BOARD OF SUPERVISORS PUBLIC HEARING

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1 DEPARTMENT OF PLANNING Date of Hearing: September 14, 2016 AND ZONING STAFF REPORT #12 BOARD OF SUPERVISORS PUBLIC HEARING SUBJECT: ELECTION DISTRICT: ZCPA , Stonewall Creek Business Park SPEX , Utility Substation, Transmission SPEX , Water Treatment Plant SPEX , Motor Vehicle Service and Repair SPEX , Water Storage Tank SPEX , Firearm, Archery Range, Indoor SPEX , Outdoor Storage, Accessory, in Excess of 10% of Lot Area SPEX , Contractor Service Establishment, with Outdoor Storage in Excess of 20% of Lot Area ZMOD , Zoning Modification to Modify Section 1-205(A) Lot Access Requirements Catoctin CRITICAL ACTION DATE: October 5, 2016 STAFF CONTACTS: APPLICANT: Judi Birkitt, AICP, Project Manager, Planning & Zoning Ricky Barker, AICP, Director, Planning & Zoning John A. Andrews, II, Stonewall Creek, LLC PURPOSE: Consideration of a Zoning Concept Plan Amendment to separate the subject property from the originally approved Stonewall Secure Business Park and to permit up to 2.2 million square feet of industrial uses at a maximum floor area ratio (FAR) of 0.51 on the separated subject property. The subject property is located on the east side of Sycolin Road, north of the Dulles Greenway, and south of Cochran Mill Road. RECOMMENDATIONS: On June 28, 2016, the Planning Commission (Commission) voted ( , Sisley recused; Blackburn absent) to forward these applications to the Board with a recommendation of approval, subject to the Proffer Statement dated May 17, 2016, and the Conditions of Approval dated June 1, 2016, and based on the Findings for Approval included in this Staff Report. Staff supports the Board s approval of these applications for the following reasons: CONTENTS OF THIS STAFF REPORT Section Page Section Page Section Page Motions 2 Outstanding Issues 12 Fiscal Impacts 19 Application Information 3 Policy Analysis 12 Utilities/Public Safety 19 PC Review 3 Land Use 12 Zoning Analysis 19 Findings for Approval 4 Compatibility 14 Zoning Modifications 20 Context 5 Environmental/Heritage 15 Conditions 22 Proposal 8 Transportation 17 Attachments 24

2 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 2 1) The proposed industrial land uses are consistent with the Revised General Plan ( the Plan ), which anticipates industrial uses in this area. 2) The proposed uses are compatible with adjacent existing and planned industrial uses. 3) The site layout minimizes impacts upon environmental and archeological resources. 4) The application provides fifty percent (50%) open space, including acres of Tree Conservation Areas. 5) All outdoor storage is required to be fully screened from the Dulles Greenway and public roads. Staff has identified no outstanding issues. The Applicant is in agreement with the Conditions of Approval. County Attorney review of the Proffer Statement is currently underway. Therefore, Staff recommends that the Board forward the item to a Business Meeting for action. SUGGESTED MOTIONS: 1. I move that the Board of Supervisors forward ZCPA , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX , and ZMOD , Stonewall Creek Business Park, to the October 4, 2016 Board of Supervisors Business Meeting for action. OR 2. I move an alternate motion.

3 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 3 I. APPLICATION INFORMATION APPLICANT Stonewall Creek, LLC John A. Andrews, II, Managing Member andcominv@aol.com REPRESENTATIVES Walsh Colucci Lubeley Emrich & Walsh, PC Kimberlee Welsh Hise, Land Use Planner khise@ldn.thelandlawyers.com PARCELS/ACREAGE Tax Map Number PIN Number Acreage /60////////39/ /61////////13/ Total: ACCEPTANCE DATE October 6, 2015 ZONING ORDINANCE Revised 1993 POLICY AREA Transition Policy Area (Lower Sycolin Community) LOCATION East side of Sycolin Rd. (Rt. 643), south of Cochran Mill Rd. (Rt. 653), and north of the Dulles Greenway EXISTING ZONING PD-IP (Planned Development-Industrial Park) AI (Airport Impact) Overlay District, outside of but within one (1) mile of the Ldn 60, aircraft noise contour (partially) QN (Quarry Notification) Overlay District-Luck Quarry Note Area PLANNED LAND USE General Industrial at no recommended non-residential Floor Area Ratio (FAR) II. PLANNING COMMISSION REVIEW On June 28, 2016, the Commission held a public hearing on these applications. One member of the public spoke, neither in support nor in opposition of the applications. The speaker verified with the Applicant that 1) the firing range would only be indoors and would be open to the public and 2) that the project would not include a wastewater treatment facility. Commission discussion focused upon the proposed water tank and its two (2) optional locations. The Commission considered potential visual impacts associated with a water tank near the Dulles Greenway. The Applicant clarified that the location is approximately 350 feet from the Dulles Greenway, and that if that location is chosen, the water tank is limited to a 75-foot tall ground-mounted tank. The second potential location is in the northern portion of the site, adjacent to the hybrid energy park and could support a 100- foot tall water tank. The Applicant explained that having two potential locations would offer the flexibility to support the data centers wherever these are located on the subject property. Regarding the height of the proposed water tank, in working with Staff, the Applicant has decreased the maximum height from what was approved previously in the original rezoning 120 feet if located in the northern portion of the subject property and 100 feet if located near the Dulles Greenway. The Applicant also verified that the water tank would store non-potable water to cool data centers on the subject property.

4 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 4 The Commission had no objections to the proposed Zoning Ordinance modifications or the extended period of validity. The Commission voted ( , Sisley recused; Blackburn absent) to forward these applications to the Board with a recommendation of approval subject to the Proffer Statement dated May 17, 2016, and the Conditions of Approval dated June 1, 2016, and based on the Findings for Approval below. III. FINDINGS FOR APPROVAL Zoning Concept Plan Amendment 1. Based on the Comprehensive Plan, the proposed industrial park is appropriate in this location. The Revised General Plan (Plan) identifies the area as appropriate for Industrial uses. 2. The proposed industrial park is compatible with the range of uses permitted and existing on other property in the immediate vicinity. The proposed uses are consistent with the existing hybrid energy park, quarry, water treatment plant, and future industrial uses within the Stonewall Secure Business Park. 3. Consistent with the Countywide Transportation Plan, the transportation network can adequately serve the range of uses permitted within the PD-IP zoning district. 4. The land bays and site layout have been designed to minimize impacts upon environmental resources and archeological sites. The application provides fifty percent (50%) open space, including acres of Tree Conservation Areas. Existing wetlands will be largely preserved within proffered Tree Conservation Areas. Archaeological sites are located either within Tree Conservation Areas, within the overhead powerline easement, or offsite. 5. The level and impact of any noise, light, glare, or odors generated by the proposed use will not negatively impact surrounding uses, as existing and planned uses in the vicinity are general industrial or heavy industrial. 6. The application is in general compliance with the requirements of the Revised 1993 Zoning Ordinance for the PD-IP (Planned Development-Industrial Park) and PD-GI (Planned Development-General Industry) zoning districts. 7. The proposed zoning modification to allow lots to front on private streets improves upon the existing regulations by allowing the parcels to be subdivided and to front internal private streets. The proposed zoning modification to eliminate the requirement for an additional one-foot setback for every one-foot of building height in excess of 100 feet, improves upon the existing regulations by providing additional setbacks from the Dulles

5 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 5 Greenway, while allowing smaller setbacks adjacent to general and heavy industrial uses. Special Exceptions 1. Based on the Comprehensive Plan, the proposed special exception uses are appropriate in this location. The Revised General Plan identifies the area as appropriate for Industrial uses. 2. The proposed special exception uses can be served adequately by public utilities and services and roads. 3. The proposed special exception uses are compatible with the surrounding hybrid energy park, quarry, water treatment plant, and future industrial uses within the Stonewall Secure Business Park. 4. The proposed special exceptions adequately protect environmental and natural features. 5. The proposed special exception uses are in general compliance with the requirements of the Revised 1993 Zoning Ordinance for the PD-IP (Planned Development-Industrial Park) zoning district. IV. CONTEXT Location/Site Access The subject property is located on the eastern side of Sycolin Road, north of the Dulles Greenway, and west of Gant Lane (Route 652). Access is currently provided via Energy Park Drive at an unsignalized intersection with Sycolin Road. The Applicant is not proposing to remove or replace this access point. Existing Conditions The subject property is undeveloped. The County has approved two grading permits that allow equipment laydown, trans-loading, assemblage, and parking during the construction of the adjacent property, Panda Stonewall Energy Park on (ZMAP , SPEX , and CMPT , Green Energy Partners/Stonewall Hybrid Energy Park, approved on April 20, 2010). Refer to the Concept Development Plan (CDP), Sheet 5 for permitted staging areas. The subject property is partially forested with a combination of evergreen and deciduous trees. The subject property contains moderate and very steep slopes and areas of wetlands. The subject property is located partially within the QN (Quarry Notification) Overlay District and within the AI (Airport Impact) Overlay District, outside of but within one (1) mile of the Ldn 60 aircraft noise contour for the Leesburg Executive Airport. The subject property is bisected in a north/south direction by three 150-foot tall major (230kVA & 500kVA) electrical transmission power lines on two sets of towers within a 250-

6 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 6 foot wide easement. The western portion of the property is further bisected in a north/south direction by two 36-inch interstate natural gas transmission lines within a 60-foot wide easement. Verizon fiber and spare conduit exists on the subject property along both Sycolin Road and the Dulles Greenway. Figure 1. Vicinity Map. Directions - From Leesburg, travel east on Market Street/Route 7. Turn right onto Plaza Street SE, which becomes Sycolin Road. Continue on Sycolin Road. After passing Shreve Mill Road, turn left onto Energy Park Drive. The subject property is on both sides of Energy Park Drive.

7 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 7 Table 1. Surrounding Properties. Direction Existing Land Use Existing Zoning North Panda Stonewall Hybrid Energy Park; NOVEC s 200 megawatt Cochran Mill substation is further north on Cochran Mill Road. PD-GI (Planned Development- General Industrial) South Dulles Greenway (Route 267) and vacant TR-10 (Residential-10) 1 dwelling unit/10 acres West Stonewall Secure Business Park PD-IP (Planned Development- Industrial Park) East Background Vacant Luck Stone Quarry property and Loudoun Water s water treatment facility; Goose Creek Reservoir, Goose Creek, and a Loudoun Water water intake are approximately 1,500 feet to the east. MR-HI (Mineral Resources- Heavy Industry) Stonewall Secure Business Park - In 2011, the Board approved Stonewall Secure Business Park (ZMAP , SPEX , SPEX , SPEX , SPEX , SPEX , and CMPT ). That approval rezoned approximately acres, including the subject property, from TR-10 (Transitional Residential-1 dwelling unit per 10 acres) to PD-IP (Planned Development Industrial Park) to allow the development of 3.9 million square feet of data centers and other light industrial uses. Special Exception applications approved in conjunction with that rezoning included a water treatment plant, a water storage tank, a utility substation, and an indoor firearm/archery range. A Commission Permit (CMPT ) was approved to allow a utility generating plant and transmission facility within the Stonewall Secure Business Park; that CMPT applies to the subject property. The intent of Stonewall Secure Business Park was to provide a large gated campus for high security uses and an opportunity for a new Federal Government Contracting Industry Cluster in Loudoun County. To date, the Stonewall Secure Business Park remains undeveloped and has been divided between two property owners. The Applicant is coming forward with a development proposal for one half of the original property. North Lower Sycolin Comprehensive Plan Amendment (CPAM ) - In December 2013, with CPAM , the County changed the planned land use designation to Industrial for the northern portion of the Lower Sycolin Subarea, which includes the subject property, and adopted General Industrial policies for this portion of the subarea. The reason for the CPAM was that the area has been emerging as an Industrial area following the legislative approval of several projects that permit a natural gas-fueled electric power plant, data centers, expansion of the Luck Stone Quarry, and a Loudoun Water water treatment plant. The approved projects reflect the unique characteristics of this portion of the subarea, which include proximity to a major natural gas transmission line and a high-voltage

8 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 8 overhead electric transmission line, and concentrations of diabase rock in proximity to existing quarrying operations. There are no public comments regarding the subject applications on Loudoun Online Land Application System (LOLA). Staff have received no , phone, or in person comments regarding these applications. V. PROPOSAL Zoning Map Amendment Petition The Applicant is proposing to amend the approved Concept Development Plan (CDP) and proffers associated with ZMAP , Stonewall Secure Business Park, in order to separate the subject property from the Stonewall Secure Business Park. On the subject property, the proposed proffers and CDP would supersede and replace the proffers approved with ZMAP The Stonewall Secure Business Park proffers would continue to apply to the remaining acres and remaining 1.7 million square feet of uses associated with the secure business park, ZMAP Contrasting Stonewall Secure Business Park, the proposed Stonewall Creek Business Park would not be secured or gated. The subject property contains five (5) land bays: G, G1, H, I, and J (A through E continue to be located within the Stonewall Secure Business Park property). Multiple buildings could be located within each land bay. The development program for the separated subject property would include up to a total of 2.2 million gross square feet of PD-IP uses, including the special exception uses proposed below. The 2.2 million square feet represents the floor area associated with percent of the total land area approved under ZMAP The proposed Floor Area Ratio (FAR) is 0.51 (0.6 is permitted). Table 2. Proffered Contributions. Regional Road Contribution $ per vpd/1,000 square feet 1 Trail connection between the planned Philip A. Bolen Memorial Park trail system and the W&OD Regional Park Trail or other bicycle/pedestrian facilities in the vicinity. Fire and Rescue companies serving the property $8,400 ($0.10) per gross square foot of building area ($220,000) 1 For example, if a zoning permit is requested for a 5,000 sq. ft. Motor Vehicle Service and Repair center and the ITE Trip Generation Manual listed the use as 45 daily trips per 1000 sq. ft. The calculation would be = 5 x 45 vpd = 225 x $ = $53, regional road contribution.

9 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 9 Energy Park Drive Phasing Two development phases are proposed; the phases are linked to vehicle trips per day generated by the proposed development. Phase 1 limits development to up to 1,714 vehicle trips per day (vpd), which equates, for example, to 1.2 million square feet of data center uses and 30,000 square feet of non-data center uses. The Applicant s Traffic Impact Analysis demonstrates that Sycolin Road can adequately serve this level of development via the existing Energy Park Drive. As proffered, Phase 2 allows the remainder of the development for a total of 2.2 million square feet and can include up to 560,000 square feet of non-data center uses. Phase 2

10 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 10 can commence upon completion of one of several specific transportation improvements or upon completion of any necessary improvements determined by another Applicantprovided transportation study (See the Transportation section of this Staff Report). Special Exceptions As summarized in the following table, seven (7) Special Exceptions (SPEX) are requested. Four were approved with the previously approved Stonewall Secure Business Park rezoning: water storage tank, water treatment plant, firearm range, and the utility transmission substation. Three (3) additional SPEX uses are proposed with the subject applications: a motor vehicle service and repair, outdoor storage in excess of 10 percent of the lot area, and a contactor service establishment with outdoor storage in excess of 20 percent of the lot area. Application Number SPEX Table 3. Summary of Proposed Special Exceptions. Request Land Bay Other Details Utility Substation, Transmission H Location - the northern central portion of the site, adjacent to Panda Stonewall Hybrid Energy Park and east of the overhead transmission lines. SPEX SPEX SPEX Water Treatment Plant Motor Vehicle Service and Repair, Heavy 2 Water Storage Tank (1 water storage tank in one of two potential locations) North of G or Southeast of G1 Any (F, G, G1, H, or I) North of G or Southeast of G1 Two (2) potential locations: North of Land Bay G, adjacent to the Panda Stonewall Hybrid Energy Park property. The maximum proposed height for this location is 100 feet OR 350 from the Dulles Greenway; limited to a 75 tall ground mounted water tank Purpose storing non-potable water 3 for cooling associated with data centers and other PD-IP uses. 2 Motor Vehicle Service and Repair, Heavy - Buildings and premises wherein major mechanical and body work, repair of transmissions and differentials, straightening of body parts, painting, welding or other similar work is performed on vehicles. Light vehicle service establishments may be permitted as an ancillary use: however, motor vehicle service establishments shall not be deemed to include heavy equipment and specialized vehicle sale, rental and service establishments. Motor vehicle service and repair shall be conducted within a building and shall not include on-site storage of inoperable vehicles. All areas containing vehicles under repair shall be screened (Revised 1993 Zoning Ordinance, Article 8, Definitions). 3 Non-potable water Water that is not of drinking water quality.

