PLANNING COMMISSION PUBLIC HEARING STAFF REPORT. ZCPA , Kincora Village Center

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1 Date of Hearing: April 24, 2018 PLANNING COMMISSION PUBLIC HEARING STAFF REPORT SUBJECT: ELECTION DISTRICT: ZCPA , Kincora Village Center Broad Run CRITICAL ACTION DATE: July 14, 2018 STAFF CONTACTS: APPLICANT: Jacqueline Marsh, AICP, Project Manager, Planning and Zoning Ricky Barker, AICP, Director, Planning & Zoning Daniel P Coughlan, NA Dulles Real Estate Investor LLC PURPOSE: The applicant is requesting a Zoning Concept Plan Amendment (ZCPA) to amend the Proffers and Concept Development Plan (CDP) of the approved Kincora Village Center to increase the overall amount of allowable square footage for residential development by 756,000 square feet within the PD-MUB (Planned Development Mixed Use Business) zoning district with no increase in units (1,400 MF Units). The applicant also proposes to amend the phasing for the construction of a proffered Central Plaza in Land Bay J north of Gloucester Parkway. RECOMMENDATION: Staff supports the Planning Commission s (Commission) recommendation of approval for the applicant s proposal to amend the timing of the Central Plaza in Land Bay J, however staff cannot support the applicant s proposal to increase the square footage for residential uses. The residential land use mix is inconsistent with Revised General Plan (Plan) polices for mixed use office centers and the Commission should consider the unanticipated impacts that additional residential density may have to the County s infrastructure and services. Staff recommends the applications be forwarded to a future Commission Work Session for further discussion.

2 ZCPA , Kincora Village Center Planning Commission Public Hearing April 24, 2018 Page 2 APPLICATION INFORMATION: APPLICANT: NA Dulles Real Estate Investor LLC Daniel P Coughlan REPRESENTATIVE: Hunton & Williams John C. McGranahan, Jr jmcgranahan@hunton.com PARCELS/ACREAGE: Tax Map Number PIN Acreage /80/G/1///4-2/ acres /80/G/1///4-1/ acres /80/L/1///D-2/ acres /80/G/1/////2/ acres /80/L/1///D-3/ acres /80/L/1//BLKE/ acres /80/G/1/////B/ acres /80//27/////1/ acres /80/G/1/////A/ acres /80/L/1///D-1/ acres /80/M/1/////N/ acres /80/L/1/////C/ ACCEPTANCE DATE: July 14, 2017 LOCATION: South of Route 7, west of Route 28, north and south of Gloucester Parkway, and east of Broad Run ZONING ORDINANCE: Revised 1993 POLICY AREA: Suburban Policy Area (Sterling Community) EXISTING ZONING: PD-MUB (Planned Development, Mixed Use Business) Route 28 Taxing District Partially within FOD (Floodplain Overlay District) Partially within the AI (Airport Impact) Overlay District, outside of but within one (1) mile of the Ldn 60 aircraft noise contour PLANNED LAND USE: Route 28 Core and Route 28 Business Portion of the property within Mixed-Use Office Center Development Envelope Overlay

3 ZCPA , Kincora Village Center Planning Commission Public Hearing April 24, 2018 Page 3 CONTEXT: Location/Site Access The 330-acre development is located in the southwest quadrant of the Route 7/Route 28 interchange, on the west side of Route 28. Gloucester Parkway bisects the subject site. The property is bounded on the west and north by the Broad Run. Pacific Boulevard (extension) runs parallel north/south to Route 28 and will serve as one of the main roadways into the development. Existing Conditions The subject property is environmentally sensitive with the Broad Run along its western and northern boundaries. The applicant has completed the proffered mitigation according to the Kincora Broad Run Restoration Concept Plan, which includes wetlands mitigation, stream enhancement, riparian preservation and reforestation, river and stream corridor reforestation, and tree conservation areas, and has granted the preservation and mitigation areas (approximately 160 acres) to the County as a perpetual Open Space Easement. The site work on the property includes the Kincora Safety Rescue Station, located north of Gloucester Parkway (not a part of this application). To the south of Gloucester Parkway, a data center (Cyrus One) is under construction. In a northern portion of the project, in Land Bay E, the Windy Hill residential building with 96 multifamily units and ground floor retail is under construction. The applicant has completed several road improvements in advance of the development, including the Gloucester Parkway extension and the Pacific Boulevard extension to Russell Branch Parkway. Surrounding Properties Surrounding properties include the Loudoun Water Broad Run Reclamation Facility to the west and an established light industrial park, including data center uses to the south. Uses to the north include established light industrial and business parks, two singlefamily residences, a County park and ride facility, and the Broad Run Toll House. Dulles Town Center and Dulles Town Crossing, both established destination retail centers, are located opposite Route 28 to the east. Directions From Leesburg, take Route 7 east for 9.7 miles to Route 28 south. Turn right (west) onto Gloucester Parkway then right (north). The property is on the north and south sides of Gloucester Parkway on the west side of Pacific Boulevard.

4 ZCPA , Kincora Village Center Planning Commission Public Hearing April 24, 2018 Page 4 Figure 1: Vicinity Map PROPOSAL: There are two components to the proposed ZCPA: 1. Increase in residential square footage The applicant is proposing to increase the overall square footage of residential uses by 756,000 square feet. The amount of residential units will not change (1,400 multifamily units). The increase will allow for increased individual unit size. The applicant has not indicated whether the multifamily units will be stacked or attached housing types. 2. Amend the timing of the completion of the Central Plaza in Land Bay J The applicant is requesting to change the timing requirement for an 100,000 square foot central plaza to either one of the following: upon the issuance of a zoning permit for the 401 st residential dwelling unit or the zoning permit issuance of the 400,001 st square foot of nonresidential uses in Land Bays B, E, F, G, H, J, K, or any combination of the seven Land Bays. The

5 ZCPA , Kincora Village Center Planning Commission Public Hearing April 24, 2018 Page 5 Central Plaza is currently triggered by data center development (Cyrus One) south of Gloucester Parkway. BACKGROUND: Kincora is comprised of three approved applications: 1. SPEX , Kincora Village Office/Recreational Complex approved July 21, The 60.2-acre project area is zoned PD-IP (Planned Development Industrial Park) under the 1972 Zoning Ordinance. Approved special exception uses include a 75,000 square-foot minor league baseball stadium or other recreational facility, up to 74,000 square feet of auxiliary uses, and up to eight office buildings totaling up to 901,211 square feet. The PD-IP zoned acreage was not part of the original Kincora rezoning (ZMAP ) and is not subject to the current ZCPA application. 2. ZMAP , Kincora Village Center, approved on July 12, 2010 The Zoning Map Amendment (ZMAP) rezoned acres from PD-IP under the 1972 Zoning Ordinance to PD-MUB under the Revised 1993 Zoning Ordinance. The 5.4 million square-foot development program consists of the mix of uses shown in the following table. Table 1. ZMAP , Kincora Village Center Approved Development Program Office/Employment 2,722,200 SF Commercial 393,825 SF Hotel 475,000 SF Multi-family Residential 1,400 multi-family units / 1,544,000 SF Civic 105,000 SF TOTAL 5,240,025 SF 3. ZCPA , Kincora Village Center, approved on June 12, The ZCPA amended the approved proffers and CDP in order to allow changes to the timing and construction of Pacific Boulevard, the reallocation of nonresidential uses in certain land bays, the creation of design standards for data centers, and other developmental changes. The applicant has not held any community meetings. Staff has received no comments on Loudoun Online Land Application System (LOLA). Staff received one phone call from a resident who was interested in the nature of the application. The staff reports and associated attachments can be viewed online on the Loudoun Online Land Applications System (LOLA) at search ZCPA OUTSTANDING ISSUES: Staff has identified two outstanding issues with the proposed increase in residential square footage for Kincora Village Center.

6 ZCPA , Kincora Village Center Planning Commission Public Hearing April 24, 2018 Page 6 1. Residential Land Use Mix - The land use mix for Mixed-Use Office Centers in the Route 28 Corridor Plan calls for 15% to 25% of square footage for mixed-use centers to consist of residential uses. The approved Kincora development already exceeds the maximum 25% residential component of the land use mix. Increasing the percentage could compromise the nature of, as well as, change the nature of the development. The applicant s proposal to increase the total residential square footage from 29.4% to 38.26% remains inconsistent with the County s land use policies for the Route 28 Corridor. 2. Capital Facilities The applicant has not specified whether the multifamily units would be characterized as multifamily attached units or stacked units. The population per housing unit for multifamily stacked units would be greater, therefore staff requests the applicant identify which units would be multifamily stacked and provide the capital facilities contributions associated with that type of unit. The applicant has asserted that the capital facilities were previously addressed with the transportation improvements with the original ZMAP application. POLICY ANALYSIS: Zoning Map Amendment Petition (ZMAP) Criteria for Approval - Zoning Ordinance Section (E) of the Revised 1993 Zoning Ordinance states that if an application is for a reclassification of property to a different zoning district classification on the Zoning Map, the Planning Commission shall give reasonable consideration to six (6) factors or criteria for approval. These criteria for approval are organized below by category, followed by Staff s analysis. A. Land Use: ZO (E)(1) Appropriateness of the proposed uses based on the Comprehensive Plan, trends in growth and development, the current and future requirements of the community as to land for various purposes as determined by population and economic studies and other studies and the encouragement of the most appropriate use of land throughout the locality. Analysis There is one outstanding land use issue, as discussed under the issues section of this report and summarized below. The subject site is governed by the policies of the Route 28 Corridor Plan of the Plan. The property is designated as appropriate for Route 28 Core and Route 28 Business uses with a portion of the property within the Mixed-Use Office Center Development Envelope Overlay. Residential Development Increase - When the Kincora Village Center rezoning application was first submitted, the subject property was planned for Keynote Employment uses. Keynote Employment uses do not permit a residential component; therefore, at that time, staff used the Business policies to evaluate land use mix. However, since the approval of the rezoning, the Route 28 Corridor policies were adopted which designates the northern portion of the property as appropriate for a Mixed-Use Office Center. Mixed-Use Office Centers are envisioned as high intensity, 24/7 activity centers with a variety of uses. The land use mix for Mixed-Use Office Centers calls for 15% - 25% of the square footage of the mixed-use center to consist of residential

7 ZCPA , Kincora Village Center Planning Commission Public Hearing April 24, 2018 Page 7 uses. The applicant is not proposing any new residential types; such as single-family attached or detached units. Use Category Table 2. Development Summary Proposed gross square Difference footage (Approved + Requested) Proposed % of the total floor area of the district devoted to uses listed in the Category Employment 2,722, % Commercial 868, % Residential 2,300,000 (+756, % square feet) Public/Civic/Institutional 120,387 (+15,837 square 2% feet) Parks and Open Space 162 acres 0 0% The Use Percentages are also analyzed below in the Zoning Summary. As currently proposed, 38.26% of the total square footage of the development is allocated for residential uses, an increase of 8.79% to the original total. The proposed increase in square footage allows for a range of housing sizes; however, the proposed average unit size would be approximately 1,640 square feet, whereas the original approval s average unit size was 1,100 square feet. As noted above, although the applicant is not proposing any new residential units or a decrease in non-residential square foot totals, the development already exceeds the maximum 25% residential component of the land use mix as noted in the Plan. Central Plaza timing The applicant is requesting to revise the timing requirement for the 100,000 square foot central plaza located in Land Bay J. The original proffers required the plaza to be provided prior to the issuance of the 401 st dwelling unit occupancy permit or the occupancy of 325,001 square feet of non-residential uses. The applicant is requesting to amend this proffer due to the construction of a data center on Land Bay Q that will exceed 350,000 square feet. The proffers now propose the central plaza be completed prior to the occupancy of the 401 st dwelling unit or prior to 400,000 square feet of non-residential uses being occupied on certain land bays (B, E, F, G, H, J, K). The overall square footage number can be either on one land bay, or a cumulative total on all seven. Staff has no issue with regards to amending the timing of the central plaza. B. Compatibility: ZO (E)(2) The existing character and use of the subject property and suitability for various uses, compatibility with uses permitted and existing on other property in the immediate vicinity, and conservation of land values.

