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HomeMy WebLinkAbout21-06 Proffer StatementAMENDMENT Action: PLANNING COMMISSION: February 7, 2007 - Recommended Approval BOARD OF SUPERVISORS: February 28,'2007 Q APPROVED ❑ DENIED AN ORDINANCE AMENDING THE ZONING DISTRICT MAP REZONING #21 -06 OF WILLOW RUN WHEREAS, Rezoning #21 -06 of Willow Run, submitted by Greenway Engineering, to rezone 359.97 acres from RA (Rural Areas) District to R4 (Residential Planned Community) District, with proffers, for commercial land uses and up to 1,390 residential units, was considered,. The properties are located east of Route 37 and Merriman's Lane (Route 621), north of Cedar Creek Grade (Route 622), south and west of the City of Winchester, in the Shawnee Magisterial District, and are identified by Property Identification Numbers 53 -A -90, 53 -A -91, 53 -A -92, 53- A -92A; 53- A -92B, 53 -A -94, 53 -3 -A, and 63 -A -2A. WHEREAS, the R4 District requires a Master Development Plan to be submitted as a condition proffered with the rezoning and the applicant has included MDP 415 -06 in the proffer statement; and WHEREAS, the applicant has requested seven modifications to the R4 District covering the Master Development Plan, Permitted Uses, Mixture of Housing Unit Types Required, Commercial and Industrial Areas, Buffers and Screening, Road Access and Dimensional Requirements; and WHEREAS, the Planning Commission held a public hearing on this rezoning on February 7, 2007; and WHEREAS, the Board of Supervisors held a public hearing on this rezoning on February 28, 2007; and WHEREAS, the Frederick County Board of Supervisors finds the approval of this rezoning, including Master Development Plan 415 -06 and the seven modifications, to be in the best interest of the public health, safety, welfare, and in conformance with the Comprehensive Policy Plan; PDRes # 14 -07 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 change 359.97 acres from RA (Rural Areas) District to R4 (Residential Planned Community) District for commercial land uses and up to 1,390 residential units, as described by the application and plat submitted, subject to the attached conditions, including Master Development Plan #15 -06, voluntarily proffered in writing by the applicant and the property owner. This ordinance shall be in effect on the date of adoption. Passed this 28th day of February, 2007 by the following recorded vote: Richard C. Shickle, Chairman Aye Barbara E. Van Osten Aye Gary Dove Aye Bill M. Ewing Aye Gene E. Fisher Aye Charles S. DeHaven, Jr. taay Philip A. Lemieux Aye A COPY ATTEST Q2�4( Johw. V4ey, A. Frederick County Administrator PDRes # 14 -07 Grcenway Engineering 0 September 1, 2005 • I Revised November 4. 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26. 2006 Revised October 24, 2006 F E g 2 1 2007 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 Revised February 12, 2007 WILLOW RUN TRADITIONAL NEIGHBORHOOD DEVELOPMENT PROFFER STATEMENT REZONING: RZ# 16 -05 Rural Areas (RA) District to Residential Planned Community (R4) District (359.97± acres) PROPERTY: 359.97± -acres (here -in after the "PROPERTY ") Tax Map Parcels 53- ((A)) -90; 53- ((A)) -91: 53- ((A)) -92; 53- ((A))- 92A; 53- ((A)) -92B; 53- ((A)) -94; 53- ((3)) -A & 63- ((A)) -2A RECORD OWNER: Willow Grove L.C.; 740 LLC; 750 LLC; Miller and Smith at Willow Run L.L.C.; Greystone Properties, LLC APPLICANT: Willow Grove L.C.; 740 LLC; 750 LLC; Miller and Smith at Willow Run L.L.C.; Greystone Properties. LLC PROJECT NAME: WILLOW RUN ORIGINALDATE September 1, 2005 OF PROFFERS: REVISION DATE: November 4, 2005; November 30, 2005; May 18, 2006; June 27, 2006; September 26. 2006; October 24, 2006; November 18, 2006; December 11, 2006; January 4, 2007; February 12, 2007 Preliminary Matters Pursuant to Section 15.2 -2296 et. seq. of the Code of Virginia, (1950, as amended), (the "Code ") and the provisions of the Frederick County Zoning Ordinance (the "Ordinance ") with respect to conditional zoning, the undersigned Applicants (as hereinafter defined) hereby proffer that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #16 -05 for the rezoning of 359.97± acres from the Rural Areas (RA) District to Residential Planned Community (R4) District, development of the subject 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 Applicants (as hereinafter defined) and File #3800WG/2006 TND REZONING /EAW Greenway Engineering September 1, 2005 2 Revised November 4. 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 j Revised September 26, 2006 1 U C p �7��� Revised October 24, 2006 I L G Revised November 18. 2006 Revised December 11, 2006 L Revised January 4. 2007 Revised February 12. 2007 such be approved by the Frederick County Board of Supervisors in accordance with the said Code and Ordinance. to the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and shall have no binding effect whatsoever. Upon approval of such rezoning, these proffers shall be binding upon the Applicants (as hereinafter defined) and their successors and assigns. The subject property, identified as Willow Run, and more particularly described as the lands owned by Willow Grove L.C., 740 LLC, 750 LLC, Miller and Smith at Willow Run, L.L.C., and Greystone Properties, LLC, (the "Applicants ") being all of Tax Map Parcels 53- ((A)) -90, 53- ((A)) -91, 53- ((A)) -92, 53- ((A)) -92A, 53- ((A)) -92B, 53- ((A)) -94, 53- ((3)) -A and 63- ((A)) -2A; and further as shown on the Final Plat for Boundary Line Adjustment Between the Lands of Willow Grove L.C. and Miller and Smith at Willow Run, L.L.C., prepared by Marsh & Legge Land Surveyors, P.L.C. dated April 27, 2004, together with the Deed for Greystone Properties, LLC, from Pembroke Cove Properties, L.L.C. , recorded as Instrument # 030024683 and containing an attached plat prepared by Marsh & Legge Land Surveyors, P.L.C. recorded in Deed Book 886 Page 447 and an attached plat prepared by Lee A. Ebert, C.L.S. recorded in Deed Book 543 Page 247, together with the Deed for Miller and Smith at Willow Run, L.L.C., from Melco, Inc., recorded as Instrument # 040017302 (collectively, the "Property "). PROFFER STATEMENT A.) Residential Land Use The Applicants hereby proffer to limit the total number of residential units to 1,390 dwelling units, exclusive of the existing residential units on the subject properties. 2. The Applicants hereby proffer to limit the number of residential building permits to a maximum of 200 building permits during each calendar year until the buildout of Willow Run, exclusive of age - restricted residential units and model homes. The Applicants shall be permitted to carry forward up to a maximum of 100 residential building permits that are not obtained during each calendar year to the ensuing calendar year; however, in no case shall the number of residential building permits, including age - restricted residential units, exceed a total of 300 issued in any calendar year. File #3800WG/2006 TND REZONING /EAW Greenway Engineering September I, 2005 Revised November 4. 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January4, 2007 Revised February 12, 2007 • 3 F F 3 ? 1 in47 3. The Applicants hereby proffer to provide for a mixture of housing types within Willow Run consistent with the minimum and maximum percentages and permitted housing types identified in the Willow Run Residential Unit Matrix as set forth below: Willow Run Residential Unit Matrix Category Minimum Maximum Housing Types Permitted of Units % of Units Single - Family 20% 35% RP District SFD; 35' SFD lot; 45' SFD Detached lot; 55' SFD lot Single - Family 20% 40% Duplex; Multiplex; Atrium House; Attached Weak -Link Townhouse; Townhouse Multifamily 20 % 30% Condominium; Apartments; Residential Above Commercial Age- Restricted 5% 20% Single - Family Small Lot; Duplex; Multiplex 4. The Applicants hereby proffer to develop age - restricted dwelling units within Willow Run, the total number of which shall fall within a 5% minimum to 20% maximum range of the total number of residential units. Except to the extent otherwise prohibited by the Virginia Fair Housing Law, the Federal Fair Housing Law, and other applicable federal, state, or local legal requirements, any dwelling unit within the portions of the Property identified as age- restricted housing shall be restricted to housing for older persons as defined in Va. Code Ann. § 36 -96.7, or a surviving spouse not so qualifying. No person under 19 years of age shall be permitted to be regularly domiciled or to reside permanently therein. The restriction provided for herein shall also be in the form of a restrictive covenant with respect to the residential portion of the Property designated as age - restricted, and any Property File N3800WG/2006 TND REZONING /EAW 5. The Applicants hereby proffer to provide a double row of evergreen trees between the southern most residential structure and Cedar Creek Grade to minimize viewshed impacts from the Homespun property. The double row of evergreen trees shall be planted on 10 -foot centers and shall be a minimum of four feet in height when planted. These trees shall be planted in conjunction with the improvements specified in Section D(10) of this Proffer Statement. 6. The Applicants hereby proffer to conduct a Phase 1 Archaeological Assessment of the Penbrook Cove farmstead ( #34 -1236) area located within proposed age - restricted portion of the Property. The Phase I Archaeological Assessment will be conducted prior to approval of the Subdivision Design Plan for the age - restricted community and will be in conformance with Virginia Department of Historic Resource standards. The Applicants will utilize this information for display within the age - restricted community center building for the benefit of the residents of the age - restricted community. B.) Commercial Land Use The Applicants hereby proffer to designate a commercial center area and neighborhood commercial area along the Jubal Early Drive corridor as delineated on the proffered Willow Run Master Development Plan. The commercial center area and neighborhood commercial area shall be a minimum of 32.4 acres, which constitutes 9% of the targeted 10% total commercial area specified by Ordinance. The Applicants proffer to apply for a rezoning of the Merriman's Lane (Route 62 1) right -of -way within 6 months of abandonment by VDOT. This land area will be merged and absorbed into the commercial center area following rezoning approval. The Applicants proffer of right -of- way dedication for the new Route 37 /Juba) Early Drive interchange shall not count towards the total commercial acreage; however, should additional right -of -way for said interchange be needed in the future, the Applicants shall not be required to provide additional commercial acreage. File #3800WG/2006 TND REZONING /EAW Greenway Engineering September I, 2005 _ _ - 4 Revised November 4,2005 _ F Revised November 30. 2005 , Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 FEB ^ 200' r L U C Revised October 24, 2006 ; Revised November 18, 2006 1 Revised December 11, 2006 L ' Revised January 4, 2007 Revised February 12. 2007 Owners Association (POA) or sub- assoc iations created with respect thereto shall have assigned responsibility for the enforcement and administration of the said age - restricted covenant. 5. The Applicants hereby proffer to provide a double row of evergreen trees between the southern most residential structure and Cedar Creek Grade to minimize viewshed impacts from the Homespun property. The double row of evergreen trees shall be planted on 10 -foot centers and shall be a minimum of four feet in height when planted. These trees shall be planted in conjunction with the improvements specified in Section D(10) of this Proffer Statement. 6. The Applicants hereby proffer to conduct a Phase 1 Archaeological Assessment of the Penbrook Cove farmstead ( #34 -1236) area located within proposed age - restricted portion of the Property. The Phase I Archaeological Assessment will be conducted prior to approval of the Subdivision Design Plan for the age - restricted community and will be in conformance with Virginia Department of Historic Resource standards. The Applicants will utilize this information for display within the age - restricted community center building for the benefit of the residents of the age - restricted community. B.) Commercial Land Use The Applicants hereby proffer to designate a commercial center area and neighborhood commercial area along the Jubal Early Drive corridor as delineated on the proffered Willow Run Master Development Plan. The commercial center area and neighborhood commercial area shall be a minimum of 32.4 acres, which constitutes 9% of the targeted 10% total commercial area specified by Ordinance. The Applicants proffer to apply for a rezoning of the Merriman's Lane (Route 62 1) right -of -way within 6 months of abandonment by VDOT. This land area will be merged and absorbed into the commercial center area following rezoning approval. The Applicants proffer of right -of- way dedication for the new Route 37 /Juba) Early Drive interchange shall not count towards the total commercial acreage; however, should additional right -of -way for said interchange be needed in the future, the Applicants shall not be required to provide additional commercial acreage. File #3800WG/2006 TND REZONING /EAW Gieenway Engineering • September I, 2005 Revised November 4, 2005 ` Revised November 30. 2005 Revised May 18. 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18. 2006 I 1 Revised December 11, 2006 Revised J all uary4, 2007 Revised February 12, 2007 5 F E 8 2 1 2007 2. The Applicants hereby proffer to deed a 5 -acre site to Frederick County within the commercial center area to allow for the development of an aquatic center. The Applicants shall receive recreational value credit for this acreage, which shall be the appraised value at time of dedication; however, the aquatic center shall not count towards the commercial floor space that is guaranteed in Sections B(5) and B(6). The 5 -acre site shall be available to Frederick County for a period of 5 years from the date of final non - appealable rezoning approval and shall be deeded to Frederick County within 90 days of written request by the County. if the County does not request the 5- acre site for the aquatic center within 5 years from the date of final non - appealable rezoning approval, the proffer to deed the 5 -acre site shall become null and void and the Applicants shall provide the recreational amenities specified in Section F(1) of this proffer statement. 3. The Applicants hereby proffer to utilize similar construction materials and similar development themes for all commercial development within Willow Run. The principal construction materials that are visible from the adjacent community streets shall be limited to brick, stone, artificial stone, simulated stucco, cementous siding, wood, glass, standing seam metal, dimensional shingles, or false roof systems. These construction materials shall be utilized on all building walls and rooflines. Additionally, the Applicants proffer to restrict business signs to monument style that are a maximum of 15 feet in height and to building mounted signs. Furthermore, the Applicants proffer to incorporate into the Willow Run Property Owners Association ( "POA ") Declaration or sub - association declaration provisions creating an Architectural Review Board ( "ARB ") master organization, which shall be responsible for the review and approval of all exterior construction materials for commercial development. 4. The Applicants hereby proffer to design the commercial center to ensure that no parking lots are located between the commercial buildings fronting along Jubal Early Drive and Sandyridge Boulevard (Main Street) and those street systems. This standard shall not prohibit the provision of on street parking along the public streets within the commercial center. Additionally, the Applicants proffer to provide detailed lighting plans for each commercial site plan that provides for the type of light fixture to be used and demonstrates foot - candle levels File ri3800WG/2006 TND REZONING /EAW Greenway Engineering • September I, 2005 • r - 6 Revised November 4, 2005 Revised November 30. 2005 ' Revised May 18, 2006 Revised June 27. 2006 Revised Septemher 26, 2006 F E B 2 1 2007 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 �- Revised Janueryd, 2007 Revised February 12. 2007 throughout the limits of each commercial site to ensure compliance with ordinance standards. 5. The Applicants hereby proffer to guarantee the completion of 10,000 square feet of commercial floor space prior to the issuance of the building permit for the 600 dwelling unit, exclusive of building permits for model homes. 6. The Applicants hereby proffer to guarantee the construction of an additional 10,000 square feet of commercial floor space after the issuance of the 600' building permit, but no later than the issuance of the 1,000 building permit, exclusive of building permits for model homes. 7. The Applicants hereby proffer to prohibit the following commercial land uses within Willow Run: Gasoline Service Stations and Outdoor Gasoline Pumps ➢ Exterior Boarding Kennels ➢ Electric, Gas & Other Utility Transmission and Distribution Facilities Automotive Dealers & Automotive Repair ➢ Golf Driving Ranges & Miniature Golf Courses ➢ Electrical Supplies (Wholesale) 1 Hardware, Plumbing & Heating Equipment (Wholesale) 9 Commercial Outdoor Batting Cages ➢ Adult Retail > All land uses within the B3, Industrial Transition District and Ml, Light Industrial District that are not otherwise permitted in the B2, Business General District. ➢ No individual tenant or owner shall be permitted to occupy a single floor area greater than 50,000 square feet except for grocery stores, indoor motion picture theaters, indoor amusement and recreational services and the aquatic center. C.) Master Development Plan 1. The Master Development Plan is intended to delineate the general location of all road systems including the new interchange at Route 37 using the existing bridge, Jubal Early Drive from the City of Winchester to the new interchange at Route 37, the commercial and residential main street, the location of residential and commercial development areas, the location of residential land uses, the location of File N3800WG /2006 TND REZONING /EAW Grecnway Engineering D.) September 1, 2005 Revised November 4, 2005 Revised November 30. 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised Januay 4. 2007 Revised February 12, 2007 I 7 FEB 2 1 2007 the community center park area and neighborhood park areas, and the general location of the extended Green Circle pedestrian and bicycle facility within Willow Run. The Applicants have identified elements of the Master Development Plan that are intended to be flexible that can be revised without the requirement of a conditional zoning amendment for the proffered Master Development Plan. These standards are described within Modification #1 - Master Development Plan Flexible Design Elements of the Community Design Modification Document dated February 12, 2007 submitted as a proffered document for this rezoning application, Transportation Enhancements The Applicants hereby proffer to fully fund and construct Jubal Early Drive as a four -lane divided landscaped median section, including the realignment of Meadow Branch Avenue from the current terminus in the City of Winchester to Route 37 as described in proffers D(2) — D(4). The Applicants hereby proffer to dedicate the right -of -way for Jubal Early Drive between the City of Winchester and Merriman's Lane to Frederick County prior to the issuance of the 200' building permit. Bonding for this dedicated right -of -way shall be provided during the construction phases of Jubal Early Drive specified in proffers D(2) — D(4). 