11 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 11 Application Number SPEX SPEX SPEX Request Land Bay Other Details Indoor Firearm/Archery Range Accessory Outdoor Storage in Excess of 10% of the Lot Area Contractor Service Establishment uses, with Outdoor Storage in Excess of 20% of the Lot Area 4 Any (F, G, G1, H, or I) Any (F, G, G1, H, or I) Any (F, G, G1, H, or I) Open to the public Period of Validity - Due to the time that it typically takes for an industrial park to develop, the Applicant requests that the period of validity for all seven (7) proposed special exception uses be extended from the typical five (5) years to twenty (20) years from the date of approval of the special exception uses. The Commission had no objections to extending the period of validity. Revised 1993 Zoning Ordinance Modifications (ZMOD ) As discussed in the Zoning Modification section of this Staff Report, the Applicant seeks approval of two (2) modifications to the Revised 1993 Zoning Ordinance to allow the following: 1) lots with frontage on private roads, and 2) a maximum building height of one hundred (100) feet without providing the additional setback of one (1) foot for each one (1) foot of height that the building exceeds 60 feet. During review of the previous Stonewall Hybrid Energy Park applications, the Applicant received a Determination of No Hazard to Air Navigation from the Federal Aviation Administration (FAA) for this area. The FAA determined that the tall structures and equipment, which are up to a maximum of 140 feet tall on the hybrid energy park site, would not be a hazard to air navigation and would not be required to be illuminated for aviation safety. 4 Contractor Service Establishment - Establishment for the installation and servicing of such items as air conditioners, electrical equipment, flooring, heating, painting, plumbing, roofing, tiling, ventilation, establishment for the planting and maintenance of gardens, grounds and yards, such as landscape contractors and lawn maintenance services, and construction and demolition services. Retail sales to the general public are not permitted except as an accessory use (Revised 1993 Zoning Ordinance, Article 8, Definitions).

12 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 12 VI. OUTSTANDING ISSUES There are no outstanding Staff issues. The primary topics considered during the referral process were tree conservation and proffering out potentially incompatible PD-IP uses, such as drive-through restaurant and place of worship. The Office of the County Attorney is currently reviewing the Proffer Statement. Therefore, Staff recommends that the Board forward the item to a Business Meeting for action. VII. 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. Special Exception (SPEX) Criteria for Approval - Zoning Ordinance Section of the Revised 1993 Zoning Ordinance states that in considering a minor special exception or special exception application, six (6) factors shall be given reasonable consideration. 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. ZO (1) Whether the proposed minor special exception or special exception is consistent with the Comprehensive Plan. (5) Whether the proposed special exception at the specified location will contribute to or promote the welfare or convenience of the public. Analysis There are no outstanding land use issues with the proposed rezoning and special exceptions. Based on the Comprehensive Plan, the proposed industrial park is appropriate in this location. The subject property is located in the Transition Policy Area, which is envisioned as a distinct planning area to serve as a visual and spatial transition between the Suburban Policy Area to the east and the Rural Policy Area to the west. The Revised General Plan (Plan) identifies the area as appropriate for Industrial uses. General Industrial uses are predominantly labor-intensive industrial and commercial uses where their outdoor storage requirements, noise levels, and emissions present difficult design issues and make them incompatible with residential development. There are no residential uses located adjacent to the parcels subject to these applications. The limits of the planned Industrial land use area follow the southern property line of the subject property; industrial would not be appropriate on the south side of Sycolin Road.

13 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 13 Figure 3. Planned Land Use. The proposed special exception uses water treatment plant, water storage tank, transmission substation, and heavy motor vehicle service and repair are consistent with the Plan s land use policies. Primary land uses in the industrial area are General Industry and Heavy Industry (quarries). The industrial uses are intended to accommodate the continued operation and expansion of the Luck Stone Quarry and other major industrial uses and provide a degree of protection for the industrial uses from other land uses. The primary land use topics discussed during the referral period were open space and period of validity. Open Space - The Board approved the previous rezoning with approximately 52 percent open space for the overall development. The current applications provide slightly less with 50 percent (approximately 54 acres) open space. Both the previous and current applications fall short of the 70 percent open space envisioned in the Plan for the Lower Sycolin Subarea, where the subject property is located. The purpose of the lower densities and greater open space requirements for this subarea is to protect the drinking water resources of the Occoquan, Beaverdam, and Goose Creek Reservoirs and to facilitate a transition to the Rural Policy Area. (Revised General Plan, Chapter 8, Transition Policy Area Subareas Map; Lower Sycolin and Middle Goose Subareas, text; and, General Policies, General Policy 1). The Plan envisions that all development within the Transition

14 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 14 Policy Area be clustered with 50 to 70 percent open space. Natural open spaces should be the predominant visual feature of the landscape, and open spaces should be designed to mitigate views from public rights-of-way and to screen the potential visual intensity of the industrial park in order to retain the Transition Policy Area s predominant open space character. The open space percentage will increase some because, whichever water tank and water treatment plant location is not used will be maintained as open space. Period of Validity - The previously approved special exceptions for Stonewall Secure Business Park are scheduled to expire on July 19, Pursuant to Code of Virginia , as the special exceptions were valid as of January 1, 2009, the period of validity is extended to July 1, Until July 1, 2017, both the subject property and the remainder of Stonewall Secure Business Park would have approval to construct a water storage tank, a water treatment plant, an indoor firearm range, and a utility transmission substation. As this is an industrial area, Staff finds no issue with this. Section of the Zoning Ordinance limits the special exception period of validity to five (5) years from Board approval. Within this five (5) years, an Applicant must obtain a building permit and diligently pursue construction of an approved special exception use, or the special exception use expires. Section does allow for a longer or shorter period of validity when specifically approved as a part of a special exception application. Regarding the currently proposed special exception uses, the Commission had no objections to the requested twenty (20) year period of validity. Staff can support the extended period of validity. Staff recognizes that large scale developments, such as the proposed industrial park, are long-range projects that commonly require twenty (20) years or more to reach full build-out. Approval of an extended period of validity would prevent the Applicant from having to return to the County in the future to extend the period of validity or re-apply for special exception approval after expiration. 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. ZO (2) Whether the level and impact of any noise, light, glare, odor or other emissions generated by the proposed use will negatively impact surrounding uses. (3) Whether the proposed use is compatible with other existing or proposed uses in the neighborhood, and on adjacent parcels. Analysis There are no outstanding compatibility issues with the proposed rezoning or special exception uses. The proposed uses are compatible with the range of uses permitted and existing on other property in the immediate vicinity. The proposed uses, as well as the associated noise and visual impacts, are consistent with the existing hybrid energy park, quarry, water treatment plant, and future industrial uses within the Stonewall Secure Business Park. Any by-right data centers within the project would be subject to the additional regulations for data centers found in Section of the Zoning Ordinance. These minimum standards require breaking up building facades that face adjacent public roads, screening mechanical equipment, and providing full cut-off lighting.

15 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 15 Incompatible PD-IP Uses Proffered Out The primary compatibility topic discussed during the referral process was that some of the uses allowed in the PD-IP zoning district could potentially be incompatible with the existing and approved heavy and general industrial uses in the area. To address this, the Proffer Statement indicates that the following such uses would not be permitted on the subject property. Adult day care center Post Office Bakery, commercial Auction house Park Funeral home Health and fitness center (principal use; otherwise allowed as an accessory use) Church, synagogue, temple or mosque (principal use; otherwise allowed as an accessory use) Recreation establishment, outdoor or indoor Hotel/Motel Restaurants with drive through facilities Automobile Service Stations Screening of Outdoor Storage - The Revised 1993 Zoning Ordinance (Zoning Ordinance) requires all outdoor storage (the holding or storage, in an unroofed area, of any goods, junk, materials, merchandise, or vehicles in the same place for more than twenty-four (24) hour) to be enclosed by a fence, wall, landscaped berm, or other suitable and appropriate method (Chapter 8, Definitions). Specific to a contractor service establishment use, the Zoning Ordinance permits outdoor storage of equipment, supplies, and construction trailers within the PD-IP zoning district, provided such are fully screened from public roads and adjacent lots (Section 5-662(B)). Further, Staff have included a recommended Condition of Approval that all outdoor storage be fully screened from the Dulles Greenway and public roads. 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. ZO (4) Whether the proposed special exception or minor special exception adequately protects and mitigates impacts on the environmental or natural features including, but not limited to, wildlife habitat, vegetation, wetlands, water quality (including groundwater), air quality, topographic, scenic, archaeological or historic features, and agricultural and forestal lands. Analysis There are no outstanding environmental issues associated with the zoning concept plan amendment or the special exceptions.

16 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 16 Tree Conservation The primary topic of discussion during the referral process has been tree conservation. With a total of acres of proposed TCAs, the current application includes slightly less than the previously approved 16.3 acres. The previous approval included a TCA along the eastern boundary of Land Bay I. The purpose of this TCA was to minimize visual impacts and protect viewsheds from the Dulles Greenway. Staff recognizes that the eastern portion of Land Bay I naturally drains to an existing culvert under the Dulles Greenway and therefore, storm water management may need to be located in this area. Staff recommends that, when designing storm water management for the property, the Applicant make every effort to conserve as many trees as possible in this area in order to minimize visual impacts from the Dulles Greenway. Figure 4. Tree Conservation Area Comparison. TCA removed from previous rezoning to allow for stormwater management

17 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 17 The table below summarizes how the Applicant has addressed other environmental and heritage resource topics. Table 4. Environmental and Heritage Resources Resolved Issues. Stormwater Hotspots Staff asked the Applicant to consider locating uses that are stormwater hotspots (i.e., motor vehicle service and repair, outdoor storage area, and contractor service establishment with outdoor storage area) in the western land bays to minimize water quality impacts to the Goose Creek Reservoir. The Applicant responded, The Applicant is required to comply with the Facilities Standards Manual ( FSM ) requirements in Section regarding Hot Spots and Reservoir Protection Areas in the overlay areas. The County requirements state Hotspot locations shall be identified in the Pollution Prevention Plan that is submitted in order to obtain a Virginia Stormwater Management Program ( VSMP ) Permit. The Applicant will obtain required discharge permits for the uses on the property. Wetlands - The rezoning and special exceptions will have minimal impact upon wetlands, as existing wetlands will be largely preserved within proffered Tree Conservation Areas. The Applicant has shifted the emergency Gant Lane access to avoid wetlands impacts. Steep Slopes The site layout avoids impacts to moderately steep and very steep slopes. Scenic/Archaeological/Historic Features - The rezoning and special exceptions will not impact archaeological sites, as archaeological sites are located either within Tree Conservation Areas or offsite. 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]. ZO (6) Whether the proposed special exception can be served adequately by public utilities and services, roads, pedestrian connections and other transportation services and, in rural areas, by adequate on-site utilities [emphasis added]. Analysis The existing transportation network can adequately serve the range of uses permitted within the PD-IP zoning district and the proposed special exception, as limited by the proffered phasing. Phase 1 is estimated to generate approximately 1,714 net new weekday daily trips, 181 weekday a.m., and 220 weekday p.m. peak hour trips. The intersection of Energy Park Drive and Sycolin Road is forecasted to continue to operate at Level of Service (LOS) B or better during all study time periods. Phase 1 does not warrant any left- or right-turn lanes or tapers at the Sycolin/Energy Park Drive entrance. Phase 2 can develop when one of the following transportation improvements are in place (constructed by the Applicant or others): Gant Lane is paved (by the Applicant or by others) and access is granted over Stonewater Lane. Cochran Mill Road is improved by others which (currently in the County s 6-year plan to be paved). Sycolin Road is widened to a four lane facility and/or the bridge over the Dulles Greenway is widened or replaced.

18 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 18 An interparcel connection through the adjacent property is established providing Stonewall Creek traffic alternate access to Sycolin Road A supplemental Traffic Impact Analysis is prepared demonstrating that additional development beyond Phase 1 levels (1,714 vpd) can be accommodated via the Sycolin Road entrance or alternative access point to accommodate the development. (This language allows for improvements to the transportation network that may occur but are not currently anticipated.) Below is a summary of the proffered transportation improvements and contributions to mitigate the transportation impacts associated with the project. Table 5. Proffered Transportation Improvements, Contributions, and other Mitigation Measures. Proffered Improvement or Contribution Timing Proffer Sycolin Road Right-of-Way Reservation Reserve right-of-way, 45 feet in width as measured from the current centerline of Sycolin Road. Sycolin Road Right-of-Way Dedication - Dedicate right-of-way to the County, up to 45 feet in width as measured from the current centerline. Sycolin Road Shared Use Path Grant and convey to the County a 14-foot wide easement for a 10-foot wide shared bicycle and pedestrian trail along the subject property frontage (outside of the Sycolin Road reservation). Prior to first site plan approval Upon written request by the County at any time after construction plans and profiles ( CPAPs ) for Sycolin Road widening have been approved and the precise amount of right-of-way is known. Prior to first site plan approval on the Subject Property II.5. II.5. II.6.a. Construct the 10 wide shared bicycle and pedestrian trail along the Sycolin Road frontage. Regional Road Contribution - $ per vpd/1,000 square feet of use. Each site plan submission shall include a cumulative tabulation of the proposed and approved square footages and the aggregate number of vpd on the Subject Property. Trails in the Vicinity - Make a one-time cash contribution to the County in the amount of $8,400. This contribution shall be designated for the development of a trail connection between the trail system planned within the Philip A. Bolen Memorial Park and the W&OD Regional Park Trail or other public trails within one mile of the subject property. Concurrent with development of Land Bay F At the time of Zoning Permit approval At the time of issuance of the first Zoning Permit on the Subject Property. II.6.b. II.7. II.6.c.

