-ucturc including transportation improvements be completed prior to the issuance of the first building permit. At a minimum, this new rezoning proposal should indicate what infrastructure will be completed prior to the development of each phase. 4. Refer to the Proffer Statcmcnt, Paragraph E. Monetary Contribution for Public Schools: The applicant has proposed establishing an escrow account to mitigate potential Impacts to schools. We will defer to comments from the school system to determine the sufficiency of this proposal. However, it is apparent that the applicant has neglected to address the impacts of this rezoning on the other capital facilities (i.e., fire and rescue, general government, ctc.) typically included in Frederick County's breakdown of project impacts. Indicate if this oinlssion was an oversight or intentional. 107 North Kent Street, Second Floor, Suite 200 • Winchester, Virginia 22601-5000 Heritage Commons Rezoning Application Comments Page 2 September 25, 2015 Refer to the Proffer Statement, Paragraph G(2), Transportation: This paragraph proposes that the applicant/owner will enter into a revenue sharing agreement with Frederick County to construct the regional road system described in Section G(2) of the proffer statement. Frederick County cannot approve a proposal which obligates it to revenue sharing when this approach may not be available at the time of construction. Instead, the applicant/owner should assume the total responsibility for the design and construction of the referenced regional road system. Frederick County cannot be obligated to provide or pursue revenue sharing projects with the Virginia Department of Transportation (VDOT). Regarding the road and bridge over I-81, the applicant/owner should define their expectation of a prorated share of the cost and their willingness to fund this project regardless of the timing. For example, indicate if the applicant/owner would be willing to post a bond for their share of the cost. Refer to the Proffer Statement, Paragraph G(6), Transportation: Revise this paragraph to delete any reference to revenue sharing.. I can be reached at 722-8214 if you should have any questions regarding the above comments. Sincerely, t.� Harvey F. Strawsnyder, Jr., P.E. Director of Public Works HI S/rls cc: Planning and Development file U:\RHONDA\TEMPCOMMENTS\HERITAGE COMMONS REV REZCOM.DOC Evan Wyatt From: Jonathan Turkel <jturkel@fcva.us> Sent: Monday, September 28, 2015 12:35 PM To: Evan Wyatt Subject: Heritage Commons Rezoning - Prks and Recreation Comments Hello Evan, In the interest of expediency I am sending the Parks and Recreation comments via e-mail (see below). Please let me know if you will need a hard copy and I can send that over. Also, please feel free to let me know if you have any questions. Thank you, Jon September 28, 2015 Parks and Recreation Heritage Commons Rezoning Comments: 1. Monetary Proffer: Monetary proffer appears insufficient to meet the impact of the development 2. Parks and Recreation would like to see bicycle and pedestrian accommodation included in the I-81 bridge crossing segment. 3. 8-foot asphalt trail proffer: The proffered 8-foot asphalt pedestrian trail system should additionally serve to connect residential and commercial bays 4. Community Building and Pool Proffer: Parks and Recreation would encourage amenities intended for exclusive HOA use and/or intended to satisfy recreation unit requirements not be included as a proffered amenity. 5. Warrior Drive 10-foot asphalt bike/pedestrian trail. It is the understanding of Parks and Recreation that 10' trails are required by ordinance on all segments of major roads in the development. Parks and Recreation strongly supports these trail segments, however it appears listing them in the proffer statement is unnecessary. 6. Modification #6: Open space. The proposed modification does not meet open space requirements. However, Parks and Recreation does recognize the proffered Buffalo Lick trail demonstrates use of the Buffalo Lick area and would support having the proffered Buffalo Lick trail allowing a larger amount of environmental areas to be considered toward satisfying the 30% open space requirement. Jon Turkel Park and Stewardship Planner Frederick County Parks and Recreation 107 N. Kent St. Winchester, VA 22601 iturkel@fcva.us 0: (540) 722-8300 F: (540) 665-9687 RECEIVED Rezoning Comments I OCT 0 5 2015 UHEENWAY ty of ffMIftERING Mail to: Winchester City Planning Department Attn: Planning Director 15 North Cameron Street Winchester, Virginia 22601 (540) 667-1815 Hand deliver to: Winchester City Planning Department Attn: Planning Director Rouss City Hall 15 North Cameron Street Winchester, Virginia Applicant: Please fill out the information as accurately as possible in order to assist the City of Winchester with their review. Attach a copy of your application form, location map, proffer statement, impact analysis, and any other pertinent information. Applicants Narne: Greenway Engineering Mailing Address: 151 Windy Hill Lane Telephone: (540) 662-4185 Winchester, VA 22602 Location of property: West side of Front Royal Pike (US Route 522 South), immediately across from Airport Road (Route 645) and approximately 1.25 miles south of Interstate 81 Exit 313 Current Zol]ing: 82: RP & RA Zoning requested: R4 Acreage: 150.59+/- City of Winchester's Comm 'its: City of Winchester's Signature & Date: oZ S Notice to City of Winchester - Plea etur i This Form to the Applicant 29 ,So--��"Frederick County Public Schools O... to ensure all students an excellent education K. Wayne Lee, Jr. LEED AP . Coordinator of Planning and Development . leew@fcpskl2.net September 30, 2015 Mr. Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, VA 22602 Re: Heritage Commons Rezoning Application Dear Evan: Frederick County Public Schools has reviewed the Heritage Commons rezoning application submitted to us on September 9, 2015. We offer the following comments: 1. It is noted that there is now the possibility of cash proffers for schools, and that these cash proffers are based on the number of resident students instead of the number of units. It is our understanding that, at the time all residential units are constructed and occupied, cash proffers would not be paid on the first 51 resident students. 2. It is our understanding that the related $200,000 escrow account does not represent a cap on the cash proffers. The cumulative impact of this development and other developments in Frederick County will require construction of new schools and support facilities to accommodate increased student enrollment. This development proposal includes a maximum of 645 apartments. We estimate that, in this case, the development will house 164 students: 43 high school students, 35 middle school students, and 86 elementary school students. In order to properly serve these additional students, Frederick County Public Schools would spend an estimated $1,900,000 more per year in operating costs (or $2,946 average per unit per year) and an estimated $6,633,000 in one-time capital expenditures (or $10,284 average per unit). You will find, enclosed with this letter, a more detailed assessment of the estimated impact of Heritage Commons on FCPS, including attendance zone information. 4. It is noted that the proposed proffer statement includes the possibility of private streets. As our buses don't travel private lanes, students who live on these streets will need to walk to a public street to meet the bus at a location to be designated by our Transportation Department. 1415 Amherst Street P.O. Box 3508 Winchester, Virginia 22604-2546 vNNi frederick.k12.va.us 540.662.3889 Ext. 88249 540-662.4237 fax Please feel free to contact me at Icew naApsk 12.net or 540-662-3888 x88249 if you have any questions or comments. Sincerely, t. K. Wayne Lee, Jr., LEED AP Coordinator of Planning and Development enclosure cc: Dr. David Sovine, Superintcndent of Schools Mr. Albert Orndorff, Assistant Superintcndent for Administration Mr. John Grubbs, Transportation Director Mrs. Elizabeth Brown, Supervisor of Driver Operations Project Name: Assessment Date: Housing Type Single -Family Detached Single -Family Attached Multifamily Mobile Home/Other otals ISchool Cost Frederick County Public Schools Development Assessment Heritage Commons September 30, 2015 Student Generation Housing Units# 0 0 645 0 645 Program Capacity Per Student Cost Students Generated by this Development This Development's Impact on FCPS Capital Costs Average Capital Cost Per Unit Elementary School Student Generation 0 0 86 0 86 Capital Costs Elementary School Cost (2016-21 CIP) S24,700,000 850 $29,059 86 $2,499,000 Middle School Student Generation High School Student Generation 0 0 0 0 35 43 0 0 35 43 Middle School Cost (2016-21 CIP) S49,500,000 940 S52,660 35 $1,843,000 High School Cost (2016-21 CIP) 591,900,000 1,725 S53,275 43 $2,291,000 Total Student Generation 0 0 164 0 164 Total Capital Costs $6.633.000 Annual ODerational Costs FY 2016 Budgeted Cost Per Student (FY2016 Total Student Annual Budget) Generation Impact This Development's Impact on FCPS Operational Costs $11,584 164 $1.900,000 Average Annual Operational Cost Per Unit $2,946 School Facilitv Information Elementary School (Grades Middle School High School K-5) (Grades 6-8) (Grades 9-12) 2015-16 School Attendance Zone's Evendale Admiral Byrd Millbrook September 15, 2015 Student Enrollment 536 893 1,340 2015-16 Program Capacity 680 850 1,250 - School Attendance Zones are subject to change. - Using applicant's assumptions regarding number of housing units. Evan Wyatt From: Lineberry, Jeff, PE (VDOT) <Jeff.Lineberry@VDOT. Virginia.gov> Sent: Friday, October 16, 2015 2:15 PM To: Evan Wyatt Cc: Matthew Milstead; bgriffin@brrealty.net; John Bishop; Short, Terry (VDOT); Smith, Matthew, P.E. (VDOT) Subject: RE: Heritage Commons Rezoning Proffer Statement & GDP Dear Evan: I have reviewed the revised proffer statement, GDP, and summary letter and offer the following comments: I would suggest some language similar to what is depicted in paragraph 3 of Section G. 4) of the proffer statement for Section C Road Improvements regarding who will be responsible for building the partial or full typical section if Revenue Sharing funds are not available for the construction of Section G. 2) Section A Regional Road Improvement Program, Section G. 3) Section B Regional Road Improvement Program and Section G. 5) Section D Regional Road Right of Way Dedication. In item G 6), it states "The Owner/Applicant shall be permitted to continue development within Land Bay 3 above the 2,550 ADT threshold following the construction of street access that connects Land Bay 3 to the regional road system serving Land Bay 2." It does not state who is responsible for this construction if 1.) Revenue Sharing funds are not available or 2.) the Owner/Applicants' development schedule is ahead of development of the regional road network by others. The Owner/Applicant should be responsible for building a full or partial typical section based on the traffic projections for Land Bay 3 that exceed the maximum 2,550 ADT threshold discussed in item G. 6). An addition needs to be made to paragraph 2 of Section G 2) of the proffer statement to add the highlighted text to "and intersection providing full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2" Although all the potential entrance locations may in fact be full access entrances, it is presumptuous to assume that all of the potential entrance locations are full access before site plans are submitted, and reviewed to make the determination that VDOT's Access Management requirements are met. This same comment applies to similar language in Section G. 3) Paragraph 2. In Section G. 4) Paragraph 2, the highlighted text needs to be added to "The final road design plan shall include an intersection that provides full access and /or partial access commercial entrances". Again, full access entrances may be allowed but that determination cannot be made until a site plan is submitted for review and approval. 