8 ZCPA , Kincora Village Center Planning Commission Public Hearing April 24, 2018 Page 8 Analysis The applicant is proposing to increase the overall residential density onsite, however the number of units (1,400 multifamily) has not changed. It should be noted that while the land use mix proposed by the applicant does not meet the Mixed-Use Office Center land use categories as defined by the Plan, the proposal will meet other policies for this land designation. It is also important to note that the development was previously approved (ZMAP ) with residential percentages that exceed what is recommended in the Plan. The application conforms to other Mixed-Use Office Center policies found in the Plan by providing an equal mix of mutually supportive uses, such as businesses, retail, restaurants, civic and public spaces, personal services, hotels, and residential housing. Some aspects of the center is also proposed to be vertically integrated, with residential above commercial space with plazas and pedestrian features. The residential dwellings continue to meet Plan policies as they are high density and in multifamily structures. C. Environmental and Heritage Resources: ZO (E)(5) Potential impacts on the environment or natural features including but not limited to wildlife habitat, wetlands, vegetation, water quality (including groundwater), topographic features, air quality, scenic, archaeological, and historic features, and agricultural and forestal lands and any proposed mitigation of those impacts. Analysis There are no outstanding environmental issues. There is no expansion beyond the original boundaries of the development. The proposed proffer amendments would not alter any of the environmental proffers that the County approved with the original rezoning. The Applicant has already fulfilled many of the proffered environmental mitigation and protection measures. Noteworthy environmental features of the approved project include the dedication to the County of approximately 160 acres of Broad Run floodplain for a passive park and preservation of the Broad Run Heron Rookery. D. Transportation: ZO (E)(3) Adequacy of sewer and water, transportation, and other infrastructure to serve the uses that would be permitted on the property if it were reclassified to a different zoning district [emphasis added]. Analysis The total maximum number of multi-family units is not changing with this application as it proposes to increase the maximum square foot residential total limitation. There is minimal transportation impact anticipated with increasing the maximum square footage reference. The overall threshold and number of units would not be increased, therefore there would be no increase in trip generation expected. The application also proposes to revise the construction trigger of the 100,000 square foot Central Plaza in Landbay J. Staff notes that there is minimal transportation impact on the 2010 Countywide Transportation Plan (CTP) roadway network with this request.

9 ZCPA , Kincora Village Center Planning Commission Public Hearing April 24, 2018 Page 9 E. Fiscal Impacts: ZO (E)(4) The requirements for airports, housing, schools, parks, playgrounds, recreational areas and other public services. Analysis Staff has provided an updated student generation table using 2017 rates to reflect current rates as used by Loudoun County Public Schools. The original amount of students generated was 364. Units 1400 (MF) Table 3. Loudoun County Public Schools Generation Factors (2017) Elementary School (Sterling) Middle School (Sterling) High School (Park View) Total Students Generated by Proposal Annual Operating Costs Estimated Capital Costs $5,365,696 $20,554,744 Table 4. School Facility Information Sterling Sterling Middle School Park View High School 2017 Student Enrollment: 2017 Student Enrollment: 2017 Student Enrollment : 1, , Base Building Capacity: Base Building Capacity: 1, Base Building Capacity: 1,601 Capital Impacts At the time of the original approval in 2010, there was no differentiation between multifamily stacked (such as two-over-two units) and multifamily attached (such as garden-style, high rise buildings) units when analyzing the anticipated capital facilities impact of proposed multifamily units. At the time, the anticipated capital facilities contribution was $23,830 for each multifamily unit. However, the Board made the decision to accept proffered regional transportation improvements and commitments in lieu of a cash capital facilities contribution. That transportation commitment was valued at approximately $24 million. The 2017 Capital Intensity Factor (CIF) for multifamily stacked units is $25,016/unit. Multifamily attached is $15,664/unit. During the referral process, staff recommended the applicant offset the higher CIF for any multifamily stacked units developed on the property. The applicant has asserted that the value of the proffered transportation improvement equates to $30,000/unit specifically the construction and completion of Pacific Boulevard and Gloucester Parkway. Nonetheless, staff brings to the Commission s attention that the anticipated capital impact of the revised proposal may result in unanticipated increased capital and operational costs to the County. Staff has requested the applicant provide the number of units that would be developed as multifamily stacked and provide the contributions in accordance with County policy.

10 ZCPA , Kincora Village Center Planning Commission Public Hearing April 24, 2018 Page 10 F. Public Utilities/Public Safety: ZO (E)(3) Adequacy of sewer and water, transportation, and other infrastructure to serve the uses that would be permitted on the property if it were reclassified to a different zoning district. (6) The protection of life and property from impounding structure failures [emphasis added]. Analysis There are no outstanding utility issues. The property will be developed using central water and sewer facilities. The applicant has previously proffered to Fire and Rescue contributions that are consistent with County policy ($250/unit and $0.10/per square foot of nonresidential development). The applicant also dedicated five acres to the County for the Kincora Safety Rescue Station. ZONING ANALYSIS: Analysis There are no outstanding zoning issues. The subject property is zoned PD-MUB (Planned Development Mixed Use Business). Section Development Standards. (A) Minimum Use Percentages in the Revised 1993 Zoning Ordinance states that a PD-MUB District shall have the following minimum use percentages. These minimum percentages shall not be modified. The Concept Development Plan demonstrates that the proposed minimum use percentages could be met at full build-out of the project. Use Category Table 5. PD-MUB - Minimum Use Percentages Minimum % of the total floor area of the district shall be devoted to uses listed in the Category Proposed % of the total floor area of the district devoted to uses listed in the Category Employment 40% 45.28% Commercial 5% 14.45% Residential 10% 38.26% Public/Civic/Institutional 5% 2% 1 Parks and Open Space. 10% 0% 2 1 less than 5% because 5-acre fire and rescue site has already been conveyed to the County and subtracted from the site acreage 2 zero because 160-acre Broad Run floodplain has already been dedicated to the County and subtracted from site acreage DRAFT MOTIONS: 1. I move that the Planning Commission forward ZCPA , Kincora Village Center, to a Planning Commission Work Session for further discussion. OR

11 ZCPA , Kincora Village Center Planning Commission Public Hearing April 24, 2018 Page I move that the Planning Commission forward ZCPA , Kincora Village Center, to the Board of Supervisors with a recommendation of approval, subject to the Proffer Statement dated April 4, 2018 (Attachment 1) in the April 24, 2018 Planning Commission Public Hearing Staff Report. OR 3. I move an alternate motion. ATTACHMENT(S): 1. Proffer Statement (April 4, 2018) 2. Concept Development Plan (March 13, 2018) 3. Statement of Justification 4. Review Agency Comments 5. Response to Referral Comments

12 KINCORA VILLAGE CENTER (ZCPA ) PROFFER STATEMENT June 9, 2017 December 15, 2017 March 26, 2018 April 4, 2018 Attachment 1

13 KINCORA VILLAGE CENTER (ZCPA ) PROFFER STATEMENT June 9, 2017 December 15, 2017 March 26, 2018 April 4, 2018 Pursuant to Section , Code of Virginia (1950), as amended, and Section of the Revised 1993 Loudoun County Zoning Ordinance (1993), as amended (the "Zoning Ordinance"), NA Dulles Real Estate Investor LLC, a Delaware limited liability company (the "NA Dulles Owner"), who is the owner of Loudoun County GPINs , , , , , and (the "NA Dulles Property"); CyrusOne LLC, a Delaware limited liability company (the "CyrusOne Owner"), who is the owner of Loudoun County GPIN (the "CyrusOne Property"); Heronview VA LLC, a Virginia limited liability company (the "Heronview Owner"), who is the owner of Loudoun County GPIN , (the "Heronview Property"); and U.S. Home Corporation, a Delaware corporation (the "U.S. Home Owner"), who is the owner of Loudoun County GPINs , , and (the "U.S. Home Property," together with the NA Dulles Property, the CyrusOne Property, and the Heronview Property, collectively, the "Property"). U.S. Home Owner, together with the Heronview Owner, the NA Dulles Owner and the CyrusOne Owner, collectively and, where appropriate, individually, shall be referred to hereafter as the "Owner." The Owner, on behalf of themselves and their respective successors in interest, hereby voluntarily proffer that development of their respective portions of the Property shall be in substantial conformance with the proffered conditions approved with ZMAP and amended with ZCPA (collectively, the "Existing Proffers"), as further amended and supplemented by the following paragraphs (the "ZCPA Proffers," which together with the Existing Proffers shall be referred to as the "Proffers"), which are intended to include and are hereby deemed to include the exhibits attached hereto, which are incorporated herein by reference. All ZCPA Proffers offered herein are contingent upon and shall become effective only upon the final approval by the Board of Supervisors of Loudoun County, Virginia (the "Board") of the changes requested in this zoning concept plan amendment application ZCPA All ZCPA Proffers herein shall be binding on the Owner and its successors and assigns. Where a Proffer establishes an obligation that applies to development of a specific portion of the Property, reference to the "Owner" in such Proffer shall mean the party undertaking the development of that portion of the Property. These ZCPA Proffers amend or supplement only those portions of the Existing Proffers specifically referenced herein. The Existing Proffers shall remain in full force and effect, except as specifically amended or supplemented by the ZCPA Proffers below. Capitalized but

14 undefined terms and references to exhibits used in these ZCPA Proffers will have the meanings given to those terms and exhibits in the Existing Proffers. Proffer I.A. of the Existing Proffers is replaced and restated in its entirety as follows: A. Concept Plan. Except as otherwise expressly provided in the Proffers, the Property shall be developed in substantial conformance with Sheets 1, 2 and 8-37 of the plan set entitled "Zoning Concept Plan Amendment (Application ZCPA ) Kincora Village Center Broad Run Election District Loudoun County, Virginia," attached hereto as Exhibit A, dated on Sheet 1 as of March 8, 2018, and prepared by Urban Engineering & Associates, Inc. (all 37 Sheets of such plan are collectively referred to hereafter as the "Concept Plan"). Sheets 3-7 are for information and/or illustrative purposes only. Sheets 8, 9, 10, 11 and 12 of the Concept Plan illustrate the layout proposed for development of the Property and indicate development limitations on the Property, such as public road rights-of-way, open space, floodplain restoration activities and limits of clearing and grading for uses outside of the floodplain, which shall be observed during development of the Property as more particularly described in the Proffers. The Owner shall have reasonable flexibility to modify the layout shown on the Concept Plan as necessary to accommodate final engineering and development ordinance requirements, provided such changes: (i) are in substantial conformance with the approved Concept Plan and the Proffers; (ii) do not increase the total permitted square footage or the total permitted square footage of any specific category of use; and (iii) do not decrease the minimum amount of open space or peripheral setbacks required to be provided on the Property. Building locations and footprints, and associated parking areas and parking structures, identified on the Concept Plan are for illustrative purposes and are subject to change by the Owner, and the Owner agrees that the Owner's right to place any such feature in any particular location as shown on the Concept Plan shall not be deemed vested by virtue of the approval of this ZCPA and the Proffers and Concept Plan. Final building locations and footprints and associated parking areas and structures must comply with the specific commitments provided in these Proffers. Proffer I.B.1.,2.,3. and 4. of the Existing Proffers are replaced and restated in their entirety as follows: B. Uses, Maximum Density/Intensity of Use and PD-MUB Minimum Use Percentages. The Owner may develop the Property with any of the uses permitted in accordance with the applicable zoning district, including any uses permitted by special exception provided that approval of the requisite special exception is obtained in accordance with the Zoning Ordinance. The Property may be developed up to the following maximum densities and intensities of use: 2