19 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 19 E. FISCAL IMPACTS ZO (E)(4) The requirements for airports, housing, schools, parks, playgrounds, recreational areas and other public services. Analysis There are no outstanding fiscal impact issues. The proposed industrial uses typically generate more revenue than they require in public expenditures. 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] (6) Whether the proposed special exception can be served adequately by public utilities and services, roads, pedestrian connections and other transportation services and, in rural areas, by adequate on-site utilities [emphasis added]. Analysis There are no outstanding public utility or public safety issues with the ZCPA or SPEX applications. The following table summarizes how this application addresses public utilities, fire and rescue services, fire and rescue contributions, and public safety. Table 6. Public Utilities and Public Safety. Water - The subject property will be developed using public central water by extension of existing Loudoun Water facilities. Sanitary Sewer - Loudoun Water will serve the site s central sanitary sewer needs by extension of existing facilities. The subject property will drain to the future sanitary sewer on the Trap Rock Water Treatment Plant site to the east. Loudoun Water advises (for future site plan purposes) that sewer for this development will be dependent upon the completion of the sewer lift station constructed in conjunction with the Trap Rock Water Treatment Plant. A separate on-site sanitary sewer pump station may be needed to sewer the areas west of the power lines. Water Treatment Plant - The proposed water treatment plant may include a separate on-site water system that uses water from sources other than Loudoun Water (e.g. water created onsite). The Applicant understands that such water system is required to be developed in accordance with the Virginia Department of Health (VDH) and the Virginia Department of Environmental Quality (DEQ). Fire & Rescue Service - The project would be served by Leesburg Fire and Rescue Stations 20 (Plaza Street) and 13 (Catoctin Circle) respectively. Approximate response times are 11 minutes for fire and 12 minutes for rescue. The Applicant should include an auto turn analysis as part of their site plan submission to demonstrate adequate access and circulation of emergency vehicles. Fire & Rescue Contribution - The Applicant agrees to make the anticipated one-time Fire and Rescue contribution of $0.10 per gross square foot of building area (up to $220,000) to be distributed equally to the first response fire and rescue facilities. VIII. ZONING ANALYSIS Analysis There are no outstanding zoning issues. The proposed utility substation, transmission, water treatment plant, motor vehicle service and repair, heavy, water storage tank, firearm, archery range, indoor, outdoor storage, accessory, in excess of 10 percent

20 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 20 of the lot area, and contractor service establishment, with outdoor storage in excess of 20 percent of the lot area are permitted by Special Exception under Sections 4-504(H), pursuant to Section 5-616, 4-504(J), 4-504(L), 4-504(Y), 4-504(Z), (AA), and 4-504(HH), pursuant to Section 5-662, respectively. Figure 5. Zoning Map. The application complies with the requirements of the Revised 1993 Zoning Ordinance for the PD-IP (Planned Development-Industrial Park) zoning district. The application includes Energy Park Drive, which is zoned PD-GI (Planned Development-General Industrial). A public access easement will be placed over Energy Park Drive to allow access to the PD- IP land bays. ZONING MODIFICATIONS Criteria for Approval - Zoning Ordinance Section of the Revised 1993 Zoning Ordinance states that no modification shall be approved unless the Board of Supervisors finds that such modification to the regulations will achieve an innovative design, improve upon the existing regulations, or otherwise exceed the public purpose of the existing regulation. No modification will be granted for the primary purpose of achieving the maximum density on a site.

21 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 21 The Applicant is requesting the following modifications of the Revised 1993 Zoning Ordinance. Table 7. Requested Modifications. Zoning Ordinance Section Requested Modification and Justification 1-205(A)(1), Lot Access To allow lots with frontage on Requirements. private roads, private access New access points (private or easements, and public access public) to arterial or major easements within the PD-IP collector roads shall be limited zoning district. As justification, to locations at existing median the Applicant explains that that breaks, planned median the modification is necessary breaks or other locations because the subject property will approved by Loudoun County be subdivided in the future, and or VDOT. the modification would allow the future lots to have frontage on private internal roads (B), Building Requirements, Building Height. Sixty (60) feet maximum provided that a building may be erected to a maximum height of one hundred feet if it is set back from streets or from lot lines that do not constitute boundaries of districts with lower maximum height restrictions, in addition to each of the required minimum yard dimensions, a distance of no less than one (1) foot for each one (1) foot of height that it exceeds the 60-foot limit. To allow a maximum building height of 100 feet without providing the additional setback of 1 foot for each 1 foot of height that it exceeds the 60-foot limit from future lot lines, from private roads within Stonewall Creek Business Park, and from MR-HI (Mineral Resource-Heavy Industry) and PD-GI (Planned Development-General Industrial) zoning districts. The Applicant s justification for the modification is that the surrounding uses are Luck Stone Quarry, the Panda Hybrid Energy Park, Loudoun Water treatment plant, and future industrial uses within Stonewall Secure Business Park. Staff Analysis/ Recommendation Staff supports the Board s approval of the modification. This is a common request that will allow the property to be subdivided into lots and still have private streets maintained by the Property Owners Association. The Commission did not discuss the modification and expressed no objection to the modification. Staff supports the Board s approval of the height modification, given the nature of the surrounding industrial uses and since the modification does not apply to setbacks adjacent to Dulles Greenway or Sycolin Road. The setback modification would not impact the 150 foot building setback rom Dulles Greenway or the 75 foot setback along Sycolin Road, which contains a tree save area. The Commission did not discuss the modification and expressed no objection to the modification.

22 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 22 IX. CONDITIONS OF APPROVAL (August 29, 2016) SPEX , Utility Substation, Transmission [5-616] SPEX , Water Treatment Plant SPEX , Motor Vehicle Service and Repair, Heavy SPEX , Water Storage Tank SPEX , Firearm Range, Archery Range, Indoor SPEX , Outdoor Storage, Accessory, in Excess of 10% of the Lot Area SPEX , Contractor Service Establishment, with Outdoor Storage in Excess of 20% of the Lot Area [5-662] 1. Substantial Conformance. The development of the Special Exception uses described in Condition 2 below shall be in substantial conformance with Sheets 2, 4, and 5 of 6 (together comprising and herein referred to as the SPEX Plat ) of the plan set titled Stonewall Creek Business Park Zoning Concept Plan Amendment ZCPA , Special Exception SPEX , 40, 41, 42, 43, 44 & 45, Zoning Modification , dated May 2016, and revised through May 17, 2016, prepared by Gordon of Chantilly, Virginia, incorporated herein by reference, and the Revised 1993 Loudoun County Zoning Ordinance (the Zoning Ordinance ). Approval of this application for parcels identified as Tax Map Numbers /60////////39/ and /61////////13/ (PINs: and (the Property ), shall not relieve the applicant or the owners of the Property, their successors, or parties developing, establishing or operating the approved SPEX Uses (collectively, the Applicant ), from the obligation to comply with or conform to any other applicable Zoning Ordinance, Codified Ordinance, or regulatory requirement. 2. Uses Permitted. These Special Exceptions grant approval of 1) a Utility Substation, Transmission use, 2) a Water Treatment Plant use, 3) a Motor Vehicle Service and Repair, Heavy use, 4) a Water Storage Tank use, 5) a Firearm Range, Archery Range, Indoor use, 6) Outdoor Storage, Accessory, in Excess of 10% of the Lot Area, and 7) a Contractor Service Establishment, with Outdoor Storage in Excess of 20% of the Lot Area in the PD-IP (Planned Development Industrial Park) and PD-GI (Planned Development General Industrial) zoning districts as set forth in Sections 4-504(H), pursuant to Section 5-616, 4-504(J), 4-504(L), 4-504(Y), 4-504(Z), 4-504(AA), and 4-504(HH), pursuant to Section 5-662, respectively. 3. Period of Validity. Pursuant to Section of the Zoning Ordinance, the Period of Validity for each of the SPEX Uses shall be twenty (20) years from the date on which the Board of Supervisors approves such special exception. 4. Outdoor Storage. All outdoor storage on the Property shall be fully screened from the Dulles Greenway and from public roadways and adjacent lots. Such screening shall be achieved by evergreen landscaping, fencing, walls, enclosures and/or similar measures. All such screening shall be installed prior to the issuance of the first occupancy permit for any SPEX Use that will have outdoor storage. The said occupancy

23 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 23 permit shall not be issued until the Owners have provided (a) written documentation from County Zoning Administration staff that the said screening measures have been installed, or (b) written documentation from Zoning Administration staff that the said screening measures are no longer a prerequisite for issuance of such occupancy permit, or (c) such other documentation or evidence of either of the foregoing which may hereafter be established by the County as suitable confirmation of same. SPEX , Water Treatment Plant SPEX , Water Storage Tank 1. Number of Water Tanks/Water Treatment Plants. Of the two (2) potential locations for the Water Storage Tank/Water Treatment Plat shown on Sheets 4 and 5 of the SPEX Plat, only one (1) such location shall be developed with a Water Storage Tank and Water Treatment Plant. The remaining area labeled on the SPEX Plat as Potential Water Storage Tank/Water Treatment Plant Location but not used for a Water Storage Tank and Water Treatment Plant shall be maintained as Open Space as defined in the Zoning Ordinance. 2. Water Storage Tank Height. In the event that the water storage tank is located in the potential area depicted south of Land Bay G1 and labeled on the SPEX Plat as Potential Water Storage Tank/Water Treatment Plant Location, such water storage tank shall not exceed a height of seventy-five feet (75 ). In the event that the water storage tank is located in the potential area depicted north of Land Bay G and labeled on the SPEX Plat as Potential Water Storage Tank/Water Treatment Plant Location, the height shall not exceed one-hundred feet (100 ). Prior to site plan approval, the Applicant, if required by the Federal Aviation Administration (FAA), shall obtain approval from FAA for the height and location of the water storage tank. 3. Water Storage Tank Color. The water storage tank shall be a light, neutral color or a color to match the sky (e.g., a light shade of blue, gray, or tan). ZMOD , Stonewall Creek Business Park 1. Substantial Conformance. Development in accordance with the Zoning Ordinance modifications described in ZMOD Condition 2 below shall be in substantial conformance with Sheet 2 of 6 of the plan set entitled Stonewall Creek Business Park Zoning Concept Plan Amendment ZCPA , Special Exception SPEX , 40, 41, 42, 43, 44 & 45, Zoning Modification dated May 2016, and revised through May 17, 2016, prepared by Gordon of Chantilly, Virginia, incorporated herein by reference, and the Revised 1993 Loudoun County Zoning Ordinance (the Zoning Ordinance ). Approval of these zoning modifications for the parcels identified as Tax Map Numbers /60////////39/ and /61////////13/ (PINs and (the Property ), shall not relieve the applicant or the owners of the Property, their successors, or parties developing the Property (collectively, the Applicant ), from the

24 Item 12, ZCPA , SPEX through SPEX , ZMOD , Stonewall Creek Business Park Board of Supervisors Public Hearing September 14, 2016 Page 24 obligation to comply with and conform to any other applicable Zoning Ordinance, Codified Ordinance, or regulatory requirement. 2. Modifications. Approval of this Zoning Ordinance modification application permits the modification of (a) the Building Height Requirements of Section 4-506(B) to allow an increase in the maximum building height from 60 feet to 100 feet without any additional building setbacks from private roads and future lot lines within Stonewall Creek Business Park, and from MR-HI and PD-GI zoning districts, and (b) the Lot Access Requirements of Section 1-205(A)(1) to allow lots to have frontage on private roads in lieu of a Class I, Class II, or Class III road or private access easements within the PD- IP zoning district. X. ATTACHMENTS 1 Review Agency Comments 1a Planning and Zoning, Comprehensive Planning 1b Planning and Zoning, Zoning Administration 1c Building and Development, Plans Review 1d Parks, Recreation and Community Services 1e DTCI, Transportation Planning & Operations Division 1f Virginia Department of Transportation 1g Health Department - Environmental 1h Loudoun Water 1i Fire, Rescue and Emergency Services 2 Statement of Justification 3 Response to Referral Comments 4 Proffer Statement ( ) 5 Tree Conservation Exhibit 6 Concept Development Plan ( ) *This Staff Report with attachments (file name BOSPH STAFF REPORT PDF) can be viewed online on the Loudoun Online Land Applications System (LOLA) at Paper copies are also available in the Department of Planning.

25 County of Loudoun Department of Planning and Zoning MEMORANDUM DATE: April 18, 2016 TO: FROM: Judi Birkitt, Project Manager Land Use Review Kelly Williams, Planner III Community Planning SUBJECT: ZCPA , Stonewall Creek Business Park ZMOD , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX , and SPEX Second Referral Stonewall Creek, LLC is requesting a Zoning Concept Plan Amendment (ZCPA) to amend the approved plan and proffers associated with ZMAP , in order to separate approximately 108 acres from the 193 acres of the approved Stonewall Secure Business Park rezoning, and to modify the layout of the uses on-site. Eight Special Exceptions are also being requested to locate a utility substation and transmission facility, a water treatment plant, motor vehicle service and repair, a water storage tank, an indoor firearm and archery range, outdoor storage and a contractor service establishment with outdoor storage on the property. Four Zoning Modifications are requested to allow individual lots to front on private roads, increased building heights, screening and buffer modifications and to allow the parking of larger business vehicles. The applicant has responded to first submission comments by providing a revised statement of justification, Concept Development Plan and proffers dated March 11, This referral is intended to be supplementary to Community Planning s December 23, 2015 referral. The issues related to land use, open space and design as outlined in the first referral, have been adequately addressed. The site is located in the Transition Policy Area which is envisioned as a distinct planning area to serve as a visual and spatial transition between the Suburban Policy Area to the east and the Rural Policy Area to the west. The planned land use is Industrial in this location. Attachment 1a

26 ZCPA , Stonewall Creek Business Park Community Planning, 2nd st Referral April 18, 2016 Page 2 of 2 Community Planning Staff recommends approval of the proposed Zoning Concept Plan Amendment application as it conforms to the land use policies of the Revised General Plan which support Industrial land uses in this location. Staff does have concerns with the environmental features on the site and suggests the applicant provide additional protection measures for those features as outlined below. Wetlands The proposed site layout results in additional impacts to wetlands. It is recommended that those areas be reevaluated to avoid wetlands on-site or provide mitigation measures consistent with the Green Infrastructure policies. In the event of an impact, compensatory mitigation (restoration, creation, enhancement, and preservation) could replace the loss of wetland functions to meet the County s goal of no net loss to the existing acreage and functions of wetlands. It is recommended that the proffer be amended to indicate that the applicant will give consideration to utilizing available Loudoun County mitigation sites with equal or less costs than that of other available mitigation sites consistent with the Stream and Wetland Mitigation Proffer template (Attachment 1). Forest Resources The area of tree conservation provided in this application appears to be less than what was established in the original rezoning, ZMAP An analysis of the tree conservation area changes proposed between the ZMAP and ZCPA has not been provided as requested in the first referral. Staff recommends that reestablishing tree conservation areas in certain locations, particularly to the east of Land bay I, would be appropriate to protect wetland areas and protect viewsheds from the Dulles Greenway and adjacent properties. Stormwater Management As stated in the first referral, uses that are considered to be stormwater hotspots (i.e. motor vehicle service and repair, outdoor storage area, contractor service establishment with outdoor storage area) should be located in the western landbays to minimize water quality impacts to the Goose Creek Reservoir. Staff recommends that the applicant provide commitments to locate such uses to the west to minimize water quality impacts to the Goose Creek Reservoir. Attachment 1: Stream and Wetland Mitigation Proffer template CC: Ricky Barker, AICP, Director, Planning and Zoning- via Christopher Garcia, AICP, Program Manager, Community Planning-via

27 County of Loudoun Department of Planning and Zoning MEMORANDUM DATE: December 23, 2015 TO: FROM: Judi Birkitt, Project Manager Land Use Review Kelly Williams, Planner III Community Planning SUBJECT: ZCPA , Stonewall Creek Business Park ZMOD , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX , and SPEX EXECUTIVE SUMMARY Stonewall Creek, LLC is requesting a Zoning Concept Plan Amendment (ZCPA) to amend the approved plan and proffers associated with ZMAP , in order to separate approximately 108 acres from the 193 acres of the approved Stonewall Secure Business Park rezoning, and to modify the layout of the uses on-site. Eight Special Exceptions are also being requested to locate a public utility service center, a utility substation and transmission facility, a water treatment plant, motor vehicle service and repair, a water storage tank, an indoor firearm and archery range, outdoor storage and a contractor service establishment with outdoor storage on the property. Four Zoning Modifications are requested to allow individual lots to front on private roads, increased building heights, screening and buffer modifications and to allow the parking of larger business vehicles. The site is located in the Transition Policy Area which is envisioned as a distinct planning area to serve as a visual and spatial transition between the Suburban Policy Area to the east and the Rural Policy Area to the west. The planned land use is Industrial in this location. The overall concept of developing this site with industrial uses is consistent with the County s Comprehensive Plan which identifies the area as appropriate for Industrial uses. Some of the uses allowed in the PD-IP Zoning district are incompatible with the existing and approved heavy and general industrial uses in the area, therefore Community Planning Staff recommends those uses be proffered out of this proposal. It