2. The Applicants hereby proffer to fully fund and construct the four -lane divided landscaped median section of Jubal Early Drive from the current terminus in the City of Winchester to the second intersection identified on the proffered Master Development Plan which shall be desi tied and constructed to base pavement prior to issuance of the 300' residential building permit and bonded to ensure that the top coat of asphalt is guaranteed. 3. The Applicants hereby proffer to fully fund and construct the four -lane divided landscaped median section of Jubal Early Drive from the terminus of the completed phase at the second intersection to the first commercial center intersection identified on the proffered Master Development Plan which shall be designed and constructed to base pavement prior to issuance of 450 residential building permit and bonded to ensure that the top coat of asphalt is guaranteed. File #3800WG/2006 TND REZONING /EAW Greenway Engineering September I, 2005 8 Revised November 4. 2005 - Revised November 30, 2005 Revised May 18, 2006 Revised June 27. 2006 Revised September 26, 2006 Revised October 24, 2006 F E B 2 1 2001 Revised November 18. 2006 Revised December 11, 2006 Revised JaMouy4, 2007 t Revised February 12. 2007 4. The Applicants hereby proffer to fully fund and construct the four -lane divided landscape median section of Jubal Early Drive from terminus of the completed phase at the first commercial center intersection to the Route 37 northbound on and off ramps which shall be designed and constructed to base pavement prior to issuance of 600 residential building permit and bonded to ensure that the top coat of asphalt is guaranteed. 5. The Applicants hereby proffer to fully fund and construct the new Route 37 /Jubal Early Drive interchange northbound and southbound on and off ramps utilizing roundabout design and using the existing bridge structure. The Applicants shall commence construction of the new northbound and southbound on and off ramps within 24 months of final non - appealable rezoning approval and shall have this improvement available for public use within 60 months of final non - appealable rezoning approval or no later than the issuance of the 600 building permit, whichever occurs first. Additionally, the Applicants hereby proffer to dedicate right -of -way sufficient to allow for the construction of a two -lane roundabout on the east side of Route 37 at such time as requested by VDOT. Furthermore, the Applicants proffer to allow the developer construction dollars to be utilized as matching funds unconditionally by Frederick County for additional transportation system improvements. 6. The Applicants hereby proffer to fully fund and construct the realignment of approximately 1,000 feet of the two -lane section of Merriman's Lane (Route 621) to the north of Jubal Early Drive to create a `T" intersection, which shall be designed and constructed to base pavement prior to issuance of the 600 "' residential building permit and bonded to ensure that the top coat of asphalt is guaranteed. 7. The Applicants hereby proffer to fully fund and construct the extension of Cidermill Lane from the current terminus in the City of Winchester into the Property. The extension of Cidermill Lane shall be barricaded until the Applicants have completed the construction of Jubal Early Drive and the new Route 37 /Jubal Early Drive interchange northbound and southbound on and off ramps. The barricade for Cidermill Lane shall include a sign advising adjoining neighbors of the planned continuation of this road. File H3800WG2006 TND REZONING /EAW Greenway Engineering September I, 2005 9 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 p 2007 Revised Revised October 24, 2006 J Revised November 18, 2006 Revised December 11, 2006 l Revised January 4, 2007 Revised February 12, 2007 8. The Applicants hereby proffer to execute a signalization agreement with VDOT to fully fund traffic signalization with pedestrian actualization at the intersection of Jubal Early Drive and Meadow Branch Avenue. This traffic signal shall be installed when warranted by VDOT. 9. The Applicants hereby proffer to execute a signalization agreement with VDOT to fully fund traffic signalization with pedestrian actualization at the intersection of Jubal Early Drive and the Merriman's Lane north realignment. This traffic signal shall be installed when warranted by VDOT. 10. The Applicants hereby proffer the construction of frontage improvements along Cedar Creek Grade on the Property as demonstrated on the proffered Willow Run Cedar Creek Grade /Birchmont Drive Improvements Exhibit dated February 12, 2007. These improvements shall be installed prior to the issuance of any residential occupancy permit that is solely dependent upon this intersection for ingress and egress, exclusive of model homes, and in any event shall be installed no later than the issuance of the 200 residential permit. Additionally, the Applicants proffer to dedicate the 20 -foot right -of -way area demonstrated on the proffered Willow Run Cedar Creek Grade /Birchmont Drive Improvements Exhibit dated February 12, 2007 at such time as requested by VDOT. 11. The Applicants hereby proffer to design Birchmont Drive to provide for traffic chokers and /or chicanes at three locations along the street system. The locations of these traffic calming features shall be provided on the Subdivision Design Plan within proximity of the northern, central and southern portions of Birchmont Drive. 12. The Applicants hereby proffer to execute a signalization agreement with VDOT to fully fund traffic signalization at the intersection of Cedar Creek Grade and Birchmont Drive. This traffic signal shall be installed when warranted by VDOT. 13. The Applicants hereby proffer to fully fund and construct a connection between Cedar Creek Grade and Jubal Early Drive to base pavement using Birchmont Drive or a combination of Birchmont Drive and .Station Hill Drive by the issuance of the 200 residential building permit, exclusive of model homes. File N3800WG/2006 TND REZONING /E.4W Greenway Engineering 0 September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revisal June 27, 2006 Revised September 26. 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 Revised February 12, 2007 • 10 FEB 2 1 00 7 14. The Applicants hereby proffer to provide a monetary contribution to the City of Winchester totaling $100,000.00 to mitigate off-site transportation impacts to street intersections that will experience traffic flow degradation as a result of the development of Willow Run as indicated in the Willow Run Traffic Impact Analysis. This monetary contribution shall be provided to the City of Winchester in four annual payments of $25,000.00 each, of which, the first payment shall occur 12 months from the date of final non - appealable rezoning approval with the remaining payments being made in 12 -month increments from the date of the first payment. Said monetary contribution may be utilized as matching funds for transportation programs utilized by the City of Winchester. Evidence of these monetary contribution payments shall be provided to the Frederick County Planning Department. 15. The Applicants hereby proffer to construct all subdivision streets to the ultimate section as identified on the VDOT typical section sheet of the proffered Master Development Plan. 16. Where private alley systems are utilized within Willow Run, the Applicants hereby proffer to design and construct the private alley systems as one -way travel within a minimum 14 -foot wide easement having a minimum of 12 feet of pavement with mountable curb on each side of the pavement along the entire alleyway, and as two -way travel within a minimum 20 -foot easement having a minimum of 18 feet of pavement with mountable curb on each side of the pavement along the entire alleyway. The vertical sectional dimension of pavement thickness and compacted base thickness will meet public street pavement standards utilized by the Virginia Department of Transportation. All private alleys that intersect other private alleys at 90- degree angles or have turns at 90- degree angles shall provide for a minimum turning radius of 30 feet. The maintenance of all private alley systems shall be the responsibility of the POA or sub - associations for Willow Run. File #3800WC /2006 TND REZONING /EAW Greenway Engineering September I, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 r Revised June 27. 2006 Revised September 26, 2006 Revised October 24, 2006 FEB 2 1 2001 Revised November 18, 2006 Revised December 11, 2006 Revised January 4. 2007 Revised February 12, 2007 , E.) Monetary Contributions 1. The Applicants hereby proffer a monetary contribution for each dwelling unit that is non -age restricted in the amount of $9,078 to mitigate impacts to capital facilities as identified in the Frederick County Capital Facilities Fiscal Impact Model — Output Module prepared by the Frederick County Planning Department on July 21, 2005. This monetary contribution provides for the total fiscal impacts for non -age restricted dwelling units, as commercial fiscal credit is only given for 10,000 square feet of the 20,000 square feet of commercial land use that is guaranteed in Sections 13(5) and 13(6) of this Proffer Statement. This monetary contribution shall be provided to Frederick County at the time of building permit issuance for each non -age restricted dwelling unit. 2. The Applicants hereby proffer a monetary contribution for each age - restricted dwelling unit in the amount of $2,000.00 to mitigate impacts to all County services, exclusive of Public Schools as identified in the Frederick County Capital Facilities Fiscal Impact Model — Output Module prepared by the Frederick County Planning Department on July 21, 2005. This monetary contribution shall be provided to Frederick County at the time of building permit issuance for each age - restricted dwelling unit. 3. In addition to the monetary proffers provided for fire and rescue service as part of the proffer set forth in Section E(1) above, the Applicants hereby proffer to contribute a total of $50,000.00 to further support the Round Hill and Shawnee Volunteer Fire and Rescue Companies in Frederick County and the City of Winchester, which will provide first response service to Willow Run. The $50,000.00 monetary contribution shall be provided through separate payments of $25,000.00 to Frederick County and $25,000.00 to the City of Winchester. These payments shall be provided to each locality at the time of building permit issuance for the first residential dwelling unit within Willow Run. Additionally, the Applicants will establish a provision in the POA or sub - associations' documents, which will provide a payment of $100.00 per occupied residential unit on an annual basis to the City of Winchester for Fire and Rescue Services. This payment to the City of Winchester for Fire and Rescue Services shall continue until such at time that a new Route 37 interchange is File #3800WG1'2006 TND REZONING /EAW Greenway Engineering F.) 4. The Applicants hereby proffer to provide $1000.00 for each non -age restricted residential lot to Frederick County for the propose of site acquisition funding or school construction for the Public School system. This payment shall be provided at the time of building permit issuance for each non -age restricted residential dwelling unit within Willow Run. 5. The monetary contributions identified in the Frederick County Capital Facilities Fiscal Impact Model — Output Module prepared by the Frederick County Planning Department on July 21, 2005 shall be limited to that amount for all building permits issued for the initial 30 months following approval of the final non - appealable proffered Master Development Plan. All monetary contributions paid after the 30 -month timetable shall be adjusted every 24 months in accordance with the Urban Consumer Price Index ( "CPI -U ") published by the United States Department of Labor, subject to a cap of 4% per year, non - compounded. Communitv Recreation 1. The Applicants hereby proffer to construct a community center building that is an enclosed, year round heated facility with restrooms and a catering kitchen facility that is a minimum of 4,000 square feet in floor area, which shall count towards the active recreational amenity requirement for Willow Run. The community center building shall be bonded no later than the issuance of the 400 building permit and shall be constructed and available for use by residents of Willow Run prior to the issuance of the 600 building permit. The maintenance of the community center building shall be the responsibility of the POA or sub - associations for Willow Run. in the event that Frederick County does not acquire the 5 -acre aquatic center site specified in Section B(2) of this proffer statement, the Applicants hereby proffer to provide for an outdoor community pool facility with a combined water surface File #3800WGf2006 TND REZONING /EAW September 1, 2005 12 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 F F � {nOF Revised October 24, 2006 Revised November 18, 2006 Revised December H, 2006 Revised January 4. 2007 Revised February 12, 2007 developed at Jubal Early Drive with southbound off -ramp access. Evidence of the payments to the City of Winchester described in this section shall be provided to the Frederick County Planning Department. 4. The Applicants hereby proffer to provide $1000.00 for each non -age restricted residential lot to Frederick County for the propose of site acquisition funding or school construction for the Public School system. This payment shall be provided at the time of building permit issuance for each non -age restricted residential dwelling unit within Willow Run. 5. The monetary contributions identified in the Frederick County Capital Facilities Fiscal Impact Model — Output Module prepared by the Frederick County Planning Department on July 21, 2005 shall be limited to that amount for all building permits issued for the initial 30 months following approval of the final non - appealable proffered Master Development Plan. All monetary contributions paid after the 30 -month timetable shall be adjusted every 24 months in accordance with the Urban Consumer Price Index ( "CPI -U ") published by the United States Department of Labor, subject to a cap of 4% per year, non - compounded. Communitv Recreation 1. The Applicants hereby proffer to construct a community center building that is an enclosed, year round heated facility with restrooms and a catering kitchen facility that is a minimum of 4,000 square feet in floor area, which shall count towards the active recreational amenity requirement for Willow Run. The community center building shall be bonded no later than the issuance of the 400 building permit and shall be constructed and available for use by residents of Willow Run prior to the issuance of the 600 building permit. The maintenance of the community center building shall be the responsibility of the POA or sub - associations for Willow Run. in the event that Frederick County does not acquire the 5 -acre aquatic center site specified in Section B(2) of this proffer statement, the Applicants hereby proffer to provide for an outdoor community pool facility with a combined water surface File #3800WGf2006 TND REZONING /EAW 2. The Applicants hereby proffer to construct a community center building for the exclusive use of the age - restricted portion of Willow Run that is an enclosed, year round heated facility with restrooms and a catering kitchen facility that is a minimum of 2,000 square feet in floor area and shall count towards the active recreational amenity requirement for Willow Run. The age - restricted community center building shall be bonded in conjunction with the first Subdivision Design Plan approved for the age - restricted community and shall be constructed and available for use prior to the issuance of the building permit for the 60 age - restricted dwelling unit. The maintenance of the age- restricted community center building shall be the responsibility of the POA or sub - associations for Willow Run. 3. The Applicants hereby proffer to design and construct a public extension of the Green Circle pedestrian and bicycle facility located along the south side of Jubal Early Drive that connects the developed portion within the City of Winchester throughout the limits of the commercial center area. This public pedestrian and bicycle facility shall be 10 feet in width and have an asphalt surface, and shall count towards the active recreational amenity requirement for Willow Run. This facility shall be constructed concurrently with the adjoining sections of Jubal Early Drive as specified in Sections D(2) — D(4) of this Proffer Statement. 4. The Applicants hereby proffer to design and construct an internal pedestrian trail system, which shall count towards the active recreational amenity requirement for Willow Run. This internal pedestrian trail system shall be six feet in width and have an asphalt surface. The various segments of the internal trail system shall be bonded, the open space dedicated and constructed in conjunction with each residential section in which the trail system is located. The internal pedestrian trail system shall be private and shall be owned and maintained by the POA or sub- associations for Willow Run. A public access easement shall be established along the portion of the internal pedestrian trail system located around the 5 -acre man -made water feature and along the segment continuing south along Sandyridge Boulevard. File #3800WG /2006 TND REZONING /EAW Greenway Engineering September I, 2005 - 13 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 .. Revised June 27, 2006 Revised September 26, 2006 FE S Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revisal January 4, 2007 Revisal Februaty 12, 2007 area of 3,500 square feet, which shall be completed prior to the issuance of the 600 residential permit. 2. The Applicants hereby proffer to construct a community center building for the exclusive use of the age - restricted portion of Willow Run that is an enclosed, year round heated facility with restrooms and a catering kitchen facility that is a minimum of 2,000 square feet in floor area and shall count towards the active recreational amenity requirement for Willow Run. The age - restricted community center building shall be bonded in conjunction with the first Subdivision Design Plan approved for the age - restricted community and shall be constructed and available for use prior to the issuance of the building permit for the 60 age - restricted dwelling unit. The maintenance of the age- restricted community center building shall be the responsibility of the POA or sub - associations for Willow Run. 3. The Applicants hereby proffer to design and construct a public extension of the Green Circle pedestrian and bicycle facility located along the south side of Jubal Early Drive that connects the developed portion within the City of Winchester throughout the limits of the commercial center area. This public pedestrian and bicycle facility shall be 10 feet in width and have an asphalt surface, and shall count towards the active recreational amenity requirement for Willow Run. This facility shall be constructed concurrently with the adjoining sections of Jubal Early Drive as specified in Sections D(2) — D(4) of this Proffer Statement. 