15 Up to 3,711,412 square feet of employment, commercial and public/civic/institutional uses. Up to 1,400 multifamily residential units inclusive of any required Affordable Dwelling Units ("ADUs"), ADU-Equivalent Units as defined hereinbelow, and Unmet Housing Needs (workforce housing) Units proffered herein in Proffers I.D. and I.E. and subject to the limitations set forth in Proffer I.B.3. below. 1. Employment Uses. A minimum of forty percent (40%) of the total floor area shall be devoted to Employment Uses listed in the PD-MUB District use regulations, either byright if Permitted Uses, including, without limitation, data centers or other facilities used to house computer systems and associated components, or pursuant to a future approved special exception if Special Exception Uses; provided however, that development of data centers or other facilities used to house computer systems and associated components shall be limited to Land Bay Q. 2. Commercial Uses. A minimum of five percent (5%) of the total floor area constructed on the Property shall be devoted to Commercial Uses listed in the PD-MUB District use regulations, either by-right if Permitted Uses or pursuant to a future approved special exception if Special Exception Uses. a. Not more than 393,825 square feet of the 3,711,412 square feet of employment, commercial and public/civic/institutional uses shall be nonhotel commercial uses. b. At least 200,000 square feet of the non-hotel commercial uses shall be "employment supportive" uses, such as, but not limited to, the following examples: delicatessens, coffeehouses, restaurants, convenience stores, grocery stores, office supply stores, drug stores/pharmacies, greeting card stores, automobile service stations, retail sales establishments that are located on the first floor of a multi-story office building or multifamily residential building and provide convenient sales and dining services to the employees and residents on-site (collectively, "Employment Supportive Uses"). c. With the exception of (i) one (1) grocery store, (ii) one (1) health and fitness center, and (iii) one (1) specialty retail sales establishment offering merchandise and programs related primarily to outdoor recreational uses and activities (such as, but not limited to, hiking, biking and/or water-related sports), each of which may contain up to 60,000 square feet, no individual retail sales establishment shall exceed 30,000 square feet of gross floor area. Any retail sales establishment greater than 30,000 square feet shall be designed as required in Proffer V. d. A minimum of fifty percent (50%) of the Employment Supportive Uses shall be located within mixed-use buildings containing at least two (2) different use categories. 3

16 e. The Owner may develop up to two (2) hotel uses, which in the aggregate shall not exceed a total of either 475,000 square feet or 570 rooms. At least one (1) of the hotels shall be a "full service hotel," which shall mean that it will have a range of services and amenities, including (i) a sit-down restaurant containing a minimum of 3,500 square feet, (ii) room service, (iii) concierge services, and (iv) meeting rooms containing a minimum total of 3,500 square feet. f. The Owner shall not solicit the existing department stores (retail establishments that carry several lines of merchandise, such as men's and women's ready to wear clothing and accessories, piece goods, small wares and home furnishings where merchandise is segregated into different departments, each having a specialist manager) which are currently located within an enclosed regional mall within 2.5 miles of the Property, to relocate to the Property. These restrictions do not apply to movie theaters, gym/work out and recreation facilities, grocery stores or any other retail use or tenant. 3. Residential Uses. A minimum of ten percent (10%) of the total floor area constructed on the Property shall be devoted to Residential Uses listed as Permitted Uses in the PD-MUB District use regulations. All residential uses on the Property shall consist of multifamily dwelling units and shall be located in Land Bays A, C, D, E, F, G and/or H as such land bays are identified on Sheets 11 and 12 of the Concept Plan. Residential uses located in Land Bays G and/or H shall not be located adjacent to incompatible uses, including without limitation, such incompatible uses as the Ballpark approved with SPEX , flexindustrial uses, manufacturing, processing, fabrication and/or assembly uses, automobile service stations, motor vehicle service and repair uses, motorcycle or ATV sales, rental, repair and associated service uses, distribution facilities, trans-shipment facilities, motor vehicle rental with outdoor motor vehicle storage uses (excluding carsharing uses and associated facilities and parking) and contractor service establishments. For any portion of the Property on which the Owner desires to develop multifamily dwelling units to be sold as separate units (such as condominium ownership), no zoning permit for, nor any conversion to, such for-sale units shall be permitted unless and until any community development authority ("CDA") debt payment obligations applicable to such portion of the Property, if any, have been fully satisfied. The Owner shall provide the Department of Management and Financial Services with sixty (60) days written notice prior to any conversion of rental units to such for-sale units for the purpose of confirming that the CDA payment obligations for such units have been fully satisfied prior to such conversion. Prior to site plan approval for any residential building on any portion of the Property, if there is any CDA debt payment obligation applicable to such portion of the Property, there shall be recorded among the land records in the Clerk's Office of the Circuit Court of Loudoun County, Virginia (the "Land Records") by the Property owner a restrictive covenant applicable to such portion of the Property being developed with such residential building, which covenant (a) shall limit all dwelling units to "for-rent units only" except for units with respect to which the notice and CDA payment requirements of this Proffer I.B.3. have been complied with, (b) shall require compliance with the obligations in this Proffer I.B.3. to provide notice and confirmation of payment prior to any conversion to for-sale units, and (c) shall expressly prohibit the conversion of any dwelling unit from for-rent unit to for-sale unit unless and until notice and 4

17 confirmation of payment for any such conversion is provided. Such covenant shall be in a form approved by the County Attorney. 4. Public/Civic/Institutional Uses. A minimum of five percent (5%) of the total land area of the Property shall be devoted to Public/Civic/Institutional Uses listed in the PD-MUB District use regulations, either by-right if Permitted Uses or pursuant to a future approved special exception if Special Exception Uses. Examples of the Public/Civic/Institutional uses that may be provided include educational institutions; public uses such as government offices, post offices, public meeting halls, public libraries, public art, and public museums; parks such as village greens, plazas, and sculpture and flower gardens; community centers; community center for performing arts in accordance with Proffer I.G.; church, synagogue, temple or mosque sites; cultural centers such as a performing arts center; outdoor amphitheaters; and the uses contemplated for the public use site identified in Land Bay N on Sheet 9 of the Concept Plan and described in Proffer VI.A. At a minimum, four (4) of the examples listed above as Public/Civic/Institutional uses shall be provided on the Property. If Public/Civic/Institutional uses are provided in a mixed-use building, the actual floor area of the portion of any such mixeduse building containing any such Public/Civic/Institutional use shall be counted toward the minimum five percent (5%) of the total land area of the Property to be devoted to such Public/Civic/Institutional uses. If an individual Public/Civic/Institutional use is provided on a single parcel, the land area of the entire parcel may be counted toward the minimum five percent (5%) of the total land area of the Property to be devoted to such Public/Civic/Intuitional uses, provided no land area of such parcel shall be counted toward both Public/Civic/Institutional uses and toward the Minimum 10% Open Space defined in these Proffers. Proffer I.H. of the Existing Proffers is replaced and restated in its entirety as follows: H. Central Plaza and Other Significant Plaza Areas. Prior to or concurrent with issuance of a zoning permit for the earlier to occur of (i) the 401 st residential dwelling unit inclusive of ADU Equivalent Units and Unmet Housing Needs Units, or (ii) the 400,001 st square foot of non residential uses in Land Bays B, E, F, G, H, J, K, or any combination of those seven (7) Land Bays, the Owner shall provide a central plaza consisting of approximately 100,000 square feet generally in the location shown in Land Bay J identified on the Concept Plan. The Owner shall provide public amenities in the central plaza that may include, but not be limited to, ponds, fountains, public art, plant beds, benches, drinking fountains, clock pedestals, and other similar features. The central plaza shall be consistent with the character and quality of the depictions of such central plaza shown on Sheets 20, 22 and 25 of the Concept Plan and in Exhibit G. All buildings that adjoin the central plaza shall be a minimum of two (2) stories. Prior to or concurrent with issuance of an occupancy permit for a use in Land Bay D, the Owner shall provide a plaza consisting of a minimum of 10,000 square feet generally in the location within Land Bay D (between Road 4 and Road 5) as shown and identified on Sheets 11, 12 and 16 of the Concept Plan. 5

18 Prior to or concurrent with issuance of an occupancy permit for a use in Land Bay F, the Owner shall provide a plaza consisting of approximately 35,000 square feet generally in the location in Land Bay F as shown and identified on Sheets 11 and 16 of the Concept Plan. [SIGNATURES ON FOLLOWING PAGES] 6

19 APPLICANT/OWNER: NA DULLES REAL ESTATE INVESTOR LLC, a Delaware limited liability company By: Name: Title: COMMONWEALTH OF VIRGINIA CITY/COUNTY OF, to-wit: Before the undersigned, a Notary Public in and for the aforementioned jurisdiction, personally appeared, as of NA Dulles Real Estate Investor LLC, who acknowledged that he executed the foregoing Proffer Statement with the full power and authority to do so, as the act of such company. IN WITNESS WHEREOF, I have affixed my hand and seal this day of, My Commission Expires: Notary Public 7

20 OWNER: CYRUSONE LLC, a Delaware limited liability company By: Name: Title: COMMONWEALTH OF VIRGINIA CITY/COUNTY OF, to-wit: Before the undersigned, a Notary Public in and for the aforementioned jurisdiction, personally appeared, as of CyrusOne LLC, who acknowledged that he executed the foregoing Proffer Statement with the full power and authority to do so, as the act of such company. IN WITNESS WHEREOF, I have affixed my hand and seal this day of, My Commission Expires: Notary Public 8

21 OWNER: HERONVIEW VA LLC, a Virginia limited liability company By: Heronview GP LLC, a Virginia limited liability company, its By: Flatiron Holdings, LLC, a North Carolina limited liability company, its Managing Member By: Fitch Irick Partners, LLC, a North Carolina limited liability company, its Managing Member By: Name: Title: (SEAL) COMMONWEALTH OF VIRGINIA CITY/COUNTY OF, to-wit: Before the undersigned, a Notary Public in and for the aforementioned jurisdiction, personally appeared, as of Heronview VA LLC, who acknowledged that he executed the foregoing Proffer Statement with the full power and authority to do so, as the act of such company. IN WITNESS WHEREOF, I have affixed my hand and seal this day of, My Commission Expires: Notary Public 9

22 OWNER: U.S. HOME CORPORATION, a Delaware corporation By: Name: Title: COMMONWEALTH OF VIRGINIA CITY/COUNTY OF, to-wit: Before the undersigned, a Notary Public in and for the aforementioned jurisdiction, personally appeared, as of U.S. HOME CORPORATION, who acknowledged that he executed the foregoing Proffer Statement with the full power and authority to do so, as the act of such corporation. IN WITNESS WHEREOF, I have affixed my hand and seal this day of, My Commission Expires: Notary Public EMF_US v1

23 KINCORA VILLAGE CENTER (ZCPA ) Zoning Concept Plan Amendment Statement of Justification June 9, 2017 December 15, 2017 March 26, 2018 April 4, 2018 I. Background: NA Dulles Real Estate Investor LLC (the "Applicant") is the owner of Loudoun County GPINs , , , , , and (collectively, the "NA Dulles Property"). Heronview VA LLC ("Heronview") is the owner of Loudoun County GPIN (the "Heronview Property"). CyrusOne LLC ("CyrusOne") is the owner of Loudoun County GPIN (the "CyrusOne Property"). U.S. Home Corporation ("U.S. Home") is the owner of Loudoun County GPINs , , and , (collectively, the "U.S. Home Property," together with the NA Dulles Property, the CyrusOne Property, and the Heronview Property, the "Property"). On July 12, 2010, the Loudoun County Board of Supervisors (the "Board") approved ZMAP (the "Rezoning") to rezone the Property to the Planned Development-Mixed Use Business (PD- MUB) District to permit construction of employment, commercial, hotel, residential and civic uses (collectively, the "Project"). The ZMAP was approved subject to a Proffer Statement, dated July 7, 2010, and a Concept Development Plan, dated October 2008, as revised through July 1, On June 12, 2013, the Board approved ZCPA to amend both the Proffer Statement (as amended and approved, collectively, the "Proffers," or, individually, a "Proffer") and the Concept Development Plan (as amended and approved, the "CDP"). II. Proposal: This ZCPA application has two components. First, the market for the multifamily residential uses approved for the Project demands larger units than anticipated at the time of the Rezoning. During consideration of the Rezoning, the focus of the debate about the residential use was the maximum number of units that would be allowed. Ultimately, the Board capped the maximum number of units at 1,400. Little to no attention was paid to the total gross floor area ("GFA") of those units. 1 Attachment 3