28 ZCPA , Stonewall Creek Business Park Community Planning, 1 st Referral December 23, 2015 Page 2 of 12 is also recommended that site design, building design and impacts on environmental resources be considered prior to approval of the application. Community Planning Staff is concerned about the impact of this rezoning on adjacent parcels involved in the original rezoning, specifically the FAR disbursement, phasing, site design, transportation impacts and the overlapping Special Exception uses on both projects. BACKGROUND In 2011, Stonewall Creek LLC received approval of Stonewall Secure Business Park, ZMAP which rezoned approximately acres from TR-10 (Transitional Residential - 1 dwelling unit per 10 acres) to PD-IP (Planned Development Industrial Park) to allow the development of 3.9 million square feet of data center and other light industrial uses. The rezoning included Special Exceptions to allow a water treatment plant, a water storage tank, a utility substation and an indoor firearm/archery range. To date, the site is undeveloped with the uses approved as part of the original rezoning, however two grading permits have been approved for equipment laydown, trans loading, assemblage and parking during the construction of the Panda Stonewall Energy Park. The development of Stonewall Secure Business Park was intended to provide a large campus setting for high security uses and facilities and create an opportunity for a new Federal Government Contracting Industry Cluster in Loudoun County. With this application, the applicant is proposing to separate approximately 108 acres from Stonewall Secure Business Park in order to create a light industrial development called Stonewall Creek Business Park. Eight Special Exceptions are also requested for uses that are intended to support surrounding industrial uses in the community. The application proposes 2.2 million square feet of total uses, (approximately 1.7 million of data center uses and 560,000 square feet of non-data center uses). The applicant is also requesting four (4) Zoning Ordinance modifications for the following: 1. Lot Access Requirements Requirement: No structure will be erected on a lot that does not have frontage on a Class I, II and III road or private access easement. 2. Maximum Building Height Requirement: 60 feet maximum; additional height to 100 feet if provide additional one foot of setback for each foot above 60 feet; Proposal: allow building heights to 100 feet without the need for additional setbacks from interior lot lines;

29 ZCPA , Stonewall Creek Business Park Community Planning, 1 st Referral December 23, 2015 Page 3 of Screening and Buffering Requirement: landscaping, buffering, and screening of outdoor storage, refuse, loading, and parking areas from streets and adjacent agricultural and residential uses; Proposal: rely upon perimeter buffer and tree save areas; 4. Outdoor Storage and On-Site Parking of Business Vehicles Requirement: 2-axle limitation for all vehicles in conjunction with permitted use; Proposal: allow parking of vehicles with more than 2 axles with permitted use; As part of the original rezoning a Commission Permit (CMPT ) was approved to allow an electric generating plant and transmission facility within the Stonewall Secure Business Park. The power plant is currently under construction. The subject property consists of two parcels that are generally surrounded on three sides by existing and approved heavy and general industrial uses. It is bounded to the north by the Panda Stonewall property (formally known as Stonewall Hybrid Energy Park), to the west by the remaining acreage of the Stonewall Secure Business Park, to the east by Luck Stone Quarry (Route 643) and to the south by Vicinity Map the Dulles Greenway (Route 267) (see Vicinity Map). Existing and planned developments surround the site and include the Philip Bolen Park to the north, vacant land to the east, the Dulles Greenway to the south, several residences to the west, and a church to the northwest. There are no residential uses located directly adjacent to the parcels subject to this application. The Town of Leesburg s Joint Land Management Area is located to the north of the property. The Goose Creek Reservoir, Goose Creek, and a water intake owned by Loudoun Water are located approximately 1,500 feet to the east of the proposed development. The limits of planned Industrial land use area follows the southern property line of this site.

30 ZCPA , Stonewall Creek Business Park Community Planning, 1 st Referral December 23, 2015 Page 4 of 12 The subject property contains significant environmental features, including, wetlands, forest resources, steep and moderately steep slopes, diabase, plant and wildlife habitats, and historic and archaeological resources. Quarry Notification Overlay District exists onsite and the property is generally located within the Ldn 60 noise contour 1-mile buffer of the Leesburg Executive Airport. In addition, rights-of-way for an underground gas line and overhead electrical transmission lines bisect the site in a north-south direction. COMPLIANCE WITH THE COMPREHENSIVE PLAN The site is governed under the policies in the Revised General Plan, the Revised Countywide Transportation Plan (CTP The subject properties are located within the Transition Policy Area within the Lower Sycolin subarea (Revised General Plan, Chapter 7, Planned Land Use Map). Specifically, the Industrial policies of Chapter 8 (Transition Policy Area), the infrastructure polices of Chapter 2 (Planning Approach), the Green Infrastructure policies of Chapter 5 (The Green Infrastructure: Environmental, Natural, and Heritage Resources) and Chapter 11 (Implementation) of the Revised General Plan apply to the proposed development. ANALYSIS LAND USE The County s vision for the Transition Policy Area is for land uses that provide a visual and spatial transition between the suburban development in the east and rural development in the west (Revised General Plan, Chapter 8, General Policies, General Policy 2). Developments within the Transition Policy Area will fully integrate the elements of the Green Infrastructure and establish natural open spaces as a predominant visual element and enhancement to the area s river and stream corridors (Revised General Plan, Chapter 8, General Policies, General Policy 2). Projects should maximize setbacks from roads and neighbors, and use open space and green infrastructure to maintain the visual appearance of a low intensity development pattern, That pattern was maintained in the original rezoning through tree conservation, setbacks and buffering. The subject property is located within the Lower Sycolin subarea, which the Plan envisions to have a rural character with lower densities and greater open space requirements than other subareas in order to protect the drinking water resources of the Occoquan, Beaverdam, and Goose Creek Reservoirs and to facilitate a transition to the Rural Policy Area (Revised General Plan, Chapter 8, Transition Policy Area Subareas Map; Lower Sycolin and Middle Goose Subareas, text; and, General Policies, General Policy 1). Open spaces will be the dominant visual feature of sites within the Lower Sycolin subarea (Revised General Plan, Chapter 8, Lower Sycolin and Middle Goose Subareas, text). Development will maintain a minimum of 70 percent of a site as open

31 ZCPA , Stonewall Creek Business Park Community Planning, 1 st Referral December 23, 2015 Page 5 of 12 space (Revised General Plan, Chapter 8, Community Design Policies, Community Design Policy 2). The County encourages the development of non-residential uses in the Transition Policy Area that provide a transition from suburban to rural. At the time of the property s original rezoning, the Revised General Plan did not support the Stonewall Secure Business Park within the Transition Policy Area. However in 2013, the BOS approved a Comprehensive Plan Amendment that identified this area as appropriate for industrial uses in order to accommodate the continued operation and expansion of the Luck Stone Quarry and other major industrial uses and provide a degree of protection for the industrial uses from other land uses (Revised General Plan, Chapter 7, Transition Policy Area, General Industrial, text). General Industrial uses are predominantly labor-intensive industrial and commercial uses where their outdoor storage requirements, noise levels, and emissions present difficult design issues and make them incompatible with residential development (Revised General Plan, Chapter 7, Transition Policy Area, General Industrial, text). The application proposes to allocate 2.2 million square feet of total office and industrial uses, approximately 1.7 million square feet of data center uses and 560,000 square feet of non-data center uses with an approximate FAR of In general, the proposed land use is consistent with Plan policy. However, the PD-IP zoning district permits uses that are not consistent or compatible with those envisioned in Industrial areas. These include recreational, institutional and retail/service uses that are not directly related to serving the industrial development (for example: hotels, drive through restaurants, gas stations, etc.). The previous rezoning contained proffers that prohibited incompatible uses from the development. It is recommended that these types of uses also be prohibited in this development, including similar ones that have been recently been added to the use list with ZOAM , approved in Additionally, Community Planning Staff recommends more information be provided in order to evaluate how the number of uses and density proposed relates to the adjacent property included in the original rezoning. The total amount of density that could be developed between the two developments may be inconsistent with the overall vision of the Lower Sycolin Subarea where open spaces should be the dominant visual feature and where a visual and spatial transition should be provided between the Rural and Suburban Policy Areas. Increased density in the area could also impact the transportation network. Community Planning Staff defers to the Department of Transportation and Capital Infrastructure for detailed evaluation of the traffic impacts. With respect to the specific uses proposed, eight Special Exceptions are also requested. Four of the Special Exceptions were approved with the original rezoning, including the water storage tank, water treatment plant, the firearm range and the utility

32 ZCPA , Stonewall Creek Business Park Community Planning, 1 st Referral December 23, 2015 Page 6 of 12 substation- transmission. The new uses proposed include a public utility service center, motor vehicle service and repair, outdoor storage in excess of 10% of the lot area and a contactor service establishment with outdoor storage in excess of 20% of the lot area. If approved, the four original Special Exception uses would be allowed in both this development and the remaining property of the original rezoning. The previous rezoning on this site included proffers which listed uses that would not be permitted as part of the development. These (proffered) prohibited uses include contractor service establishments and motor vehicle service and repair, both of which are included as Special Exceptions in this application. Additionally, because data center uses were Special Exception uses at the time of the original rezoning, conditions of approval were developed to address the site and architectural design. As submitted, data centers will be by-right and will not be held to the same design standards. As part of the previous rezoning a Commission Permit (CMPT ) was approved to allow a utility generating plant and transmission facility within the Stonewall Secure Business Park. However, a public utility service center was not included at the time. A Commission Permit application is necessary for public facilities and this application must designate the centers location. Information is requested on how the proffers submitted with this application will impact the adjacent property still subject to the original rezoning. This includes but is not limited to density, transportation improvements, phasing, duplicate Special Exception uses, sequencing of proffer commitments, sharing an entrance with a secured campus, and design commitments. Community Planning Staff recommends that uses incompatible with heavy and general industrial developments be removed from the permitted use list for this development via proffer commitment. Commitments to the design of the data centers and to the other Special Exception uses are recommended to be consistent and compatible with the design of the previous rezoning. GREEN INFRASTRUCTURE The Green Infrastructure is a collection of natural, cultural, heritage, environmental, protected, passive, and active resources that are integrated into a related system. These resources include wetlands, steep and moderately steep slopes, and vegetated landscapes (Revised General Plan, Chapter 5, Green Infrastructure Policies, Green Infrastructure Policy 1). The County uses integrated management strategies for the Green Infrastructure to ensure that all land use planning and development respect and preserve the holistic nature of the elements of the Green Infrastructure (Revised General Plan, Chapter 5, Green Infrastructure Policies, Green Infrastructure Policy 2). The Plan calls for all development within the Transition Policy Area to be clustered,

33 ZCPA , Stonewall Creek Business Park Community Planning, 1 st Referral December 23, 2015 Page 7 of 12 provide ample open space, and fully implement the Green Infrastructure policies (Revised General Plan, Chapter 8, Land Use Pattern, text). The subject site contains significant Green Infrastructure resources including wetlands, riparian vegetation, perennial and intermittent streams, natural drainageways, forest resources, steep and moderately steep slopes, plant and wildlife habitats, historic and archaeological resources, diabase soils, and hydric soils. The site is also impacted by the Ldn and Ldn 60 1-mile buffer of the Airport Impact Overlay District associated with the Leesburg Executive Airport and the Quarry Notification Overlay District associated with the Luck Stone Quarry. The Green Infrastructure elements were reviewed and impacts addressed during the previous rezoning of the Stonewall Secure Business Park. The comments provided below reflect the analysis of new impacts to Green Infrastructure elements related to the layout change proposed in this application. It is recommended that the CDP be revised with the environmental features overlain on top of the proposed landbays, as opposed to underneath the landbays, similar to the previously approved rezoning, to improve clarity. The northern portion of the property has already been cleared and graded with the exception of a small area in the northeastern corner. The southeastern portion remains forested while the southwestern portion is also mostly un-cleared and partially forested. The property is in the Goose Creek watershed and ultimately drains to Goose Creek and the Goose Creek Reservoir. The northern portion of the property drains to Sycolin Creek. There are two 2009 Countywide Stream Assessment data points on Sycolin Creek downstream of the property one is suboptimal for habitat and the other is stressed for aquatic life and suboptimal for habitat. Sycolin Creek drains into Goose Creek, which is designated as impaired for aquatic life by the Virginia Department of Environmental Quality (from the Goose Creek Reservoir Dam to the Potomac River). The southern portion of the property drains to the Goose Creek Reservoir via an unnamed tributary. The reservoir has one 2009 Countywide Stream Assessment data point that is suboptimal for habitat. Wetlands The County supports the federal goal of no net loss to wetlands (Revised General Plan, Chapter 5, River and Stream Corridor Resources Policies, River and Stream Corridor Resources Policy 23). Plan policies call for the County to work with the U.S. Army Corps of Engineers regional office to regulate wetlands outside of river and stream corridors (Revised General Plan, Chapter 5, River and Stream Corridor Resources Policies, River and Stream Corridor Resources Policy 13). In the event of an impact, compensatory mitigation (restoration, creation, enhancement, and preservation) could replace the loss

34 ZCPA , Stonewall Creek Business Park Community Planning, 1 st Referral December 23, 2015 Page 8 of 12 of wetland functions to meet the County s goal of no net loss to the existing acreage and functions of wetlands. There is an existing wetland delineation for a portion of the property (JD# ) that was completed in conjunction with the Stonewall Energy Park application. It is unclear from the wetland impact map submitted with the JD if the delineation covered the entire application area, particularly the southwestern portion of the site that has not yet been cleared and graded. The County wetland model shows potential wetlands in this area. Clarification is requested as to whether or not a wetland delineation has been conducted on the southwestern portion of the site. Within Landbay H, the proposed building has increased in size and the road alignment has shifted, resulting in additional wetland impacts. Additionally, the substation area has increased, also resulting in additional wetland impacts. It is recommended that the area near the substation, Landbay H and the road be reevaluated to see if the forested wetland in this area can be avoided. While the forested wetland in the area of Landbay F2 is not located directly within the landbay, it is recommended that a minimum 50-foot buffer be retained between the wetland and the landbay to minimize impacts to the critical root zone of wetland trees. As the proposed site layout results in additional impacts to wetlands, it is recommended that those areas be reevaluated to avoid wetlands on-site or provide mitigation measures consistent with the Green Infrastructure policies. Forest Resources The subject property is heavily forested. The Revised General Plan calls for the protection of forests and natural vegetation for the various economic and environmental benefits that they provide (Revised General Plan, Chapter 5, Forest, Trees, and Vegetation Policies, Forests, Trees, and Vegetation Policy 1). Plan policies also call for the submittal and approval of a tree conservation or forest management plan prior to any land development that demonstrates a management strategy that ensures the long-term sustainability of any designated tree save area (Revised General Plan, Chapter 5, Forest, Trees, and Vegetation Policies, Forests, Trees, and Vegetation Policy 3). Forests and indigenous vegetation will be preserved on steep slopes (greater than 25 percent). On moderately steep slopes (15 to 25 percent grade) clearing will be limited to only essential clearing necessary for home construction, road construction, and utility construction. Silviculture activities may be allowed on moderately steep slopes provided that an approved Forest Management Plan is implemented (Revised General Plan, Chapter 5, Forest, Trees, and Vegetation Policies, Forests, Trees, and Vegetation Policy 2).