3. The designation for "Potential Entrance Location" to access Land Bay 3 from US Rte 522 needs to be removed. Access to this land bay needs to be accomplished through a shared access with Madison Village and/or construction of Warrior Drive, Section D to a sufficient typical section to support the development proposed in Land Bay 3. Under Section G 6), it needs to be clarified whom will be implementing improvements in Paragraph 1 which states "Improvements to the transportation system within the Property identified by the traffic studies will be implemented by the Owner/Applicant during the site plan development process as required by VDOT and the County. 5. Under Section G 7) Private Streets, an addition needs to be made to the last sentence to state "All private streets shall be designed to standards acceptable to the County Engineer and in conformance to the current VDOT Appendix F Access Management Regulations which govern the minimum corner clearance distance from a VDOT maintained public street before an intersection entrance and/or street can be connected to the private street". Please advise if you have any questions. Thanks Jeff COUNTY of FREDERICK Department of Planning and Development 540/ 665-5651 Fax: 540/ 665-6395 TO: Evan Wyatt Greenway Engineering FROM: Michael T. Ruddy, AICP Deputy Director ��'--- RE: Rezoning Comments: Heritage Commons 2015 Rezoning. East of I-81, West side of Front Royal Pike (Route 522 South), immediately across fi-oni Airport Road; PIN's 63-A-150, 64-A-10, and 64- A-12, totaling 150.59 acres. DATE: October 16, 2015 The following comments are offered regarding the Heritage Commons 2015 Rezoning Application. This is a request to rezone the approximately 150 acres that make up the Russell 150 rezoning (RZ#01-05) fi•om the B2 (General Business) District, RP (Residential Performance) District, and a small piece of RA (Rural Area) District to the R4 (Residential Planned Community) with proffers. The review is generally based upon the proffer statement with a May 20, 2015 revision date and the Impact Analysis Statement dated September 8, 2015, and the subsequent submission of a revised proffer statement and impact analysis dated September 25, 2015. Prior to formal submission to the County, please ensure that these comments and all review agency comments are adequately addressed. At a minimum, a letter describing how each of the agencies and their comments have been addressed should be included as part of the submission so any changes can be appropriately evaluated by the reviewing agencies, and more Importantly, the Planning Commission, and Board of Supervisors. General 1) Based on acreage of 150.59 acres, the submission fee for this application would total $25,029.50. 2) As always, please provide a rezoning plat, including a metes and bounds description of the rezoning. 107 North Kent Street, Suite 202 o Winchester, Virginia 22601-5000 Heritage Commons 2015 Rezoning. October 16, 2015 Page 2 Land Use 1) The 2030 Comprehensive Plan and the Senscny/Eastern Frederick Area Plan provide guidance on the fiiture development of the property. The property is located within the UDA and SWSA. The 2030 Comprehensive Plan identifies this property with an employment and commercial land use designation and a high density residential land use designation. The employment land use designation supports commercial development. The high density residential designation is located generally south of Buffalo Lick Run, adjacent to other proposed higher density residential land uses. The employment land uses are generally north of Buffalo Lick Run and west of future Warrior Drive. 2) The application provides for a Generalized Development Plan (GDP), included in the proffer statement that identifies three land bays and shows their location within the property. The proffer statement contains a land use matrix that further defines the land uses within the land bays. Land Bay 1 contains only commercial land uses. Land Bay 2 contains a mix of residential land uses and commercial land uses with the majority being residential land uses (75-80 percent). Land Bay 3 contains a potential mix of commercial and residential land uses 3) This application should address the discrepancy between the proffered land uses identified in the GDP and matrix with the land uses identified in the 2030 Comprehensive Plan to a greater extent. hi particular, Land Bay 3 and the area of predominately commercial land uses within the area identified for higher density residential land uses, generally south of Buffalo Lick Run. 4) The application identifies itself as an urban mixed use commercial and residential community, and in many cases describes this environment. It should be recognized that the proffer statement does not fully implement such a development. Urban Center designation is envisioned to be a more intensive, walkable urban area with a larger commercial core, higher densities, and designed around some form of public space or focal point, located in close proximity to major transportation infrastructure. hnpact Analysis and Proffer Statements. Please address the following items from the revised Impact Analysis and Proffer Statement prepared for this Application. Heritage Commons 2015 Rezoning. October 16, 2015 Page 3 1) The current proffer statement directly ties the development of the land uses to road improvements. Significantly, it provides that all improvements will be in place to support the development with the initiation of the development. Recognizing this approach may no longer be feasible, the proffer statement should still seek to link those transportation improvements that are developer obligations, current or future, to the land use plan to a greater extent. It appears as though the only reference to linking the development to the transportation improvements is in Section G. 2) where the Owner is limited to 175 residential units and 50,000 square feet of commercial land use until the Section B Regional Road Improvements commence. Notwithstanding the approach to utilize the Revenue Sharing Program approach as the tool to implement several of the transportation improvements, the proffer statement should be clearer in linking locations of land use to transportation improvements. 2) The possibility would appear to exist that the initial development anticipated above could occur without any improvements being in place. Please ensure this is addressed. 3) With regards to the revenue sharing approach, the Board of Supervisors should ultimately determine if this mechanism is appropriate to be the foundation of an applications transportation approach. Further, it should be determined if such an approach is acceptable when considering there is no other commitment by the Applicant to implement the transportation improvements associated with this request and property. 4) The approach taken by the Applicant to enter into a Revenue Sharing Agreement for the regional road systems identified on the GDP within 30 days of a non - appealable rezoning approval clearly brings into question what the fall back approach to the transportation improvements would be. It should be clear that development would not occur in some form of statement, rather than inaction resulting in rendering the project in violation of its recently approved proffered commitments. 5) Staff would suggest an additional proffer that would restrict development without an executed revenue sharing agreement between the County and the Applicant. 6) Warrior Drive is a key component of the County's primary regional road system identified in the Comprehensive Plan and is located on the property. This application should fully recognize Warrior Drive and implement its construction. 7) Airport Road between Route 522 and the Warrior Drive/Tevis Street roundabout is currently proffered as a U4D, the TIA originally related to the rezoning of the property further supported this standard and the trips discussed in this current application remain significant. A U41) would appear to still be warranted by this development. Therefore, credit towards its implementation based on its minor collector road designation on the Comprehensive Plan may not be appropriate. Heritage Commons 2015 Rezoning. October 16, 2015 Page 4 8) With regards to the private streets, it may be overall a preferred approach if there was at least a public street providing access in Land Bay 3 fi-om the existing public street in the adjacent Madison Village project to the hiture Warrior Drive. In addition, consider a public street from the road just mentioned to the road identified as Section A that would provide inter parcel access over Buffalo Lick Run. Currently, only public streets and utilities are allowed to cross such wetlands, natural waterways, and riparian buffers. 9) The entrance directly onto Route 522 should be removed as it is located in relative close proximity to the recently approved enhance for the Madison Village project and just south of the main project access at Airport Road. Tile land use plan for this area supports minimizing enhances along Route 522. 10) The application has proposed an alternative approach to addressing the impacts to Community Facilities. The Board should ultimately determine if such an approach is appropriate. Current Board policy recognizes that the impacts to community facilities by certain types of residential development, illustrates those potential impacts with the Development Impact Model (DIM), and anticipates that the Applicant will fully address those impacts. 