24 Proffer I.B. permits up to 1,400 multifamily residential units to be constructed on the Property with a parenthetical reference of "(not to exceed 1,544,000 square feet)." Since the Rezoning, the Applicant has discovered that while multifamily residential is viable on the Property, the applicable market is for larger units. One of the principal reasons tenants and owners of multifamily units move to Loudoun County is the ability to get a larger unit for their money. In order to accommodate larger units, the Applicant requests the deletion of the parenthetical reference to a maximum GFA of 1,544,000 square feet in Proffer I.B. To avoid there being no express limitation on the maximum GFA for residential uses at the Project, the Applicant has revised the tabulation on Sheet 13 of the CDP to increase the residential GFA from 1,544,000 to 2,300,000 square feet. With this increase of 756,000 square feet of residential GFA, the Project can and will continue to meet the PD-MUB District use mix ratios and the maximum FAR limitations that apply to this PD-MUB District. The Applicant is not requesting an increase in the number of residential dwelling units. Nor is the Applicant requesting a shift or "conversion" of approved non-residential GFA to residential GFA. To continue meeting the applicable minimum civic space, the Applicant is showing an additional 15,387 square feet of civic use in the tabulation on Sheet 13 of the CDP. With these increases in GFA for residential use and civic use, the tabulation on Sheet 13 reflects that the total maximum GFA permitted on the Property will increase by 771,387 square feet to 6,011,413 square feet. Importantly, the Applicant is maintaining all current affordable and workforce housing proffered commitments with this increase in flexibility for the size of the individual units. This includes the units under construction by Heronview, an affiliate of the Windy Hill Foundation. This proffer amendment is critical to the Applicant's, and ultimately the County's, ability to generate the funds necessary to repay the debt incurred to construct the completed extensions of Gloucester Parkway and Pacific Boulevard, since each of the market rate units in the Project contributes approximately $30,000 toward those recently completed regional roads. Without this proffer amendment, the Applicant either will have to wait to see whether the market shifts toward smaller units, which would significantly delay, perhaps indefinitely, the scheduled repayment of the debt, or worse, will be forced to accommodate larger units now, but at the expense of having enough residential GFA to accommodate all of the market rate units needed to fully repay the debt. The Applicant is NOT requesting any additional residential units beyond the 1,400 units approved with the Rezoning. Nor is the Applicant seeking to convert the multifamily units to single family attached or detached units. The Applicant simply needs relief from the existing parenthetical limit on the size of the approved multifamily units. Also, there effectively is a cap on the maximum GFA allowed for those multifamily units under the PD- MUB District, which requires at least 50% of the total floor area of the district to be devoted to non-residential uses. Finally, these larger units will not generate any increase in traffic. The second component of this ZCPA application involves the requirement in Proffer I.H that the Applicant construct a 100,000 square foot Central Plaza in Land Bay J "prior to or concurrent with issuance of an occupancy permit for either the 401st residential dwelling unit... or the 325,001st square foot of non-residential uses." In June of 2015, CyrusOne acquired Land Bay Q from the Applicant to construct data center uses. Construction of Phase 1 of CyrusOne's project as approved with STMP is currently underway. The site plan for Phase 1 consists of more than 325,000 square feet. Therefore, it will trigger the requirement to construct the Central Plaza before CyrusOne will be allowed to obtain an occupancy permit for its building. Yet, 2

25 constructing the Central Plaza at the same time as CyrusOne develops Land Bay Q makes no sense. Land Bay Q is the land bay located farthest from the Central Plaza in the entire Kincora Village Center Project - nearly a mile away. CyrusOne's data center will be the only use in the Project at this time and will not generate pedestrian traffic anywhere near the Central Plaza. Furthermore, significant safety issues may arise when the Central Plaza exists without any surrounding uses. The Central Plaza should be constructed when a critical mass of uses in the core of the village center is constructed and occupied. Therefore, the Applicant requests that Proffer I.H. be amended so the trigger for construction of the Central Plaza is aligned with issuance of a zoning permit for the earlier to occur of (i) the 401 st residential dwelling unit inclusive of ADU Equivalent Units and Unmet Housing Needs Units, or (ii) the 400,001 st square foot of non residential uses in Land Bays B, E, F, G, H, J, K, or any combination of those seven (7) Land Bays. Without this change, CyrusOne could have issues obtaining permanent occupancy permits for its data center use, which undermines a critical element of the County's economic development efforts. A redline draft of a revised Proffer Statement is attached to this statement reflecting edits necessary to accomplish these two revisions. The proposed revisions do not change the uses nor reduce the minimum open space approved by the Board with the Rezoning. III. Conclusion: The proposed amendments to Proffer I.B. and Proffer I.H. are necessary updates so Kincora Village Center can develop as approved. They will not change the types of uses in the Project nor increase the density or the intensity of those uses. 3

26 County of Loudoun Department of Planning and Zoning MEMORANDUM DATE: January 25, 2018 TO: FROM: Jacqueline Marsh, Project Manager Land Use Review Marie Genovese, AICP Planner III, Community Planning SUBJECT: ZCPA , Kincora Village Center Second Referral EXECUTIVE SUMMARY The applicant has responded to Community Planning s first referral comments dated September 5, The applicant, NA Dulles Real Estate Investor, LLC seeks to amend the CDP and proffers approved with ZMAP , Kincora Village Center increasing the square footage for residential uses from 1,544,000 square feet to 2,300,000 square feet, which changes the overall character of the development. While the number of residential units has not changed since the original rezoning (ZMAP , Kincora Village Center) the size of the units as well as the percentage of residential uses is being changed with this application. The applicant also seeks to amend the triggering language that will require a 100,000 square foot plaza within the development. Since the approval of ZMAP , Kincora Village on July 12, 2010, the County adopted additional policies pertaining to development patterns within the Route 28 Corridor on March 15, While Staff acknowledges the Kincora development was approved prior to the Route 28 Corridor Plan, any changes to the approved proffers should ensure consistency with the adopted policies. Attachment 4.A

27 ZCPA , Kincora Village Center Community Planning Second Referral January 25, 2018 Page 2 OUTSTANDING ISSUES The applicant seeks to amend the proffers, increasing the square footage for residential uses from 1,544,000 square feet to 2,300,000 square feet, an increase of 49% from the approved development plan. The proposed 1,400 dwelling units will remain unchanged. When the Kincora Village Center rezoning application was first submitted, the subject property was planned for Keynote Employment uses per the Revised General Plan (RGP). Keynote Employment uses do not permit a residential component; therefore, Community Planning Staff applied the Business policies to evaluate land use mix. Since the approval of the rezoning, the Route 28 Corridor policies were adopted which designates the northern portion of the property as appropriate for a Mixed-Use Office Center. Mixed-Use Office Centers are envisioned as high intensity, 24/7 activity centers with a variety of uses. The land use mix for Mixed-Use Office Centers calls for 15% to 25% of the square footage of the mixed-use center to consist of residential uses (RGP, Chapter 6, Route 28 Corridor Plan, Mixed-Use Office Center Policies, Policy 18). As currently proposed, 48% of the total square footage (23% more than what is permitted) of the Mixed-Use Office Center is allocated for residential uses. The original rezoning proposed approximately 38% of the development as residential and provided in the Statement of Justification that the multifamily residential component of the mixed-use development will provide convenient and affordable housing opportunities for people who desire to live near work. This type of housing supports office and retail development (ZMAP Kincora Village Center, Statement of Justification). The type of housing approved with the previous rezoning allowed for a variety of housing sizes with an average unit size of 1100 square feet. The proposed increased square footage also allows for a range of housing sizes; however, the average unit size would be approximately 1800 square feet, which may not result in affordable housing options in this area. Analysis Community Planning Staff cannot support the request to increase the square footage for residential uses. The development already exceeds the maximum 25% residential component of the land use mix as noted in the referenced section of the Revised General Plan. While the intent of mixed-use developments is to provide a range of housing sizes, these units are intended to be smaller than a typical suburban style development. With the increase in unit sizes, there is no assurance that the type of units will meet the definition of multi-family attached (garden style, mid-rise, high-rise condominiums/apartments), which was the unit type used to determine impacts with the original Kincora rezoning. The response to Staff s comments provides the applicant is not changing any existing commitments to the type of multi-family units to be provided. However, the square footage limitation at the time of the rezoning ensured an average unit size of 1100 square feet. With the proposed increase in residential square footage there is no assurance that the application will not develop multi-family stacked units (stacked townhomes, one-over twos, two-over-twos), which have higher capital facility

28 ZCPA , Kincora Village Center Community Planning Second Referral January 25, 2018 Page 3 impacts (see further discussion below). Community Planning Staff notes, the applicant s submitted traffic study utilized the Townhouse/Condo ITE Code. Analysis Community Planning Staff recommends the applicant commit to multi-family attached units (garden style, mid-rise, high-rise condominiums/apartments) or offset the increased impacts with multi-family stacked units (stacked townhomes, one-over twos, two-over-twos). Proffer IB5, Parks and Open Space; Proffer IB6, Site Plan Tabulations; & Proffer IB7, PD- MUB Incentives for Additional Floor Area are being shown as strike-through text with the latest submission. No information has been provided regarding why these proffer sections are being removed. Community Planning Staff requests information pertaining to the removal of Proffer IB5, Proffer IB6, and Proffer IB7. The applicant is requesting to amend proffer IH, revising the timing requirement for the 100,000 square foot plaza from prior to or concurrent with issuance of an occupancy permit for either the 401 st residential dwelling unit or the 325,001 st square foot of nonresidential uses to the issuance of a zoning permit for the earlier to occur of (1) the 151 st residential dwelling unit inclusive of ADUs and Unmet Housing Needs Units, or (2) the 400,001 st square foot of non-residential uses in Land Bays F, G, H, J, K or any combination of those five Land Bays. Land Bays B and E are envisioned to have a total of 630,000 square feet of non-residential uses. Community Planning Staff understands the need to change the timing of the development of the central plaza to ensure development in Land Bays Q and N, farthest from the central plaza, do not trigger the development of the plaza. However, the trigger should still be tied to development of the northern portion of the project. Analysis Community Planning Staff recommends revising the proffer, keeping with the original intent, triggering the construction requirement for the central plaza at either the 151 st residential dwelling unit or the 400,001 st square foot of nonresidential uses in Land Bays B, E, F, G, H, J, or K. Several of the submitted plat sheets are being revised with the proposed application that do not appear to be necessary based on the requested increase in residential square footage and the timing of the plaza. Community Planning Staff recommends only revising necessary plat sheets. If these sheets continue to be revised, please include information pertaining to the proposed changes for each of these sheets. CAPITAL FACILITIES Capital facility impacts for multi-family units are assessed based on the type of unit. Multifamily attached units (garden style, mid-rise, high-rise condominiums/apartments)