35 ZCPA , Stonewall Creek Business Park Community Planning, 1 st Referral December 23, 2015 Page 9 of 12 Forested areas were previously evaluated and commitments to tree save areas provided as part of the previous rezoning. The analysis of this application outlines issues related to changes between the applications: Landbay I: The proposed building/parking for this area has increased resulting in the removal of the tree conservation located to the east. This increases the visual impact of the development from the Dulles Greenway. As such, it is recommended that that area be re-established as tree save area. The submitted plan indicates that an area of Very Steep Slopes is located in the southwest corner of this landbay which may not be able to be disturbed due to the steep slope standards. Landbay G: The proposed building/parking area remains generally the same. A water storage tank/water treatment plant has been added north of Landbay G and the road alignment south of the Landbay G has shifted. The tree conservation area to the east remains unchanged. Additional tree conservation area has been added to the west. Landbay G1: The proposed building/parking area has been added in place of a former potential water storage tank/water treatment plant. In addition, the potential water storage tank/water treatment plant has been shifted to the southeast adjacent to Energy Park Drive within a previous tree conservation area, resulting in a reduction in tree conservation area. Further, the tank/plant is being relocated closer to the Greenway to a lower elevation within a tree conservation area previously preserved between the Greenway and the tank/plant location. Additional information is requested regarding the potential viewshed impact from the Greenway by relocating the proposed water storage tank/water treatment, which is permitted to be up to 100-feet in height. It is also recommended that the conditions associated with this use be revisited in light of the proposed change in the location and number of proposed tank plant sites. Landbay F1 and F2: Landbays F1 and F2 have been consolidated into F2 and expanded into a previous tree conservation area. F1 has been relocated to the west within a previous tree conservation area. These changes have resulted in a significant reduction in tree conservation area. While the forested wetland in the area is not located within the landbay, it is recommended that a minimum 50-foot buffer be retained between the wetland and the landbay to minimize impacts to the critical root zone of wetland trees. In conclusion, Community Planning Staff requests an analysis of the tree conservation area changes proposed between the ZMAP and ZCPA-

36 ZCPA , Stonewall Creek Business Park Community Planning, 1 st Referral December 23, 2015 Page 10 of in order to determine the extent of the proposed reduction. Reestablishing tree conservation areas in certain locations would be appropriate to protect wetland areas and protect viewsheds from the Dulles Greenway and adjacent properties. In addition, to be consistent with other land development applications, the tree save areas should be labeled tree conservation areas on the CDP and within the proffers and added to the CDP legend. Stormwater Management Increases in impervious land cover due to development can concentrate and increase the rate and volume of stormwater runoff from development. Developments typically convey stormwater runoff via gutters, sewers, and channels. The conveyed run-off can carry pollutants including litter, salts, oil, grease, and metals, impeding the opportunity for water infiltration back into the ground. The hydrological impacts of increased runoff can result in detrimental impacts to groundwater supply and replenishment, stream water quality and aquatic habitats. The County promotes water conservation through low impact development (LID) techniques (Revised General Plan, Chapter 5, Surface Water Policies, Policy 2). LID uses natural vegetation and small-scale treatment systems to treat and infiltrate rainfall close to the source. LID's goal is to mimic a site's predevelopment hydrology by using design techniques that infiltrate, filter, store, evaporate, and detain stormwater runoff. LID locates water quality measures at the closest possible proximity to proposed impervious areas. Stormwater management facilities have not been identified on the concept plan. Community Planning Staff recommends that additional information pertaining to stormwater management be provided. In addition, the applicant should explore opportunities to implement Low-Impact Development (LID) Best Management Practices on the property including, but not limited to, water quality swales, bioretention facilities/rain gardens, sheet flow to vegetated buffers, or any alternative LID practice acceptable to the Department of Building and Development and provide a related commitment. Uses that are considered to be stormwater hotspots (i.e. motor vehicle service and repair, outdoor storage area, contractor service establishment with outdoor storage area) should be located in the western landbays to minimize water quality impacts to the Goose Creek Reservoir. SITE DESIGN Within the Transition Policy Area, the Plan envisions that natural open spaces will be the predominant visual feature of the landscape and an enhancement to the area s river and stream corridors (Revised General Plan, Chapter 8, General Policies, General

37 ZCPA , Stonewall Creek Business Park Community Planning, 1 st Referral December 23, 2015 Page 11 of 12 Policy 2). All development within the Transition Policy Area will be clustered with 50 to 70 percent open space and the full implementation of the Green Infrastructure policies (Revised General Plan, Chapter 8, Land Use Pattern, text). In this case, the property is located within the Lower Sycolin subarea where at least 70 percent of the site should be maintained as open space (Revised General Plan, Chapter 8, Community Design Policies, Community Design Policy 2). Open space areas will serve as a transition between the private and public realm and will also form a contiguous network, integrated with pedestrian trails, both within the development and, where feasible, with neighboring properties (Revised General Plan, Transition Policy Area Design Guidelines, Transition Policy Area Design Guideline 3d). In the original rezoning approval the open space component for the entire development was approximately 52%, less than the 70% envisioned for this area. When comparing it with the proposed application, it appears that the amount of open space has been further reduced by eliminating area to the east of Landbays I and H, and by adding a larger developable area with Landbay F1, F2, and G1. Reducing the amount of open space from the original plan, does not adequately fulfill the intent of County policies. Open spaces should be designed to mitigate views from public rights-of-way and to screen the potential visual intensity of the campus to retain the predominant open space character of uses in the Transition Policy Area. Internal open space areas should also provide a well-connected system for employee use. In addition, smaller open spaces should be distributed throughout the development and connected to the larger open space system with amenities that provide gathering places and recreational opportunities for on-site employees (such as benches, picnic tables, picnic pavilions, trails, and volleyball courts). Open space elements should connect to and complement surrounding resources. It is recommended that the open space provided within this development be consistent and comparable to the original rezoning of the Stonewall Secure Business Park (at least 52%). As stated above, at the time of the original rezoning data centers were a Special Exception use that were approved subject to design criteria. This included open space within the parking areas, screening of mechanical equipment, landscaping and building design. Design commitments were also made for the water storage tank and water treatment plant. To be consistent with the project quality, compatibility and environmental protection measures approved in the previous rezoning, it is recommended that

38 ZCPA , Stonewall Creek Business Park Community Planning, 1 st Referral December 23, 2015 Page 12 of 12 the commitments made for data centers be implemented for this development and applied to the proposed Special Exception uses in this application. INFRASTRUCTURE Water & Wastewater Treatment Water and wastewater treatment and conveyance facilities will be planned, designed, and maintained to be compatible with County development and environmental goals while functioning at a high level of efficiency (Revised General Plan, Chapter 2, General Water and Wastewater Policies, General Water and Wastewater Policy 3). The County, in cooperation with Loudoun Water, will develop long-range plans for wastewater treatment and water supply that establish criteria for siting future wastewater treatment facilities and impoundment sites. The County will also continue to rely on Fairfax City s nearby Goose Creek impoundment and the Fairfax County Potomac River intake as the major central water supply sources (Revised General Plan, Chapter 2, General Water Policies, General Water Policy 2). The applicant is showing two potential sites for a Water Storage Tank and Water Treatment Plant within the development. The original rezoning CDP showed three potential locations within the overall development, one of which is located on the other portion of the Stonewall Secure Business Park. Given that the application does not include the remaining property in the plan and proffers, both developments could contain a water tank and water treatment facility. The conditions of approval for the water tanks under the previous rezoning and special exception limited the number of tanks to one. The conditions further provide commitments to the design of the site including height, color and FAA approval. Under the current proposal, there appears to be the potential of a water storage tank and water treatment plant within both the proposed development and the remaining property. Community Planning Staff recommends that commitments be made to ensure that only one tank is built in the area and that the design of the tank be consistent with the conditions provided in the previous approval. RECOMMENDATION The proposed Zoning Concept Plan Amendment application conforms to the land use policies of the Revised General Plan which support Industrial land uses in this location. Community Planning Staff s recommendations relate to incompatible land uses allowed in the PD-IP district, design and environmental resources and seek to maintain or improve on the protections proffered with the previous rezoning. Staff is concerned about the impact of this rezoning on the other parcels involved in the previous rezoning, specifically the density and the overlapping Special Exception uses on both projects. Staff is available to meet with the applicant to discuss these issues. CC: Ricky Barker, AICP, Director, Planning and Zoning- via Christopher Garcia, AICP, Program Manager, Community Planning-via

39 COUNTY OF LOUDOUN DEPARTMENT OF PLANNING AND ZONING ZONING ADMINISTRATION MEMORANDUM DATE: April 8, 2016 TO: FROM: CC: Judi Birkitt, Project Manager, Planning & Zoning Teresa H. Miller, Planner, Zoning Administration Michelle M. Lohr, Deputy Zoning Administrator CASE NUMBER AND NAME: ZCPA Stonewall Creek Business Park ZMOD SPEX through SPEX TAX/MAP PARCEL NUMBER: /60////////39/ (PD-IP portion) and /61////////13/ MCPI: (PD-IP portion) and The proposal is a Zoning Concept Plan Amendment (ZCPA) to the Concept Development Plan and proffers associated with ZMAP under the Revised 1993 Loudoun County Zoning Ordinance (the Zoning Ordinance ). Also included is an application for special exception (SPEX) to permit a utility substation, transmission; water treatment plant; motor vehicle service and repair; water storage tank; firearm, archery range, indoor; accessory outdoor storage in excess of 10% of the lot area; and contractor service establishment with outdoor storage in excess of 20% of the lot area. There is also an application for zoning modifications (ZMOD). Zoning has reviewed the referral materials as listed in the March 16, 2016, referral memo for the above-referenced applications and has the following comments: I. Statement of Justification (SOJ) 1. II. Proposal. The applicant has stated the previously approved special exceptions for uses to be located within the Stonewall Secure Business Park are set to expire on July 19, Pursuant to Code of Virginia , as the special exceptions were valid as of January 1, 2009, the period of validity for the special exceptions shall be extended to July 1, Update the SOJ. Attachment 1b

40 Zoning Referral Stonewall Creek Business Park ZCPA ZMOD SPEX through SPEX II. Proposal. The applicant has expanded this section to include more specific information regarding ZOAM as it pertains to the use of data center within the Zoning Ordinance. Some of the details provided regarding the allowable FAR is not applicable to all zoning districts listed. It is suggested these specific details be updated to list correct information for each zoning district or deleted from the SOJ. 3. II. Proposal. The application has been updated to reduce the subject area from acres to acres, excluding the area of parcel which is zoned PD-GI. As such, the percentage of total land area (56.24%) provided on sheet 3 of the SOJ will need to be updated to reflect the new land area. The new percentage should be closer to 50.7%. 4. II. Proposal Zoning Ordinance Section Within the Justification under (1), there appears to be a period (.) needed in lieu of the comma (,) between the works training facility and Motor vehicle service. In addition, the applicant has stated the indoor firearm range would be needed with a training facility. The intent of this statement is unclear as it appears to be referencing two separate uses. 5. V. Zoning Modification Requests. a. Section 1-205(A) Lot Access Requirements. The portion of the SOJ that references a request that the PD-IP permitted and special exception uses may use Energy Park Drive, which is zoned PD-GI, should be removed as the PD- GI portion of parcel is not included in this application. This access is not the subject of a zoning modification. II. Plan Comments 1. Sheet 2 The limits of the ZCPA have been outlined on the Boundary Map, however the PD-GI portion of parcel is included in the limits. As the PD-GI portion of this parcel is not the subject of the application, the limits of the ZCPA should be updated to exclude this area. In response to first submission comments, the applicant stated the areas subject to the application had been delineated with a red dashed line. It is noted the plan set is printed in black and white. 2. Sheets 4 &5 Clarify the data interconnection building identified on the plan and referenced in Note 8 on sheet 4 as well as the proffers. This is not a use listed in the zoning ordinance. Provide more information regarding the use associated with this building. 2

41 Zoning Referral Stonewall Creek Business Park ZCPA ZMOD SPEX through SPEX Sheets 4-6 Within the response to first submission comments, the applicant has acknowledged the need for inter-parcel connections to the Stonewall Secure Business Park be controlled access points. A note should be added to the plan sheets to notate that the inter-parcel connector between Stonewall Creek Business Park and Stonewall Secure Business Park will be a controlled access. 4. Sheet 5 The applicant has requested a special exception to allow outdoor storage, accessory, in excess of 10% of the lot area as well as a special exception to allow the outdoor storage associated with a contractor service establishment to exceed 20% of the lot area. There is no indication of the proposed limit or percentage of lot area for the outdoor storage areas. 5. Sheet 6 The Phase 1 access to Sycolin Road is through the PD-GI portion of parcel , which is outside the limits of this application. III. Proffers 1. Preamble - The reference to in part for parcel should be clarified to identify how many acres of this parcel is included within the ZCPA application. 2. Proffer I.2. The first sentence of the second paragraph for this proffer seems redundant as it is repeating the first sentence of the first paragraph. 3. Proffer I.2. The final sentence of the second paragraph speaks to which buildings will be counted toward the gross square footage. It is noted Article 8 of the Zoning Ordinance defines floor area ratio and floor area, gross. Any building or portion of a building which meets the definition of floor area, gross will be counted toward the floor area calculations. Zoning Ordinance definitions may not be modified. 4. Proffer I.4. It is not clear who will determine at the time of site plan if the modification is needed or not. The applicant has the choice to elect to develop per the Zoning Ordinance. The final sentence of this proffer seems unnecessary. 5. Proffer II.5.a. The proffer states that a public access easement will be placed oved portions of Energy Park Drive. As shown on the Concept Development Plan, there are several access points proposed along Energy Park Drive. It would appear a public access easement would be necessary for the entirety of Energy Park Drive. 3

42 Zoning Referral Stonewall Creek Business Park ZCPA ZMOD SPEX through SPEX Proffer II.5.b. This proffer is proposing an access point to Sycolin Road as depicted on Sheet 6 of the plan. The access point is through a portion of parcel which is not subject to this application. 7. Proffer V.15, which is not numbered in the proffer, has been referenced several times. Update the proffer to correctly enumerate the proffers. Correct any proffer cross references. 4

43 County of Loudoun Department of Planning and Zoning MEMORANDUM TO: Judi Birkitt, Land Use Review (#62) FROM: Larr Kelly, Zoning Division (#62) DATE: December 2, 2015 RE: ZCPA : Stonewall Creek Business Park As requested, I have reviewed the draft proffers, dated September 24, 2015, for the above referenced Zoning Concept Plan Amendment application. Pursuant to this review, I offer the following comments: 1. In regard to the preamble, I note that the applicant indicates that this application is intended to amend the previously approved Concept Plan and Proffers associated with ZMAP , but it appears that the intent of the proffers as proposed is to completely replace the existing Concept Plan and Proffers as they apply to the Subject Property. However, it is not clearly stated anywhere as to whether the existing proffers are to be completely replaced or whether the existing proffers are to continue to apply except as specifically amended herein. I suggest that this be clarified. 2. In regard to proffer I.1., in the sixth line thereof, the applicant has left a blank for a revision date. The Concept Plan forwarded to me with this referral did not contain any revision date. If the Concept Plan is revised, then I suggest that such revision date be inserted in the blank. Otherwise, I suggest that the phrase and revised through, 2015 be deleted. 3. In further regard to proffer I.1., and the Concept Plan referenced therein, on Sheet 2, there is a box identified as Overall PD-IP Site Density Tabulation which shows the Proposed FAR (sf) and provides a floor area ratio based on a total square footage for the site. FAR is a ratio and is not expressed in square footage. I suggest that this inconsistency be corrected. 4. In further regard to proffer I.1., and the Concept Plan referenced therein, I note that the applicant has assigned 2.2 million square feet of development to the Subject Property, without addressing how this allocation impacts the off-site portion of the land subject to ZMAP The proffers for ZMAP 2008-