11) Schools are one component of the DIM. The potential impacts to other community facilities should be addressed. 12) The Application should clarify the values used to determine the credit you would like to receive for the reduction in the proffers from that identified in the DIM to that proffered in the application. 13) It would appear as though the negative fiscal impacts associated with the residential uses proposed on the property have not been satisfactorily addressed. 14) Please clarify if the number of residential units proposed includes those that may be included within the modified residential units incorporated into the commercial project. 15) Please correct the rezoning number in the proffer statement to ultimately recognize this new, substantially different application. 16) Should the original date of the proffers be the current date associated with this request for the R4 district rather than the original rezoning date for the Russell 150 project? 17) The RA portion of the property should be included in the preliminary matters section of the proffer statement. 18) The proffer statement includes language describing market rate residential land uses. The Board has typically recognized residential uses by housing type rather than by a particular style. Staff would suggest removing the market rate nomenclature, or alternately, providing more detail in the definition of market rate so that the County can better administer this proffer should it become an issue. 19) Please identify why an eight foot wide trail is being proffered rather than the typical standard of ten feet. 20) Please clarify why the escalation clause has been removed from the proffer statement. Heritage Commons 2015 Rezoning. October 16, 2015 Page 5 The following transportation comments have been provided by Mr. John Bishop, County Transportation Planner. Thank you for the opportunity to comment. 1. A number of transportation items previously fully proffered have been removed or modified as follows. a. $1,000,000 in cash proffers for transportation. It should be noted that this proffer was meant to address the fact that there were additional offsite impacts that the original rezoning could not directly address. For example, the original rezoning was not able to connect the Tevis extension across Glaize and the Church property to the north and in the original TIA the intersection of Route 17/50, Route 522, and 1-81 was noted to need regional level improvements. b. Construction of the Warrior Drive (Section D on your GDP) has been replaced with right of way dedication. This is an important section of the County's comprehensive plan to put in place a regional network to address traffic caused by new development. It's removal also appears to potentially be leaving land bay 3 with inadequate access. c. Construction of Tevis Extension to your northern property line (Section C on your GDP) has been replaced with right of way dedication. Once again, this is a comprehensive planned road that furthers the development of the regional network and helps to offset this new development. It's removal, combined with the removal of Warrior drive, has potential to reduce future ingress and egress points for this core portion of the development fi•om 3 to 1. 2. The language regarding revenue sharing agreements for section A and section B of your GDP appears to suggest multiple agreements. The preference of staff would be for this to be handled as a single agreement. Additionally, while I believe the deadline established for entering the revenue sharing agueement intend to commit to no land development moving forward without that agreement in place, I think the language should be modified to be more specific and clear on this point. With revenue sharing at the heart of how the proffers will be implemented, it must be unfailingly clear that development cannot proceed without that agreement. 3. In section G6 there is a note that the trip generation fi•om land bay 3 could exceed 2,550 following the construction of street access that connects land bay 3 to the regional road system serving land bay 2. Please clarify what type of connection is envisioned. This may be where the reinstatement of Warrior Drive could be considered. Heritage Commons 2015 Rezoning. October 16, 2015 Page 6 In conclusion, please ensure that the above comments, and those offered by the reviewing agency are addressed. Additional comments may be provided upon receiving updated information pertaining to this rezoning application. Cc: Rod Williams, County Attorney John Bishop, Deputy Director Transportation MTR/pd WINCHESTER REGIONAL AIRPORT SEWNG THE 1OP OF 1ARGUA / Evan Wyatt Greenway Engineering 151 Windy Hill Lane Winchester, Virginia 22602 491 AIRPORT ROAD WINCHESTER, VIRGINIA 22602 (540) 662-2422 October 21, 2015 Re: Rezoning Application — RA & B2/RP to R4 Parcels 63-A-150, 64-A-10 and 64-A-12 150.59+/- acres Applicant: Heritage Commons, LLC Owner: R 150 SPE, LLC Shawnee Magisterial District Dear Mr. Wyatt: On behalf of the Winchester Regional Airport Authority the referenced proposed rezoning application was reviewed the Federal Aviation Administration, the Virginia Department of Aviation, Delta Airport Consultants and my office. I offer the following comments related to possible negative impacts on existing and future operations of the Winchester Regional Airport: 1. The request to change the current zoning from RA, B2 and RP to R4: - The proposal would allow an increase in the current maximum allowance of two hundred ninety-four (294) townhomes to mixed land use development to allow including a maximum of a 645 market rate multi -family residential units, commercial, and market rate multi -family residential/commercial uses within the same structure. This parcel is located within close proximity and immediately under the traffic pattern of Winchester Regional Airport which is approximately 1,200 feet above the ground elevation. Residential development adjacent to or under a flight path used regularly by aircraft as they arrive or depart the Winchester Airport is subject to aircraft noise. Property owners, tenants and business owners are likely to experience aircraft noise from over flights of aircraft entering or departing the flight patterns. As the airport continues to expand services and operations, interactions between aircraft operations and residents are likely to increase. To ensure that potential buyers and tenants are made aware of the airport's existence and aircraft noise and fly -over potential, the County should work with the developer to develop a proffer provision that it will give written notice to future property owners or tenants of this potential through a disclosure statement as a covenant in their property deed or a statement within their rental lease agreement. This would be consistent with previous requirements for residential zoning within close proximity of the airport. The Winchester Regional Airport has a direct and significant economic impact on our community and we continually work towards expanding its operations. The Virginia Department of Aviation 2011 Economic Impact Study shows that Winchester Regional Airport generated: 168 jobs, payroll of $5,882,000.00 and economic activity of $22,538,000.00 during 2010. To be successful in our ventures, we need citizen support, which is the reason for our concern regarding potential complaints about aircraft noise and associated operations resulting in a negative impact on the airport's twenty-four operations. As a condition of approval by the County of Frederick for the rezoning of Heritage Commons the Winchester Regional Airport Authority respectfully requests that the owner provide the following in the Proffer Statement and include details in the Design Modification: o Owner(s) should provide for noise attenuation in all proposed structures on the property to include residential, commercial/residential and commercial buildings. o Owner(s) will include written notice of the airport's proximity to the property and aviation uses in every deed and/or lease o Owner(s) execute an avigation easement with the Winchester Regional Airport Authority over the property using the enclosed Avigation Easement o Owner(s) will erect/use lighting features that will not impact or interfere with aviation uses by creating light pollution and hazard to aircraft pilots 2. The Airport Authority is very concerned with the request to modify Frederick County zoning ordinance §165-201.03 (B) (6) Height Limitations increasing the maximum allowable height from sixty (60) feet to eighty (80) feet, not to include architectural screening features and antenna structures. • The property is outside the Runway Protection Zone but lies within the airport's pattern airspace, the Federal Aviation Regulation Part 77 protected airspace surfaces and the horizontal and instrument approach surfaces The prime objectives of the FAA are to promote air safety and the efficient use of the navigable airspace and. To accomplish this, aeronautical studies are conducted based on information provided by proponents on an FAA Form 7460-1, Notice of Proposed Construction or Alteration. Prior to approving any proposed structures by the County of Frederick a Determination of No Effect from the FAA would need to be performed for each proposed structure in accordance with Title 14 of the Code of Federal Regulations (14 CFR) Part 77. The concern by the FAA, the Virginia Department of Aviation and the Winchester Regional Airport Authority is the potential for future obstructions which could adversely affect the safety, efficiency or utility of the Airport. Determination of any impact to the navigable airspace of the Winchester Regional Airport by the requested modification to increase the max height allowance on the property must include and apply to any and all appurtenances such as architectural screening features, antenna structures, rooftop green -space, rooftop amenities, towers, etc. Winchester Regional Airport is a vital link in the National Air Transportation System used by private citizens, commercial charter users, commercial aircraft, businesses and industries throughout the region to transport people and goods around the world. The system of airports in the Commonwealth provides numerous critical services to enhance the quality of life, health, safety and welfare of Virginia citizens. The Winchester Regional Airport Authority cannot support high density residential development within close proximity of the airport. Development of land uses that are not compatible with airports and aircraft noise is a growing concern across the country. We also recognize the need to allow progress within the County of Frederick and the ability for land owners to propose what