29 ZCPA , Kincora Village Center Community Planning Second Referral January 25, 2018 Page 4 generate different impacts than multi-family stacked units (stacked townhomes, one-over twos, two-over-twos). While the Zoning Ordinance does not differentiate between different types of multi-family units, the capital facility impacts associated with different multi-family unit types are not the same. The population per housing unit for multi-family stacked units is greater and therefore incurs greater impacts. With the increase in the residential square footage, Community Planning Staff cannot determine that capital facility impacts are being mitigated in keeping with County fiscal policies. Analysis Community Planning Staff recommends committing to multi-family attached units (garden style, mid-rise, high-rise condominiums/apartments) to ensure capital facility impacts are being mitigated with the proposed development. If the applicant intends to develop multi-family stacked units (stacked townhomes, one-over-twos, two-over-twos), capital facility impacts of $25, per stacked unit should be mitigated. RECOMMENDATIONS Community Planning Staff does not support the requested Zoning Concept Plan Amendment as it is not consistent with the land use mix policies of the Revised General Plan, which calls for a maximum of 25% high density residential within a Mixed-Use Office Center development. The approved Kincora development allows for a variety of housing sizes with an average unit size of 1,100 square feet. Increasing the permitted residential by an additional 756,000 square feet (an increase of 49%) is not in keeping with the Mixed-Use Office Center policies that intend to have employment uses as the predominant component of the land use mix. As currently proposed, residential is the predominant component of the Kincora mixed-use development. If the application is considered further, Community Planning Staff requests a commitment to the type of multifamily units proposed to ensure capital facility impacts are being mitigated. Community Planning Staff has no issue with regards to amending the timing of the central plaza; however, the construction of the plaza should be tied to development within the northern portion of the property, ensuring that an appropriately sited gathering place is provided for residents and employees in the early stages of the development. Staff is available to meet with the Applicant to discuss this referral and any related questions. cc: Ricky Barker, AICP, Planning and Zoning Director (via ) Chris Garcia, AICP, Community Planning Program Manager (via )

30 County of Loudoun Department of Planning and Zoning MEMORANDUM DATE: September 5, 2017 TO: FROM: Jacqueline Marsh, Project Manager Land Use Review Marie Genovese, AICP Planner III, Community Planning SUBJECT: ZCPA , Kincora Village Center EXECUTIVE SUMMARY NA Dulles Real Estate Investor, LLC seeks to amend the proffers approved with ZMAP , Kincora Village Center to remove the amount of square footage devoted to residential uses and to amend the triggering language that will require a 100,000 square foot plaza within the development. Kincora Village Center was approved by the Board of Supervisors on July 12, 2010 for a mix of residential, retail, service, office, and civic uses. ZCPA was approved on June 12, 2013, amending the proffers and Concept Development Plan (CDP). The development is currently permitted to develop up to 1,400 multi-family dwelling units (not to exceed 1,544,000 square feet). The applicant seeks to remove the square footage cap for residential uses from the proffers, retaining the limit of up to 1,400 dwelling units only. Currently, Kincora Village Center is permitted to develop with up to 5.2 million square feet of residential and non-residential uses. As the square footage of residential uses are increased, the square footage of non-residential uses will be decreased. Since the approval of ZMAP , Kincora Village on July 12, 2010, the County adopted additional policies pertaining to development patterns within the Route 28 Corridor on March 15, While Staff acknowledges the Kincora development was approved prior to the Route 28 Corridor Plan, any changes to the approved proffers should ensure consistency with the adopted policies. Attachment 4.B

31 ZCPA , Kincora Village Center Community Planning Referral September 5, 2017 Page 2 BACKGROUND NA Dulles Real Estate Investor, LLC seeks to amend the proffers approved with ZMAP , Kincora Village Center. The Board of Supervisors approved Kincora Village Center on July 12, 2010 for a mix of residential, commercial retail and service uses, office, and public and civic. On July 21, 2009 the Board of Supervisors approved a special exception (SPEX ) for a recreational facility/stadium, office uses, and commercial retail and service uses on the remainder of the property. On June 12, 2013 the Board of Supervisors approved a Zoning Concept Plan Amendment (ZCPA ) which amended the proffers and CDP approved with ZMAP The proposed ZCPA applies to a portion of the original rezoning (see map). The property is located within the Route 28 Highway Improvement Transportation District south of Route 7, west of Route 28, north and south of Gloucester Parkway, and east of the Broad Run. COMPLIANCE WITH THE COMPREHENSIVE PLAN The subject site is governed by the policies of the Revised General Plan (RGP) including, among other Plan sections, the Route 28 Corridor Plan (adopted March 15, 2011) and the 2010 Countywide Transportation Plan (CTP). The property is located within the Sterling Community of the Suburban Policy Area and the Route 28 Highway Improvement Transportation District (RGP, Chapter 6, Suburban Community Boundaries Map). The property is designated as appropriate for Route 28 Core and Route 28 Business uses with a portion of the property within the Mixed-Use Office Center Development Envelope Overlay (RGP, Chapter 6, Route 28 Corridor Plan Planned Land Use Map). AMENDMENTS The applicant seeks to amend the proffers, removing the square footage limitation for residential uses. Currently the development is permitted to develop up to 1400 multifamily residential uses (not to exceed 1,544,000 square feet). When the Kincora Village

32 ZCPA , Kincora Village Center Community Planning Referral September 5, 2017 Page 3 Center rezoning application was first submitted, the subject property was planned for Keynote Employment uses. Keynote Employment uses do not permit a residential component; therefore, Community Planning Staff used the Business policies to evaluate land use mix. Since the approval of the rezoning, the Route 28 Corridor policies were adopted which designates the northern portion of the property as appropriate for a Mixed- Use Office Center. Mixed-Use Office Centers are envisioned as high intensity, 24/7 activity centers with a variety of uses. The land use mix for Mixed-Use Office Centers calls for 15% up to 25% of the square footage of the mixed-use center to consist of residential uses (RGP, Chapter 6, Route 28 Corridor Plan, Mixed-Use Office Center Policies, Policy 18). As currently proposed, 38.5% of the total square footage of the Mixed-Use Office Center is allocated for residential uses. Community Planning Staff notes the overall development of Kincora Village Center is capped at 5.2 million square feet. If the residential uses exceed 1,544,000 square feet the total square footage for nonresidential uses will be reduced, thereby changing the mix of non-residential to residential development. Proffer IB calls for up to 3,696,025 square feet of employment, commercial, and public/civic/institutional uses. This cannot be achieved if the residential uses exceed 1,544,000 square feet. Similarly, other uses are limited based on the approved square footage provisions. For instance, non-hotel commercial uses were limited to just over 10% of the total non-residential square footage to ensure employment uses were the predominant component. Analysis Community Planning Staff cannot support the request to remove the square footage limitation for residential uses. The development already exceeds the maximum 25% residential component of the land use mix as noted in the referenced section of the Revised General Plan. The applicant is requesting to amend proffer IH, removing the timing requirement for the 100,000 square foot plaza from prior to or concurrent with issuance of an occupancy permit for either the 401 st residential dwelling unit or the 325,001 st square foot of nonresidential uses to the earlier to occur of (1) the third building to be constructed in Land Bay J, Land Bay H, or a combination of the two Land Bays or (2) the sixth building to be constructed in Land Bays A, B, E, F, G, H, J, K or any combination of the eight Land Bays. The Statement of Justification provides the development of a data center use in Land Bay Q will trigger the requirement for the central plaza since it will consist of more than 325,000 square feet. The applicant provides that Land Bay Q is the farthest Land Bay from the central plaza at nearly one mile away. Since the data center will be the only use it will not generate pedestrian traffic anywhere near the central plaza and that there will be no uses surrounding the central plaza. Community Planning Staff understands the need to change the timing of the development of the central plaza; however, the trigger should still be tied to development of the northern portion of the project. As currently proposed, six residential buildings could be constructed without any significant gathering space.

33 ZCPA , Kincora Village Center Community Planning Referral September 5, 2017 Page 4 Analysis Community Planning Staff recommends revising the proffer, keeping with the original intent, triggering the construction requirement for the central plaza at either the 401 st residential dwelling unit or the 325,001 st square foot of nonresidential uses in Land Bays A, B, C, D, E, F, G, H, J, or K. Sheet 13 of the Concept Development Plan (CDP) provides the use tabulations for each land bay. If the applicant continues to seek removal of the residential square footage, the CDP will need to be revised. Proffer IB3 as provided in the June 9, 2017 Proffer Statement removes Land Bays G and H from the list of land bays that permit residential uses. Community Planning Staff has no issue with this change; however, the redline proffer statement should show this as a change. The application does not include the entire Kincora Village Center rezoning application approved in 2010 (ZMAP ). It appears the subject application does not include Land Bays C, D, and E. As these Land Bays are approved for residential uses, they should be included with the proposed Zoning Concept Plan Amendment. CAPITAL FACILITIES A central objective of the Revised General Plan is to balance business and residential uses to promote an effective fiscal policy (RGP, Chapter 3, Fiscal Planning and Budgeting Policies 1 and 2). The Plan recognizes the critical relationship of development and service demands and encourages a fiscally favorable balance between residential and nonresidential development accordingly (RGP, Chapter 3, Fiscal Planning and Budgeting, Text). Capital facility impacts for multi-family units are assessed based on the type of unit. Multi-family attached units (garden style, mid-rise, high-rise condominiums/apartments) generate different impacts than multi-family stacked units (stacked townhomes, one-over twos, two-over-twos). While the Zoning Ordinance does not differentiate between different types of multi-family units, the capital facility impacts associated with different multi-family unit types are not the same. The population per housing unit for multi-family stacked units is greater and therefore incurs greater impacts. With the removal of the square footage requirements associated with the number of units, Community Planning Staff cannot determine that capital facility impacts are being mitigated in keeping with County fiscal policies. Analysis Community Planning Staff recommends committing to multi-family attached units (garden style, mid-rise, high-rise condominiums/apartments) to ensure capital facility impacts are being mitigated with the proposed development. If the applicant intends to develop multi-family stacked units (stacked townhomes, one-over-twos, two-over-twos), capital facility impacts of $25, per stacked unit should be mitigated. Community Planning Staff defers to the Office of Transportation and Capital Infrastructure regarding the mitigation of transportation impacts.

34 ZCPA , Kincora Village Center Community Planning Referral September 5, 2017 Page 5 RECOMMENDATIONS Community Planning Staff does not support the requested Zoning Concept Plan Amendment as it is not consistent with the land use mix policies of the Revised General Plan, which calls for a maximum of 25% high density residential within a Mixed-Use Office Center development. If the application is considered further, Community Planning Staff requests information regarding the type of multi-family units proposed to ensure capital facility and transportation impacts are being mitigated. Community Planning Staff has no issue with regards to amending the timing of the central plaza; however, the original intent should be maintained ensuring that an appropriately sited gathering place is provided for residents and employees in the early stages of the development in the northern portion of the subject property. Staff is available to meet with the Applicant to discuss this referral and any questions. cc: Ricky Barker, AICP, Planning and Zoning Director (via ) Chris Garcia, AICP, Community Planning Program Manager (via )

35 DATE: January 25, 2018 COUNTY OF LOUDOUN DEPARTMENT OF PLANNING AND ZONING ZONING ADMINISTRATION REFERRAL ZCPA Kincora Village Center 2 nd Referral Comments January 25, 2018 Page 1 TO: FROM: CC: Jacqueline Marsh, Project Manager, Department of Planning and Zoning Kate A. McConnell, AICP, CZO, Senior Planner, Zoning Administration Chris Mohn, AICP, Deputy Zoning Administrator CASE NUMBER & NAME: ZCPA , Kincora Village Center PARCEL NUMBER (PIN): TAX MAP NUMBER: /80///1/////3/ /80/G/1/////3/ /80/G/1/////A/ /80/G/1/////2/ /80/G/1/////B/ /80/G/1///4-1/ /80/G/1///4-2/ /80//27/////1/ 2 nd REFERRAL COMMENTS Staff reviewed the referenced application materials to include the Applicant Response Letter dated December 15, 2017; Statement of Justification (SOJ) dated June 9, 2017 and revised December 15, 2017, the draft proffer statement dated June 9, 2017 and revised December 15, 2017, and the plan set entitled, Zoning Concept Plan Amendment (Application # ZCPA ), Kincora Village Center, dated April 2013 and revised through December 8, 2017, prepared by Urban. Zoning Staff has the following comments on the resubmission: A. REZONING PLAT 1. Initial Comment. Consistent with CDP revisions made with ZCPA , please indicate which pages are not revised with ZCPA by adding or revising the box similar to the one included on the ZCPA CDP that states, No Changes with ZCPA , in the Revision/Issue row. Response. No response. Additional Comment. Based on the SOJ and comments made by the Proffer Review Team, it is Staff s understanding that Sheets 1, 13, and 37 would require revision with this legislative application. With this resubmission, the applicant has marked Sheets 3, 4, 8, 9, 15, 24, 26, 28, 31, 34, and 36, as well as Sheets 1, 13, and 37, as revised. There is no indication in the SOJ of the intent of revisions to these pages, and the changes are not in response to Zoning s or Proffer Management s comments. Upon communication with the Applicant in an to Jackie Marsh dated January 25, 2018, it is Staff s understanding Attachment 4.C