44 Judy Birkitt ZCPA : Stonewall Creek Business Park December 2, 2015 Page identify a total square footage for the larger project of 3.9 million square feet. It is not clear how the applicant has derived the allocation of total square footage for the Subject Property from the larger overall development, nor is there anything to indicate that the owners of the remaining portion of the overall development have agreed to have their allocation reduced to 1.7 million square feet. If this is not addressed then the off-site property s build out limit would be based on the FAR, which could be as high as 0.6 if office is developed. At such FAR, the off-site property could build out at over 2 million square feet, which would result in a combined amount of development of 4.2 million, while the existing project is capped at 3.9 million. I suggest that the applicant address how this approval will honor the existing cap on development. 5. In further regard to proffer I.1., and the Concept Plan referenced therein, on Sheets 2 and 3, I note that the triangle of land south of Sycolin Road is identified as currently being zoned PD-IP, while on Sheets 4 and 5 this triangle is identified as currently being zoned PD-GI. Given that all of the property that was the subject of ZMAP was converted to PD-IP with the approval of such application, I believe the correct designation is PD-IP and I suggest that the Concept Plan be corrected to reflect this designation. 6. In further regard to proffer I.1., and the Concept Plan referenced therein, I note that on Sheets 4 and 5 a portion of the Subject Property appears to be designated as TR-10. This may just be how the arrows align on the Concept Plan, but I suggest that it be clarified that none of the Subject Property is currently zoned TR In further regard to proffer I.1., and the Concept Plan referenced therein, Note 1 on Sheet 4 refers to the water storage tank sites and indicates that only one such site will be used. However, the existing Concept Plan also shows a water storage tank site making it possible for there to be two water storage facilities on the overall property subject to ZMAP I suggest that the proffers address how the applicant intends to ensure that only one tank will be constructed on the overall property subject to ZMAP In further regard to proffer I.1., and the Concept Plan referenced therein, I note that there are a number of areas which have been cross-hatched, and which appear to be tree save areas, but there is nothing in any of the legends on any of the proffered sheets that clearly indicate that the cross-hatched areas are the tree save areas. I suggest that this be clarified. 9. In further regard to proffer I.1., and the Concept Plan referenced therein, I note that the applicant is proposing to eliminate the existing height limits for the various buildings on the Subject Property. I urge staff to review the appropriateness of eliminating such height limits.

45 Judy Birkitt ZCPA : Stonewall Creek Business Park December 2, 2015 Page In further regard to proffer I.1., and the Concept Plan referenced therein, I note that on Sheet 5 the applicant has included notes that indicate ROW Dedication 45 from Centerline and Approx. Location of Existing ROW per Instrument # There appears to be overlap between the area to be dedicated and the area that has been dedicated. I suggest that the applicant clarify these notes and the locations of these two areas. In addition, it appears that a portion of the land that is designated as part of the Subject Property is included in the area that is designated as existing ROW. If any of this land has already been dedicated to the County or to VDOT, then such area should not be included in the Subject Property as neither the County nor VDOT are an applicant. 11. In regard to proffer I.2., in the third line thereof, I suggest that the phrase the water treatment plant be changed to a water treatment plant. 12. In further regard to proffer I.2., concerning the special exception application for accessory outdoor storage, I note that the applicant states that such special exception is to allow accessory outdoor storage in excess of 10%. However, the applicant does not state how far in excess of 10% they are requesting. I suggest that this be clarified. Similarly, the special exception for contractor service establishment, with outdoor storage in excess of 20%, does not clarify how far in excess of 20% is being requested. Again, I suggest that this be specified. 13. In further regard to proffer I.2., in the first line of the second paragraph thereof, the applicant indicates that development on the Subject Property shall be limited to 2.2 million square feet. It appears that such an allocation, or any allocation, will impact the balance of the property that is subject to ZMAP It is not clear how such allocation can occur without impacting the overall level of development for the property that is subject to ZMAP in this application. I suggest that the applicant address how the current limits of development will be honored. 14. In further regard to proffer I.2., in the third and fourth lines of the second paragraph of the proffer, I suggest that the phrase all such PD-IP non-data center uses be changed to read all such PD-IP uses, other than data center uses,. 15. In further regard to proffer I.2., in the second sentence of the second paragraph of the proffer, I note that the applicant has indicated that uses other than data center uses shall be limited to a total of 560,000 square feet. However, the applicant goes on to indicate that this number shall exclude buildings housing mechanical equipment, such as the data interconnect buildings, substation equipment and water plant. These uses cannot be excluded from computation for square footage on the Subject Property. It is not clear what the applicant s intent is in using this statement. I suggest that the applicant clarify the intent of this statement.

46 Judy Birkitt ZCPA : Stonewall Creek Business Park December 2, 2015 Page In regard to proffer I.3., I note that the applicant refers to Phase 1 and Phase 2 but does not clearly identify what constitutes Phase 1 and Phase 2. Phase one refers to a limit of 1.2 million gross square feet of data center uses and 30,000 gross square feet of non-data center uses. I suggest that the phrase non-data center uses be changed to other PD-IP uses. However, I note that Phase 2 refers to the Ultimate Road Condition Off-Site Segment, but has no provision for when such segment is to be provided. Therefore, it appears that there is a disconnect between what the applicant has indicated is the end of Phase 1 and what constitutes the commencement of Phase 2. I suggest that the differentiation between the phases be clarified. 17. In further regard to proffer I.3., I note that the applicant has indicated that access to the Property shall be in substantial conformance to the Phase 1 Road Network shown on Sheet 6 of the Concept Plan. However, the Phase 1 Network shown on Sheet 6 is not at all clear as there is no legend provided to explain the different markings on the drawing. I suggest that the applicant clarify what the various markings on the drawing are intended to indicate. 18. In further regard to proffer I.3., it appears that the applicant intends to access the Subject Property by means of Energy Park Drive, which is a private driveway zoned PD-GI and which is not part of the Subject Property. Given that, it is not clear that the applicant has the right to access Energy Park Drive. I suggest that this be verified. In addition, it should be noted that unless a public access easement is provided over Energy Park Drive, uses permitted in the PD-IP zoning district, that are not permitted in the PD-GI zoning district would not be able to use Energy Park Drive for access. 19. In further regard to proffer I.3., I note that for Phase 2 the applicant refers to the Ultimate Road Condition Off-Site Segment shown on Sheets 4 and 5. I further note that this segment of roadway is off-site and not under the control of the Applicant. This is the road configuration currently shown for the off-site portion of the property subject to ZMAP There is nothing the applicant can provide to assure that such configuration is ever built or that the off-site property owners will not request to be allowed to redesign this configuration. I suggest that the provisions for Phase 2 start by indicating that prior to the issuance of the Zoning Permit for the 1,200,001 st square foot of development on the Subject Property the Ultimate Road Condition Off-Site Segment shall be approved and bonded for construction. I further suggest that the applicant clarify how they intend to ensure that such off-site network is to be provided. 20. In further regard to proffer I.3., I note that the existing proffers governing the offsite property requires that the entrance to the site be a secured entrance with access limited to authorized employees, contractors, visitors or invitees of businesses on the off-site property. It is not clear how the Subject Property can use such entrance as their access point. I suggest that it be clarified how the

47 Judy Birkitt ZCPA : Stonewall Creek Business Park December 2, 2015 Page 5 secured entrance on the off-site property is going to serve as access to the Subject Property when the Subject Property is not being designed to be a secure business park. 21. In further regard to proffer I.3., I note that the existing proffers contain restrictions on the number of vehicle trips per day until such time as Sycolin Road is improved to be a four lane road section. If only the off-site property is to be subject to such a restriction, then such limit can easily be avoided. I suggest that the applicant address how the cap on the number of trips permitted under the existing proffers for ZMAP will be honored. 22. In further regard to proffer I.3., I note that the existing proffers also require the provision of dual turn lanes when a specific cap on number of vehicle trips per day is reached. If only the off-site property is to remain subject to the existing proffers of ZMAP , then the cap may never be reached and the trigger for the turn lanes never hit. I suggest that the applicant address how the requirement for the provision of turn lanes set forth in the existing proffers will continue to be honored. 23. In further regard to proffer I.3., I note that there is nothing in the proffers to indicate whether the on-site, or off-site, road network is to be private streets or public streets. Additionally, if the internal roadways are to be private streets, there is nothing to indicate that the applicant shall allow for interparcel access, as shown on the Concept Plan. I suggest that the applicant clarify their intent. 24. In further regard to proffer I.3., I note that the applicant has indicated the intent to provide a running tabulation of the proposed and approved square footages of all uses on the Subject Property. I suggest that the applicant clarify whether this provision is intended to include the buildings the applicant indicated would be exempt from development limits in the second paragraph of proffer I In further regard to proffer I.3., in the third paragraph thereof, the applicant has indicated that the Subject Property shall also be subject to the advertised zoning modifications. I read this to mean that the applicant shall use the modified standards and may not use the existing standards. If another meaning was intended, then I suggest that this be clarified. 26. In regard to proffer II.4., in the first line thereof, the applicant refers to on site travelways. I suggest that the applicant clarify whether such travelways are intended to be public roads, private roads or private driveways. In addition, if such travelways are to be private roads, I suggest that the applicant clarify their intent in regard to providing public sidewalks along such travelways, and public access easements over such travelways and sidewalks.

48 Judy Birkitt ZCPA : Stonewall Creek Business Park December 2, 2015 Page In further regard to proffer II.4., I find the applicant s timing provisions to be confusing. The applicant first indicates that prior to the approval of the first site plan or subdivision plan on the Subject Property the applicant shall dedicate emergency ingress and egress easements, but then in the same sentence also states that this will be done on an individual site plan or subdivision plat on the Subject Property. It is not clear how this is to be done at the time of the first site plan or subdivision and at the time of individual site plans or subdivisions. I suggest that the applicant clarify their intent. 28. In further regard to proffer II.4., in the ninth line thereof, I suggest that commas be placed around the phrase or deeds. In addition, I suggest that the word Attorney be deleted. 29. In further regard to proffer II.4., in the second paragraph thereof, the applicant has indicated the intent to construct the on-site private travelway providing access from the existing Energy Park Drive entrance on Sycolin Road and/or Gant Lane. The sentence structure appears to indicate that the existing Energy Park Drive accesses either Sycolin Road or Gant Lane. Inasmuch as Energy Park Drive does not intersect Gant Lane, I suggest that this statement is not accurate and needs to be corrected. In addition, it appears that the Subject Property does not front on Gant Lane at any point, so it is not clear how the existing Energy Park Drive is to ever connect to Gant Lane. I suggest that this be clarified, especially if the applicant is to be responsible for making the connection between the Subject Property and Gant Lane. 30. In further regard to proffer II.4., in the last paragraph thereof, I note that the applicant has indicated the intent to construct the on-site portion of the private travelways in such a manner as to connect to the Ultimate Road Condition Off- Site Segment and to thereafter remove the Subject Property s connection to Sycolin Road. Again, it is not clear how the applicant intends to ensure that the Ultimate Off-Site Segment is constructed, or to ensure that the owners of the offsite property will allow for the inter-parcel access, if the road is to be a private roadway. Additionally, if the off-site segment is to be a private roadway, it is not clear if the applicant intends to assist in the maintenance of such off-site roadway, which may determine whether the off-site segment may be accessed by the applicant. Further, I suggest that the applicant clarify when the connection to Sycolin Road is to be terminated, rather than simply referring to some vague time thereafter. 31. In regard to proffer II.5., I note that the applicant states the intent to reserve right of way for future dedication along the Subject Property s Sycolin Road frontage. The applicant further indicates that such reservation shall be sufficient to provide up to 45 feet of right of way as measured from the current centerline of Sycolin Road. I suggest that the phrase to provide up to a maximum 45 feet be changed to read to provide for the widening of Sycolin Road, up to a maximum of 45

49 Judy Birkitt ZCPA : Stonewall Creek Business Park December 2, 2015 Page 7 feet,. I also suggest that the applicant provide an indication of when the reservation is to be provided. 32. In regard to proffer II.6., concerning a bicycle and pedestrian trail along Sycolin Road, I note that the applicant has indicated the intent to provide a 14-foot wide easement for a ten foot wide shared trail, in the area as shown on the Concept Plan. However, the Concept Plan does not show any such easement area. I suggest that the Concept Plan be amended to indicate the location of this trail. 33. In further regard to proffer II.6., in the last line thereof, the applicant refers to the Sycolin Road reservation area as described in Proffer 7. Proffer 7 addresses regional road and transportation contributions, and I believe that it is only proffer 5 that references a Sycolin Road reservation area. I suggest that this inconsistency be eliminated. 34. In further regard to proffer II.6., I note that the existing proffers require a regional trail contribution of $15,000, as escalated from a base year of However, there is nothing in these proffers that addresses the provision of such contribution, thereby, in effect, assigning the full burden of such contribution to the off-site property owner. I question whether the off-site property owner has agreed to accept responsibility for the full amount of this contribution. I suggest that the applicant provide evidence that the off-site property owner has agreed to assume responsibility for this contribution. 35. In regard to proffer II.7., I note that the applicant has indicated the intent to make a regional road contribution concurrently with the issuance of each zoning permit, based upon the anticipated vehicle trips associated with the use together with the uses previously approved and permitted with each site plan. I read this to mean that every time a use seeks a zoning permit, whether it is the initial zoning permit for a building or is for a subsequent user, a contribution will be due for a regional road contribution that is based on the combination of the trips generated by the requested use plus all other previously approved uses, and any permitted uses, on the Subject Property. I am not sure that this is really the applicant s intent as this could result in an unlimited amount of contributions. If this is not the intent, then I suggest that the intent be clarified. 36. In further regard to proffer II.7., I note that the off-site property owner will need to make a per vehicle trip contribution which increases significantly if the number of vehicles per day exceeds 7,930. However, if the Subject Property is not counted against such number, then the off-site property may never reach this trigger number, while in reality the combined numbers for the Subject Property and the off-site property would in fact exceed the trigger. I suggest that the applicant address how the existing trigger is to be honored.