they feel best fits their needs however we must try to protect the future viability of the Winchester Regional Airport. Thank you for giving this your consideration and should you have questions, please contact my office. Sincerely, Qv-�� F-" MQJ)\,4 Serena R. Manuel Executive Director Cc: Mark K. Flynn, WRAA Legal Counsel Chad Carper, FAAMADO Scott Denny, VDOA 151 Windy Hill Lane GREENWAY Winchester, VA 22602 ENGINEERING October 23, 2015 Frederick County Planning Department Attn: Mike Ruddy, Deputy Director 107 North Kent Street Winchester, VA 22601 RE: Heritage Commons Rezoning — Review Agencies Comment Response Letter Dear Mike: The purpose of this letter is to provide you with a comprehensive comment response letter that addresses the Heritage Commons Rezoning comments received from the various review agencies. The comprehensive comment response letter is structured to provide for the specific review agency, the date the comment was received, and information pertaining to each review comment. This information is intended to explain how specific comments have been addressed by the rezoning application or advise why the specific comment was not included in the proffered development program for Heritage Commons. Frederick County Fire Marshal — Comment dated September 18, 2015 •3 Rezoning Approved. Frederick County Sanitation Authority — Comment dated September 21, 2015 ❖ The parcel is in the water and sewer service area served by FCSA. Water and sewer service is available within a reasonable distance from. the parcel. Sewer treatment capacity is available at the waste water t•eatnent plant. A technical analysis of the water and sewer system will need to be petfortned by the Applicant prior to development on. the parcel. COMMENT RESPONSE: Agreed. Frederick -Winchester Service Authority — Comment dated September 22, 2015 No comments regarding wastewater treatment capacity. Engineers Surveyors Planners Carvironmemal Scientists Laboratory Telephone 5,10-662-4185 Fax 540-722-9528 www.grecnwaycng.com Project #3701 HC/EA W City of Winchester Public Services — Comment dated September 22, 2015 The City's Public Services Department is very supportive of the regional transportation component, which will serve as a vital facility to help nr.eet the fixture traffic demands of the community as continued growth occurs. Frederick County Public Works — Comment dated September 25, 2015 •:• Clarify the discrepancy between the phasing plan. inodification.. and the phasing plan in the proffer statement. COMMENT RESPONSE: The phasing plan that is specific to the Modification #9 in the proffered Design Modification Document is to eliminate this as an element of the Master Development Plan that will be required subsequent to rezoning approval. The proffer statement does not provide a proposed phasing plan for Heritage Commons; however, it does commit to a specific amount of commercial land use that will develop during the residential buildout for the project. The project's close proximity to the airport will require FFA review in determining maximum height allowances based on. the 80' maximum height allowance specified in Modification #10. COMMENT RESPONSE: The Applicant has met with the Winchester Regional Airport (WRA) Director and has obtained maximum height allowances for the horizontal zone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons site and determined a high elevation of 747' msl. The horizontal zone approach surfaces associated with WRA Runway 14 demonstrates an elevation of 876' msl closest to the project. This information demonstrates that the development of structures in Heritage Commons with a maximum height of 80' will not impact horizontal zone approach surfaces associated with WRA Runway 14. An exhibit has been prepared that delineates this information, which is part of the rezoning application information that has been submitted for this project. The WRA Executive Director- has stated that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. The commercial square footage in the Impact Analysis Statement does not equal, the amount referenced in. the Proffer Statement. Indicate how this was determined. COMMENT RESPONSE: The Applicant prepared a calculation for potential commercial square footage within the hnpact Analysis Statement that considered the commercial acreage permitted within each Land Bay and utilized a 0.2 FAR, which is typical for commercial site development in the County. This information was derived to determine a potential impact to Project #3701 HC/GAw 2 water, sewer, and solid waste required of the project. The commercial square footage identified in the Proffer Statement demonstrates the amount of commercial square footage that is committed to occur at certain thresholds of residential development within the project. Heritage Commons will exceed the amount of commercial square footage identified in the Proffer Statement. Proffer Statement Section D — Phasing does not reference the development of site infrastructure. At a mLinitnum, the rezoning proposal should indicate what infrastructure will be comipleted prior to the development of each phase. COMMENT RESPONSE: Section D within the Proffer Statement is entitled Land Use Phasing Program and is intended to specify the minimum lime frame for completion of the residential land use and the minimum amount of commercial square footage that will be developed in conjunction With the residential land use. The proffered GDP identifies Regional Road Sections A and B, which will be developed as Revenue Sharing Program Projects. Section G2 of the Proffer Statement requires the Applicant to enter into a County -Managed Revenue Sharing Agreement within 30 clays of non -appealable rezoning approval and to provide the local funding match for these regional road improvements that will be designed by the County's Consulting Engineer. These regional road improvements provide the only means of access to Land Bay 1 and Land Bay 2; therefore, development within these Land Bays is dependent upon this infrastructure. Section G3 provides for a maximum development of 175 residential units and 50,000 square feet of commercial land use until Construction commences for the Section B regional road improvements. Proffer Staternen.t Section. F — Monetary Contributions for Public Schools provides an escrow account to mitigate potential impacts to schools. However, the Applicant has not provided monetary contributions for imipacts on other County Capital Facilities. Indicate if this omission Ivas an oversight or intentional. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to development specific amounts of commercial land use in conjunction with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been cleemed by Frederick County Parks and Recreation as C011111ILinity recreational amenities. The value of these fiscal commitments, including the Frederick County Public School Escrow Account, result iIl a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results usiIlg County Cost estimates and values. Therefore, the Heritage Commons project Project #3701 HC/GAW 3 neither intentionally nor unintentionally omitted monetary contributions to offset their impacts to County Capital Facilities. Section G2 of the Proffer Statement proposes that the Applicant will enter into a Revenue Sharing Agreement with Frederick County to construct the regional road system.. Frederick. County cannot approve a proposal which obligates it to Revenue Sharing when this approach may not be available at the time of construction. The Applicant should assume the total responsibility for the design. and construction of the regional road system. Frederick County cannot be obligated to provide or pursue revenue sharing projects with VDOT. COMMENT RESPONSE: The Frederick County Transportation Director and representatives from the Frederick County Public Works Department are collectively involved in a County - Managed Design Revenue Sharing Project that includes the interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the construction of the regional road improvements applicable to the Heritage Commons project. The Heritage Commons Proffer Statement provides commitments for executive of a Revenue Sharing Program Agreement with the County and for the local funding match associated with the previously approved funding for these regional road projects. The Heritage Commons Proffer- Statement does not obligate Frederick County to provide or pursue Revenue Sharing Projects for the regional road systems with VDOT as these already exist. Section G6 of the Proffer Statement refers to Revenue Sharing; therefore, delete an); reference to Revenue Sharing. COMMENT RESPONSE: Same response as above. Frederick County Parks and Recreation — Comment crated September 28, 2015 Monetary proffer appears insufficient to nwet the iunpact of the development. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to develop specific amounts of commercial land use in conjunction with the residential development program. The County's DIM Output Module demonstrates that this Commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deenlecl by Frederick County Parks and Recreation as C0111111L111Ity recreational amenities. The value of these fiscal commitments, Project 0701 HC/EA W 4 including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. •:• Parks and Recreation would like to see bicycle and pedestrian accommodation included in. the 1-81 Bridge crossing segment. COMMENT RESPONSE: The Applicant and Greenway Engineering met with the County's Consulting Engineer that is responsible for the County -Managed Design that includes the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U4D Major Collector Road system that connects to Route 522. The County's Consulting Engineer has advised that the Interstate 81 Bridge Design will include two travel lanes in each direction, a raised concrete median, and 5' pedestrian sidewalks along both sides of the bridge. The design does not propose a bicycle lane, but does provide for pedestrian accommodation. The proffered 8' asphalt pedestrian trail system should additionally serve to connect residential and commercial bays. COMMENT RESPONSE: Section F3 of the Proffer Statement has been revised to ensure that the 8' asphalt pedestrian trail system provides connectivity between the residential land uses and the adjoining commercial land uses within the same Land Bay. Parks and Recreationwould encourage arnen.ities intended for exclusive HOA use and/or intended to satisfy recreational unit requirements not be included as a proffered aunenity. COMMENT RESPONSE: The Heritage Commons project proposes the development of 645 market -rate multifamily residential units, resulting in a required recreational amenity equivalent