36 ZCPA Kincora Village Center 2 nd Referral Comments January 25, 2018 Page 2 that the revisions address, Portions of the floodplain line [that] no longer exist, so we thought we would correct the inconsistency on the plan with this submission. The portion of the floodplain line, more correctly identified as the limits of the Floodplain Overlay District (FOD), in question is identified as the Ex. Loudoun County Mapped Floodplain, and it is revised, along with the associated 50-foot management buffer, along Pacific Boulevard/Russell Branch Parkway in the vicinity of the intersection with Gloucester Parkway/Nokes Boulevard. Staff did not identify or evaluate any additional revisions on the sheets in question. Staff notes the Applicant responded to the Floodplain Manager s comment stating, This application does not impact the floodplain shown on the previously approved ZCPA Therefore, the floodplain line shown on the Concept Plan reflects the floodplain as shown on the previously approved plan, with the removal of floodplain line as revised with CLOMR Case No R. Note 15 as previously written remains applicable. The Applicant maintains vested rights to develop the Kincora property per ZCOR Staff is concerned that the revision to the FOD as depicted on the CDP approved with ZCPA may affect the vested rights related to this depicted FOD as determined with ZCOR Additionally, revising a portion of the CDP to address an inconsistency when other portions of the CDP are also likely inconsistent with the approved CDP adds an unnecessary level of complexity to this relatively simple application and could lead to confusion in the future. Furthermore, it is Staff s understanding the Applicant is preparing to submit later this year a ZMAP/ZCPA application to make substantial revisions to the zoning, approved layout and design, and uses in the town center. Staff asserts this subsequent application would be the appropriate time to make overall revisions and corrections to the CDP. Therefore, please remove the revised location of the Ex. Loudoun County Mapped Floodplain and continue to depict it as shown on the CDP approved with ZCPA B. PROFFERS 2. Initial Comment. Proffer I.B.4. To clarify accounting of the area of Public/Civic/Institutional uses, I recommend clarifying the actual floor area of the portion of any building containing any such use shall be counted toward the minimum five percent would apply when the Public/Civic/Institutional use is located in a mixed use building. Otherwise, if a Public/Civic/Institutional use is in a standalone, single-use building on an individual property, then the square footage of the property shall be counted toward the minimum five percent, similar to the safety center approved with STPL Response. Revised to clarify accounting. Additional Comment. The Applicant revised the proffer to include the area of parking associated with a Public/Civic/Institutional use in a building. The Applicant further revised the proffer by stating, supporting areas shall not be counted toward both Public/Civic/Institutional uses and toward the Minimum 10% Open Space defined in these proffers. This revision does not capture the intent of Staff s comment. Section (A)(4) of the Zoning Ordinance applicable to this property requires 5% of the floor area of the district to be devoted to Public/Civic/Institutional uses. Proffer I.B.4. states a minimum of 5% of

37 ZCPA Kincora Village Center 2 nd Referral Comments January 25, 2018 Page 3 the total land area of the district shall be devoted to Public/Civic/Institutional uses. Upon review of the site plan for Land Bays C and D, Staff became aware of the Applicant s intent to include the entire area of a parcel in the land use mix calculation should the Public/Civic/Institutional use be in a standalone, single-use building on an individual lot. However, if a portion of a mixed use building, or the actual floor area of the portion of any building containing any such use, is devoted to a Public/Civic/Institutional use then only the area of the use in the building should be counted toward the total. In other words, there are two scenarios for the provision of Public/Civic/Institutional uses that could occur and each results in a different method for determining area of the use. Staff does not find the proffer revision sufficiently addresses the two different scenarios. In addition, please clarify or define supporting area as included in the revised proffer. While Staff agrees areas should not be double counted for Public/Civic/Institutional uses and Open Space, the intent of this statement is unclear due to the use of the term supporting area. Staff notes, a parking lot for a Public/Civic/Institutional use would not also be considered Open Space regardless of the proffer revision. 3. New Comment. The Applicant added newly created PINs and identified them by ownership in the preamble. Staff recommends the order of the PIN references for the properties owned by Heronview VA LLC and the references to the encompassing term of art Owner be switched so the PINs owned by Heronview VA LLC are listed immediately after the first reference to this co-applicant.

38 DATE: August 23, 2017 COUNTY OF LOUDOUN DEPARTMENT OF PLANNING AND ZONING ZONING ADMINISTRATION REFERRAL ZCPA Kincora Village Center 1 ST Referral Comments August 23, 2017 Page 1 TO: FROM: CC: Jacqueline Marsh, Project Manager, Department of Planning and Zoning Kate A. McConnell, AICP, CZO, Senior Planner, Zoning Administration Chris Mohn, AICP, Deputy Zoning Administrator CASE NUMBER & NAME: ZCPA , Kincora Village Center PARCEL NUMBER (PIN): TAX MAP NUMBER: /80///1/////3/ /80//27/////1/ 1 st REFERRAL COMMENTS Staff reviewed the referenced application materials to include the Statement of Justification (SOJ) dated June 9, 2017, the draft proffer statement dated June 9, 2017, and the plan set entitled, Zoning Concept Plan Amendment (Application # ZCPA ), Kincora Village Center, dated April 2013 and revised through June 9, 2017, prepared by Urban. The property is subject to the proffers and concept development plan approved with ZMAP , approved July 12, 2010, and amended with ZCPA , approved June 12, The subject property is currently zoned PD-MUB (Planned Development Mixed Use Business) under the Revised 1993 Loudoun County Zoning Ordinance (Zoning Ordinance). The property is located entirely in the Route 28 Tax District and as such the property is subject to the Zoning Ordinance in effect on July 12, It is also in the Route 28 Corridor Optional Overlay District, with a portion designated as Corridor Office and a portion designated as Corridor Business. The property is located partially within the Airport Impact Overlay District (AIOD), Ldn 60 one mile buffer noise contour. The property is also partially located in Floodplain Overlay District (FOD), with both major and minor floodplain on the property. The Applicant is requesting the following approvals: 1) ZCPA A Zoning Concept Plan Amendment (ZCPA) to amend the proffers associated with ZCPA as follows: a. Proffer I.B. Delete the parenthetical reference, (not to exceed 1,544,000 square feet), from Proffer I.B., thereby removing the cap of permitted square footage for multifamily units while retaining the permitted 1,400 multifamily residential units approved with ZMAP ; and b. Proffer I.H. Revise the timing for provision of a 100,000 square foot plaza from Attachment 4.D

39 ZCPA Kincora Village Center 1 ST Referral Comments August 23, 2017 Page 2 "prior to or concurrent with issuance of an occupancy permit for either the 401st residential dwelling unit or the 325,001st square foot of non-residential uses," to prior to or concurrent with issuance of an occupancy permit for the earlier to occur of (i) the third building to be constructed in Land Bay J or Land Bay H, or any combination of those two (2) Land Bays, or (ii) the sixth building to be constructed in Land Bays A, B, E, F, G, H, J, K, or any combination of those eight (8) Land Bays. Zoning Staff has the following comments on the above referenced application: A. STATEMENT OF JUSTIFICATION 1. The first paragraph states ZMAP was approved on July 11, The application was, however, approved on July 12, Please correct the approval date. B. CONFORMANCE WITH PD-MUB REQUIREMENTS ( ) Development Standards. With the revision eliminating the 1,544,000 square foot cap on multifamily residential square footage, Staff questions whether the permitted overall square footage, 5,240,025 square feet, will be sufficient to meet the minimum remaining non-residential use square footage requirements. Please revise the Kincora MUB Land Bays and Development Phasing tables on Sheet 13 of the CDP to demonstrate conformance with the minimum square footage requirements for Employment Uses (at least 40%) and Commercial Uses (at least 5%). C. ZONING MAP AMENDMENT MATTERS FOR CONSIDERATION ( (E)) 3. Please address the following Zoning Map Amendment Matters for Consideration in the Statement of Justification with the resubmission: a (E)(1) Appropriateness of the proposed uses based on the Comprehensive Plan, trends in growth and development, the current and future requirements of the community as to land for various purposes as determined by population and economic studies and other studies and the encouragement of the most appropriate use of land throughout the locality. b (E)(2) The existing character and use of the subject property and suitability for various uses, compatibility with uses permitted and existing on other property in the immediate vicinity, and conservation of land values. c (E)(3) Adequacy of sewer and water, transportation, and other infrastructure to serve the uses that would be permitted on the property if it were reclassified to a different zoning district. d (E)(4) The requirements for airports, housing, schools, parks, playgrounds, recreational areas and other public services. e (E)(5) Potential impacts on the environment or natural features including but not limited to wildlife habitat, wetlands, vegetation, water quality (including

40 ZCPA Kincora Village Center 1 ST Referral Comments August 23, 2017 Page 3 groundwater), topographic features, air quality, scenic, archaeological, and historic features, and agricultural and forestal lands and any proposed mitigation of those impacts. For applications for rezoning or amend to a zoning map not subject to the provisions of Virginia Code Section , any proposed mitigation of those potential impacts. f (E)(6) The protection of life and property from impounding structure failures. D. REZONING PLAT 4. Sheet 13, please revise the Kincora MUB Land Bays and Development Phasing tables to demonstrate the minimum required square footage for employment (40%) and non-hotel commercial uses (5%) will be achieved upon removal of the residential square footage cap. 5. Consistent with CDP revisions made with ZCPA , please indicate which pages are not revised with ZCPA by adding or revising the box similar to the one included on the ZCPA CDP that states, No Changes with ZCPA , in the Revision/Issue row. E. PROFFERS 6. Proffer I.B.3. In the 14 th line, I recommend removing the creation of a term of art for community development authority, as the term of art was created in the eighth line of the same proffer. 7. Proffer I.B.3. The Applicant indicated in the SOJ that two revisions were proposed with this ZCPA application. However, Staff notes Land Bays G and H have been removed from the list of land bays where residential uses shall be located in line 4, and the sentence, Residential uses located in Land Bays G and/or H shall not be located adjacent to incompatible uses, including without limitation, such incompatible uses as the Ballpark approved with SPEX , flex-industrial uses, manufacturing, processing, fabrication and/or assembly uses, automobile service stations, motor vehicle service and repair uses, motorcycle or ATV sales, rental, repair and associated service uses, distribution facilities, trans-shipment facilities, motor vehicle rental with outdoor motor vehicle storage uses (excluding carsharing uses and associated facilities and parking) and contractor service establishments, has been deleted. Staff recommends either including this revision in the SOJ and showing the redline change in the draft proffer statement, or reinstating the language of Proffer I.B.3. approved with ZCPA Proffer I.B.3. Consistent with language of Proffer I.B.3. approved with ZCPA please include in the Clerk s Office of the Circuit Court of Loudoun County, Virginia (the Land Records ) after Land Records in the 14 th line of the proffer. 9. Proffer I.B.4. To clarify accounting of the area of Public/Civic/Institutional uses, I recommend clarifying the actual floor area of the portion of any building containing any

41 ZCPA Kincora Village Center 1 ST Referral Comments August 23, 2017 Page 4 such use shall be counted toward the minimum five percent would apply when the Public/Civic/Institutional use is located in a mixed use building. Otherwise, if a Public/Civic/Institutional use is in a standalone, single-use building on an individual property, then the square footage of the property shall be counted toward the minimum five percent, similar to the safety center approved with STPL Proffer I.B.7. I recommend making FAR a term of art, or simply using the term floor area ratio in the first line of Proffer I.B.7.