4. The Applicants hereby proffer to design and construct an internal pedestrian trail system, which shall count towards the active recreational amenity requirement for Willow Run. This internal pedestrian trail system shall be six feet in width and have an asphalt surface. The various segments of the internal trail system shall be bonded, the open space dedicated and constructed in conjunction with each residential section in which the trail system is located. The internal pedestrian trail system shall be private and shall be owned and maintained by the POA or sub- associations for Willow Run. A public access easement shall be established along the portion of the internal pedestrian trail system located around the 5 -acre man -made water feature and along the segment continuing south along Sandyridge Boulevard. File #3800WG /2006 TND REZONING /EAW Greenway Engineering September I, 2005 14 Revised November 4, 2005 Revised November 30, 2005 - Revised May 18, 2006 Revised tune 27, 2006 C C B � L 7 ���� Revised September 26, 2006 f L Revised October 24, 2006 I j Revised November 18.2006 L J Revised December 11, 2006 1 Revised January 4, 2007 Revised February 12, 2007 G.) Community Curbside Trash Collection 1. The Applicants hereby proffer to provide commercial trash pickup and waste removal service to all residential land uses and the community center facilities within Willow Run. The commercial trash pickup and waste removal service shall be established by deed covenant and shall be assigned to the POA or sub - associations at such time as identified in the legal documents setting forth the guidelines for the Willow Run POA. The commercial trash pickup and waste removal service shall remain in effect and be the responsibility of the POA or sub - association until such time as this service is provided by Frederick County or other municipal providers. H.) Creation of Property Owners Association (POA) A POA or sub - associations shall be created by the Applicants in conformity with the Virginia Property Owners' Association Act (Title 55, Chapter 26 of the Code of Virginia, 1950, as amended). The POA or sub - associations shall have title to and /or responsibility for: a. All common areas including, but not limited to, buffer areas, internal pedestrian trail systems and stormwater management facilities not otherwise dedicated to public use or maintained by commercial entities. b. Maintenance of private streets and alleyways. C. Residential curbside trash collection. d. Maintenance of community structures and facilities called for under Sections F(1) through F(4) above. 2. The Applicants hereby proffer to incorporate into the Declaration creating the Willow Run POA or sub - associations, provisions creating an Architectural Review Board ( "ARB "). The purpose of the ARB will be to review and approve all initial construction applications, and exterior additions and alterations to the existing commercial structures File #3800WG/2006 TND REZONING /EAW Grcenway Engineering I.) September 1, 2005 15 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 p Revised June 27, 2006 F � J 200/ Revised September 26, 2006 1 J Revised October 24, 2006 Revised November 18, 2006 t Revised December 11, 2006 Revised January 4, 2007 Revised February 12, 2007 and dwelling units within Willow Run to ensure that all design guidelines established by the Applicants are met, together with all such other duties and responsibilities as may be imposed by the Declaration. 3. The Applicants hereby proffer to incorporate into the Declaration creating the Willow Run POA or sub - associations, provisions establishing an assessment to be collected at the time of the initial transfer of title to any residential lot in Willow Run (whether to a builder or otherwise) as well as at the time of any subsequent transfer of title. Such sums shall be paid to the POA or sub - association, as appropriate, for use in the maintenance and upkeep of the common areas, as determined by the Board of Directors of the POA. Environmental 1. The Applicants hereby proffer to identify and delineate a developmentally sensitive area ( "DSA ") boundary on the proffered Master Development Plan. The DSA will identify the location of wetland areas. Information regarding potential impacts within the DSA and methods for mitigation will be incorporated as a component of the Subdivision Design Plans or Site Development Plans for any portion of the Property that adjoins wetland areas. 2. The Applicants hereby proffer to conduct a geotechnical analysis on all residential lots that are platted within 100 feet of the major karst feature located on tax map parcel 53- ((A)) -91 prior to the issuance of building permits for such lots. 3. The Applicants hereby proffer to provide a resource protection area ( "RPA ") buffer of 50 feet adjacent to the DSA boundary adjoining wetland areas. No portion of any residential lot will be platted within the DSA. Additionally, commercial development shall not occur within the DSA. The only disturbance that will be permitted within the DSA or the RPA adjacent to wetland areas will be for road crossing, utility crossing and pedestrian and bicycle facility crossing. 4. The Applicants hereby proffer to develop a landscaping plan as an enhancement for the wetland areas located on the south side of Jubal Early Drive and provide for the planting of all elements of the plan File #3800 W G /2006 TND REZONING /EAW Greenway Engineering • September I. 2005 • 16 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 F E 9 2 1 2001 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 t i Revised December 11, 2006 Revised January 4. 2007 -- Revised Febnmry 12, 2007 during the first favorable planting season subsequent to wetlands disturbance. The Applicants will establish language within the POA or sub- association documents which provides for the maintenance of the landscaping described above and allows the Shenandoah University Environmental Studies Department access to this area for the purpose of studying and monitoring this wetland enhancement project as an outdoor land lab educational opportunity. 5. The Applicants hereby proffer that all commercial site plans and the community center site plans submitted to Frederick County will be designed to implement Best Management Practices (`BMP ") to promote stormwater quality measures. A statement will be provided on each commercial site plan and on the community center site plans identifying the party or parties responsible for maintaining these BMP facilities as a condition of site plan approval. File ri3800WG /2006 TND REZONINGIEAW 0 F E B 2 1 2001 JJ Signatures The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. Respectfully Submitted: By: l iti, iZ - o I —/ 5/ o 7 low Grove L.� Date E E E 9 2 1 2007 Commonwealth of Virginia, \\ p D cItyounty of `lJ IM.N LAXJA To Wit: The foregoing instrument was acknowledged before me this 1( of 20 ( 1 by -JJ&16V� Notary Public My Commission Expires (1 Q J.) Signatures e conditions proffered above shall be binding upon the assigns and suc ssors in the ' terest of the Applicants who constitute the owners of the Prope In the event the Fr erick County Board of Supervisors grants this rezoning an ccepts the proffere onditions set forth in this proffer statement, the fore mg proffered conditions shallapply to the Property rezoned in addition>o6er requirements set forth in the Ordinance. 740 LLC Commonwealth of Virgir) Date The forgoing instrument was acknowledged before me this day Greenway Engineering 0 J.) Signatures September 1. 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 Revised February 12, 2007 • 18 F F S 2 1 2001 The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. r � By: II 07 N O LLC �1 J if v l Date Commonwealth of Virginia, City/ ountyof t) c")h( To Wit: The foregoing instrument was acknowledged before me this 14 of J , 20 01 by S �n mr, �k) 0 Erh JL" W • �L� Notary Public My Commission Expires �)U CU) I a -------- File 43800WG/2006 TND REZONING/F.AW ° . -" 20 My Col J.) Signatures The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. B a- 1 5 1 07 50 LLC Date MIfI Commonwealth of Virginia, 1.' CC ity County of + To Wit: ------------ - -- — _ The foregoing instrument was acknowledged before me this Igo day of ' 20[i` by I 0 0 Greenway Engineering • September I, 2005 • Revised November 4, 2005 Revised November 30, 2005 Revised May I8, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 Revised February 12, 2007 J.) Signatures 20 F E S 2 1 2007 The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. B 14 je-bmarvA,l l 2ool Miller an Sm th Willow Run L.L.C. D ee By: Miller and Tmitb, Inc., Manager By: Charles F. Stuart, Jr., Senior Vice President Commonwealth of Virginia, City / County of — 4zA:w To Wit: The foregoing instrument was acknowledged before me this day of &rOcar 200 by ' hr>_6 es .. tvarY a r. i uTV tce 1 �m5 c \� lYl 1\efn err Notary Public My Commission Expires ST -2ZO q File #3800WG/2006 TND REZONING /EAW •a 1 Greenway Engineering • September 1, 2005 • 21 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 F E B 2 1 2007 Revised November 18, 2006 Revised December 11, 2006 L Revised January 4, 2007 Revised February 12, 2007 J.) Signatures The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement; the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. Greystone Properties LLC Date Commonwealth of Virginia. Cit Count f Eredevtu To Wit: The foregoing instrument was acknowledged before me this 1 day of bnla, 20.9�L by JQwteS I U I �Li rt5, ILL Notary Public My Commission Expires Fejonyaq� 2-9 J File #3800WG/2006 TND REZONING /EAW C - •m d M91HX3 S1N3W3AO9dWl +, C 3AI901NOWHO919 / 3OV99 7133HO UVO33 ONIH33NION3 AVMN33HJ ,o®� N monlm a Q @ c l { -1 Wm HI W ° ~ W 3 W LL W 0: W . Q C AX C \ 00 i o i I I a r IN Q CL W i � \ 0 G 0 \` a W AL a l ( bvn W , \ ";• ,. I HI W Ava Cs f 0 m ---- = � a i 3NVl 341aO`_•. OWHOaiB a 0 NndS3WON 0 cc = sl W 0 N 2 W W! W W2 W > CC 2 ` < 6 N O l+IN a W 2 0 G \1 � ii I O y W {{ 1 F S �1 I 6 Z l aJ 1 la i Z W B OO s 0 LL bd O t 1 F L t z W 1 i O d m ; a H % ]� d Q G F I �' f WILLOW RUN Community Design Modification Document 9 t i :ff 1 P ri1i i Run February 12, 2007 Current Owner: Greystone Properties LLC Miller and Smith at Willow Run L.L.C. Willow Grove L.C. 740 LLC 750 LLC Contact Person: Evan Wyatt, AICP GREENWAY ENGINEERING 151 Windy Hill Lane Founded m 1871 Winchester, Virginia 22602 Telephone 540- 662 -4185 Engineers FAX 540 - 722 -9528 Surveyors www.greenwayeng.com 4 � 9 t i :ff 1 P ri1i i Run February 12, 2007 Current Owner: Greystone Properties LLC Miller and Smith at Willow Run L.L.C. Willow Grove L.C. 740 LLC 750 LLC Contact Person: Evan Wyatt, AICP GREENWAY ENGINEERING 151 Windy Hill Lane Founded m 1871 Winchester, Virginia 22602 Telephone 540- 662 -4185 Engineers FAX 540 - 722 -9528 Surveyors www.greenwayeng.com 0 0 MODIFICATION 91 § 165 -68 Rezoning Procedure — Master Development Plan Ordinance Requirement In order to have land rezoned to the R4 District, a master development plan, meeting all requirements of Article XVIII of this chapter, shall be submitted with the rezoning application. The rezoning shall be reviewed and approved following the rezoning procedures described by this chapter, including procedures for impact analysis and conditional zoning. In adopting the rezoning, the master development plan submitted will be accepted as a condition proffered for the rezoning. Alternative Design Standard In order to have land rezoned to the R4 District, a master development shall be submitted with the rezoning application. The rezoning and master development plan shall be reviewed and approved following the procedures described in Article II of this chapter. The master development plan shall be submitted as a proffered condition of the rezoning and shall serve as an overall guide for the development of the R4 District property. The following items will be considered as flexible design elements of the master development plan and will be permitted to be modified through subsequent master development plan submittals without the requirement for conditional zoning amendments as specified in § 165 -13D of this chapter. Master Development Plan Flexible Design Elements i The Proffer Statement and Community Design Modification Document may be referenced on the Master Development Plan but does not have to be included as a required information item i The scale of the Master Development Plan may exceed 1:100 provided that the information is legible at a scale acceptable to the Planning Director. ➢ A schedule and boundary of phases will not be required for the R4 District to allow for multiple product types to be developed simultaneously provided that the public and private streets and alleys serving the land uses are constructed to base pavement and bonded prior to building permit issuance. ➢ Acreages of environmental features will be provided on the initial master development plan and may be modified due to design revisions and /or development constraints provided that minimum ordinance standards are met. Acreages and percentages of disturbed and protected land in environmental features and open space may be modified due to design revisions and /or development constraints provided that minimum ordinance standards are met. Willow Run Community Design Modification Document 0 0 ➢ Acreages in housing type and road right -of -way may be modified due to design revisions and /or development constraints. ➢ The total number of dwelling units by type may be modified provided that the totals do not deviate from the minimum and maximum percentages established in the proffered Willow Run Community Residential Unit Matrix. ➢ The location and required type of recreational facilities may be modified provided that an equivalent recreational facility value is provided and the value is approved by the Parks and Recreation Director. ➢ The location of internal public and private streets and alleys that are not identified in the Comprehensive Policy Plan may be modified due to design revisions and /or development constraints. ➢ Cul -de -sac road systems may be redesigned to continue street systems into adjoining properties. ➢ The location and arrangement of street entrances, driveways and parking areas may be modified to accommodate future commercial development, design revisions and /or development constraints. ➢ The location of schematic utility layouts will be provided on the initial Master Development Plan and may be modified due to design revisions and /or development constraints. ➢ The location of additional stormwater management facilities may be provided on subsequent Subdivision Design Plans for the Willow Run Community. ➢ The road names provided on the initial Master Development Plan may be revised if the new road names are approved by the GIS Director. Justification A Master Development Plan (MDP) is intended to promote orderly and planned development and to illustrate the characteristics of the planned development and surrounding properties. Within the R4, Residential Planned Community District, the MDP is identified as a document meeting all requirements of Article XVIII that is submitted as a proffered condition of the rezoning application. Certain required design elements of the MDP will inevitably be modified throughout the development process of a community the size of Willow Run. Therefore, the ability to allow for minor revisions to the MDP for the required design elements identified above without the requirement for a rezoning amendment public hearing process is justified. Willow Run Community Design Modification Document 2 MODIFICATION #2 Ordinance Requirement L § 165 -69 Permitted Uses All uses are allowed in the R4 Residential Planned Community District that are allowed in the RP Residential Performance District. Alternative Design Standard Residential housing types other than those permitted in the RP Residential Performance District may be allowed in the R4 Residential Planned Community District. The Board of Supervisors shall have the approval authority for new residential housing types. Information describing the residential housing type, the minimum lot area, the minimum lot width, minimum yard setbacks for principal and accessory structures, maximum building heights for principal and accessory structures, and minimum on -lot parking spaces is required to be provided for review and approval by the Board of Supervisors. The dimensional standards for all permitted residential housing types shall be included as information on the proffered Master Development Plan. Justification Willow Run has been designed to provide for a complete range of housing product types in an urban landform, which is consistent with Traditional Neighborhood Development design. The residential housing products permitted in the RP Residential Performance District promote dimensional standards that are consistent with conventional suburban land form which does not lend itself towards the more compact design associated with traditional neighborhood development. The nine housing product types proposed for Willow Run creates a mix that allows for a residential market ranging from starter homes through retirement homes. Therefore, the ability to utilize these housing product types with specific dimensional requirements for all components of the developed lot is justified. Willow Run Community Design Modification Document 3 Willow Run Minimum Residential Dimensional Standards 18- Nov -O6 Greenway Engineering File#3800WG/EW /adf STREET COVERED PORCH SIDEWALK 101 COVERED PORCH RL COVERED PORCH MAN HOUSE - MAIN HOUSE a PAnO �a '4 '4 EO ,_, GARAGE L, 40' 2 0 MAIN HOUSE 0 ALLEY 100' 35' SINGLE FAMILY ALLEY LOTS N.T.S. GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, VA. 22602 Founded in 1971 TELEPHONE: (540) 662 -4185 Engineers FAX: (540) 722 -9528 Surveyors w .greenxayeng.com �a '4 '4 EO L, GARAGE GARAGE 18' BRL _ m ALLEY 100' 35' SINGLE FAMILY ALLEY LOTS N.T.S. GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, VA. 22602 Founded in 1971 TELEPHONE: (540) 662 -4185 Engineers FAX: (540) 722 -9528 Surveyors w .greenxayeng.com GREENWAY ENGINEERING 151 WINDY HQd. LANE WINCHESTER, VA. 22602 Founded in 1.971 TELEPHONE: (540) 662 -4185 Engineers FAX: (540) 722 -9528 Surveyors w .greenwayengxom 45' SINGLE FAMILY LOTS illow Run W I N C H E S T E R. V I R G I STREET 45' SINGLE FAMILY ALLEY LOTS N.T.S. GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, VA. 22602 Founded in 1971 TELEPHONE: (540) 662 -4185 Engineers FAX: (540) 722 -9528 Surveyors w .greenwayeng.com illow Ruj W I N C H E S T E R, V I R STREET 15'BRL 18' PORCH GARAGE a a w i0 10' a x W i[) 20' BRL 60' PORCH GARAGE 20' BRL 55 55' SINGLE FAMILY LOTS N.T.S. GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, VA. 22602 Founded in 1971 TELEPHONE: (540) 662 -4185 Engineers FAX: (540) 722 -9528 Surveyors w .greenwayeng.com 110' illow Ru W I N C H E S T E R . v I R 1 S 20' BRL 55 55' SINGLE FAMILY LOTS N.T.S. GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, VA. 22602 Founded in 1971 TELEPHONE: (540) 662 -4185 Engineers FAX: (540) 722 -9528 Surveyors w .greenwayeng.com 110' illow Ru W I N C H E S T E R . v I R STREET GREENWAY ENGINEERING 151 WINDY HILT. LANE WINCHESTER, VA. 22602 Founded in 1971 TELEPHONE: (540) 662 -4185 Engineers FAX: (540) 722 -9526 Surveyors w .greenwayeug.com 20' TOWNHOUSE ALLEY LOTS illow Ru WI N CH ESTER, VI I ylYoMmum 10 R PORCH PORCH 10' 24' 24' TOMNHOUSE 1 PORCH 5' 247 2 58' PORCH 24' GARAGE m O O GARAGE .J rl GARAGE 1 PORCH 5' 247 2 PORCH F2: PORCH 24' GARAGE GARAGE IT.IffIffily 0' 18' ALLEY 24' TOWNHOUSE ALLEY LOTS N.T.S. GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, VA. 22802 Founded in 1971 TELEPHONE: (540) 802 -4185 Engineers FAX: (540) 722 -9528 Surveyors w .greenwayeag.com illow Rur WINCHESTER, VIRI GARAGE O O .J rl GARAGE GARAGE IT.IffIffily 0' 18' ALLEY 24' TOWNHOUSE ALLEY LOTS N.T.S. GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, VA. 22802 Founded in 1971 TELEPHONE: (540) 802 -4185 Engineers FAX: (540) 722 -9528 Surveyors w .greenwayeag.com illow Rur WINCHESTER, VIRI I s 1001 I- � � 8 ' PORCH T 45' 20' GARAGE GARAGE 1 1 13RL PORCH -r 55' BRL a a Pa in z` GARAGE GARAGE PORCH 1 8' BRL STREET DUPLEXES N.T.S. OREENWAY EN G I NEERING 151 WINDY H ILL . L ANE WINCHESTER, VA. 22802 Founded in 1971 TELEPHONE: (540) 882 -4185 Engineers FAX (540) 722 -9528 Surveyors w .greenwayeng.com L-- PORCH U/ H w w P4 U) illow Ruj W I NCH ESTER, V I R ��, j w CONDOMINIUM N.T.S. GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, 22602 illow Run Founded in 1971 TELEPHONE: (5454 662 0) 862 -4185 Engineers FAX: (540) 722 -9528 Surveyors www.greenwayeng.00m WINCHESTER. V I R G N I A 0 E MODIFICATION #3 § 165 -71 Mixture of Housing Unit Types Required Ordinance Requirement 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, garden apartments or any combination of those housing types. Alternative Design Standard A maximum of 60% of the area of the planned community designated for residential land use may be used for single - family attached and multifamily housing types. Justification Planned community design promotes a mixture of residential housing types to create a community that is available to a variety of age groups and income levels. Willow Run provides for the development of nine housing product types including single - family detached units, single - family attached units, multifamily units and age - restricted units. A residential unit matrix has been developed that establishes a minimum and maximum percentage of these various residential units to ensure that there is a sufficient mixture of residential housing product types. This residential unit matrix is a component of the proffer statement and is also included in this document for reference. The use of the residential unit matrix is a better tool to control residential unit mix than residential development area percentages; therefore, the proposed modification will allow for the implementation of the proffered Master Development Plan design for Willow Run. Willow Run Community Residential Unit Matrix Category Minimum Maximum % Housing Types Permitted % of Units of Units Single- Family 20% 35% RP District SFD; 35' SFD lot; 45' SFD lot; Detached 55' SFD lot Single - Family 20% 40% Duplex; Multiplex; Atrium House; Weak - Attached Link Townhouse; Townhouse Multifamily 20% 30% Condominium; Apartments; Residential Above Commercial Age - Restricted 5% 20% Single - Family Small Lot; Duplex; Multiplex Willow Run Community Design Modification Document 4 0 MODIFICATION #4 § 165 -72D Commercial and Industrial Areas Ordinance Requirement A minimum of 10% of the gross area of the project shall be used for business and industrial uses. Alternative Design Standard A minimum of 9% of the gross area of Willow Run shall be used for commercial land use. Justification Willow Run is approximately 360 acres; therefore, a minimum of 36 acres is required to be used for business and industrial uses. The West Jubal Early Land Use Plan (WJELUP) does not recommend the development of industrial land use within the study area boundary and recommends the development of commercial centers at the intersection of Jubal Early Drive and the north -south major collector road and at the intersection of Cedar Creek Grade and the north -south collector road. These commercial centers are adjacent to Route 37, with the northern commercial center located adjacent to the new Route 37 /Jubal Early Drive interchange. The northwest quadrant of this commercial center is currently traversed by Merriman's Lane, which will be abandoned by VDOT once the new Route 37 /Jubal Early Drive interchange is developed in Willow Run. The Applicants will obtain the Merriman's Lane right -of -way once it is abandoned by VDOT and will process a rezoning application to incorporate this additional acreage into the Willow Run commercial center. This will provide a minimum of 36 acres of gross commercial land area for Willow Run. Willow Run Community Design Modification Document 5 0 MODIFICATION #5 Ordinance Requirement § 165 -72G Buffers and Screening Buffers and screening shall be provided accordingly as specified in § 165 -37 of this chapter. Road efficiency buffers shall be provided according to the requirements of that section. Alternative Design Standard A road efficiency buffer shall not be required along both sides of Sandyridge Boulevard throughout the residential portion of Willow Run provided that all residential units are alley served and the street typical section provides for a raised landscaped center median and street trees between the back of curb and the residential units. Justification Traditional Neighborhood Development (TND) design promotes the development of residential lots that are oriented to the public street, which are served by private alley systems. Residential structures are typically 15 -20 feet from the public right -of -way, which is not conducive to road efficiency buffer standards. Sandyridge Boulevard is identified as a major collector road in the West Jubal Early Land Use Plan (WJELUP), which requires the provision of a road efficiency buffer. The proffered Master Development Plan for Willow Run designs Sandyridge Boulevard with a raised landscaped center median with on -street parking and street trees between the back of curb and the sidewalk. This landscaped street design is consistent with TND design practice and is a reasonable substitute to the road efficiency buffer requirement. Willow Run Community Design Modification Document 6 MODIFICATION #6 § 165 -72I Road Access Ordinance Requirement The planned community development shall be provided with a complete system of public streets dedicated to the Virginia Department of Transportation. Alternative Design Standard Residential and nonresidential land uses within the R4 District may be served by public streets dedicated to the Virginia Department of Transportation (VDOT) or by private streets and alleys that are owned and maintained by the Willow Run Property Owners Association. The typical sections for all public streets, private streets and alleys shall be incorporated as a component of the proffered Master Development Plan for Willow Run. Justification Traditional Neighborhood Development (TND) design promotes the development of residential lots that locate residential structures closer to the public street which are served by alley systems. Several of the housing product types proposed within Willow Run utilize rear loaded attached and detached garage units that are served by private alleys, while single - family detached units adjacent to Route 37 utilize private streets for access. The design standards for these private road systems are identified on the proffered Master Development Plan for Willow Run. These design standards are reviewed by VDOT and County staff, therefore, the ability to utilize a system of public and private streets and alleys within Willow Run is justified. Willow Run Community Design Modification Document 7 E MODIFICATION #7 § 165 -72B Dimensional Requirements Ordinance Requirement Areas shall be specifically designated for each different use on the master development plan. Within those areas, the uses shall meet the applicable dimensional requirements set forth for those uses in the RP, B1, B2 and Ml Zoning Districts. Alternative Design Standard Buildings developed within the defined commercial areas of the Willow Run Master Development Plan may have a minimum front yard setback of 20 feet from all street systems and may have a maximum height of 50 feet to accommodate above retail commercial, office, or residential land use. Justification Traditional Neighborhood Development (TND) design promotes the development of commercial centers, which include street oriented buildings that may be designed to accommodate above retail office or above retail residential land use. The Willow Run project has incorporated specific commercial design standards as a component of the Proffer Statement to ensure this commercial form through the requirement of parking lot location and enlarged pedestrian walkways in front of commercial buildings. These design standards are consistent with the new UDA vision for planned communities; therefore, the ability to develop commercial buildings within 20 feet of the public street system that are 50 feet in height to accommodate above retail commercial, office and residential land use within Willow Run is justified. Willow Run Community Design Modification Document 8 0 0 0 i , W /# 4 ��. puttaN 1 \ GREENWAY ENGINEERING Wr rm 151"VIII VM per. r 'sue I.I. �..r.• FA% 510- M2 -W'15 o) LEGEND �� " SINGLE FAMILY DETA SINGLE FAMILY ATTAi MULTI- FAMILY AGE RESTRICTED COMMERCIAL OPEN SPACE illow Run OANERSI WINCHESTER. VIRGINIA NOVEMBER 2006 MILLER AND S. GREYSTONE PA c6 2� LIZ ,o N 111 ��.� --� C. ��; ,- � Ili f� ��` 1 -j� 0. 17 0 11 PHASING LEGEND PHASE 1-300 PERMA PHASE 2-450 PERM] �PHASE 3-600 PERM) -700 1 * 11ow Run -, o( , o W1 N CHESTER. V I R G I N I A 5GALE: 700' GREENW" ENGIIN 151 rw� in 1071 WT..=,. Tin;1.17 22602 =in Telephone 540-662-4185 FAX 540-722-9528 WILLOW RUN NG TRANSPORTATION PHASING EXHIBIT NOVEMBER 2006 .OWNEBSIDEVELOPA MILLER AND SMI GREYSTONE PROPEL Greenway Engineering 0 September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 JA N 1 6 2007 1 J WILLOW RUN TRADITIONAL NEIGHBORHOOD DEVELOPMENT PROFFER STATEMENT REZONING: RZ# 16 -05 Rural Areas (RA) District to Residential Planned Community (R4) District (359.97± acres) PROPERTY: 359.97± -acres (here -in after the "PROPERTY ") Tax Map Parcels 53- ((A)) -90; 53- ((A)) -91; 53- ((A)) -92; 53- ((A))- 92A; 53- ((A)) -92B; 53- ((A)) -94; 53-((3)) -A & 63- ((A)) -2A RECORD OWNER: Willow Grove L.C.; 740 LLC; 750 LLC; Miller and Smith at Willow Run L.L.C.; Greystone Properties, LLC APPLICANT: Willow Grove L.C.; 740 LLC; 750 LLC; Miller and Smith at Willow Run L.L.C.; Greystone Properties, LLC PROJECT NAME: WILLOW RUN ORIGINAL DATE September 1, 2005 OF PROFFERS: REVISION DATE: November 4,2005; November 30,2005; May 18,2006; June 27, 2006; September 26, 2006; October 24, 2006; November 18, 2006; December 11, 2006; January 4, 2007 Preliminary Matters Pursuant to Section 15.2 -2296 et. seq. of the Code of Virginia, (1950, as amended), (the "Code ") and the provisions of the Frederick County Zoning Ordinance (the "Ordinance ") with respect to conditional zoning, the undersigned Applicants (as hereinafter defined) hereby proffer that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #16 -05 for the rezoning of 359.97± acres from the Rural Areas (RA) District to Residential Planned Community (R4) District, development of the subject 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 Applicants (as hereinafter defined) and such be approved by the Frederick County Board of Supervisors in accordance with the File #3800WG/2006 TND REZONING/EAW Gmenway Engineering • September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 2 said Code and Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and shall have no binding effect whatsoever. Upon approval of such rezoning, these proffers shall be binding upon the Applicants (as hereinafter defined) and their successors and assigns. The subject property, identified as Willow Run, and more particularly described as the lands owned by Willow Grove L.C., 740 LLC, 750 LLC, Miller and Smith at Willow Run, L.L.C., and Greystone Properties, LLC, (the "Applicants ") being all of Tax Map Parcels 53- ((A)) -90, 53- ((A)) -91, 53- ((A)) -92, 53- ((A)) -92A, 53- ((A)) -92B, 53- ((A)) -94, 53- ((3)) -A and 63- ((A)) -2A; and further as shown on the Final Plat for Boundary Line Adjustment Between the Lands of Willow Grove L.C. and Miller and Smith at Willow Run, L.L.C., prepared by Marsh & Legge Land Surveyors, P.L.C. dated April 27, 2004, together with the Deed for Greystone Properties, LLC, from Pembroke Cove Properties, L.L.C. , recorded as Instrument # 030024683 and containing an attached plat prepared by Marsh & Legge Land Surveyors, P.L.C. recorded in Deed Book 886 Page 447 and an attached plat prepared by Lee A. Ebert, C.L.S. recorded in Deed Book 543 Page 247, together with the Deed for Miller and Smith at Willow Run, L.L.C., from Melco, Inc., recorded as Instrument # 040017302 (collectively, the "Property "). PROFFER STATEMENT A.) Residential Land Use 1. The Applicants hereby proffer to limit the total number of residential units to 1,390 dwelling units, exclusive of the existing residential units on the subject properties. 2. The Applicants hereby proffer to limit the number of residential building permits to a maximum of 200 building permits during each calendar year until the buildout of Willow Run, exclusive of age - restricted residential units and model homes. The Applicants shall be permitted to carry forward up to a maximum of 100 residential building permits that are not obtained during each calendar year to the ensuing calendar year; however, in no case shall the number of residential building permits, including age - restricted residential units, exceed a total of 300 issued in any calendar year. File #3800WG12006 TND REZONINGIEAW Greenway Engineering • September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 11 3 NFJ �'i -_-, -- 3. The Applicants hereby proffer to provide for a mixture of housing types within Willow Run consistent with the minimum and maximum percentages and permitted housing types identified in the Willow Run Residential Unit Matrix as set forth below: Willow Run Residential Unit Matrix Category Minimum Maximum Housing Types Permitted % of Units % of Units Single - Family 20% 35% RP District SFD; 35' SFD lot; 45' SFD Detached lot; 55' SFD lot Single - Family 20% 40% Duplex; Multiplex; Atrium House; Attached Weak -Link Townhouse; Townhouse Multifamily 20% 30% Condominium; Apartments; 2 Floor Residential Above Commercial Age- Restricted 5% 20% Single - Family Small Lot; Duplex; Multiplex 4. The Applicants hereby proffer to develop age- restricted dwelling units within Willow Run, the total number of which shall fall within a 5% minimum to 20% maximum range of the total number of residential units. Except to the extent otherwise prohibited by the Virginia Fair Housing Law, the Federal Fair Housing Law, and other applicable federal, state, or local legal requirements, any dwelling unit within the portions of the Property identified as age- restricted housing shall be restricted to housing for older persons as defined in Va. Code Ann. § 36 -96.7, or a surviving spouse not so qualifying. No person under 19 years of age shall be permitted to be regularly domiciled or to reside permanently therein. The restriction provided for herein shall also be in the form of a restrictive covenant with respect to the residential portion of the Property designated as age- restricted, and any Property File #3800WG /2006 TND REZONWG/EAW Greenway Engineering B.) September I, 2005 4 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 Owners Association (POA) or sub - associations created with respect thereto shall have assigned responsibility for the enforcement and administration of the said age - restricted covenant. 5. The Applicants hereby proffer to provide a double row of evergreen trees between the southern most residential structure and Cedar Creek Grade to minimize viewshed impacts from the Homespun property. The double row of evergreen trees shall be planted on 10 -foot centers and shall be a minimum of four feet in height when planted. These trees shall be planted in conjunction with the improvements specified in Section D(11) of this Proffer Statement. 6. The Applicants hereby proffer to conduct a Phase I Archaeological Assessment of the Penbrook Cove farmstead ( #34 -1236) area located within proposed age- restricted portion of the Property. The Phase I Archaeological Assessment will be conducted in conformance with Virginia Department of Historic Resource standards. The Applicants will utilize this information for display within the age- restricted community center building for the benefit of the residents of the age - restricted community. Commercial Land Use 1. The Applicants hereby proffer to designate a commercial center area and neighborhood commercial area along the Jubal Early Drive corridor as delineated on the proffered Willow Run Master Development Plan. The commercial center area and neighborhood commercial area shall be a minimum of 32.4 acres, which constitutes 9% of the targeted 10% total commercial area specified by Ordinance. The Applicants proffer to rezone the right -of -way associated with the relocation of Merriman's Lane (Route 621) following abandonment by VDOT which will be absorbed into the commercial center area as described in Modification #4 of this Proffer Statement, The Applicants proffer of right -of -way dedication for the new Route 37 /Jubal Early Drive interchange shall not count towards the total commercial acreage; however, should additional right -of -way for said interchange be needed in the future, the Applicants shall not be required to provide additional commercial acreage. File It3800WG/2006 TND REZONING/EAW Greenway Engineering • September I, 2005 • Revised November 4, 2005 Revised November 30, 2005 77pp�Tyr^ r=— Revised May 18, 2006 _ Revised June 27, 2006 Revised September 26, 2006 r Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 - Revised January 4, 2007 2. The Applicants hereby proffer to deed a 5 -acre site to Frederick County within the commercial center area to allow for the development of an aquatic center. The Applicants shall receive recreational value credit for this acreage, which shall be the appraised value at time of dedication; however, the aquatic center shall not count towards the commercial floor space that is guaranteed in Sections B(5) and B(6). The 5 -acre site shall be deeded to Frederick County within 90 days of an executed irrevocable contract for the construction of the aquatic center and approval of road design plans for public access by VDOT and the County. If a contract is not executed for the construction of the aquatic center within 3 years from the date of final non - appealable rezoning approval, the proffer to deed the 5 -acre site shall become null and void and the Applicants shall provide the recreational amenities specified in Section F(1) of this proffer statement. 3. The Applicants hereby proffer to utilize similar construction materials and similar development themes for all commercial development within Willow Run. The principal construction materials that are visible from the adjacent community streets shall be limited to brick, stone, artificial stone, simulated stucco, cementous siding, wood, glass, standing seam metal, dimensional shingles, or false roof systems. These construction materials shall be utilized on all building walls and rooflines. Additionally, the Applicants proffer to restrict business signs to monument style that are a maximum of 15 feet in height and to building mounted signs. Furthermore, the Applicants proffer to incorporate into the Willow Run Property Owners Association ( "POA ") Declaration or sub - association declaration provisions creating an Architectural Review Board ( "ARB ") master organization, which shall be responsible for the review and approval of all exterior construction materials for commercial development. 4. The Applicants hereby proffer to design the commercial center to ensure that no parking lots are located between the commercial buildings fronting along Jubal Early Drive and Sandyridge Boulevard (Main Street) and those street systems. This standard shall not prohibit the provision of on street parking along the public streets within the commercial center. 5. The Applicants hereby proffer to guarantee the completion of 10,000 square feet of commercial floor space prior to the issuance of the 5 File k3800WG /2006 TND REZONING/EAW Greenway Engineering September 1, 2005 • 6 Revised November 4, 2005 Revised November 30, 2005 Revised May l8, 2006 p�rrt Y Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 building permit for the 600 dwelling unit, exclusive of building permits for model homes. 6. The Applicants hereby proffer to guarantee the construction of an additional 10,000 square feet of commercial floor space after the issuance of the 600 dwelling unit, but no later than the issuance of the 1,000 dwelling unit, exclusive of building permits for model homes. 