of' 21.5 recreational units valued at $698,750. Greenway Engineering met with Frederick County Parks and Recreation to discuss the recreational amenities program and was advised that the public pedestrian and bicycle facilities would be considered as recreational amenities above the 21.5 required recreational equivalent; however, the community building, work/out fitness facility and community swimming pool would be considered as part of the 21.5 required recreational equivalent since these were specific to the Heritage Commons project. Heritage Commons recognizes this, but believes it is important to identify both recreational amenities that are associated with required recreational units; as well as recreational amenities that exceed this requirement to provide a commitment for a comprehensive recreational package that is competitive with proffered recreational programs that have been approved by the County for other projects. •*e It is the understanding of Park and Recreationthat the 10' trails are required by ordinan-ce on. all segments of major roads in the developm.en.t. Parks and Recreation strongly supports these trail segments; however, it appears listing them. in the proffer statern.ent is unnecessary. Project 113701HC/EAW 5 COMMENT RESPONSE: The County Code requires bicycle and pedestrian facilities to be constructed along roadways designated by the Comprehensive Plan. The Heritage Commons project identifies regional road improvements on the proffered Generalized Development Plan (GDP). The GDP roadway labeled as Section A is identified in the Comprehensive Plan as a U2 road section without a 10' bicycle and pedestrian facility. The Proffer Statement calls for this road section to be constructed as a U4D with a 10' bicycle and pedestrian facility. The typical section for the remaining regional road sections has been identified in the proffer statement to be consistent with the design that is being prepared by the County's Consulting Engineer. Design Modification #6 does not nieet open space requirements; however, Parks and Recreation recognizes that the proffered Buffalo Lick trail demonstrates use of this area and would support having this area represent a larger aniount of environmental area to be considered toward satisfying the 30% open space area requirement. COMMENT RESPONSE: The proposed Design Modification is intended to allow for open space sufficient for the market -rate multifamily land uses, while providing for efficiency in the development of commercial land use throughout the project. The market -rate multifamily land use sections will achieve open space through green areas surrounding the units, through indoor and outdoor recreational amenities, and through protection of the Buffalo Lick Land Bay area that will be improved with a 10' asphalt bicycle and pedestrian facility. Additionally, commercial land uses will be required to meet County Code requirements that include required green space and will also have the opportunity to provide areas such as plazas that may or may not be located outside of commercial lot areas. The proffered Land Use Matrix Table for Land Bays 1-3 demonstrates that there can be 47.96 acres of residential land use as a maximum standard. This maximum residential acreage would require approximately 14.38 acres of open space to achieve a 30% requirement. This standard can be easily achieved through the proposed Design Modification that will require 33.08 acres of open space throughout the Heritage Commons project. This modification ensures adequate open space for the residents of the project while not adversely impacting economic development acreage that will provide benefit to the Applicant and the County. City of Winchester Planning Department — Comment dated September 29, 2015 •:• No coilainents pertail?ing to Planning Department review. Frederick County Public Schools — Comment dated September 30, 2015 Cash proffers are now being offered for schools that are based on the number of students instead of the number of units. It is our understanding that at the time of complete residential occupancy that cash proffers would not be paid on the first 51 students. Project #3701 HC/GAW 6 COMMENT RESPONSE: Section E of the Proffer Statement provides for monetary contributions to mitigate potential impacts to public schools. This is accomplished through the establishment of an Escrow Account that is maintained by the County and can be drawn on if student generation numbers are in excess of specific student counts at specific levels of residential development. As an example, the first phase of residential development commits to a $3,000 payment per student once student generations exceed a total of 15 students during the construction of 175 market -rate multifamily units. Therefore, Frederick County Public Schools would receive monetary contributions at this level of the project and not be required to wait until student generation totals exceed 51 students. It is our understanding that the related $200,000 escrow account does not represent a. cap on the cash proffers. COMMENT RESPONSE: This is correct. Section El of the Proffer Statement has been amended to clarify this matter. Frederick County Public Schools estinzales that the Heritage Commons development will generate 164 students from, the construction of 645 apartment units. A detailed assessment of the estirated impact of Heritage Comni.ons on FCPS is attached with these comments. COMMENT RESPONSE: The Heritage Commons project has proffered to development specific amounts of commercial land use in conjunction with the residential development. program. The County's DIMOutput Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The FCPS calculations for capital cost per unit are based on a "residential only" project. Additionally, the Heritage Commons project is committing to significant funding in support of regional road improvements needed by the community; as well as the Frederick County Public School Escrow Account. These proffered commitments result in a positive fiscal impact for the Heritage Commons project that is estimated at $2.7M above the normal DIM "residential only" project. The Applicant has utilized County information to determine these values. Virginia Department of Transportation — Comment dated October 16, 2015 It is reconunended that language similar to the third paragraph of Section G4 of the Proffer Statement is provided for the regional road systenis identified in Section. G2 and Section G3, and the regional road right-of-way dedication identified in. Section G5 if Revenue Sharing Funds are not available for the project. COMMENT RESPONSE: The Frederick County Transportation Director and representatives from the Frederick County Public Works Department are collectively involved in a County - Managed Design Revenue Sharing Project that includes the Interstate 81 Bridge, the Dual -Lane Project #3701 HC/EAW 7 Roundabout, and a U41) Major Collector Road system that connects to Route 522. Additionally the County has secured Revenue Sharing Program Funding that will allow for the construction of the regional road improvements applicable to the Heritage Commons project. It has been confirmed by the VDOT Revenue Sharing Grant Administrator at the VDOT Richmond Central Office that this funding is still applicable and available to the projects described in this paragraph. The Heritage Commons Proffer Statement provides commitments for execution of a Revenue Sharing Program Agreement with the County and for the local funding match associated with the previously approved funding for these regional road projects. The Revenue Sharing Program Agreement requires the local match provider to provide funding in addition to the available revenue sharing funds should these be insufficient to complete the specific project. The Heritage Commons Proffer Statement does not obligate Frederick County to provide or pursue additional Revenue Sharing Projects for the regional road systems with VDOT as existing revenue sharing funds are available. Section. G6 of the Proffer Statement allows the Applicant to continue development within Land Bay 3 above the 2,550 ADT' threshold following the construction of street access that connects Land Bay 3 to the regional road system. in. Land Bay 2. This does not state who is responsible for construction if Revenue Sharing funds are not available or if the Applicant's development schedule is ahead of development of the regional road systenn by others. The Applicant should be responsible for building a full or partial typical section based on traffic projections for Land Bay 3 that exceed the 2,550 ADT threshold. COMMENT RESPONSE: Section G7 (formerly Section GC) of the Proffer Statement has been amended to require street access connecting Land Bay 3 to Land Bay 2 to be the responsibility of the Owner and/or Applicant and to ensure that the street access is designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. Additional language needs to be made to the second paragraph of Section G2, Section G3 and Section G4 of the Proffer Statement to identify intersections as providing ,full access and/or partial access commercial entrances. Potential entrance locations may in. fact be full access; however, a determination cannot be made by VDOT until site plans are submitted and reviewed to determine if VDOT Access Management requirements are met. COMMENT RESPONSE: Section G3, Section G4 and Section G5 (formerly Section G2, Section G3 and Section G4) of the Proffer Statement have been amended to state that Intersections Will provide full access and/or partial access commercial entrances into Land Bay 1 and Land Bay 2 that meet or exceed VDOT entrance spacing requirements that are in force at the time of final road design plan approval. The designation. for "Potential Entrance Location" to access Land Bay 3 fronn. US Route 522 needs to be removed. Access to Land Bay ►needs to be accomplished through a shared access Project I13701HGEAW 8 with Madison Village anal/or construction of Warrior Drive to a sufficient typical section to support the development proposed in Land Bay 3. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement identifies access to Land Bay 3 as being limited to the signalized full access entrance at Madison Village and the potential entrance location identified on the proffered GDP. The potential entrance location can be designed and constructed to meet current VDOT Spacing Standards for Partial Access Entrances to Any Type of Intersection. This current standard allows a Partial Access Entrance (right-in/right-out) to be developed a distance of 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than 50 mph. The proffered GDP has been modified to identify the general location of Land Bay 3 that could accommodate the Partial Access Entrance; as well as identify the general location of the Madison Village signalized intersection. Section G6 of the Proffer Statement needs to clarify who will be implementing improvements to the transportation system within the property that are identified by traffic studies submitted during the site plan development process. COMMENT RESPONSE: Section G7 (formerly Section G6) of the Proffer Statement has been amended to identify the Owner and/or Applicant as being responsible for implementing improvements to the transportation system within the Property that are identified by traffic studies during the site plan development process. Section G7 of the Proffer Statement should include language that requires private streets to conforni. to VDOT corner- clearance requirements before an. intersection entrance and/or street Cali be connected to the private street system. COMMENT RESPONSE: Section G8 (formerly Section G7) of the Proffer Statement has been amended to require private street design to conform to VDOT corner clearance distances that are in force at the time of final private street design plan approval before an intersection entrance and/or public street can be connected to the private street. Frederick County Transportation — Comment dated October 16, 2015 Transportation Comment Section (County Transportation Comments 1-3) A number of transportation items previously fully proffered have beenremoved or modified as follows. - First is the elimination. of $1,000,000 in. cash proffers for t'ans/)ortation that would be available for regional transportation such as the Tevis Street extension and regional improvements to the 1-81/Route 522/Route 50117 intersection. Project tt3701HC/GAW 9 Second, the construction of Warrior Drive has been replaced with right-of-way dedication. This is an important section of the County's Comprehensive Plan to put in place a regional road network to address traffic caused by new development. Its removal also appears to potentially be leaving Land Bay 3 with inadequate access. Third, the construction. of Tevis Extension to the northern, property line has been, replaced with right-of-way dedication.. Once again, this is a comprehensive planned road that fisrthers the development of the regional road network and helps to offset this new development. Its removal, combined with the removal of Warrior Drive has potential to reduce future ingress and egress points for this core portion of the development from. three to one. COMMENT RESPONSES: The previous rezoning was approved as a special taxing district that had the ability to leverage bondiIlg for regional road improvements and have the bonding debt service paid through special assessments that would be paid by property owners within the project. This funding mechanism allowed the previous developer to obtain funding for all regional road improvements within the property and offer additional funding for regional transportation improvements within the general proximity of the project. This regional transportation funding mechanism was not successful and is not an appropriate comparison to the new rezoning application, which provides private financial resources as the funding mechanism to provide the required local match for Revenue Sharing Program Funds offered by VDOT. Greenway Engineering has undertaken an analysis of the Warrior Drive regional road system and has prepared an Exhibit entitled Warrior Drive Alignment with Route 37 East that is included as information with this rezoning application. This Exhibit identifies the Warrior Drive regional road system and the various properties north of the Crosspointe Project that will require inclusion in the Comprehensive Policy Plan and in the Urban Development Area in order to accommodate this alignment. It is evident that Warrior Drive will not be a developed regional road system between Crosspointe and Heritage Commons Over the very 10179 term. The Applicant has committed to dedicate right-of-way to the County sufficient for the Warrior Drive U4D typical section from the Dual -Lane Roundabout area through the limits of the Property t0 the southern boundary In conjunction With a development trigger in Land Bay 2. This proffered right-of-way dedication does not have a reversion clause; therefore, the County will have secured the appropriate right-of-way through the Heritage Commons project for the future. The previous Proffer Statement for Heritage Commons provided for the completion of the portion of East Tevis Street Extension within the property and for a pro-rata share of the Interstate 81 Bridge with adjoining property owners that. had mutual benefit. It was determined that creating documents and agreements for a pro-rata share of the Interstate 81 Bridge would be problematic; therefore, the Heritage Commons Proffer Statement was amended to require the Applicant to be responsible for the complete local match requirement for the Interstate 81 Project #3701 HC/EA W 10 Bridge, which is a significant financial commitment. The construction of East Tevis Street to the northern property line that was previously proffered did not result in a connection to US Route 522; therefore, providing the available right-of-way for the East Tevis Street Extension is a very reasonable alternative to ensure this connection can be constructed now that the Heritage Commons Proffer Statement has guaranteed the funding necessary to complete the Interstate 81 Bridge. Staff would prefer that the language regarding Revenue Sharing Agreements for the Section A and Section B regional road systems be handled as a single agreement. Additionally, a commitment to no land development moving forward without the Revenue Sharing Agreement in. place should be provided. COMMENT RESPONSE: A new Section G2 has been created within the Proffer Statement to address this matter. Additionally, language has been incorporated into new Section G2 of the Proffer Statement that states the Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Revenue Sharing Agreement is executed. In Section G6 of the Proffer Statement, there is a note that the trip generation from. Land Bay 3 could exceed 2,550 ADT following the construction, of street access that connects Land Bay 3 to the regional road system. serving Land Bay 2. Please clarify what type of connection is envisioned. This nnay be where the reinstatement of Warrior Drive could be considered. COMMENT RESPONSE: As requested by VDOT, Section G7 (formerly Section G6) of the Proffer Statement has been amended to require street access connecting Land Bay 3 to Land Bay 2 to be the responsibility of the Owner and/or Applicant and to ensure that the street access is designed and constructed as a typical section sufficient to accommodate the traffic projections that exceed the 2,550 ADT threshold. Frederick County Planning — Comment dated October 16, 2015 General Section (Planning Comments 1 & 2) v Provide a submission fee in the amount of $25,029.50 and, a rezoning plat, including a metes and bounds descriptionof the rezoning. COMMENT RESPONSES: The applicable rezoning application fee is provided. A rezoning plat exhibit is provided that includes a metes and bounds description of the rezoning. The entire acreage is proposed to be rezoned to the R4 District; therefore, the metes and bounds description is provided for the three parcels identified in this application. Project ##3701 HC/EAW Land Use Section (Planning Comments 1-4) The 2030 Comprehensive Plan and the Senseny/Eastern. Frederick Area Plan (SEFAP) provide guidance onthe future development of the property. The property is within the UDA and SWSA. The SEFAP identifies the property as employment, commercial and high density residential land use. The SEFAP identifies the employment and commercial land uses on. the north side of Buffalo Lick Run and the high density residential on. the south side of Buffalo Lick Rum. The proffered GDP identifies three Land Bays and a. proffered Land Use Mah ix further defines land uses within the three Land Bays. Land Bay I is commercial only; Land Bay 2 contains a land use mix with the majority being residential; Land Bay 3 contains a land use mix with the majority being commercial. •3 The Applicant should address the discrepancy between the land uses identified on the proffered GDP and the proffered Land Use Matrix to a greater extent. In. particular, Land Bay 3 proposing to provide a greater amount of commercial where the SEFAP identifies higher density residential land use. The application. identifies itself as an urban. mixed use conlinercial and residential. community. It should be recognized that the proffer statement does notfully implement such a development. Urban Center designation. is envisioned to be a unore intensive, walkable urban area with a larger commercial core, higher densities, designed around a major focal point and located in close proximity to rruajor tron.sportation inji•astructure. COMMENT RESPONSES: The SEFAP identifies this geographic area of the future land use plan as employment, commercial and high density residential land use. The SEFAP was established subsequent to the 2005 Rezoning for the Russell 150 project. and the land uses identified on the north and south side of Buffalo Lick Run appear to have followed suit With the previously approved GDP for that project. The Heritage Commons GDP provides for an urban mixed use commercial and residential community that is much more integrated than the previously approved project. The proffered GDP and Land Use Matrix provide opportunities to allow for commercial and residential development to occur within Land Bays on both sides of Buffalo Lick Run, which will provide the ability for residents of Heritage Commons and Madison Village to have access to commercial land use within close proximity of their residences. The Heritage Commons Proffer Statement provides for an urban mixed use commercial and residential community. The proffered regional road network provides for commercial and residential land uses to be in close proximity of urban four -lane divided road systems that have direct access to US Route 522 South and a new Interstate 81 Bridge that provides direct access to the South Pleasant Valley Road corridor in the City of Winchester. The proffered mixed use Project #3701 HC/EAW 12 Commercial and residential within the Land Bays and Land Use Matrix Table provides for a development that is 2/3 commercial and employment and 1/3 residential in development acreage. The proffered Land Use Matrix provides for higher density residential that exceeds 13 dwelling units per acre for the residential development acreage. The proffered mix of commercial and residential land uses within Land Bay 2 and Land Bay 3 provide opportunities