50 Judy Birkitt ZCPA : Stonewall Creek Business Park December 2, 2015 Page In further regard to proffer II.7., I note that the applicant uses the acronym vpd without using the full term for the acronym first. In order to ensure that there is no confusion, I suggest that the full term be used before the acronym is used. 38. In further regard to proffer II.7., I note that while the header indicates both regional road and transportation contributions, the proffer language only discusses a regional road contribution. I suggest that this inconsistency be clarified. 39. In further regard to proffer II.7., in the second line of the last paragraph thereof, the applicant uses the acronym ITE. Again, in order to avoid confusion, I suggest that the full term be used before the acronym is used. 40. In further regard to proffer II.7., in the last paragraph thereof, I note that the applicant states the intent to include a cumulative trip generation table with each site plan. Inasmuch as the applicant previously indicated that the regional road contribution would be provided in conjunction with each zoning permit, and the site plans may not identify all subsequent and/or permitted uses it is not clear how this cumulative trip generation table will serve as a basis for determining the number of trips associated with each zoning permit. I suggest that the applicant clarify this provision. 41. In further regard to proffer II.7., I note that the entire concept of providing a contribution based on trip generation is contrary to the usual provision of a per square foot contribution and that it presents a number of significant challenges for administration. I suggest that consideration be given to providing a per square foot contribution in lieu of basing the contribution on the number of trips generated. 42. In regard to proffer III.8., in the second paragraph thereof, it appears that the applicant has included two inconsistent provisions. In subparagraph (a) the applicant indicates the intent to incorporate BMPs for treatment of all stormwater runoff, while in subparagraph (b) the applicant indicates that rather than treating all stormwater runoff, it will only design the BMPs to treat the first inch of stormwater runoff. I suggest that this inconsistency be eliminated. 43. In regard to proffer III.9., I note that the applicant references Tree Save Areas, but the Concept Plan does not include a designation for Tree Save Areas in the legend on any sheet of the Concept Plan. I suggest that the legend on Sheet 4 be amended to clearly designate the areas which constitute the Tree Save Areas. 44. In regard to proffer III.10., in the third paragraph thereof, the applicant proposes the submission of a desired hardwood regeneration plan. The applicant proposes to have such plan approved prior to the approval of the second site plan on the Subject Property. However, there is nothing to indicate when such plan is to be submitted, nor is it clear what the link is between the second site plan and

51 Judy Birkitt ZCPA : Stonewall Creek Business Park December 2, 2015 Page 9 the need for this plan. The applicant goes on to indicate that the plan shall be implemented prior to the approval of the third site plan, but, again it is not clear how the third site plan and this desired hardwood regeneration plan are linked. It is not clear how much square footage is being proposed or where such development is to occur on site. I suggest that the plan be submitted in conjunction with the first site plan for any portion of the Subject Property adjacent to the area where this plan is to be implemented, and that the plan be implemented in conjunction with the development shown on such site plan. 45. In further regard to proffer III.10., in the third line of the fifth paragraph thereof, I suggest that a comma be placed after the word Applicant. 46. In regard to proffer III.11., concerning wetlands mitigation, in the fourth and fifth lines thereof, there appears to be something missing, as the language states the applicant s intent to provide but does not indicate what it is that the applicant intends to provide. I suggest that this be clarified. 47. In further regard to proffer III.11., I note that the applicant proposes to use best reasonable effort to provide whatever it is they intend to provide. This is an extremely vague standard and I suggest that something more enforceable be proposed. If no such alternative standard is provided, then I suggest that the applicant indicate how they intend to establish that they have used best reasonable effort. 48. In regard to proffer III.12., in the first sentence thereof, the applicant indicates the intent to install full cutoff lighting. However, in the second sentence the applicant states the intent to use cut off optics where feasible. These two statements appear to contradict each other and I suggest that this inconsistency be eliminated. 49. In regard to proffer III.13., in the first line thereof, the applicant again proposes to use best reasonable efforts, this time in regard to the design of the buildings on the Subject Property to achieve LEED certification. I suggest that the applicant clarify what constitutes best reasonable effort, or clarify how they intend to demonstrate such efforts, or to change this standard to something more enforceable. In addition, I suggest that the applicant specify what level of LEED certification they are seeking to achieve. 50. In regard to proffer V.16., concerning the extension of water and sewer lines, I note that the applicant has proposed that the County may need to condemn easements for the purpose of installing water and sewer lines. The County does not provide water or sewer as that is within the purview of Loudoun Water. I suggest that the references to Loudoun County condemning such easements be deleted.

52 Judy Birkitt ZCPA : Stonewall Creek Business Park December 2, 2015 Page In regard to proffer VI.17., concerning an owners association, I note that the Subject Property is already subject to a proffer that requires its inclusion in an owners association. It is not clear if there is already an owners association in place for the Subject Property. I suggest that the applicant clarify whether the proposed owners association is the same as, or different from, the owners association required under the proffers for ZMAP and whether the Subject Property is already subject to such owners association. 52. These proffers will need to be signed by all landowners, and be notarized, prior to the public hearing on this application before the Board of Supervisors.

53 COUNTY OF LOUDOUN DEPARTMENT OF BUILDING AND DEVELOPMENT REFERRAL MEMORANDUM DATE: December 8, 2015 TO: THROUGH: FROM: Judi Birkitt, Project Manager, Department of Planning Mary Confroy Valenta, Chief Planner, Department of Building and Development Brian Potts, Planner CASE NUMBERS: ZCPA , ZMOD , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX & SPEX PROJECT NAME: STONEWALL CREEK BUSINESS CENTER LCTM & MCPI: /60////////39/ & /61////////13/ & PLAN SUBMISSION NUMBER: First Submission The applicant is proposing to amend the approved Concept Development Plan and the proffers approved with ZMAP , Stonewall Secure Business Park, to separate the subject property from the park s remaining parcel and requests approval of the following Special Exception Uses: Public utility service center, Utility substation, transmission, Water Treatment Plant, Motor Vehicle Service, repair, heavy, Water storage tank, Firearm, archery range, indoor, Outdoor storage, and Contractor service establishment, with outdoor storage. The Planning Division of the Department of Building and Development has reviewed the applications and offers the following comments: Staff requests clarification with respect to how the two areas (identified as Potential Parking & Loading Areas ), immediately south of Land Bay H, are to be integrated and utilized by the land bay for future parking and loading needs. Additionally, the labels which designate the parking and loading areas should be tailored accordingly. Attachment 1c

54 December 8, 2015 Ms. Judi Birkitt Page two Staff notes that the applicant intends to utilize a private roadway system which will bisect a portion of existing Energy Park Drive. Given the proposed uses are reliant upon said drive, this office requests that the Planning Department secure verification that the applicant has obtained the right to cross Energy Park Drive with the proposed private road. The Department of Building and Development defers to Zoning Administration with respect to determining whether or not companion Commission Permits are necessary for the proposed special exception/public utility considerations. Thank you for the opportunity to review and comment on the subject applications. Should you have any questions or require any additional information, please contact me directly at (703) or by at brian.potts@loudoun.gov. 2

55 COUNTY OF LOUDOUN PARKS, RECREATION AND COMMUNITY SERVICES REFERRAL MEMORANDUM To: Judi Birkitt, Project Manager, Planning Department (MSC #62) From: CC: Mark A. Novak, Chief Park Planner, Facilities Planning and Development (MSC #78) Steve Torpy, Director Karen Sheets, Deputy Director Karen Sheets, Deputy Director Jim Bonfils, Chairman, PROS Board, Member at Large Stephen Schultz, PROS Board, Catoctin District Derek Irelan, PROS Board, Open Space Member Kenneth B. Scott, PROS Board, Open Space Member Date: November 16, 2015 Subject: Stonewall Creek Business Park - ZCPA , ZMOD , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX Election District: Catoctin MCPI #: , Sub Planning Area: Leesburg BACKGROUND/PROPOSAL: The Applicant is proposing amendments to ZMAP , Stonewall Secure Business Park approved by the Loudoun County Board of Supervisors on July 19, 2011, to amend the proffers and concept development plan on approximately acres of the acres approved with ZMAP This Zoning Concept Plan Amendment is proposed on two parcels of land owned by Stonewall Creek, LLC, consisting of acres. The Subject Property is located east of Route 643 (Sycolin Road) and north of the Dulles Greenway in the Catoctin Election District of Loudoun County, Virginia. Directly to the north, is property that is zoned PD-GI with special exception approval for the Panda Stonewall Energy Park power plant which is currently under construction, and to the northwest is property that will remain subject to the Stonewall Secure Business Park proffers and concept development plan approved with ZMAP , which is zoned PD-IP. Property to the east is zoned MR-HI and contains the Luck Stone Quarry and the Loudoun Water Treatment Facility that is currently under construction. The Subject Property is partially forested with a combination of evergreen and deciduous trees, there are some very steep slopes and some isolated areas of wetlands. There are two previously identified archaeological Attachment 1d

56 Stonewall Creek Business Park ZCPA , ZMOD , SPEX thru 0045 November 16, 2015 Page 2 of 3 sites on the Subject Property that will not be disturbed with the proposed development (#44LD1326 and #44LD1329). Bolen Park STONEWALL SECURE BUSINESS PARK SITE SITE LOCATION COMMENTS/RECOMMENDATIONS: As part of referenced, ZMAP , Stonewall Secure Business Park approved by the Loudoun County Board of Supervisors on July 19, The Applicant proffered to make a one-time cash contribution to the County in the amount of Fifteen Thousand Dollars ($15,000) at time of issuance of the first zoning permit on the Subject Property. This contribution shall be designated for the development of a trail connection between the trail system planned within the Philip A. Bolen Memorial Park and the W &OD Regional Park Trail. Please confirm, the proposed application does not affect this proffer.

57 Stonewall Creek Business Park ZCPA , ZMOD , SPEX thru 0045 November 16, 2015 Page 3 of 3 PRCS defers to Community Planning for additional comments and recommendations on this application. If you have any questions or concerns regarding these comments, please do not hesitate to contact me at or mark.novak@loudoun.gov.

58 County of Loudoun Department of Transportation and Capital Infrastructure MEMORANDUM DATE: April 15, 2016 TO: FROM: Judi Birkitt, Project Manager Department of Planning and Zoning Marc Dreyfuss, Transportation Planner DTCI, Transportation Planning & Operations Division SUBJECT: ZCPA , ZMOD , & SPEX through Stonewall Creek Business Park Second Referral Background This referral updates the status of comments noted in the first Department of Transportation and Capital Infrastructure (DTCI) referral on these Zoning Concept Plan Amendment (ZCPA), Zoning Modification Request (ZMOD), and Special Exception (SPEX) applications dated November 25, These applications propose to amend an approved zoning concept plan and proffers (ZMAP , which allows for development of up to 3,900,000 SF including up to 1,000,000 SF of non-data center uses on approximately acres) to separate the subject property from the Stonewall Secure Business Park in order to allow development of 2.2 million SF of data center uses and 500,000 SF of office uses, modify lot access requirements, and allow development of: a public utility service center, utility substation, water treatment plant, motor vehicle service and repair facility, water storage tank, firearm or archery range, outdoor storage in excess of 10% of the lot area, and a contractor service establishment with outdoor storage in excess of 20% of the lot area. The 98-acre subject property is zoned PD-IP (Planned Development Industrial Park) under the Revised 1993 Zoning Ordinance (Zoning Ordinance) and is located west of Sycolin Road (VA Route 625) and north of the Dulles Greenway (VA Route 267). Access is currently provided via Energy Park Drive at an unsignalized intersection with Sycolin Road. This updated is based on review of materials received from the Department of Planning and Zoning on March 17, 2016 including (1) an Information Sheet, dated March 16, 2016; (2) the Applicant s Response to DTCI First Referral Comments prepared by Kittelson & Associates, dated March 1, 2016; (3) a Statement of Justification prepared by the Applicant, dated March 11, 2016; (4) a Draft Proffer Statement prepared by the Applicant, dated September 3, 2015 and revised through March 11, 2016; and (5) a Plan Set, including a Concept Development Plan (CDP) and SPEX Plat, prepared by Gordon, dated August 2015 and revised through March 7, Attachment 1e

59 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI Second Referral Comments April 15, 2016 Page 2 Status of Transportation Comments and Recommendations Staff comments from the first DTCI referral (November 25, 2015), as well as the Applicant s responses (quoted directly from its March 1, 2016 response letter), and comment statuses are provided below. 1. Initial Staff Comment (First Referral, November 25, 2015): The following are issues with the Applicant s TIS that will affect the outcome of the study and which should be remedied and included in a revised analysis for additional review: a. Initial Staff Comment (First Referral, November 25, 2015): The section entitled 2017 Background Traffic Conditions on Page 19 indicates that the information provided relates to 2017 Background LOS analysis. However, the Figures and information identified in this section relate to Background (2020) condition. Please confirm that the graphics provide background analysis for the year 2020 and correct the text and graphics to reference the correct year. Applicant s Response (March 1, 2016): The section on page 19 should be titled 2020 Background Traffic Conditions, and the analysis does in fact reflect year 2020 conditions. We apologize for the confusion. Comment Status: Comment not addressed. DTCI notes that no TIS was submitted showing this change. b. Initial Staff Comment (First Referral, November 25, 2015): The section Year 2017 Transportation Improvements on Page 19 refers to One transportation improvement project discussed below, but no such project is listed anywhere in the TIS. As no project is listed in the Approved Scope, please ensure that no road project was analyzed as part of the Background (2020) analysis and remove this text from the report. Applicant s Response (March 1, 2016): This sentence in the report is erroneous, and can be ignored. There were no background transportation improvement projects identified or analyzed as part of the year 2020 background traffic conditions analysis contained in the report. Comment Status: Comment not addressed. DTCI notes that no TIS was submitted showing this change. c. Initial Staff Comment (First Referral, November 25, 2015): Page 24 of the TIS refers to draft Proffers that will temporarily limit development to Phase 1 levels until such time that the interparcel connection is constructed to the Mims Property and the ultimate access to Sycolin Road are completed. However, there is only one phase presented throughout most of the TIS. Meanwhile, a table in Appendix A identifies a Phase 2 development, which would add an additional one-million

60 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI Second Referral Comments April 15, 2016 Page 3 SF of data center uses and 500,000 SF of office uses. Please clarify (1) whether the TIS includes the true total future development program as proposed by this application, (2) provide any necessary information or make any necessary edits to ensure that all potential development impacts are listed and analyzed in the TIS, and (3) ensure that TIS is consistent with the application and correct in regard to the proposed development program. Based on the Approved Scoping Document, it appears that the application would allow, in total, 2.2 million SF of data center development and 500,000 SF of office development. Applicant s Response (March 1, 2016): The purpose of this TIA is to document how Phase 1 of the proposed development can be accommodated via the current Sycolin Road entrance without any modifications/improvements. The table referenced in Appendix A merely document the remaining development (phase 2) that would be allowed on the site assuming an interparcel easement connection to the adjacent property, which connects to the previously-approved entrance on Sycolin Road. The impact of the full development has already been analyzed/approved in the TIA supporting the original Stonewall Business Park rezoning ZMAP rezoning. Comment Status: Comment not addressed. This ZCPA application proposes to change the development program, including the total buildout potential of the subject property. The development potential currently proposed on the subject property (2.2 Million SF of data center development and 500,000 SF of office development) was not specifically analyzed in regard to trip generation as part of ZMAP DTCI needs to be able to analyze the impact of the trips generated on the public road network with the full buildout of Phases 1 and 2 as proposed, regardless of the location of ultimate access to the public road network. Further, the TIS submitted as part of ZMAP uses now-outdated ITE trip generation rates and therefore is not comparable with the TIS submitted as part of these application. Please see Comment #3 regarding mitigation of impacts. 2. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that the Applicant s draft proffer statement includes a commitment to limit development on site to 2.2 million SF, including a limit of 1.2 million SF of data center uses and 30,000 SF of non-data center uses in Phase 1. DTCI notes that the proposed development scenario is roughly proportional by land area to the total amount of development approved with ZMAP Applicant s Response (March 1, 2016): We concur with this statement. Phase 1 development will be limited to PD-IP uses that would generate up to 1,457 vehicles per day (vpd) onto Sycolin Road at the Energy Park Drive entrance. This vpd is proportional to the trip distribution, which assumes 85% of the total trips access the site via Sycolin Road. Only at such time that an interparcel connection to the adjacent property and access to Sycolin Road is constructed (by other) or an amended TIA is approved by the