42 County of Loudoun Department of Transportation and Capital Infrastructure MEMORANDUM DATE: January 22, 2018 TO: Jacqueline Marsh, Project Manager Department of Planning and Zoning FROM: Rory L. Toth, Senior Transportation Planner DTCI, Transportation Planning & Operations Division SUBJECT: ZCPA Kincora Village Center Second Referral Background This referral updates the status of comments noted in the first Department of Transportation and Capital Infrastructure (DTCI) referral, dated August 28, 2017, on zoning concept plan amendment ZCPA This ZCPA application proposes to amend the proffers approved with Kincora Village Center ZCPA to 1) eliminate the reference to the maximum gross floor area (GFA) for residential units; and 2) modify the trigger for constructing the Central Plaza. The current Kincora development is capped at a maximum of 1,400 multi-family units. No new units are proposed with this application. The subject properties (PIN# , , , , and ) are located within the Kincora development on the west side of Sully Road (VA Route 28), south of Harry Byrd Highway (VA Route 7), with Gloucester Parkway (VA Route 2150) bisecting the subject site. The properties are subject to the proffer statement approved with the Kincora development (ZMAP and ZCPA ). The subject property is located within the Route 28 Tax District and the Suburban Policy Area (Sterling Community). This update is based on DTCI review of materials received from the Department of Planning and Zoning on December 21, 2017, including (1) an Information Sheet, dated December 20, 2017; (2) a revised Statement of Justification prepared by the Applicant, dated December 15, 2017; (3) Draft Proffer Statement and Draft Redline Proffer Statement dated December 15, 2017; (4) Applicant s Response Letter to First Referral Comments (undated); and (5) a Zoning Concept Plan Amendment Plat (Plan Set), prepared by Urban, dated June 9, 2017, revised through December 8, Executive Summary DTCI can support approval of this application as proposed with this submission. Staff is available to meet with the Applicant to discuss the comments noted in this referral. Attachment 4.E

43 ZCPA Kincora Village Center DTCI Second Referral Comments January 22, 2018 Page 2 Status of Transportation Comments and Recommendations Staff comments from the first DTCI referral dated August 28, 2017 as well as the Applicant s responses to these comments (Undated) are provided below. Based upon review of the Applicant s revised submission materials, DTCI has provided updated statuses for its first referral comments. Traffic Study 1. Initial Staff Comment (August 28, 2017): The Applicant s Statement of Justification, Traffic Memo and draft Proffer I.B., state that the total maximum number of multi-family units is not changing with this application as this application proposes to remove the maximum 1,544,000 square foot residential total limitation. There is minimal transportation impact with the removal of the maximum square footage reference. However, DTCI notes that the traffic study dated February 28, 2013, submitted with ZCPA , based its trip generation of 1,400 residential units on an ITE Trip Generation Manual Code of 230 (Townhouses/Condos), and the Applicant needs to confirm (1) the type of multi-family units proposed to be developed under this current ZCPA application as this could have an impact on trip generation, and (2) that the Traffic Memo submitted with ZCPA utilizes the same ITE Code for trip generation. DTCI may have further comments at next referral. Applicant s Response (Undated): The Applicant is not changing any existing commitments to the type of multi-family units. Comment Status: Comment addressed. The Applicant clarified to DTCI via on January 22, 2018 that any units built on this site under this current ZCPA would be analyzed under the same ITE Land Use Code (ITE Code 230 Townhouses/Condos). 2. Initial Staff Comment (August 28, 2017): The application also proposes to revise the construction trigger of the 100,000 square foot Central Plaza in Landbay J. DTCI notes that there is minimal transportation impact on the 2010 CTP roadway network with this request. Applicant s Response (Undated): No response provided by the Applicant. Comment Status: No further comments. 3. Initial Staff Comment (August 28, 2017): DTCI notes that the Applicant states in its traffic memo that transportation proffer commitments approved with ZCPA will be maintained with ZCPA DTCI recommends that in the event the Applicant makes any changes to phasing and/or previously committed to transportation commitments with this application, DTCI will have the opportunity to review the application at that time.

44 ZCPA Kincora Village Center DTCI Second Referral Comments January 22, 2018 Page 3 Applicant s Response (Undated): No changes are being made to the phasing or previously committed transportation improvements. Comment Status: No further comments. cc: Kathleen Leidich, Assistant Director, DTCI Lou Mosurak, Senior Coordinator, DTCI

45 County of Loudoun Department of Transportation and Capital Infrastructure MEMORANDUM DATE: August 28, 2017 TO: Jacqueline Marsh, Project Manager Department of Planning and Zoning FROM: Rory L. Toth, Senior Transportation Planner DTCI, Transportation Planning & Operations Division SUBJECT: ZCPA Kincora Village Center First Referral Background This zoning concept plan amendment application proposes to amend the proffers approved with Kincora Village Center ZCPA to 1) eliminate the reference to the maximum gross floor area (GFA) for residential units; and 2) modify the trigger for constructing the Central Plaza. The current Kincora development is capped at a maximum of 1,400 multi-family units. No new units are proposed with this application. The development site is located on the west side of Sully Road (VA Route 28), south of Harry Byrd Highway (VA Route 7), with Gloucester Parkway (VA Route 2150) bisecting the subject site. The subject property is located within the Route 28 Tax District and the Suburban Policy Area (Sterling Community). A vicinity map is provided as Attachment 1. Department of Transportation and Capital Infrastructure (DTCI) review of this application is based on materials received from the Department of Planning and Zoning on July 19, 2017, including (1) an Information Sheet, dated July 14, 2017; (2) a Statement of Justification prepared by the Applicant, dated June 9, 2017; (3) Draft Proffer Statement and Draft Redline Proffer Statement dated June 9, 2017; (4) a Traffic Memorandum, prepared by Gorove Slade, dated June 1, 2017; and (5) a Zoning Concept Plan Amendment Plat (Plan Set), prepared by Urban, dated June 9, Executive Summary Upon resolution of Comment 1 noted below, DTCI could support approval of this application. Staff is available to meet with the Applicant to discuss the comments noted in this referral. DTCI has the following general concerns regarding this application. Detailed discussion of these issues are provided in the Transportation Comments section below: The Applicant needs to confirm the type of multi-family units proposed to be developed and that the Traffic Memo submitted with ZCPA utilizes the same ITE Code for trip generation that was used with ZCPA Attachment 4.F

46 ZCPA Kincora Village Center DTCI First Referral Comments August 28, 2017 Page 2 Countywide Transportation Plan Arterial and Collector Roadways The existing and planned transportation network is subject to the policies of the Countywide Transportation Plan (2010 CTP) and the Bicycle & Pedestrian Mobility Master Plan (2003 Bike & Ped Plan). Arterial and collector roadways in the vicinity of the development are described below. Pacific Boulevard VA Route 1036 Gloucester Parkway north to Broad Run Functional Classification Section/Lanes Bicycle and Pedestrian Facilities Existing Condition Major Collector Four-Lane Controlled Access Median Divided Urban Collector (U4M) A trail is constructed along the west side. A sidewalk is constructed along portions of the east side of the roadway. Ultimate Condition Major Collector Four-Lane Controlled Access Median Divided Urban Collector (U4M) Six-foot wide sidewalk along one side and a 10-foot wide shared use path along other side. Speed Limit 40 MPH VDOT Traffic Counts No recent counts for Planned Improvements Funded Improvements Notes Left -and right-turn lanes required at all intersections. Residential units are provided access off of Pacific Boulevard via internal private streets 1-12 as shown on the approved Kincora concept development plan. Pacific Boulevard was completed and opened to traffic through the site in November Summary of Traffic Memorandum DTCI s assessment of the Applicant s traffic study and transportation impacts deriving from the proposed development is based on review the Applicant s submission materials, existing and planned transportation facilities, and applicable County policies. The Applicant submitted a Traffic Memorandum dated June 1, 2017, included as Attachment 2. This Traffic Memorandum states that the maximum number of multi-family units is not changing with this application and that this application proposes to remove the maximum 1,544,000 square foot total limitation as stated in Proffer 1.B approved with ZMAP and ZCPA The overall threshold and number of units would not be increased, therefore showing no increase in trip generation. The request also proposes to revise the construction trigger of the 100,000 square foot Central Plaza in Landbay J. See the Transportation Comments and Recommendations section of this referral for more discussion on these matters.

47 Transportation Comments and Recommendations ZCPA Kincora Village Center DTCI First Referral Comments August 28, 2017 Page 3 Based upon review of the Applicant s submission materials, DTCI has the following comments: 1. The Applicant s Statement of Justification, Traffic Memo and draft Proffer I.B., state that the total maximum number of multi-family units is not changing with this application as this application proposes to remove the maximum 1,544,000 square foot residential total limitation. There is minimal transportation impact with the removal of the maximum square footage reference. However, DTCI notes that the traffic study dated February 28, 2013, submitted with ZCPA , based its trip generation of 1,400 residential units on an ITE Trip Generation Manual Code of 230 (Townhouses/Condos), and the Applicant needs to confirm (1) the type of multi-family units proposed to be developed under this current ZCPA application as this could have an impact on trip generation, and (2) that the Traffic Memo submitted with ZCPA utilizes the same ITE Code for trip generation. DTCI may have further comments at next referral. 2. The application also proposes to revise the construction trigger of the 100,000 square foot Central Plaza in Landbay J. DTCI notes that there is minimal transportation impact on the 2010 CTP roadway network with this request. 3. DTCI notes that the Applicant states in its traffic memo that transportation proffer commitments approved with ZCPA will be maintained with ZCPA DTCI recommends that in the event the Applicant makes any changes to phasing and/or previously committed to transportation commitments with this application, DTCI will have the opportunity to review the application at that time. ATTACHMENTS 1. Vicinity Map 2. Applicant s Traffic Memo (Page 1), dated June 1, 2017 cc: Kathleen Leidich, Assistant Director, DTCI Lou Mosurak, Senior Coordinator, DTCI

48 Loudoun County Print Map August 28, 2017 SITE ZCPA Kincora Village Center ATTACHMENT 1

49 3914 Centreville Road Suite 330 Chantilly, VA TECHNICAL MEMORANDUM To: Rory Toth Loudoun County DTCI From: Tushar Awar P.E., PTOE Erin Steel, P.E. Date: June 1, 2017 Subject: Kincora ZCPA Traffic Memorandum Project Description This memorandum is being prepared in conjunction with the ZCPA application for Kincora Village Center located in Loudoun County, Virginia. Kincora Village Center is zoned PD MUB district, subject to proffers pursuant to ZMAP and ZCPA Proffer 1.B. permits up to 1,400 multifamily residential units with a parenthetical reference of (not to exceed 1,544,000 square feet) to be constructed on the property. The ZCPA calls for the elimination of the reference to 1,544,000 SF maximum GFA. No additional residential units are being requested, hence there will be NO change to the trip generation. The other request under the proposed ZCPA relates to the construction of a 100,000 SF Central Plaza in Land Bay J prior to or concurrent with issuance of an occupancy permit for either the 401 st residential dwelling unit or the 325,001 st SF of nonresidential. The Applicant is requesting that Proffer I.H. be amended so the trigger for construction of the Central Plaza is aligned with issuance of an occupancy permit for the earlier to occur of (i) the third building to be constructed in Land Bay J or Land Bay H, or a combination of those two (2) Land Bays, or (ii) the sixth building to be constructed in Land Bays A, B, E, F, G, H, J, K, or any combination of those eight (8) Land Bays. This requested change also does not impact trip generation. Please see attached the Concept Development Plan associated with ZCPA for the Land Bay locations. Transportation Proffers The transportation proffer commitments associated with ZCPA will be maintained with the proposed ZCPA. The two proffered roadways, Gloucester Parkway extension and Pacific Boulevard extension, are now fully complete and open to traffic. Conclusion The proposed proffer changes associated with the ZCPA for Kincora Village Center will result in no impact on the trip generation and will generate the same level of trips as the current approvals. Transportation Planners and Engineers ATTACHMENT 2