7. The Applicants hereby proffer to prohibit the following commercial land uses within Willow Run: ➢ Gasoline Service Stations and Outdoor Gasoline Pumps ➢ Exterior Boarding Kennels ➢ Electric, Gas & Other Utility Transmission and Distribution Facilities Automotive Dealers & Automotive Repair ➢ Golf Driving Ranges & Miniature Golf Courses ➢ Electrical Supplies (Wholesale) ➢ Hardware, Plumbing & Heating Equipment (Wholesale) ➢ Commercial Outdoor Batting Cages ➢ Adult Retail ➢ All land uses within the B3, Industrial Transition District and M1, Light Industrial District that are not otherwise permitted in the B2, Business General District. ➢ No individual tenant shall be permitted to occupy a single floor area greater than 50,000 square feet except for grocery stores and the aquatic center C.) Master Development Plan 1. The Master Development Plan is intended to delineate the general location of all road systems including the new interchange at Route 37 using the existing bridge, Jubal Early Drive from the City of Winchester to the new interchange at Route 37, the commercial and residential main street, the location of residential and commercial development areas, the location of residential land uses, the location of the community center park area and neighborhood park areas, and the general location of the extended Green Circle pedestrian and bicycle facility within Willow Run. The Applicants have identified elements of the Master Development Plan that are intended to be flexible that can be revised without the requirement of a conditional zoning amendment for the proffered Master Development Plan. These standards are described within Modification #1 - Master Development File #3800WG/2006 TND REZONING/EAW- Greenway Engineering • September 1, 2005 • 7 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 -4 4 tU Revised June 27, 2006 ` '- Revised September 26, 2006��`�� Revised October 24, 2006 Revised November 18, 2006 Reviled December 11, 2006 Revised January 4, 2007 Plan Flexible Design Elements of the Community Design Modification Document dated November 18, 2006, submitted as a proffered document for this rezoning application. D.) Transportation Enhancements 1. The Applicants hereby proffer to fully fund and construct Jubal Early Drive as a four -lane divided landscaped median section, including the realignment of Meadow Branch Avenue from the current terminus in the City of Winchester to Route 37 as described in proffers D(2) — D(4). The Applicants hereby proffer to dedicate the right -of -way for Jubal Early Drive between the City of Winchester and Merriman's Lane to Frederick County prior to the issuance of the 200 building permit. Bonding for this dedicated right -of -way shall be provided during the construction phases of Jubal Early Drive specified in proffers D(2) — D(4). 2. The Applicants hereby proffer to fully fund and construct the four -lane divided landscaped median section of Jubal Early Drive from the current terminus in the City of Winchester to the second intersection identified on the proffered Master Development Plan which shall be des ned and constructed to base pavement prior to issuance of the 300 residential building permit and bonded to ensure that the top coat of asphalt is guaranteed. 3. The Applicants hereby proffer to fully fund and construct the four -lane divided landscaped median section of Jubal Early Drive from the terminus of the completed phase at the second intersection to the first commercial center intersection identified on the proffered Master Development Plan which shall be designed and constructed to base pavement prior to issuance of 450 residential building permit and bonded to ensure that the top coat of asphalt is guaranteed. 4. The Applicants hereby proffer to fully fund and construct the four -lane divided landscape median section of Jubal Early Drive from terminus of the completed phase at the first commercial center intersection to the Route 37 northbound on and off ramps which shall be designed and constructed to base pavement prior to issuance of 600 residential building permit and bonded to ensure that the top coat of asphalt is guaranteed. File #3800WG/2006 TND REZONING/EAW Greenway Engineering • September 1, 2005 • 8 Revised November 4, 2005 Revised November 30, 2005 � Revised May 18, 2006 ,Nc� Revised June 27, 2006 C UP, h Revised September 26, 2006` t' Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 5. The Applicants hereby proffer to fully fund and construct the new Route 37 /Jubal Early Drive interchange northbound and southbound on and off ramps utilizing roundabout design and using the existing bridge structure prior to the issuance of the 600 residential building permit. The Applicants shall bond the new northbound and southbound on and off ramps no later than the issuance of the 300 building permit. Additionally, the Applicants hereby proffer to provide right -of- way sufficient to allow for the construction of a two -lane roundabout on the east side of Route 37. Furthermore, the Applicants proffer to allow the developer construction dollars to be utilized as matching funds unconditionally by Frederick County for additional transportation system improvements. 6. The Applicants hereby proffer to fully fund and construct the realignment of approximately 1,000 feet of the two -lane section of Merriman's Lane (Route 621) to the north of Jubal Early Drive to create a "T" intersection, which shall be designed and constructed to base pavement prior to issuance of the 600 residential building permit and bonded to ensure that the top coat of asphalt is guaranteed. 7, The Applicants hereby proffer to fully fund and construct the extension of Cidermill Lane from the current terminus in the City of Winchester into the Property. The extension of Cidermill Lane shall be barricaded until the Applicants have completed the construction of Jubal Early Drive and the new Route 37 /Jubal Early Drive interchange northbound and southbound on and off ramps. The barricade for Cidermill Lane shall include a sign advising adjoining neighbors of the planned continuation of this road. 8. The Applicants hereby proffer to execute a signalization agreement with VDOT to fully fund traffic signalization with pedestrian actualization at the intersection of Jubal Early Drive and Meadow Branch Avenue. This traffic signal shall be installed when warranted by VDOT. 9. The Applicants hereby proffer to execute a signalization agreement with VDOT to fully fund traffic signalization with pedestrian actualization at the intersection of Jubal Early Drive and the Merriman's Lane north realignment. This traffic signal shall be installed when warranted by VDOT. File #3800WG /2006 TND REZONING/EAW Greenway Engineering • September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 10. The Applicants hereby proffer the construction of the ultimate intersection improvements at the intersection of Birchmont Drive and Cedar Creek Grade, including right and left turn lanes on Cedar Creek Grade and right and left turn lanes on Birchmont Drive. These improvements shall be installed prior to the issuance of any residential occupancy permit that is solely dependent upon this intersection for ingress and egress, exclusive of model homes, and shall be installed no later than the issuance of the 200 residential permit. 11. The Applicants hereby proffer to design Birchmont Drive to provide for traffic chokers and/or chicanes at three locations along the street system. The locations of these traffic calming features shall be provided on the Subdivision Design Plan within proximity of the northern, central and southern portions of Birchmont Drive. 12. The Applicants hereby proffer to execute a signalization agreement with VDOT to fully fund traffic signalization at the intersection of Cedar Creek Grade and Birchmont Drive. This traffic signal shall be installed when warranted by VDOT. 13. The Applicants hereby proffer to fully fund and construct a connection between Cedar Creek Grade and Jubal Early Drive to base pavement using Birchmont Drive or a combination of Birchmont Drive and Station Hill Drive by the issuance of the 200 residential building permit, exclusive of model homes. 14. The Applicants hereby proffer to provide a monetary contribution to the City of Winchester totaling $100,000.00 to mitigate off -site transportation impacts to street intersections that will experience traffic flow degradation as a result of the development of Willow Run as indicated in the Willow Run Traffic Impact Analysis. This monetary contribution shall be provided to the City of Winchester in four annual payments of $25,000.00 each, of which, the first payment shall occur 12 months from the date of final non - appealable rezoning approval with the remaining payments being made in 12 -month increments from the date of the first payment. Said monetary contribution may be utilized as matching funds for transportation programs utilized by the City of Winchester. Evidence of these monetary contribution payments shall be provided to the Frederick County Planning Department. File #3800WG/2006 TND REZONWG/EAW Greenway Engineering E.) • September 1, 2005 • 10 Revised November 4, 2005 ,�� t✓L��i.b. Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 15. The Applicants hereby proffer to construct all subdivision streets to the ultimate section as identified on the VDOT typical section sheet of the proffered Master Development Plan. 16. Where private alley systems are utilized within Willow Run, the Applicants hereby proffer to design and construct the private alley systems as one -way travel within a minimum 14 -foot wide easement having a minimum of 12 feet of pavement with mountable curb on each side of the pavement along the entire alleyway, and as two -way travel within a minimum 20 -foot easement having a minimum of 18 feet of pavement with mountable curb on each side of the pavement along the entire alleyway. The vertical sectional dimension of pavement thickness and compacted base thickness will meet public street pavement standards utilized by the Virginia Department of Transportation. All private alleys that intersect other private alleys at 90- degree angles or have turns at 90- degree angles shall provide for a minimum turning radius of 30 feet. The maintenance of all private alley systems shall be the responsibility of the POA or sub - associations for Willow Run. Monetary Contributions 1. The Applicants hereby proffer a monetary contribution for each dwelling unit that is non -age restricted in the amount of $9,078 to mitigate impacts to capital facilities as identified in the Frederick County Capital Facilities Fiscal Impact Model — Output Module prepared by the Frederick County Planning Department on July 21, 2005. This monetary contribution provides for the total fiscal impacts for non -age restricted dwelling units, as commercial fiscal credit is only given for 10,000 square feet of the 20,000 square feet of commercial land use. that is guaranteed in Sections B(5) and B(6) of this Proffer Statement. This monetary contribution shall be provided to Frederick County at the time of building permit issuance for each non -age restricted dwelling unit. 2. The Applicants hereby proffer a monetary contribution for each age- restricted dwelling unit in the amount of $2,000.00 to mitigate impacts to all County services, exclusive of Public Schools as identified in the Frederick County Capital Facilities Fiscal Impact Model — Output Module prepared by the Frederick County Planning Department on File N3800WG/2006 TND REZON WG /EAW Gremwa y B 8 T En ineerin • September 1, 2005 • NOT 1'0 , - Revised November 4, 2005 j.. ,bY V d J0 ��' Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 July 21, 2005. This monetary contribution shall be provided to Frederick County at the time of building permit issuance for each age - restricted dwelling unit. 3. In addition to the monetary proffers provided for fire and rescue service as part of the proffer set forth in Section E(1) above, the Applicants hereby proffer to contribute a total of $50,000.00 to further support the Round Hill and Shawnee Volunteer Fire and Rescue Companies in Frederick County and the City of Winchester, which will provide first response service to Willow Run. The $50,000.00 monetary contribution shall be provided through separate payments of $25,000.00 to Frederick County and $25,000.00 to the City of Winchester. These payments shall be provided to each locality at the time of building permit issuance for the first residential dwelling unit within Willow Run. Additionally, the Applicants will establish a provision in the POA or sub - associations' documents, which will provide a payment of $100.00 per occupied residential unit on an annual basis to the City of Winchester for Fire and Rescue Services. This payment to the City of Winchester for Fire and Rescue Services shall continue until such at time that a new Route 37 interchange is developed at Jubal Early Drive with southbound off -ramp access. Evidence of the payments to the City of Winchester described in this section shall be provided to the Frederick County Planning Department. 4. The Applicants hereby proffer to provide $1000.00 for each non -age restricted residential lot to Frederick County for the purpose of site acquisition funding for the Public School system. This payment shall be provided at the time of building permit issuance for each non -age restricted residential dwelling unit within Willow Run. 5. The monetary contributions identified in the Frederick County Capital Facilities Fiscal Impact Model — Output Module prepared by the Frederick County Planning Department on July 21, 2005 shall be limited to that amount for all building permits issued for the initial 30 months following approval of the final non - appealable proffered Master Development Plan. All monetary contributions paid after the 30 -month timetable shall be adjusted every 24 months in accordance with the Urban Consumer Price Index ( "CPI -U ") published by the United States Department of Labor, subject to a cap of 4% per year, non - compounded. File k3800WG /2006 TND REZONING/EAW Greenway Engineering September 1, 2005 12 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 `w Revised June 27, 2006 �' Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 F.) Community Recreation 1. The Applicants hereby proffer to construct a community center building that is an enclosed, year round heated facility with restrooms and a catering kitchen facility that is a minimum of 4,000 square feet in floor area, which shall count towards the active recreational amenity requirement for Willow Run. The community center building shall be bonded no later than the issuance of the 400 building permit and shall be constructed and available for use by residents of Willow Run prior to the issuance of the 600` building permit. The maintenance of the community center building shall be the responsibility of the POA or sub - associations for Willow Run. In the event that Frederick County does not acquire the 5 -acre aquatic center site specified in Section B(2) of this proffer statement, the Applicants hereby proffer to provide for an outdoor community pool facility with a combined water surface area of 3,500 square feet, which shall be completed prior to the issuance of the 600 residential permit. 2. The Applicants hereby proffer to construct a community center building for the exclusive use of the age - restricted portion of Willow Run that is an enclosed, year round heated facility with restrooms and a catering kitchen facility that is a minimum of 2,000 square feet in floor area and shall count towards the active recreational amenity requirement for Willow Run. The age - restricted community center building shall be bonded in conjunction with the first Subdivision Design Plan approved for the age- restricted community and shall be constructed and available for use prior to the issuance of the building permit for the 60 age- restricted dwelling unit. The maintenance of the age - restricted community center building shall be the responsibility of the POA or sub - associations for Willow Run. 3. The Applicants hereby proffer to design and construct a public extension of the Green Circle pedestrian and bicycle facility located along the south side of Jubal Early Drive that connects the developed portion within the City of Winchester throughout the limits of the commercial center area. This public pedestrian and bicycle facility shall be 10 feet in width and have an asphalt surface, and shall count towards the active recreational amenity requirement for Willow Run. This facility shall be constructed concurrently with the adjoining File #380OWG/2006 TND REZONING/EAW Greenway Engineering • September I, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 • 13 d1TG;' Gr, sections of Jubal Early Drive as specified in Sections D(2) — D(4) of this Proffer Statement. 4. The Applicants hereby proffer to design and construct an internal pedestrian trail system, which shall count towards the active recreational amenity requirement for Willow Run. This internal pedestrian trail system shall be six feet in width and have an asphalt surface. The various segments of the internal trail system shall be bonded, the open space dedicated and constructed in conjunction with each residential section in which the trail system is located. The internal pedestrian trail system shall be private and shall be owned and maintained by the POA or sub - associations for Willow Run. A public access easement shall be established along the portion of the internal pedestrian trail system located around the 5 -acre man -made water feature and along the segment continuing south along Sandyridge Boulevard. G.) Community Curbside Trash Collection 1. The Applicants hereby proffer to provide commercial trash pickup and waste removal service to all residential land uses and the community center facilities within Willow Run. The commercial trash pickup and waste removal service shall be established by deed covenant and shall be assigned to the POA or sub - associations at such time as identified in the legal documents setting forth the guidelines for the Willow Run POA. The commercial trash pickup and waste removal service shall remain in effect and be the responsibility of the POA or sub - association until such time as this service is provided by Frederick County or other municipal providers. H.) Creation of Property Owners Association (POA) 1. A POA or sub - associations shall be created by the Applicants in conformity with the Virginia Property Owners' Association Act (Title 55, Chapter 26 of the Code of Virginia, 1950, as amended). The POA or sub - associations shall have title to and/or responsibility for: File #3800WG/2006 TND REZONING/EAW Greenway Engineering I.) • • September I, 2005 14 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006�� - Revised October 24, 2006 - Revised November 18, 2006 Revised December 1 1, 2006 Revised January 4, 2007 a. All common areas including, but not limited to, buffer areas, internal pedestrian trail systems and stormwater management facilities not otherwise dedicated to public use or maintained by commercial entities. b. Maintenance of private streets and alleyways. C. Residential curbside trash collection. d. Maintenance of community structures and facilities called for under Sections F(1) through F(4) above. 2. The Applicants hereby proffer to incorporate into the Declaration creating the Willow Run POA or sub - associations, provisions creating an Architectural Review Board ( "ARB "). The purpose of the ARB will be to review and approve all initial construction applications, and exterior additions and alterations to the existing commercial structures and dwelling units within Willow Run to ensure that all design guidelines established by the Applicants are met, together with all such other duties and responsibilities as may be imposed by the Declaration. 