for integrated design that allows for walkable community design. Therefore, the Heritage Commons Proffer Statement fully implements an urban mixed use commercial and residential C01111111111Ity. Impact Analysis and Proffer Statements Section (Planning Comments 1-20) (Planning Conntnents 1-2) The proffer statement should seek to link transportation inprovements that are developer obligations to the land use plan, to a greater extent. Section G2 of the proffer statement limited development to 175 residential units and 50,000 square feet of commercial land use until the Section B Regional Road improvements commence. The proffer statennen.t should be clearer in linking locations of land use to transportations improvements. The possibility would appear to exist that the initial development phase could occur without any improvements being in. place. COMMENT RESPONSE: Section G3 (formerly Section G2) of the Proffer Statement has been amended t0 ensure that the residential and commercial development identified in the above comment is served by the Section A regional road system. Subsequent to rezoning approval, the Applicant will be required to submit a Master Development Plan for the Heritage Commons project area, which will further identify information associated with t11e land use plan and transportation. Section G3 and Section G4 (formerly Section G2 and ,Section G3) of the Proffer Statement describe the requirements for construction of the complete Section A and Section B regional road system. Section G3 and Section G7 (formerly Section G2 and Section G6) of the Proffer Statement are specific to the amount of residential and commercial development that can be developed initially; therefore, the Section A and Section B regional road systems identified on the proffered GDP will be completed well in advance of the residential and commercial land development program for the Heritage Commons project. (Planning Conntnent 3) The Board of Supervisors should ultimately determine if revenue sharing is the appropriate inechanistn to be the foundation to implement transportation improvements associated with this request and property. COMMENT RESPONSE: Agreed. (Planning Comments 4-5) The Applicant has proffered to enter into revenue sharing agreennents for the regional road systems identified on. the GDP within 30 days of non - appealable rezoning approval. It should be clear that development would not occur in. some form of statement, rather than inaction of the proffer commihnents. Staff would suggest an Project #3701 HC/GA W 13 additional proffer that would restrict development without an executed revenue sharing agreement between. the County and the Applicant. COMMENT RESPONSE: The County Transportation Director has requested an amendment to the proffer statement to provide for a single Revenue Sharing Agreement; therefore, a new Section G2 has been created to address this matter. Additionally, language has been incorporated into new Section G2 of the Proffer Statement that states the Owner and/or Applicant shall not be permitted to commence development activities on the Property until the Revenue Sharing Agreement is executed. s• (Planning Comment G) Warrior Drive is a key component of the County's primary regional road system, identified in. the Comprehensive Planand is located on the property. This application should fully recognize Warrior Drive and implem.en.t its construction. COMMENT RESPONSE: Greenway Engineering has undertaken an analysis of the Warrior Drive regional road system and has prepared an Exhibit entitled Warrior Drive Alignment with Route 37 East that is included as information with this rezoning application. This Exhibit identifies the Warrior Drive regional road system and the various properties north of the Crosspointe Project that will require inclusion in the Comprehensive Policy Plan and in the Urban Development Area in order to accommodate this alignment. It is evident that Warrior Drive will not be a developed regional road system between Crosspointe and Heritage Commons over the very long term. This matter has been discussed with VDOT and there is not an opportunity to have the section of Warrior Drive within Heritage Commons qualify for revenue sharing assistance due to the lack of connectivity. Additionally, VDOT has not provided an indication that they would be supportive of accepting the section of Warrior Drive within Heritage Commons as a state maintained road, as it is evident that this will be a road to nowhere over the very long term. The inability to have this section of Warrior Drive accepted for maintenance by VDOT Would require the Applicant to be subjected to a significant maintenance bond over the very long term. Conversely, if VDOT would actually accept this section of Warrior Drive, they would be directing maintenance funding away from other road systems that provided benefit to the public. The Applicant has committed to dedicate right-of-way to the County sufficient for the Warrior Drive U41) typical section from the Dual -Lane Roundabout area through the limits of the Property to the southern boundary in conjunction with a development trigger in Land Bay 2. This proffered right-of-way dedication does not have a reversion clause; therefore, the County will have secured the appropriate right-of-way through the Heritage Commons project for the future. (Planning Comment 7) Airport Road between. Route 522 and Warrior Drive/I'evis Street roundabout is currently proffered as a U4D, the TIA originally related to the rezoning of the Project 113701 HC/EAW 14 property further supported this standard and the trips discussed in this current application remain significant. A U4D would still appear to be warranted by this development. Therefore, credit towards its implementation based on. its collector road designation on. the Comprehensive Plan may not be appropriate. COMMENT RESPONSE: The Comprehensive Plan identifies the section of road between Route 522 and the Warrior Drive/Tevis Street roundabout as a U2 Urban Two -Lane Road system. The Traffic Impact Analysis (TIA) for the Russell Farm Rezoning identified a Build - Out Lane Geometry and Levels of Service Exhibit (Figure 9), which is a requirement of any TIA submitted for review by VDOT and the County. The Build -Out Lane Geometry and Levels of Service Exhibit identifies the section of road between Route 522 and the Warrior Drive as a single travel lane with a separated left turn lane and a shared thru-right turn lane at the intersection with Route 522. The Heritage Commons Proffer Statement limits traffic generation from development within the project at 20,000 ADT (which is 3,000 ADT less than the traffic generation identified in the Russell Farm TIA) ail(] then requires traffic studies to be submitted in conjunction with site plans that exceed the 20,000 ADT threshold. The Heritage Commons Proffer Statement expands the U2 Urban Two -Lane Road section between Route 522 and the Warrior Drive/Tevis Street roundabout identified by the Comprehensive Plan and by the Russell Farm TIA to a U41) Urban Four -Lane Divided Collector. Therefore, it is appropriate to assume credit towards the implementation of this road system. •3 (Planning Comment 8) It mnay be a preferred approach if there was at least a public street providing access in. Land Bay 3 front. the existing public street in. the adjacent Madison. Village project to the future Warrior Drive. In addition, consider a public street froin the road just mentioned to the road identified as Section A that would provide inter parcel access over Buffalo Lick Run. Currently, only public streets and utilities are allowed to cross such wetlands, natural waterways, and riparian buffets. COMMENT RESPONSE: Section 4e of the Madison Village Proffer Statement requires a public road connection to the Heritage Common project. At a minimum, this connection will be extended to the Heritage Commons project as a public road. However, the Applicant may choose to continue this public road if future land use dictates this type of road. Section G7 (formerly Section G6) of the Heritage Commons Proffer Statement requires the Applicant to construct street access from Land Bay 3 to the regional road system serving Land Bay 2 before land development activities in Land Bay 3 exceed a 2,550 ADT threshold. Therefore, the road connection between Land Bay 3 and Land Bay 2 Would require a crossing over Buffalo Lick Run. The Frederick County Code states that access to a property or roads are allowed to cross such wetlands, natural Waterways, and riparian buffers. This Chapter of the Frederick County Code defines Road and Street as a street dedicated to, or owned by, Frederick County or VDOT; also privately owned rights -of -way which serve as the principal means of access to more than one property. Therefore, a public or private road or street would be permitted to cross Buffalo Lick Run to serve as access between Land Bay 3 and Land Bay 2. Project #37011IC/GAW 15 (Planning Con nient 9) The entrance directly onto Route 522 should be removed as it is located in. relative close proximity to the recently approved entrance for the Madison. Village project and just south of the main project access at Aitl)ort Road. The land use plan for this area supports minimizing entrances along Route 522. COMMENT RESPONSE: The potential entrance location can be designed and constructed to meet current VDOT Spacing Standards for Partial Access Entrances to Any Type of Intersection. This current standard allows a Partial Access Entrance (right-in/right-out) to be developed a distance of 495' from a full access signalized intersection along a Principal Arterial (US Front Royal Pike) with a speed limit equal to or greater than 50 mph. The proffered GDP has been modified to identify the general location of' Land Bay 3 that could accommodate the Partial Access Entrance; as well as identify the general location of the Madison Village signalized intersection. The correct placement of partial access entrances assists with the overall capacity and function of a full access intersection and provides efficiencies for the road network. (Planning Comment 10) The application has proposed an. alternative approach to addressing the impacts to Community Facilities. The Board should ultimately determine if such, an approach is appropriate. COMMENT RESPONSE: Agreed. (Planning Comments 11-13) Schools are one component of the DIM. The potential impacts to other comnnun.ity facilities should be addressed. The Application should clarify the credit you would like to receive for the reduction in the proffers from. that identified in the DIM. It would appear that the negative fiscal intpacts associated with the residetatial uses proposed on the property have not beenn satisfactorily