50 CHARLES A. KILPATRICK, P.E. COMMISSIONER DEPARTMENT OF TRANSPORTATION 4975 Alliance Drive Fairfax, VA August 31, 2017 Ms. Jacqueline Marsh County of Loudoun Department of Planning and Zoning 1 Harrison Street, S.E. 3 rd Floor Leesburg, Virginia Re: Kincora Village Center Loudoun County Application Number: ZCPA Dear Ms. Marsh: We have reviewed the above application as requested in your July 14, 2017 transmittal (received July 17, 2017). We have no objection to approval of this application. If you have any questions, please do not hesitate to contact me; I can be reach by phone ( ) or via (clyde.wallace@vdot.virginia.gov). Sincerely, Clyde A. Wallace Clyde A. Wallace, P.E. Engineer cc: Antonios R. Estafanous, P.E. Attachment 4.G

51 COUNTY OF LOUDOUN PARKS, RECREATION AND COMMUNITY SERVICES REFERRAL MEMORANDUM To: Jacqueline Marsh, Project Manager, Planning and Zoning (MSC #62) From: CC: Mark A. Novak, Chief Park Planner, Facilities Planning and Development (MSC #78) Steve Torpy, Director Karen Sheets, Deputy Director Jeremy Payne, Deputy Director Kristen Blaylock-Reed, Chairman, PROS Board, Dulles District Jim Bonfils, Vice Chairman, PROS Board, Broad Run District Kenya Savage, PROS Board, Chair At-Large Karla Etten, Open Space Member At-Large Kelly Foltman, Open Space Member At-Large Date: August 27, 2017 Subject: Kincora Village Center ZCPA Election District: Broad Run Sub Planning Area: Ashburn MCPI # , BACKGROUND: The properties are bounded to the north by Route 7, to the east by Route 28 and Broad Run to the west. The site is located in the Suburban Policy Area within the Broad Run Election District and consists of approximately acres. The Property is currently zoned PD-IP (Planned Development-Industrial Park) pursuant to the 1972 Zoning Ordinance. A portion of the site is located within the LDN-60 Airport Impact Overlay District. The Properties are also located within the Route 28 Highway Transportation Improvement District. On July 11, 2010, the Loudoun County Board of Supervisors approved ZMAP to rezone the Property to the Planned Development-Mixed Use Business (PD- MUB) District to permit construction of employment, commercial, hotel, residential and civic uses. The ZMAP was approved subject to a Proffer Statement, dated July 7, 2010, and a Concept Development Plan, dated October 2008, as revised through July 1, On June 12, 2013, the Board approved ZCPA to amend both the Proffer Statement and the Concept Development Plan. In this application, the applicant is requesting approval of a zoning concept amendment (ZCPA) to amend Proffer LB. to eliminate the reference to the maximum GFA of floor area for residential uses, and Proffer I.H. to modify the trigger for constructing the Central Plaza. Attachment 4.H

52 Kincora Village Center ZCPA August 27, 2017 Page 2 of 3 SITE MAP LOCATION PROPOSAL: The applicant is proposing two changes to the proffers. The first, proffer I.B allows up to 1,400 multifamily residential units (not to exceed 1,544,000 square feet) inclusive of any required Affordable Dwelling Units ("ADUs"), ADU-Equivalent Units as defined hereinbelow, and Unmet Housing Needs (workforce housing) Units proffered herein in Proffers I.D. and I.E. and subject to the limitations set forth in Proffer I.B.3. The applicant is NOT requesting any additional residential units beyond the 1,400 units approved with the Rezoning. The Applicant is requesting to eliminate the reference to the maximum GFA of floor area for residential uses to allow for larger units.

53 Kincora Village Center ZCPA August 27, 2017 Page 3 of 3 The second, involves the trigger requirement in Proffer I.H that the Applicant construct a 100,000 square foot Central Plaza in Land Bay J "prior to or concurrent with issuance of an occupancy permit for either the 401st residential dwelling unit. The applicant requests that Proffer I.H. be amended so the trigger for construction of the Central Plaza is aligned with issuance of an occupancy permit for the earlier of (i) the third building to be constructed in Land Bay J or Land Bay H, or a combination of those two (2) Land Bays, or (ii) the sixth building to be constructed in Land Bays A, B, E, F, G, H, J, K, or any combination of those eight (8) Land Bays. CONCLUSION: The Department of Parks, Recreation and Community Services (PRCS) has reviewed the applicant s proposal and has no objection to it as presented. However, defers to other referral agencies for additional comments. If you have any questions or concerns regarding these comments, please do not hesitate to contact me at or mark.novak@loudoun.gov.

54 Loudoun County, Virginia Department of Fire and Rescue Fire Marshal s Office Belmont Ridge Road, Suite 150 Brambleton Virginia Phone Fax Memorandum DATE: August 11, 2017 TO: FROM: THRU: SUBJECT: Jacqueline Marsh Project Manager, Engineering Division Christopher Richardson, Inspector and John Bolland, Investigator Linda Hale, Chief Fire Marshal ZCPA Kincora Village Center The Loudoun County Fire Marshal s Office has no comments resulting from the review of the zoning modification for ZCPA Kincora Village Center project. The Loudoun County Fire Marshal s Office reserves the right to guarantee Fire Code compliance when more detailed information is made available. For example but not limited to the FMO will be looking for more information on the following: fire lane identification, hydrant location, 300 foot hose lay, fire apparatus turn around areas, dead end fire apparatus access roads in excess of 150 feet, fire apparatus access to within 150 feet of the exterior of buildings first floor, turning radii/turning analysis using AASHTO - SU-40, and fire department connections. If there are any changes to the plans include the Fire Marshal s Office in review to ensure fire code compliance. I. Requirements: From 2015 Loudoun County Facilities Standards Manual (FSM) and 2012 Loudoun County Fire Prevention Code (LCFPC) Web address for the International Code Council Virginia 2012 Statewide Fire Prevention Code No requirements at this time. II. Concern: 1. No concerns at this time. III. Recommendations: 1. No recommendations at this time. IV. Questions: 1. No questions at this time. Teamwork * Integrity * Professionalism * Service Attachment 4.I

55 Requirements for weight rating for fire apparatus access roads: 1. Fire Apparatus Access Road is a minimum of 20 feet wide, capable of supporting a 34-ton vehicle (H-20 loading) in all weather conditions, located within an emergency access easement, and identified as a fire lane in accordance with FSM Chapter 4. Information for requesting a modifications to the LCFPC: Modifications. The fire official may grant modifications to any provision of the SFPC upon application by the owner or the owner s agent provided the spirit and intent of the SFPC are observed and public health, welfare, and safety are assured. Note: The current editions of many nationally recognized model codes and standards are referenced by the SFPC. Future amendments to such codes and standards do not automatically become part of the SFPC; however, the fire official should consider such amendments in deciding whether a modification request should be granted Supporting data. The fire official shall require that sufficient technical data be submitted to substantiate the proposed use of any alternative. If it is determined that the evidence presented is satisfactory proof of performance for the use intended, the fire official shall approve the use of such alternative subject to the requirements of this code. The fire official may require and consider a statement from a professional engineer, architect or other competent person as to the equivalency of the proposed modification. Figure D103.1 SFPC Approved turn-arounds

56 DATE: August 29, 2017 TO: FROM: Jacqueline Marsh, Project Manager, Department of Planning and Zoning Buddy Rizer, Executive Director, DED Prepared By: George Hoddinott, Development Process Manager, DED SUBJECT: Kincora Village Center ZCPA The Department of Economic Development s (DED) analysis of the above applications are detailed below in the following sections. Applicant Proposal 1. A Zoning Concept Plan Amendment to amend Proffer I.B to eliminate the reference to the maximum GFA of floor area for residential uses and Proffer I.H to modify the trigger for constructing the Central Plaza. DED Response The project is proposing to amend the proffers associated with ZMAP ; which required the construction of a 100,000 square feet Central Plaza in Land Bay J prior to or concurrent with the issuance of an occupancy permit for the 401 st residential dwelling unit or the 1 st 325,000 square feet of non-residential uses. Revising proffer I.H would remove the trigger that requires a use that is not located in close proximity to the amenity and generates almost no foot traffic to provide for a residential amenity like a Central Plaza. Please contact George Hoddinott, george.hoddinott@loudoun.gov or , for any follow-up questions or concerns. Attachment 4.J biz.loudoun.gov

57 Loudoun County Fire and Rescue PO Box Sycolin Road SE, Suite 200 Leesburg, VA Phone Fax Memorandum To: Jackie Marsh, Project Manager From: Maria Figueroa Taylor, Fire-Rescue Planner Date: August 28, 2017 Subject: Kincora Village Center ZCPA Thank you for the opportunity to review the above captioned application. The Fire and Rescue Planning Staff has no comments. If you have any questions or need additional information, please contact me at c: Project file Teamwork * Integrity * Professionalism * Service Attachment 4.K

58 COUNTY OF LOUDOUN DEPARTMENT OF BUILDING AND DEVELOPMENT MEMORANDUM DATE: September 31, 2017 TO: FROM: SUBJECT: Jacqueline Marsh, Project Manager/Engineer William Cain, P.E., CFM, Floodplain Administrator/Program Manager Floodplain Management Team Comments Re: ZCPA Kincora Village Center - 1 st Submission Comments Requirements 1. Please revise note 15 on the cover sheet of the application to be consistent with the Source of Floodplain Note as outlined below and pursuant to Section A.20 of the FSM: [FSM A.32; A.27; A.20] There is floodplain on the property that is the subject of this application. The current Flood Insurance Rate Map (FIRM) of Loudoun County Community Panel Number for the property that is the subject of this application is 51107C0266E, effective February 17, The depicted boundary of the existing floodplain is based on the FIRM." 2. Be advised that this application appears to propose development as defined in (G) of the Revised 1993 Zoning Ordinance. As this is Major Floodplain, all development within the limits of the floodplain must comply with the provisions of Section , and raised trail systems may be subject to the requirements of Section should the total area of boardwalk exceed 840 square feet of floor area. Please see me with any questions related to these comments. I would like to review the revised submission that addresses these comments. Attachment 4.L

59 August 15, 2017 MEMORANDUM TO: Jacqueline Marsh MSC # 62 Planning Division, Building & Development FROM: Yvonne Hershberger MSC #68 Environmental Health Specialist Division of Environmental Health SUBJECT: ZCPA Kincora Village Center Pin # , This Department reviewed the package prepared by Hunton & Williams LLP, dated June 9, Staff supports approval of the application with the following reservations; 1) All existing and proposed structures must be served by public sewer and water. 2) All proposed house sites/structures must meet all setback distances from existing wells and drainfields located on adjacent lots not owned by NA Dulles Real Estate Investor LLC or CyrusOne LLC. If further information or clarification on the above project is required, please contact Yvonne Hershberger at (703) Attachment 4.M

60 August 8, 2017 Jacqueline Marsh Department of Planning 1 Harrison Street, S.E. P. O. Box 7000 Leesburg, Virginia Re: ZCPA ; Kincora Village Center Dear Ms. Marsh: Loudoun Water has reviewed the referenced application and offers no objection to its approval. Public water and sanitary sewer service would be contingent upon the developer's compliance with the Authority's Statement of Policy; Rates, Rules and Regulations; and Engineering Design Manual. Should you have any questions, please do not hesitate to contact me. Sincerely, Julie Atwell Engineering Administrative Specialist Attachment 4.N

61 Attachment 4.O

62 IAD Arrivals near approved Kincora Village Center IAD Attachment 4.P

63 IAD Departures near approved Kincora Village Center IAD