3. The Applicants hereby proffer to incorporate into the Declaration creating the Willow Run POA or sub - associations, provisions establishing an assessment to be collected at the time of the initial transfer of title to any residential lot in Willow Run (whether to a builder or otherwise) as well as at the time of any subsequent transfer of title. Such sums shall be paid to the POA or sub - association, as appropriate, for use in the maintenance and upkeep of the common areas, as determined by the Board of Directors of the POA. Environmental 1. The Applicants hereby proffer to identify and delineate a developmentally sensitive area ( "DSA ") boundary on the proffered Master Development Plan. The DSA will identify the location of wetland areas. Information regarding potential impacts within the DSA and methods for mitigation will be incorporated as a component File #3800WG/2006 TND REZONING/EAW 2. The Applicants hereby proffer to conduct a geotechnical analysis on all residential lots that are platted within 100 feet of the major karst feature located on tax map parcel 53- ((A)) -91 prior to the issuance of building permits for such lots. 3. The Applicants hereby proffer to provide a resource protection area ("R-PA") buffer of 50 feet adjacent to the DSA boundary adjoining wetland areas. No portion of any residential lot will be platted within the DSA. Additionally, commercial development shall not occur within the DSA. The only disturbance that will be permitted within the DSA or the RPA adjacent to wetland areas will be for road crossing, utility crossing and pedestrian and bicycle facility crossing. 4. The Applicants hereby proffer to develop a landscaping plan as an enhancement for the wetland areas located on the south side of Jubal Early Drive and provide for the planting of all elements of the plan during the first favorable planting season subsequent to wetlands disturbance. The landscaping plan shall include trees and shrubs that are recommended for wetland areas by the Corps of Engineers and trees and shrubs that are recommended for riparian areas by the Virginia Department of Forestry. The Applicants will establish language within the POA or sub - association documents which provides for the maintenance of the landscaping described above and allows the Shenandoah University Environmental Studies Department access to this area for the purpose of studying and monitoring this wetland enhancement project as an outdoor land lab educational opportunity. 5. The Applicants hereby proffer that all commercial site plans and the community center site plans submitted to Frederick County will be designed to implement Best Management Practices (`BMP") to promote stormwater quality measures. A statement will be provided on each commercial site plan and on the community center site plans identifying the party or parties responsible for maintaining these BMP facilities as a condition of site plan approval. File #3800WG/2006 TND REZONING/E.4W .9 Y Greenway Engineering September 1, 2005 �1 Revised November 4, 2005 Revised November 30, 2005 "IV Revised May 18, 2006 Revised June 27, 2006` Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 of the Subdivision Design Plans or Site Development Plans for any portion of the Property that adjoins wetland areas. 2. The Applicants hereby proffer to conduct a geotechnical analysis on all residential lots that are platted within 100 feet of the major karst feature located on tax map parcel 53- ((A)) -91 prior to the issuance of building permits for such lots. 3. The Applicants hereby proffer to provide a resource protection area ("R-PA") buffer of 50 feet adjacent to the DSA boundary adjoining wetland areas. No portion of any residential lot will be platted within the DSA. Additionally, commercial development shall not occur within the DSA. The only disturbance that will be permitted within the DSA or the RPA adjacent to wetland areas will be for road crossing, utility crossing and pedestrian and bicycle facility crossing. 4. The Applicants hereby proffer to develop a landscaping plan as an enhancement for the wetland areas located on the south side of Jubal Early Drive and provide for the planting of all elements of the plan during the first favorable planting season subsequent to wetlands disturbance. The landscaping plan shall include trees and shrubs that are recommended for wetland areas by the Corps of Engineers and trees and shrubs that are recommended for riparian areas by the Virginia Department of Forestry. The Applicants will establish language within the POA or sub - association documents which provides for the maintenance of the landscaping described above and allows the Shenandoah University Environmental Studies Department access to this area for the purpose of studying and monitoring this wetland enhancement project as an outdoor land lab educational opportunity. 5. The Applicants hereby proffer that all commercial site plans and the community center site plans submitted to Frederick County will be designed to implement Best Management Practices (`BMP") to promote stormwater quality measures. A statement will be provided on each commercial site plan and on the community center site plans identifying the party or parties responsible for maintaining these BMP facilities as a condition of site plan approval. File #3800WG/2006 TND REZONING/E.4W • • "P �v The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. Respectfully Submitted: B y: . 2 9Z VJ4 1ow Grove L.C. Commonwealth of Virginia, / -/2 - 07 Date City County of To Wit: The foregoing instrument was acknowledged before me this Q_day of U 1 2001 by My Commission Expires ) L U'0Yj 1Z Notary Public J.) Signatures The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the 0 proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. , r• )�� r By: 740 LLC Date Commonwealth of Virginia, Ci /County of ) 1/" LL To Wit: The foregoing instrument was acknowledged before me this day of �fiMUCUt �1__ 200_ by Notary Public My Commission Expires 3 o aol a J.) Sienatures The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. 0 E dNCT B 750 LLC Commonwealth of Virginia, / — /x - 67 Date City ounty of W ",Z L To Wit: The foregoing instrument was acknowledged before me this la` * day of n� 2001 by fns Notary Public My Commission Expires 6 10 J.) Signatures The conditions proffered above shall be binding upon the assigns and successors "in the interest of the Applicants who constitute the owners of the Property. to the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. R f ► mi ll Greenway Engineering September 1, 2005 19 Revised November 4, 2005 Revised November 30, 2005 Revised May 18. 2006q z �-� Revised June 27, 2006 NUT C fER -Z!� Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 J.) Signatures The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. By: G ( (! d� Miller aild S it at Willow Run L.L.C. Dat By: Mj.11e.r and Smith, Inc., Manager By: Charles F' Stuart, Jr. Senior Vice President Commonwealth of Virginia, City /County of '— I Cl " F �)' To Wit: The foregoing instrument was acknowledged before me this In day of 3 ol(t ocxr ul 20 0` by Lhck -r )esF ` vv\ l l G" S rn 4 ' U-� LAY 11 DV3 P— U (x �-- r— • C'_ . n " C-1 v'i Ce &erxt of G S - fysv.n (itjI OAF % ll�Ctr` Str'i +lti �� n CXG Q rw.� Notary Public My Commission Expires �5 i File #3800WG /2006'1'ND REZONING /EAW Greenway Engineering 0 J.) Shmatures September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Revised December 11, 2006 Revised January 4, 2007 FM xvu CUERENT The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property, In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. By: Greystone Properties LLC ate Commonwealth of Virginia, Cit Count Fref(ey ck- To wit: The foregoing instrument was acknowledged before me this 10k " day of Janixt 20 O by 'R. \AI i I k-i n5.= My Commission Expires Fe� Zq 26o8 A- File k3800WG /2006 TND RE2:ONING/EAW jjCT CURF'ENT WILLOW RUN Community Design Modificati ®n Document November 18, 2006 Current Owner: Greystone Properties LLC Miller and Smith at Willow Run L.L.C. Willow Grove L.C. 740 LLC 750 LLC Contact Person: Evan Wyatt, AICP GREENWAY ENGINEERONG 151 Windy Hill Lane Fon.ded in 1971 Winches Ler, Virginia 22602 Telephone 540- 662 -4185 t;nginecrs FAX 540- 722 -952© Surveyors www.greenwayeng.com k ' P , MODIFICATION #1 § 165 -68 Rezoning Procedure — Master Development Plan Ordinance Requirement In order to have land rezoned to the R4 District, a master development plan, meeting all requirements of Article XVIII of this chapter, shall be submitted with the rezoning application. The rezoning shall be reviewed and approved following the rezoning procedures described by this chapter, including procedures for impact analysis and conditional zoning. In adopting the rezoning, the master development plan submitted will be accepted as a condition proffered for the rezoning. Alternative Design Standard In order to have land rezoned to the R4 District, a master development shall be submitted with the rezoning application. The rezoning and master development plan shall be reviewed and approved following the procedures described in Article II of this chapter. The master development plan shall be submitted as a proffered condition of the rezoning and shall serve as an overall guide for the development of the R4 District property. The following items will be considered as flexible design elements of the master development plan and will be permitted to be modified through subsequent master development plan submittals without the requirement for conditional zoning amendments as specified in § 165 -13D of this chapter. Master Development Plan Flexible Design Elements ➢ The Proffer Statement and Community Design Modification Document may be referenced on the Master Development Plan but does not have to be included as a required information item ➢ The scale of the Master Development Plan may exceed 1:100 provided that the information is legible at a scale acceptable to the Planning Director. ➢ A schedule and boundary of phases will not be required for the R4 District to allow for multiple product types to be developed simultaneously provided that the public and private streets and alleys serving the land uses are constructed to base pavement and bonded prior to building permit issuance. ➢ Acreages of environmental features will be provided on the initial master development plan and may be modified due to design revisions and/or development constraints provided that minimum ordinance standards are met. ➢ Acreages and percentages of disturbed and protected land in environmental features and open space may be modified due to design revisions and/or development constraints provided that minimum ordinance standards are met. Willow Run Community Design Modification Document Justification A Master Development Plan (MDP) is intended to promote orderly and planned development and to illustrate the characteristics of the planned development and surrounding properties. Within the R4, Residential Planned Community District, the MDP is identified as a document meeting all requirements of Article XVIH that is submitted as a proffered condition of the rezoning application. Certain required design elements of the MDP will inevitably be modified throughout the development process of a community the size of Willow Run. Therefore, the ability to allow for minor revisions to the MDP for the required design elements identified above without the requirement for a rezoning amendment public hearing process is justified. 11 Willow Run Community Design Modification Document 2 ➢ Acreages in housing type and road right -of -way may be modified due to design revisions and/or development constraints. ➢ The total number of dwelling units by type may be modified provided that the totals do not deviate from the minimum and maximum percentages established in the proffered Willow Run Community Residential Unit Matrix. ➢ The location and required type of recreational facilities may be modified provided that an equivalent recreational facility value is provided and the value is approved by the Parks and Recreation Director. ➢ The location of internal public and private streets and alleys that are not identified in the Comprehensive Policy Plan may be modified due to design revisions and/or development constraints. ➢ Cul -de -sac road systems may be redesigned to continue street systems into adjoining properties. ➢ The location and arrangement of street entrances, driveways and parking areas may be modified to accommodate future commercial development, design revisions and/or development constraints. ➢ The location of schematic utility layouts will be provided on the initial Master Development Plan and may be modified due to design revisions and/or development constraints. ➢ The location of additional stormwater management facilities may be provided on subsequent Subdivision Design Plans for the Willow Run Community. ➢ The road names provided on the initial Master Development Plan may be revised • if the new road names are approved by the GIS Director. Justification A Master Development Plan (MDP) is intended to promote orderly and planned development and to illustrate the characteristics of the planned development and surrounding properties. Within the R4, Residential Planned Community District, the MDP is identified as a document meeting all requirements of Article XVIH that is submitted as a proffered condition of the rezoning application. Certain required design elements of the MDP will inevitably be modified throughout the development process of a community the size of Willow Run. Therefore, the ability to allow for minor revisions to the MDP for the required design elements identified above without the requirement for a rezoning amendment public hearing process is justified. 11 Willow Run Community Design Modification Document 2 0 0 NOT CU1 rREi NT • MODIFICATION #2 § 165 -69 Permitted Uses Ordinance Requirement All uses are allowed in the R4 Residential Planned Community District that are allowed in the RP Residential Performance District. Alternative Design Standard Residential housing types other than those permitted in the RP Residential Performance District may be allowed in the R4 Residential Planned Community District. The Board of Supervisors shall have the approval authority for new residential housing types. Information describing the residential housing type, the minimum lot area, the minimum lot width, minimum yard setbacks for principal and accessory structures, maximum building heights for principal and accessory structures, and minimum on -lot parking spaces is required to be provided for review and approval by the Board of Supervisors. The dimensional standards for all permitted residential housing types shall be included as information on the proffered Master Development Plan. • Justification Willow Run has been designed to provide for a complete range of housing product types in an urban landform which is consistent with Traditional Neighborhood Development design. The residential housing products permitted in the RP Residential Performance District promote dimensional standards that are consistent with conventional suburban land form which does not lend itself towards the more compact design associated with traditional neighborhood development. The nine housing product types proposed for Willow Run creates a mix that allows for a residential market ranging from starter homes through retirement homes. Therefore, the ability to utilize these housing product types with specific dimensional requirements for all components of the developed lot is justified. • Willow Run Community Design Modification Document 3 1Pe /M3 /DM009E #ally 6uuaaul6u3 RemuaaiE) E 90-AON-BL spaepuelS leuoisuowip jeiluapisaa wnwiuiW ung A&olllcAi 0 COVERED PORCH COVERED PORCH COVERED PORCH 1 35' SINGLE FAMILY ALLEY LOTS N.T.S. GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, ( VA. 22802 allow Rur. 'ounded in 1971 TELEPHONE: 540 ) 682 -4185 Engineers FAX: (540) 722 -9528 IN I N C H E S T E R. V I R Surveyors W .greenxayeng.00m 50' w i 45' 45' SINGLE FAMILY LOTS GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, M 22802 'mnded in 1971 TELEPHONE: (540) 882 -4185 1 ow Run Engineers FAX: (540) 722 -9528 Surveyors w .greenwayeng.00m WINCH ESTER, V R G STREET 45' SINGLE FAMILY ALLEY LOTS N.T.S GREENWAY ENGINEERING 151 WINDY HILL LANE Engineer WINCHESTER, VA. 22802 illow Rur. Engineers e r s 1971 TELEPHONE: (540) 882 -4185 FAX: (540) 722 -9528 Surveyors www.greenwayeng.com W I N C N E S T E R. V I R G STREET PORCH �� PORCH GARAGE I I GARAGE W. I ) 110 rITIm rl I I I I.:. LO I 20' BRL I 20' BRL 60' 55 0 55' SINGLE FAMILY LOTS N.T.S. I I I I II GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, VA. 22802 allow fur mnded in 1971 TELEPHONE: (540) 882 -4185 Engineers FAX: (540) 722 -0528 W I N C H E S T E R, V I R G Surveyors w .greenwayeng.00m 20' TOWNHOUSE ALLEY LOTS GREENWAY ENGINEERING 151 WINDY HILL. LANE WINCHESTER, VA. 22602 ' Pounded in 1971 TELEPHONE: (540) 882 -4185 1 ow Ru 1 t Engineers FAX: (540) 722 -9528 Surveyors www.greenwayeng.com W I N C H E S T E R. V I R 24' TOWNHOUSE ALLEY LOTS GREENWAY ENGINEERING 151 WINDY HIIS. LANE WINCHESTER, 22602 illow Run Founded in 7971 TELEPHONE: (5454 0) 662 2 -4185 Engineers FAX: (540) 722 -8528 W I NCH ESTER, V I R G Surveyors www.greenwayeng.com 45 --45' 45 00' BRL 1 in 100 8 ' PORCH * T In GARAGE GARAGE - I 5 18' BRL PORCH PORCH —. smr: vWALK STREET DUPLEXES N.T.S. 55' BRL GARAGE I GARAGE 'J1. 