addressed. COMMENT RESPONSE: The Heritage Commons project is responsible for funding the local match requirement for the Revenue Sharing Program projects that will result in the construction of the Interstate 81 Bridge, the Dual -Lane Roundabout, and a U41) Major Collector Road system that connects to Route 522, which is a significant regional road improvement project for the community. Additionally, the Heritage Commons project has proffered to development specific amounts of commercial land use in conlunctlon with the residential development program. The County's DIM Output Module demonstrates that this commitment for commercial development provides a significant reduction in normal impacts to County Capital Facilities above a typical "residential only" project. The Heritage Commons project proffers to develop 10' asphalt pedestrian and bicycle public facilities that have been deemed by Frederick County Parks and Recreation as community recreational amenities. The value of these fiscal commitments, including the Frederick County Public School Escrow Account, result in a positive fiscal impact for the Heritage Commons that is estimated at $2.7M above the normal DIM results using County cost estimates and values. Project #3701FIC/EAW 16 (Planning Comment 14) Please clarify if the number of residential units proposed includes those that may be included within the modified residential units incorporated into the commercial project. COMMENT RESPONSE: Section C3 of the Proffer Statement has been amended to limit residential land use development within the Property to a maximum of 645 market rate multi- family units, which is inclusive of market rate multi -family residential/commercial land uses withiII the Same Structure. (Planning Comment 15) Please correct the rezoning number in the proffer statement to ultimately recognize this new, substantially different application. COMMENT RESPONSE: The General Information and Preliminary Matters portions of the Proffer Statement have been amended to allow for the assignment of a new Rezoning Application Number by the County. (Planning Comment 16) Should the original date of the proffers be the current date associated with this request for the R4 District rather than the original rezoning date for the Russell 150 project? COMMENT RESPONSE: The General Information portion of the Proffer Statement and the headers associated with each page of the Proffer Statement have been amended to identify the original date of the Proffer Statement as May 20, 2015. This will remain as suggested unless otherwise specified by the County Attorney. (Planning Comment 17) The RA portion. of the property should be included in the preliminary matters section of the proffer statement. COMMENT RESPONSE: The Preliminary Matters portions of the Proffer Statement has been amended to include information pertaining to the RA District portion of the property. •3 (Planning Comment 18) The proffer statement includes language describing market rate residential land uses. The Board has typically recognized residential uses by housing type rather than. by a particular style. Staff would suggest removing the market rate nomenclature, or alternately, providing in.ore detail in the definition of market rate so that the County can better administer this proffer should it become a.. issue. COMMENT RESPONSE: Section Cl of the Proffer Statement has been amended to expand upon the definition of market rate multi -family residential land use to exclude subsidized housing units so that the County can better administer this proffer. The Applicants believe it is important to maintain this nomenclature to guarantee and demonstrate a high quality multi- family product throughout the Heritage Commons project. Project #3701 HC/GAW 17 (Planning Comment 19) Please identify why an eight foot wide trail is being proffered rather than the typical standard of 10 feet. COMMENT RESPONSE: The comments provided by Frederick County Parks and Recreation did not identify the 8-foot wide asphalt trail within the residential portions of the project that will provide connectivity to the adjoining commercial land uses as being substandard. (Planning Cornnaent 20) Please clarify why the escalation clause has been. removed from the proffer statement. COMMENT RESPONSE: Neither the Applicant's May 20, 2015 Proffer Statement or the September 25, 2015 Proffer- Statement contained language that proffered an escalation clause. It is unclear what Section of the Proffer Statement would necessitate an escalation clause as the Applicant is responsible for the complete local funding match associated with the construction of the Section A and Section B regional road system improvements that are identified on the proffered GDP and further described in Section G of the Proffer Statement. Winchester Regional Airport — Comment dated October 21, 2015 (WRA Comment I) The parcel is located within close proximity and immediately under the traffic pattern of WRA. Residential development adjacent to, or under, a flight path used regularly by aircraft is subject to aircraft noise. As the airport continues to expand services and operations, interactions between aircraft operations and residents are likely to increase. To ensure that potential buyers and tenants are made aware of the airport's existence and aircraft noise and fly -over potential, the County should work with the developer for at proffer provision that will give written notice to future property owners or tenants of this potential throughh a disclosure statement as a covenant in their property deed or a statement within their rental lease agreement. As a condition of approval for the Heritage Commons rezoning, WRA requests the owner provide information in the Proffer Statement and Design Modification for noise attenuation in all proposed structures on the property; written notice of the airport's proximity to the property and aviation. uses in every deed and/or lease; execute an avigation easement with WRA over the property; and use lighting features that will not create light pollution and hazard to aircraft pilots. COMMENT RESPONSE: Section H1 of the Heritage Commons Proffer Statement provides language for the provision of information in sales literature, property deeds and lease agreements for the market rate multi -family units that identifies the Winchester Regional Airport facility location and flight pattern in proximity to the Property. Greenway Engineering has met with the WRA Executive Director to determine if FFA, VDA and/or WRA has Project #3701 HC/GAW 18 information that identifies specific building materials above normal Building Code standards that would promote noise attenuation in structures. Tile WRA Executive Director was not aware of this information and advised that a request would be made to FFA and VDA to determine if this information is available. This information would need to be determined before commitments could be made for this recommendation. The WRA Executive Director has advised that WRA will require all site plans within the Heritage Commons project to be submitted to FFA for review in compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. Therefore, FFA compliance for structural heights, appurtenance heights, lighting, and other development matters subject to FFA review will be accomplished to ensure safe operations for WRA aircraft. (WRA Comment 2) WRA is very concerned with the request to increase maximum. allowable height from. 60' to 80', not to include architectural screening and antenna structures. WRA will require each structure developed in. Heritage Commons to be subject to FFA review to provide a determination that the structures will not impact the WRA navigable airspace. COMMENT RESPONSE: Greenway Engineering has met with the Winchester Regional Airport (WRA) Director and has obtained maximum height allowances for the horizontal zone approach surfaces associated with WRA Runway 14, which is the closest approach to the Heritage Commons project. The WRA Consulting Engineer utilized topography for the Heritage Commons site and determined a high elevation of 747' msl. The horizontal zone approach Surfaces associated with WRA Runway 14 demonstrates an elevation of 876' msl closest to the project. This information demonstrates that the development of structures in Heritage Commons With a I1laxii11L1111 height of 80' will not impact horizontal zone approach surfaces associated with WRA Runway 14. An exhibit has been prepared that delineates this information, Which IS part of the rezoning application information that has been submitted for this project. The WRA Executive Director has stated that WRA will require all Site plans Within the Heritage Commons project to be Submitted to FFA for review In compliance with FFA Form 7460-1 to ensure compliance with safe operations at WRA, which is appropriate and acceptable to the Applicant. Please advise me if you have any questions regarding this information or If there Is any additional information that is necessary pertaining to these comments. Sincerely, Evan Wyatt, Director of Land Planning Greenway Engineering, Inc. Project #3701 HC/EAW 19 00 •i HERITAGE COMMONS LLC 8229 BOONE BLVD SUITE #630 VIENNA, VA 22182 1001 68.54/514 7491 5894650299 yam Pay to the /JA }� t i� (� �} n Order of 0 �1��(� mWells fa,p B]nVIA sln9lnib .cllslar90 com For w 1:0514005491: 51394650 29911s 0 100 1 GREENWAY ENGINEERING 151 Windy Hill Lane Founded in 1971 Winchester, Virginia 22602 TRANSMITTAL Project Name: Heritage Commons Rezoning Application File No: 3701 HC Date: Fri, Oct 23, 2015 To: FC PlanninL, From: Evan Wyatt Attn: Mike Ruddy GREENWAY ENGINEERING Copied Phone: 540-662-4185 Fax: 540-722-9528 Delivery: ❑ Fed Ex ❑ U.S. Mail Courier ❑ Pick Up ❑l Other Urgent F For Your Review ❑ As You Requested ,/ Please Comment Message Hi Mike, Please find enclosed a the Heritage Commons Rezoning Application Filing Packet for acceptance by the County. I have also enclosed an additonal copy of the filing packet and a CD with PDFs of all required information for your use. I appreciate your efforts in working with us to make this filing data for the November Planning Commission and Deecember Board of Supervisors public hearing process. Thank you, Evan Hand Delivery and Pick Ups Only: Received by: Please Print N 00 *0 Document Approval Form �j15 PLEASE REVIEW THE ATTACHED DOCUMENT. IF THIS DOCUMENT MEETS YOUR APPROVAL PLEASE INITIAL AND PROVIDE THE DATE AND TIME OF YOUR APPROVAL. IF THIS DOCUMENT DOES NOT MEET YOUR APPROVAL, PLEASE PROVIDE COMMENTS AS TO JfW 4 T YOU WOULD LIKE TO HA VE COMPLETED. Initials Date & Time Candice Mark Dave Eric Mike / o z 3 / S John COMMENTS: W / c—kc-c-- k— Received by Clerical Staff (Date & Time (S:Office on BlackboxTorms\Document Approval Form — 12/27/13)