8' roRa{ ¢ I J ; E- w W I- U1 GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, VA. 22602 � 'ound tin. 1971 TELEPHONE: (540) 882 -4185 FAX: (540) 722 -9528 1 ow Run Eng eers Surveyors w .greenwayeng.00m W I N C H E S T E R. V I R G 4 C p ua A I $ y N N _ tp V ^ Y YI m �e 2 un �bx Zt p Z m m a G) 15'1 BRL U �P A D m m x z a H U1 a f ` n m 0 N ti m A u n z n �.I a `z n s N t t 9 A n x n k s A A D s A m X32 0 9 STREET CONDOMINIUM . N.T.S. GREENWAY ENGINEERING 151 WINDY HILL LANE WINCHESTER, VA. 22802 Founded in 1971 TELEPHONE: (540) 882 -4185 I ow Run Engineers FAX: (540) 722 -9528 Surveyors w .greenwayengxom w I N c H E s r E R, V I R G I N I A 0 0 NOT • MODIFICATION #3 § 165 -71 Mixture of Housing Unit Types Required • • Ordinance Requirement 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, garden apartments or any combination of those housing types. Alternative Design Standard A maximum of 60% of the area of the planned community designated for residential land use may be used for single - family attached and multifamily housing types. Justification Planned community design promotes a mixture of residential housing types to create a community that is available to a variety of age groups and income levels. Willow Rum provides for the development of nine housing product types including single - family detached units, single - family attached units, multifamily units and age - restricted units. A residential unit matrix has been developed that establishes a minimum and maximum percentage of these various residential units to ensure that there is a sufficient mixture of residential housing product types. This residential unit matrix is a component of the proffer statement and is also included in this document for reference. The use of the residential unit matrix is a better tool to control residential unit mix than residential development area percentages; therefore, the proposed modification will allow for the implementation of the proffered Master Development Plan design for Willow Run. Willow Run Community Residential Unit Matrix Category Minimum Maximum % Housing Types Permitted % of Units of Units Single - Family 20 % 35% RP District SFD; 35' SFD lot; 45' SFD lot; Detached 55' SFD lot Single - Family 20% 40% Duplex; Multiplex; Atrium House; Weak - Attached Link Townhouse; Townhouse Multifamily 20% 30% Condominium; Apartments; 2 °d Floor Residential Above Commercial Age - Restricted 5% 20% Single - Family Small Lot; Duplex; Multiplex Willow Run Community Design Modification Docum ®t 4 O • 41U'I' Culipx, • MODIFICATION #4 § 165 -72D Commercial and Industrial Areas Ordinance Requirement A minimum of 10% of the gross area of the project shall be used for business and industrial uses. Alternative Design Standard A minimum of 9% of the gross area of Willow Run shall be used for commercial land use. Justification Willow Run is approximately 360 acres; therefore, a minimum of 36 acres is required to be used for business and industrial uses. The West Jubal Early Land Use Plan (WJELUP) • does not recommend the development of industrial land use within the study area boundary and recommends the development of commercial centers at the intersection of Jubal Early Drive and the north -south major collector road and at the intersection of Cedar Creek Grade and the north -south collector road. These commercial centers are adjacent to Route 37, with the northern commercial center located adjacent to the new Route 37 /Jubal Early Drive interchange. The northwest quadrant of this commercial center is currently traversed by Merriman's Lane which will be abandoned by VDOT once the new Route 37 /Juba] Early Drive interchange is developed in Willow Run. The Applicants will obtain the Merriman's Lane right -of -way once it is abandoned by VDOT and will process a rezoning application to incorporate this additional acreage into the Willow Run commercial center. This will provide a minimum of 36 acres of gross commercial land area for Willow Run. • Willow Run Coni nunity design Modification rbcut t 5 0 • WT CURRENT • MODIFICATION #5 § 165 -72G Buffers and Screening • U Ordinance Requirement Buffers and screening shall be provided accordingly as specified in § 165 -37 of this chapter. Road efficiency buffers shall be provided according to the requirements of that section. Alternative Design Standard A road efficiency buffer shall not be required along both sides of Sandyridge Boulevard throughout the residential portion of Willow Run provided that all residential units are alley served and the street typical section provides for a raised landscaped center median and street trees between the back of curb and the residential units. Justification Traditional Neighborhood Development (TND) design promotes the development of residential tots that are oriented to the public street, which are served by private alley systems. Residential structures are typically 15 -20 feet from the public right -of -way which is not conducive to road efficiency buffer standards. Sandyridge Boulevard is identified as a major collector road in the West Jubal Early Land Use Plan (WJELUP) which requires the provision of a road efficiency buffer. The proffered Master Development Plan for Willow Run designs Sandyridge Boulevard with a raised landscaped center median with on -street parking and street trees between the back of curb and the sidewalk. This landscaped street design is consistent with TND design practice and is a reasonable substitute to the road efficiency buffer requirement. Willow Run Community Design Modification Document 6 NUT CURpXN • MODIFICATION #6 § 165 -721 Road Access Ordinance Requirement The planned community development shall be provided with a complete system of public streets dedicated to the Virginia Department of Transportation. Alternative Design Standard Residential and nonresidential land uses within the R4 District may be served by public streets dedicated to the Virginia Department of Transportation (VDOT) or by private streets and alleys that are owned and maintained by the Willow Run Homeowners Association. The typical sections for all public streets, private streets and alleys shall be incorporated as a component of the proffered Master Development Plan for Willow Run. • Justification Traditional Neighborhood Development (TND) design promotes the development of residential lots that locate residential structures closer to the public street which are served by alley systems. Several of the housing product types proposed within Willow Run utilize rear loaded attached and detached garage units that are served by private alleys, while single - family detached units adjacent to Route 37 utilize private streets for access. The design standards for these private road systems are identified on the proffered Master Development Plan for Willow Run. These design standards are reviewed by VDOT and County staff; therefore, the ability to utilize a system of public and private streets and alleys within Willow Run is justified. r1 U Willow Ron Community Design Modification Document 7 • Greenway Engineering September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 DEC Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 WILLOW RUN TRADITIONAL NEIGHBORHOOD DEVELOPMENT PROFFER STATEMENT 6 2006 N "<JI _U U n U REZONING: RZ# a I-- 64� Rural Areas (RA) District to Residential Planned Community (114) District (359.97± acres) PROPERTY: 359.97± -acres (here -in after the "PROPERTY ") Tax Map Parcels 53- ((A)) -90; 53- ((A)) -91; 53- ((A)) -92; 53- ((A))- 92A; 53- ((A)) -92B; 53- ((A)) -94; 53- ((3)) -A & 63- ((A)) -2A RECORD OWNER: Willow Grove L.C.; 740 LLC; 750 LLC; Miller and Smith at Willow Run L.L.C.; Greystone Properties, LLC APPLICANT: Willow Grove L.C.; 740 LLC; 750 LLC; Miller and Smith at Willow Run L.L.C.; Greystone Properties, LLC PROJECT NAME: WILLOW RUN ORIGINAL DATE September 1, 2005 OF PROFFERS: REVISION DATE: November 4,2005; November 30,2005; May 18,2006; June 27, 2006; September 26, 2006; October 24, 2006; November 18, 2006 Preliminary Matters Pursuant to Section 15.2 -2296 et. seq. of the Code of Virginia, (1950, as amended), (the "Code ") and the provisions of the Frederick County Zoning Ordinance (the "Ordinance ") with respect to conditional zoning, the undersigned Applicants (as hereinafter defined) hereby proffer that in the event the Board of Supervisors of Frederick County, Virginia, shall approve Rezoning Application #16 -05 for the rezoning of 359.97± acres from the Rural Areas (RA) District to Residential Planned Community (R4) District, development of the subject 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 Applicants (as hereinafter defined) and such be approved by the Frederick County Board of Supervisors in accordance with the File #3800WG/2006 TND REZONUJG/EAW • U Greenway Engineering September I, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 2 said Code and Ordinance. In the event that such rezoning is not granted, then these proffers shall be deemed withdrawn and shall have no binding effect whatsoever. Upon approval of such rezoning, these proffers shall be binding upon the Applicants (as hereinafter defined) and their successors and assigns. The subject property, identified as Willow Run, and more particularly described as the lands owned by Willow Grove L.C., 740 LLC, 750 LLC, Miller and Smith at Willow Run, L.L.C., and Greystone Properties, LLC, (the "Applicants ") being all of Tax Map Parcels 53- ((A)) -90, 53- ((A)) -91, 53- ((A)) -92, 53- ((A)) -92A, 53- ((A)) -92B, 53- ((A)) -94, 53- ((3)) -A and 63- ((A)) -2A; and further as shown on the Final Plat for Boundary Line Adjustment Between the Lands of Willow Grove L.C. and Miller and Smith at Willow Run, L.L.C., prepared by Marsh & Legge Land Surveyors, P.L.C. dated April 27, 2004, together with the Deed for Greystone Properties, LLC, from Pembroke Cove Properties, L.L.C. , recorded as Instrument # 030024683 and containing an attached plat prepared by Marsh & Legge Land Surveyors, P.L.C. recorded in Deed Book 886 Page 447 and an attached plat prepared by Lee A. Ebert, C.L.S. recorded in Deed Book 543 Page 247, together with the Deed for Miller and Smith at Willow Run, L.L.C., from Melco, Inc., recorded as Instrument # 040017302 (collectively, the "Property "). PROFFER STATEMENT A.) Residential Land Use 1. The Applicants hereby proffer to limit the total number of residential units to 1,390 dwelling units, exclusive of the existing residential units on the subject properties. 2. The Applicants hereby proffer to limit the number of residential building permits to a maximum of 200 building permits during each calendar year until the buildout of Willow Run, exclusive of age - restricted residential units and model homes. The Applicants shall be permitted to carry forward up to a maximum of 100 residential building permits that are not obtained during each calendar year to the ensuing calendar year; however, in no case shall the number of residential building permits, including age- restricted residential units, exceed a total of 300 issued in any calendar year. • 3. The Applicants hereby proffer to provide for a mixture of housing types within Willow Run consistent with the minimum and maximum File #3800WG/2006 TND REZONNIG/EAW LJ �1 Greenway Engineering 0 September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 3 PTO T CJRPt,E�1'1' percentages and permitted housing types identified in the Willow Run Residential Unit Matrix as set forth below: Willow Run Residential Unit Matrix Category Minimum Maximum Housing Types Permitted % of Units % of Units Single- Family 20% 35% RP District SFD; 35' SFD lot; 45' SFD Detached lot; 55' SFD lot Single- Family 20% 40% Duplex; Multiplex; Atrium House; Attached Weak -Link Townhouse; Townhouse Multifamily 20% 30% Condominium; Apartments; 2 Floor Residential Above Commercial Age - Restricted 5% 20% Single- Family Small Lot; Duplex; Multiplex 4. The Applicants hereby proffer to develop age- restricted dwelling units within Willow Run, the total number of which shall fall within a 5% minimum to 20% maximum range of the total number of residential units. Except to the extent otherwise prohibited by the Virginia Fair Housing Law, the Federal Fair Housing Law, and other applicable federal, state, or local legal requirements, any dwelling unit within the portions of the Property identified as age- restricted housing shall be restricted to housing for older persons as defined in Va. Code Ann. § 36 -96.7, or a surviving spouse not so qualifying. No person under 19 years of age shall be permitted to be regularly domiciled or to reside permanently therein. The restriction provided for herein shall also be in the form of a restrictive covenant with respect to the residential portion of the Property designated as age- restricted, and any Homeowners' Association or sub - association created with respect thereto shall have assigned responsibility for the enforcement and administration of the said age- restricted covenant. File #3800WG/2006 TND REZONING/EAW • Greenway Engineering September 1, 2005 4 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 -NOT C— WITIC_I Revised June 27, 2006 Vi Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 5. The Applicants hereby proffer to provide a double row of evergreen trees between the southern most residential structure and Cedar Creek Grade to minimize viewshed impacts from the Homespun property. The double row of evergreen trees shall be planted on 10 -foot centers and shall be a minimum of four feet in height when planted. These trees shall be planted in conjunction with the improvements specified in Section D(10) of this Proffer Statement. • C� B.) Commercial Land Use 1. The Applicants hereby proffer to designate a commercial center area and neighborhood commercial along the Jubal Early Drive corridor as delineated on the proffered Willow Run Master Development Plan. The commercial center area and neighborhood commercial area shall be a minimum of 32.4 acres, which constitutes 9% of the targeted 10% total commercial area specified by Ordinance. The Applicants proffer to rezone the right -of -way associated with the relocation of Merriman's Lane (Route 621) following abandonment by VDOT which will be absorbed into the commercial center area as described in Modification #5 of this Proffer Statement. The Applicants proffer of right -of -way dedication for the new Route 37 /Jubal Early Drive interchange shall not count towards the total commercial acreage; however, should additional right -of -way for said interchange be needed in the future, the Applicants shall not be required to provide additional commercial acreage. 2. The Applicants hereby proffer to utilize similar construction materials and similar development themes for all commercial development within Willow Run. The principal construction materials that are visible from the adjacent community streets shall be limited to brick, stone, artificial stone, simulated stucco, cementous siding, wood, glass, standing seam metal er dimensional shingles, or false roof systems. These construction materials shall be utilized on all building walls and rooflines. Additionally, the Applicants proffer to restrict business signs to monument style that are a maximum of 15 feet in height and to building mounted signs. Furthermore, the Applicants proffer to incorporate into the Willow Run Property Owners Association Declaration provisions creating an Architectural. Review Board ( "ARB ") master organization, which shall be responsible for the review and approval of all exterior construction materials for commercial development. File #3800WG/2006 TND REZONING/EAW • Greenway Engineering CL September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 �I 3 . NOT CURRE NT 3. The Applicants hereby proffer to design the commercial center to ensure that no parking lots are located between the commercial buildings fronting along Jubal Early Drive and Sandyridge Boulevard (Main Street). This standard shall not prohibit the provision of on street parking along the public streets within the commercial center. 4. The Applicants hereby proffer to guarantee the completion of 10,000 square feet of commercial floor space prior to the issuance of the building permit for the 600'' dwelling unit, exclusive of building permits for model homes. 5. The Applicants hereby proffer to guarantee the construction of an additional 10,000 square feet of commercial floor space after the issuance of the 600 dwelling unit, but no later than the issuance of the 1,000' dwelling unit, exclusive of building permits for model homes. r U E 6. The Applicants hereby proffer to prohibit the following commercial land uses within Willow Run: ➢ Exterior Boarding Kennels ➢ Electric, Gas & Other Utility Transmission and Distribution Facilities * Automotive Dealers & Automotive Repair ➢ Golf Driving Ranges & Miniature Golf Courses ➢ Electrical Supplies (Wholesale) ➢ Hardware, Plumbing & Heating Equipment (Wholesale) ➢ Commercial Outdoor Batting Cages ➢ Adult Retail ➢ All land uses within the B3, Industrial Transition District and MI, Light Industrial District that are not otherwise permitted in the B2, Business General District. C.) Master Development Plan 1. The Master Development Plan is intended to delineate the general location of all road systems including the new interchange at Route 37 using the existing bridge, Jubal Early Drive from the City of Winchester to the new interchange at Route 37, the commercial and residential main street, the location of residential and commercial development areas, the location of residential land uses, the location of the community center park area and neighborhood park areas, and the File #3800WG/2006 TND REZONWG/EAW Greenway Engineering September 1, 2005 6 Revised November 4, 2005 Revised November 30, 2005 Revised May I8, 2006 • Revised June 27, 2006 INOT CURRE _ Revised September 26, 2006T Revised October 24, 2006 Revised November 18, 2006 general location of the extended Green Circle pedestrian and bicycle facility within Willow Run. The Applicants have identified elements of the Master Development Plan that are intended to be flexible that can be revised without the requirement of a conditional zoning amendment for the proffered Master Development Plan. These standards are described within Modification #1 - Master Development Plan Flexible Design Elements of the Community Design Modification Document submitted as a proffered document for this rezoning application. D.) Transportation Enhancements 1. The Applicants hereby proffer to fully fund and construct Jubal Early Drive as a four -lane divided landscaped median section, including the realignment of Meadow Branch Avenue from the current terminus in the City of Winchester to Route 37 as described in proffers D(2) — D(4). 2. The Applicants hereby proffer to fully fund and construct the four -lane divided landscaped median section of Jubal Early Drive from the current terminus in the City of Winchester to the second intersection identified on the proffered Master Development Plan which shall be designed and constructed to base pavement prior to issuance of the 300 residential building permit and bonded to ensure that the top coat of asphalt is guaranteed. 3. The Applicants hereby proffer to fully fund and construct the four -lane divided landscaped median section of Jubal Early Drive from the terminus of the completed phase at the second intersection to the first commercial center intersection identified on the proffered Master Development Plan which shall be designed and constructed to base pavement prior to issuance of 450 residential building permit and bonded to ensure that the top coat of asphalt is guaranteed. 4. The Applicants hereby proffer to fully fund and construct the four -lane divided landscape median section of Jubal Early Drive from terminus of the completed phase at the first commercial center intersection to the Route 37 northbound on and off ramps which shall be designed • and constructed to base pavement prior to issuance of 600 residential File #3800WG /2006 TND REZONING/EAW Greenway Engineering • September 1, 2005 7 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 NOT C.TjpRE INT • Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 building permit and bonded to ensure that the top coat of asphalt is guaranteed. 5. The Applicants hereby proffer to fully fund and construct the new Route 37 /Jubal Early Drive interchange northbound and southbound on and off ramps utilizing roundabout design and using the existing bridge structure prior to the issuance of the 600 residential building permit. Additionally, the Applicants hereby proffer to provide right - of -way sufficient to allow for the construction of a two -lane roundabout on the east side of Route 37. Furthermore, the Applicants proffer to allow the developer construction dollars to be utilized as matching funds unconditionally by Frederick County for additional transportation system improvements. 6. The Applicants hereby proffer to fully fund and construct the realignment of approximately 1,000 feet of the two -lane section of Merriman's Lane (Route 621) to the north of Jubal Early Drive to create a "T" intersection, which shall be designed and constructed to base pavement prior to issuance of the 600 residential building permit • and bonded to ensure that the top coat of asphalt is guaranteed. 7. The Applicants hereby proffer to dedicate the right -of -way required for the completion of Jubal Early Drive, the Route 37 northbound on and off ramps and the Merriman's Lane realignment within five years of Rezoning and Master Development Plan approval if these transportation improvements are not constructed. 8. The Applicants hereby proffer to fully fund and construct the extension of Cidermill Lane from the current terminus in the City of Winchester into the Property. The extension of Cidermill Lane shall be barricaded until the Applicants have completed the construction of Jubal Early Drive and the new Route 37 /Jubal Early Drive interchange northbound and southbound on and off ramps. The barricade for Cidermill Lane shall include a sign advising adjoining neighbors of the planned continuation of this road. 9. The Applicants hereby proffer to execute a signalization agreement with VDOT to fully fund traffic signalization with pedestrian actualization at the intersection of Jubal Early Drive and Meadow Branch Avenue. This traffic signal shall be installed when warranted by VDOT. File #3800WG/2006 TND REZONING/EAW • Greenway Engineering September 1, 2005 8 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 ClURRF, NT • Revised June 27, 2006 �dT Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 10. The Applicants hereby proffer to execute a signalization agreement with VDOT to fully fund traffic signalization with pedestrian actualization at the intersection of Jubal Early Drive and the Merriman's Lane north realignment. This traffic signal shall be installed when warranted by VDOT. 11. The Applicants hereby proffer the construction of the ultimate intersection improvements at the intersection of Birchmont Drive and Cedar Creek Grade, including right and left turn lanes on Cedar Creek Grade and right and left turn lanes on Birchmont Drive. These improvements shall be installed prior to the issuance of any residential occupancy permit that is solely dependent upon this intersection for ingress and egress, exclusive of model homes, and shall be installed no later than the issuance of the 200 residential permit. 12. The Applicants hereby proffer to design Birchmont Drive to provide for traffic chokers and/or chicanes at three locations along the street system. The locations of these traffic calming features shall be • provided on the Subdivision Design Plan within proximity of the northern, central and southern portions of Birchmont Drive. 13. The Applicants hereby proffer to execute a signalization agreement with VDOT to fully fund traffic signalization at the intersection of Cedar Creek Grade and Birchmont Drive. This traffic signal shall be installed when warranted by VDOT. 14. The Applicants hereby proffer to fully fund and construct Birchmont Drive to connect between Cedar Creek Grade and Jubal Early Drive to base pavement by the issuance of the 200` residential building permit, exclusive of model homes. 15. The Applicants hereby proffer to provide a monetary contribution to the City of Winchester totaling $100,000.00 to mitigate off -site transportation impacts to street intersections that will experience traffic flow degradation as a result of the development of Willow Run as indicated in the Willow Run Traffic Impact Analysis. This monetary contribution shall be provided to the City of Winchester in four annual payments of $25,000.00 each, of which, the first payment shall occur 12 months from the date of rezoning approval with the remaining payments being made in 12 month increments from the date of the first payment. Said monetary contribution may be utilized as matching N funds for transportation programs utilized by the City of Winchester. File p3800WCd2006 TND REZONING(EAW Gree Tway Engineering September 1, 2005 9 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 NOT C- Ugk- ,r,,i�TT Revised October 24, 2006 Revised November 18, 2006 Evidence of these monetary contribution payments shall be provided to the Frederick County Planning Department. 16. The Applicants hereby proffer to construct all subdivision streets to the ultimate section as identified on the VDOT typical section sheet of the proffered Master Development Plan. 17. Where private alley systems are utilized within Willow Run, the Applicants hereby proffer to design and construct the private alley systems as one -way travel within a minimum 14 -foot wide easement having a minimum of 12 feet of pavement with mountable curb on each side of the pavement along the entire alleyway, and as two -way travel within a minimum 20 -foot easement having a minimum of 18 feet of pavement with mountable curb on each side of the pavement along the entire alleyway. The vertical sectional dimension of pavement thickness and compacted base thickness will meet public street pavement standards utilized by the Virginia Department of Transportation. All private alleys that intersect other private alleys at 90- degree angles or have turns at 90- degree angles shall provide for a • minimum turning radius of 30 feet. The maintenance of all private alley systems shall be the responsibility of the Homeowners' Association or sub - association for the Willow Run community. E.) Monetary Contributions 1. The Applicants hereby proffer a monetary contribution for each dwelling unit that is non -age restricted in the amount of $9,078 to mitigate impacts to capital facilities as identified in the Frederick County Capital Facilities Fiscal Impact Model — Output Module prepared by the Frederick County Planning Department on July 21, 2005. This monetary contribution provides for the total fiscal impacts for non -age restricted dwelling units, as commercial fiscal credit is only given for 10,000 square feet of the 20,000 square feet of commercial land use that is guaranteed in Section B(3) of this Proffer Statement. This monetary contribution shall be provided to Frederick County at the time of building permit issuance for each non -age restricted dwelling unit. • 2. The Applicants hereby proffer a monetary contribution for each age - restricted dwelling unit in the amount of $2,000.00 to mitigate impacts File #3800WG/2006 TND REZONINGlEAW El 0 Greenway Engineering September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 Eut NOT CUERENT to all County services, exclusive of Public Schools as identified in the Frederick County Capital Facilities Fiscal Impact Model — Output Module prepared by the Frederick County Planning Department on July 21, 2005. This monetary contribution shall be provided to Frederick County at the time of building permit issuance for each age - restricted dwelling unit. 3. In addition to the monetary proffers provided for fire and rescue service as part of the proffer set forth in Section E(1) above, the Applicants hereby proffer to contribute a total of $50,000.00 to further support the Round Hill and Shawnee Volunteer Fire and Rescue Companies in Frederick County and the City of Winchester, which will provide first response service to Willow Run. The $50,000.00 monetary contribution shall be provided through separate payments of $25,000.00 to Frederick County and $25,000.00 to the City of Winchester. These payments shall be provided to each locality at the time of building permit issuance for the first residential dwelling unit within Willow Run. Additionally, the Applicants will establish a provision in the Homeowners' Association documents which will provide a payment of $100.00 per occupied residential unit on an annual basis to the City of Winchester for Fire and Rescue Services. This payment to the City of Winchester for Fire and Rescue Services shall continue until such at time that a new Route 37 interchange is developed at Jubal Early Drive with southbound off -ramp access. Evidence of the payments to the City of Winchester described in this section shall be provided to the Frederick County Planning Department. 4. The Applicants hereby proffer to provide $1000.00 for each non -age restricted residential lot to Frederick County for the purpose of site acquisition funding for the Public School system. This payment shall be provided at the time of building permit issuance for each non -age restricted residential dwelling unit within Willow Run. 0 5. The monetary contributions identified in the Frederick County Capital Facilities Fiscal Impact Model — Output Module prepared by the Frederick County Planning Department on July 21, 2005 shall be limited to that amount for all building permits issued for the initial 30 months following approval of the proffered Master Development Plan. All monetary contributions paid after the 30 -month timetable shall be adjusted every 24 months in accordance with the Urban Consumer Price Index ( "CPI -U ") published by the United States Department of Labor, subject to a cap of 4% per year, non - compounded. File #3800WG/2006 TND REZONING/EAW 0 Gremway Engineering September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 F.) Community Recreation 9 NOT CUF1rT-'d_ 1. The Applicants hereby proffer to construct a community center building that is an enclosed, year round heated facility with restrooms and a catering kitchen facility that is a minimum of 4,000 square feet in floor area, which shall count towards the active recreational amenity requirement for Willow Run. The community center building shall be constructed and available for use by residents of Willow Run prior to the issuance of the 600` building permit. The maintenance of the community center building shall be the responsibility of the Homeowners' Association or sub - association for Willow Run. Additionally, the Applicants hereby proffer to provide for an outdoor community pool facility with a combined water surface area of 3,500 square feet, which shall be completed prior to the issuance of the 600 residential permit. • 2. The Applicants hereby proffer to construct a community center building for the exclusive use of the age- restricted portion of Willow Run that is an enclosed, year round heated facility with restrooms and a catering kitchen facility that is a minimum of 2,000 square feet in floor area and shall count towards the active recreational amenity requirement for Willow Run. The age- restricted community center building shall be constructed and available for use prior to the issuance of the building permit for the 60 age- restricted dwelling unit. The maintenance of the age - restricted community center building shall be the responsibility of the Homeowners' Association or sub - association for Willow Run. 3. The Applicants hereby proffer to design and construct a public extension of the Green Circle pedestrian and bicycle facility located along the south side of Jubal Early Drive that connects the developed portion within the City of Winchester throughout the limits of the commercial center area. This public pedestrian and bicycle facility shall be 10 feet in width and have an asphalt surface, and shall count towards the active recreational amenity requirement for Willow Run. This facility shall be constructed concurrently with the adjoining sections of Jubal Early Drive as specified in Sections D(2) — D(4) of this Proffer Statement. 0 File #3800WG/2006 TND REZONING/EAW • 0 Greenway Engineering September 1, 2005 12 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 . Revised 27, 6, 2 2006 Nat. CURRENT Revised September 26, 2006 1`1 Revised October 24, 2006 Revised November 18, 2006 4. The Applicants hereby proffer to design and construct an internal pedestrian trail system, which shall count towards the active recreational amenity requirement for Willow Run. This internal pedestrian trail system shall be six feet in width and have an asphalt surface. The various segments of the internal trail system shall be bonded, the open space dedicated and constructed in conjunction with each residential section in which the trail system is located. The internal pedestrian trail system shall be private and shall be owned and maintained by the Homeowners' Association or sub - association for Willow Run. A public access easement shall be established along the portion of the internal pedestrian trail system located around the 5 -acre manmade water feature and along the segment continuing south along Sandyridge Boulevard. G.) Community Curbside Trash Collection • -1. The Applicants hereby proffer to provide commercial trash pickup and waste removal service to all residential land uses and the community center within Willow Run. The commercial trash pickup and waste removal service shall be established by deed covenant and shall be assigned to the Willow Run Homeowners Association ( "HOA ") or sub - association at such time as identified in the legal documents setting forth the guidelines for the Willow Run HOA. The commercial trash pickup and waste removal service shall remain in effect and be the responsibility of the Willow Run HOA until such time as this service is provided by Frederick County or other municipal providers. H.) Creation of Homeowners Association 1. A Homeowners Association (HOA) or sub - associations shall be created by the Applicants in conformity with the Virginia Property Owners' Association Act (Title 55, Chapter 26 of the Code of Virginia, 1950, as amended). The HOA shall have title to and/or responsibility for: • a. All common areas including, but not limited to, buffer areas, internal pedestrian trail systems and stormwater management File #3800WG/2006 TND REZONQJG/EAW 0 Greenway Engineering September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 0 13 NOT OLjpR-,ENT facilities not otherwise dedicated to public use or maintained by commercial entities. • C L� C. 91 Maintenance of private streets and alleyways. Residential curbside trash collection. Maintenance of community structures and facilities called for under Sections F(1) through F(4) above. 2. The Applicants hereby proffer to incorporate into the Declaration creating the Willow Run Property Owners Association provisions creating an Architectural Review Board ( "ARB "). The purpose of the ARB will be to review and approve all initial construction applications, and exterior additions and alterations to the existing commercial structures and dwelling units within Willow Run to ensure that all design guidelines established by the Applicants are met, together with all such other duties and responsibilities as may be imposed by the Declaration. 3. The Applicants hereby proffer to incorporate into the Declaration creating the Willow Run Property Owners Association provisions establishing an assessment to be collected at the time of the initial transfer of title to any residential lot in Willow Run (whether to a builder or otherwise) as well as at the time of any subsequent transfer of title. Such sums shall be paid to the association or sub - association, as appropriate, for use in the maintenance and upkeep of the common areas, as determined by the Board of Directors of the Association. I.) Environmental 1. The Applicants hereby proffer to identify and delineate a developmentally sensitive area ( "DSA ") boundary on the proffered Master Development Plan. The DSA will identify the location of wetland areas. Information regarding potential impacts within the DSA and methods for mitigation will be incorporated as a component of the Subdivision Design Plans or Site Development Plans for any portion of the Property that adjoins wetland areas. File N3800WG/2006 TND REZONING/EAW Greenway Engineering 0 September 1, 2005 • 14 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 • Revised June 27, 2006 NOT CURRENT Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 2. The Applicants hereby proffer to conduct a geotechnical analysis on all residential lots that are platted within 100 feet of the major karst feature located on tax map parcel 53- ((A)) -91 prior to the issuance of building permits for such lots. 3. The Applicants hereby proffer to provide a resource protection area ( "RPA ") buffer of 50 feet adjacent to the DSA boundary. No portion of any residential lot will be platted within the DSA. Additionally, commercial development shall not occur within the DSA. The only disturbance that will be permitted within the DSA or the RPA will be for road crossing, utility crossing and pedestrian and bicycle facility crossing. 4. The Applicants hereby proffer to develop a landscaping plan as an enhancement for the wetland areas located on the south side of Jubal Early Drive and provide for the planting of all elements of the plan during the first favorable planting season subsequent to wetlands disturbance. The landscaping plan shall include trees and shrubs that are recommended for wetland areas by the Corps of Engineers and trees and shrubs that are recommended for riparian areas by the Virginia Department of Forestry. The Applicants will establish language within the Homeowners Association documents which provides for the maintenance of the landscaping described above and allows the Shenandoah University Environmental Studies Department access to this area for the purpose of studying and monitoring this wetland enhancement project as an outdoor land lab educational opportunity. 5. The Applicants hereby proffer that all commercial site plans and the community center site plans submitted to Frederick County will be designed to implement Best Management Practices (`BMP ") to promote stormwater quality measures. A statement will be provided on each commercial site plan and on the community center site plans identifying the party or parties responsible for maintaining these BMP facilities as a condition of site plan approval. File k3800WG/2006 TND REZONNlG/EAW • Greenway Engineering J.) Signatures September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24,20D6 Revised November 18, 2006 1 T OT CURRENT The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. Respectfully Submitted: By: ke, � t / W' ow Grove L.C. 5 }�t� Fl DC i Coq •JrJ�rJemiae� Date City /County of L" -! �CLO To Wit: 4 j- '- ' day The foregoing instrument was acknowledged before me this � — day of C. 20 DUby Notary ` Pa \\`11��111 / / /i LI My Commission Expires 0 •• o�M'ssiun Wi F / � � �i • 4 u5t 7 '° ' V' i ,FeO `GO p 6 , •.'�� #DD450451 °' • c••QQ� • U Greenway E,smeet,ns J,) Signatures September 1, 2005 Revised Novembr 4.20D5 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 NOT CURRENT The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property: In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. i By: 740 LL Commonwealth of Virginia. City /County of 1JJ To Wit: Date The foregoing instrument was acknowledged before me this _L� day of -- b Qr o YAM 20 6% by 0 6- G A 1 e n U My Commission Expires File N3800WGtM IND REZONINGSAW • • 9 Greenway Engineering J.) Signatures forth in the Ordinance. September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 NOT CURRENT The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set om 04 - • Date City /County of lJielici-ccq To Wit: The foregoing instrument was acknowledged before me this - of (D(fc 20DU b �l SU L-U— ��p,SS FXp V� �a • #D0g 1 �rnyxenra '�Q 9 9y' PUBLIC.5�F.: \ \ 0 • • Greenway Engineering J.) Signatures September 1, 2005 Revised November4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 is NOT CURREN The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. B kc l\6ue ( 3D,�c� =1�, Miller anAmith# Willow Run L.L.C. Date � fi�1,11Era- 5m; ,.a._nc. +rviracFii 3•�;CF�ctrlas�. Sh1Ur er: cry LJ Commonwealth of Virginia, City /County of 12LkX To Wit: The foregoing instrument was acknowledged before me this 3Q day of 6 04em t 2006 by Ca(-'f5 F. 5iuC f +_ r. n;tx Ij ice Pre!,A�0+ Qf X11 �z,^c�Srn; iY1 Q +CA�)Mcu Notary Public • My Commission Expires '5 t I - 2-'Duq File k3800WG/2006 7'ND REZONING/EAW Greenway Engineering C J J.) Signatures 0 September 1, 2005 Revised November 4, 2005 Revised November 30, 2005 Revised May 18, 2006 Revised June 27, 2006 Revised September 26, 2006 Revised October 24, 2006 Revised November 18, 2006 0 C] N OT CURRENT The conditions proffered above shall be binding upon the assigns and successors in the interest of the Applicants who constitute the owners of the Property. In the event the Frederick County Board of Supervisors grants this rezoning and accepts the proffered conditions set forth in this proffer statement, the foregoing proffered conditions shall apply to the Property rezoned in addition to other requirements set forth in the Ordinance. B , � - v' Greystone Properties LLC Commonwealth of Virginia, ate Cit}ti/County f �Yecl e J i c k To Wit: The foregoing instrument was acknowledged before me this day of 20 0(o by ,AK'V� �s . -1=� Vats m WIH CcNnlvuSS oneri ,�SSICa f'Y\ N otary Public My Commission Expires �04 nbAY ',0 a00E 1J File #3800WG/2006 TND REZONUJG/EAW