61 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI Second Referral Comments April 15, 2016 Page 4 County, would the remaining balance of approved development (2.2 million square feet total) be able to be developed. Access to Sycolin Road via the Phase 1 entrance (shared with the Energy Park at the current access location) would be severed at such time, providing access only to the Energy Park. Comment Status: Comment not addressed. DTCI notes that the draft proffer statement has redefined Phase 1 in regard to the number of trips generated, rather than based upon development potential and impact, as indicated in the TIS scoping agreement. DTCI scopes traffic studies according to either: 1) specific uses or 2) the highest potential use in a zoning district, depending on the project description as provided by the Applicant. Given that the Applicant provided a description as noted in the initial DTCI comment, above, DTCI requests that the proffer statement list the development phases as per the scoping agreement. Please see Comment #7, below, regarding Energy Park Drive access. 3. Initial Staff Comment (First Referral, November 25, 2015): Given that the Applicant does not currently have control over the ultimate planned secondary site access to Sycolin Road, and has not proposed a timeframe as to when such access may be available, DTCI recommends that the Applicant commit to submit a TIS to the County prior to any site plan that would allow development on the subject property to exceed 1.2 million SF of data center uses and 30,000 SF of non-data center uses, as described in this TIS. DTCI further recommends that the Applicant commit to complete any road improvements necessary at that time prior to the issuance of the first zoning permit that would exceed 1.2 million SF of data center uses or 30,000 SF of non-data center uses, in order to maintain an acceptable LOS at the following impacted intersections: Sycolin Road / Site Entrance, Sycolin Road / Cochran Mill Road, Gant Lane / Cochran Mill Road. Applicant s Response (March 1, 2016): The applicant is willing to agree to provide an updated TIS to the County in support of any site plan/land use application that would exceed Phase 1 development levels prior to the interparcel connector being completed and the issuance of the first zoning permit that would exceed a vpd count of 1,457 onto Sycolin Road. The TIS would evaluate the noted intersection and would determine what, if any, off-site transportation improvements might be necessary to maintain an acceptable LOS at those locations. The conceptual offsite road has been removed and replaced with an inter-parcel connection designation. Comment Status: Comment not addressed. The TIS currently evaluates a single phase which incorporates 1.23 Million SF of total development (1.2 Million SF of data center and 30,000 SF of office uses). These use categories are not based on trips generated but development floor area. As such, improvements needed to mitigate the impacts of this development, as described in the Applicant s TIS, would need to be in place prior to these new trips. DTCI reiterates its request that the Applicant commit to complete any improvements to the public road network which might be necessary following the build-out of both Phase 1 and Phase 2 of the development, prior to issuance of the first zoning permit for the phase of

62 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI Second Referral Comments April 15, 2016 Page 5 development requiring the mitigation, respectively. DTCI notes that an updated TIS to evaluate the impacts of Phase 2 of the development would need to incorporate any changes to public road access as part of the analysis to determine sitegenerated traffic impacts. If the Applicant is proposing substantial change to the development program on the site, which would include changes to the phasing definitions, a new traffic scoping agreement and TIS would be required. 4. Initial Staff Comment (First Referral, November 25, 2015): Given the scope of the Applicant s TIS, DTCI recommends that the Applicant remove the words and/or in draft proffer II.4, committing to construct and provide access to the site from both Sycolin Road and Gant Lane. Applicant s Response (March 1, 2016):.The applicant is willing to commit to constructing access to Gant Lane at or before such time that 85% of Phase 1 is build out and occupied. Comment Status: Comment not addressed. The TIS included as part of the initial submission evaluates a single phase (Phase 1) which incorporates 1.23 Million SF of development (1.2 Million SF of data center and 300,000 SF of office uses). As such, improvements needed to mitigate the impact of this development would need to be in place prior to these new trips, as the directional split of 85% of trips from Sycolin Road and 15% of trips for Gant Lane would, per the Applicant s TIS, be realized with the initial development of the site. Since the TIS did not evaluate site traffic impacts to the public road network without the Gant Lane access point, DTCI cannot support the Applicant s proposal to open the Gant Lane entrance only prior to 85% of the development under Phase 1 is occupied. Please see Comment #5, below, regarding mitigation of impacts on Gant Lane. 5. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that the Applicant anticipates that 15% of site-generated trips will utilize Gant Lane and Cochran Mill Road to access the site. This would represent a significant increase in the daily traffic rates along these roadways, especially on Gant Lane. Therefore, DTCI requests that the Applicant commit to improve Gant Lane by paving the road between the site entrance and Cochran Mill Road, including the intersection of Gant Lane and Cochran Mill Road, prior to approval of the first occupancy permit for the site. Applicant s Response (March 1, 2016): Fifteen percent of anticipated Phase 1 traffic volumes does not constitute a significant impact as stated in the comment. As shown in the TIS (Figure 11), Phase 1 development would add 257 daily trips to Gant Lane, and 44/53 vehicles during the weekday a.m. and p.m. peak hours, respectively. This represents less than one vehicle per minute on average during peak hour conditions. Based on the operational analysis in the TIS, the Sycolin Road entrance could likely process 100% of Phase 1 site-generated trips considering the intersection is forecast to operate at LOS B during both study time periods. Requiring the applicant to pave Gant Lane and the intersection of Gant Lane/Cochran Mill Road represents a significant cost that is disproportional to the documented impact of the Phase 1 development conditions.

63 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI Second Referral Comments April 15, 2016 Page 6 Comment Status: Comment not addressed. Per 2014 VDOT traffic counts, Gant Lane currently carries 30 vehicle trips per day. The addition of 257 daily trips to this road would therefore account for an increase in vehicle trips of more than 750% on this roadway. As noted in the first DTCI referral, Gant Lane is unpaved. Further, the condition of the road and the crossing of Sycolin Creek are in poor condition. Given the proposed increase in trips on this roadway, with nearly 90% of forecast daily trips on Gant Lane being generated by the proposed development, DTCI does not believe it is unreasonable to request that the Applicant improve the roadway. Alternatively, DTCI suggests the Applicant amend its proposal and TIS, eliminating public access to Gant Lane, instead providing a gated access point to be used only for emergency vehicles. This would result is all site-generated traffic to using Sycolin Road to access the site. The Applicant would need to demonstrate, with a revised TIS, either that these site-generated trips do not result in a failing LOS at the remaining study intersections or how the Applicant would mitigate failing LOS so that these intersections continue to operate acceptably. This change in access would require the Applicant to submit a revised TIS and CDP reflecting these changes as part of this application for review and comment by DTCI. 6. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that the Applicant has committed in the draft Proffer statement to provide a regional transportation contribution commensurate with the vehicle trips generated by uses developed on the site, with contribution rates based on the two-tiered contribution rates in the proffer statement for ZMAP Given that this application would divide the initial rezoning area into separate developments, DTCI recommends that the Applicant commit to provide a regional transportation contribution based on a single-tiered rate of $ per vehicle trip with no limitation on the maximum number of trips for this contribution. This amount ($235.67) is based upon an analysis of the potential regional road contribution based on the proffers for ZMAP ($2,656,029.40) divided by the potential number of trips generated by the uses proposed in that application (11,270 trips). Applicant s Response (March 1, 2016): The applicant is willing to contribute a singletiered rate of $ per vehicle trip as suggested in the comment provided the contribution is utilized within ½ mile of the boundary of the property. Comment Status: Comment not addressed. The contribution noted above is a regional road contribution, which is to be used in the general vicinity of the site to improve public roadways. DTCI would be willing to discuss a more reasonable boundary for use of these funds, but ½ mile radius would not provide sufficient flexibility for mitigation of the regional impacts of site-generated traffic. DTCI recommends that these funds be specified for improvements to any portion of Sycolin Road, Cochran Mill Road, or Crosstrail Boulevard, as these are each major corridors providing access to/from the general area of the subject property.

64 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI Second Referral Comments April 15, 2016 Page 7 7. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that the CDP does not indicate that the existing connection of Energy Park Drive and Sycolin Road will be removed or relocated at any point in the future. As this is currently the only connection from the site to Sycolin Road, please clarify draft proffer II.4 and the CDP for conformance. Applicant s Response (March 1, 2016): As documented in draft proffer II.4, the applicant intends to eliminate its connection to the Energy Park Drive entrance on Sycolin Road once the future interparcel connection to the adjacent property is established or provide an amended TIA proving the suitability of the entrance. Comment Status: Comment not addressed. The property is currently divided by Energy Park Drive, which is not anticipated to be closed to traffic under future conditions. However, the Applicant indicates in Comment #2, above, that Access to Sycolin Road via the Phase 1 entrance (shared with the Energy Park at the current access location) would be severed at such time, providing access only to the Energy Park. DTCI requests that the Applicant demonstrate or provide a full description of how the ultimate site access is to be arranged and how this arrangement will be possible, given that the road will need to be crossed by site traffic for access to be provided throughout the site. All ultimate site access points need to be identified on the CDP and in the TIS for analysis. 8. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that draft proffer II.5 includes a commitment to provide a reservation for the future expansion of Sycolin Road. DTCI recommends that this reservation be revised to read, 45 feet in width from the centerline, removing the words up to a maximum of, and that Applicant continue its commitment to reserve this area, along with its commitment to dedicate this reserved ROW and provide any necessary easements at no public cost. Applicant s Response (March 1, 2016): The proffer statement will be revised in accordance with the County Attorney comments to read to provide for the widening of Sycolin Road, up to a maximum of 45 feet. If 45 feet is required for the improvements at the time of design approval, 45 feet will be granted. Additionally, offsite easement accommodations have been granted in the third paragraph of the proffer. Comment Status: Comment not addressed. As of this writing, the County Attorney s Office has not commented on this application. However, DTCI believes that the Applicant may be referring to comments received during the review process for ZMAP DTCI notes that the referenced language referred to dedication of right-of-way, while DTCI s initial comment on this application, above, refers to reservation of right-of-way. DTCI reiterates its initial comment, again requesting that the Applicant commit to reserve 45 feet in width from the centerline, and to dedicate, at no cost to the County or VDOT, up to 45 feet in width of rightof-way, along with any necessary easements as identified in approved Construction Plans and Profiles (CPAP), Construction Plans and Profiles Revisions

65 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI Second Referral Comments April 15, 2016 Page 8 (CPAR), or County Road Construction Plans (CRCP) applications for the segment of Sycolin Road along the subject property, upon written request from the County. 9. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that the Applicant has committed in the draft Proffer statement to convey a 14-foot wide easement to the County for a future shared-use path. DTCI requests that the Applicant continue to include this commitment with this application. Conclusion Applicant s Response (March 1, 2016): The proffer statement will be revised accordingly. Comment Status: Comment addressed subject to inclusion in the final proffer statement. Based on the outstanding issues noted in Comments 1 through 8, above, DTCI cannot support approval of these applications in their current form. DTCI staff is available to meet with the Applicant to discuss the transportation issues associated with these applications. cc: Kathleen Leidich, Assistant Director, DTCI Lou Mosurak, Senior Coordinator, DTCI

66 County of Loudoun Department of Transportation and Capital Infrastructure MEMORANDUM DATE: November 25, 2015 TO: FROM: Judi Birkitt, Project Manager Department of Planning and Zoning Marc Dreyfuss, Transportation Planner DTCI, Transportation Planning & Operations Division SUBJECT: ZCPA , ZMOD , & SPEX through Stonewall Creek Business Park First Referral Background These Zoning Concept Plan Amendment (ZCPA), Zoning Modification Request (ZMOD), and Special Exception (SPEX) applications propose to amend an approved zoning concept plan and proffers (ZMAP , which allows for development of up to 3,900,000 SF including up to 1,000,000 SF of non-data center uses on approximately acres) to separate the subject property from the Stonewall Secure Business Park in order to allow development of 2.2 million SF of data center uses and 500,000 SF of office uses (1.2 Million SF of data center uses and 30,000 SF of non-data center uses in Phase 1), modify lot access requirements, and allow development of: a public utility service center, utility substation, water treatment plant, motor vehicle service and repair facility, water storage tank, firearm or archery range, outdoor storage in excess of 10% of the lot area, and a contractor service establishment with outdoor storage in excess of 20% of the lot area. The 108-acre subject property is zoned PD-IP (Planned Development Industrial Park) under the Revised 1993 Zoning Ordinance (Zoning Ordinance) and is located west of Sycolin Road (VA Route 625) and north of the Dulles Greenway (VA Route 267). Access is currently provided via Energy Park Drive at an unsignalized intersection with Sycolin Road. The Applicant is not proposing to remove or replace this access point. A vicinity map and concept plan are provided as Attachment 1. Department of Transportation and Capital Infrastructure (DTCI) review of these applications is based on materials received from the Department of Planning and Zoning (DPZ) on October 7, 2015, including (1) an Information Sheet, dated October 6, 2015; (2) a Statement of Justification prepared by the Applicant, revised through September 24, 2015; (3) a Draft Proffer Statement prepared by the Applicant, revised through September 24, 2015; (4) a Traffic Impact Study (TIS) prepared by Kittleson and Associates, Inc., dated August, 2015; and (5) a CDP (plan set) and Special Exception Plat prepared by Gordon, dated August 2015.

67 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI First Referral Comments November 25, 2015 Page 2 Compliance with the Countywide Transportation Plan The subject property lies within the Transition Policy Area (Lower Sycolin Subarea). The transportation network is specifically governed by the policies of the Countywide Transportation Plan (2010 CTP) and the Bicycle & Pedestrian Mobility Master Plan (2003 Bike & Ped Plan). DTCI s assessment of the transportation network is based on review of existing, planned and programmed transportation facilities, review of the Applicant s traffic study, and applicable County policies. Existing, Planned and Programmed Transportation Facilities The site is located on the eastern side of Sycolin Road north of the Dulles Greenway and west of Gant Lane (VA Route 652). Energy Park Drive runs through the site and provides access to Sycolin Road. Roadways serving the site are described below. Descriptions for planned conditions of CTP roads are taken from Appendix 1 of the 2010 CTP; descriptions of planned bicycle and pedestrian facilities on CTP roads are taken from Appendix 6 of the 2010 CTP and the 2003 Bike & Ped Plan. Sycolin Road (VA Route 625) (segment from Belmont Ridge Road (VA Route 659) to Battlefield Parkway) is currently a 50 MPH two-lane undivided minor collector (R2) road that travels in an north-south direction to the west of the subject property. This segment of Russell Branch Parkway is planned to ultimately be widened to a four-lane median divided major collector (U4M) road. Per 2014 VDOT estimates, Sycolin Road carries approximately 10,000 vehicles per day in the vicinity of the site. One site driveway currently exists from Sycolin Road via Energy Park Drive. The Applicant is not proposing any change in access to the subject property from Sycolin Road in Phase 1. The 2003 Bike & Ped Plan categorizes Sycolin as a Baseline Connecting Road along which bicycle and pedestrian facilities are envisioned. For four-lane roads, Appendix 6 of the 2010 CTP calls for a 10-foot wide shared use path (within the ROW or a 14-foot easement), one six-foot wide sidewalk, and where feasible, on-road bicycle facilities. Currently, there are no bicycle or pedestrian facilities along Sycolin Road in the vicinity of the subject property. Dulles Greenway (VA Route 267) is currently a 65 MPH six-lane divided principal arterial (R6M) freeway that travels in a southeast-northwest direction to the south of the subject property, connecting the Dulles Toll Road and the Leesburg Bypass. The Dulles Greenway is planned to ultimately be widened to an eight-lane median divided major collector (R8M) road, and a gradeseparated interchange is planned at the westernmost crossing of Sycolin Road, adjacent to the subject property. The Dulles Greenway is a privately-owned and privately-maintained facility. Per 2014 VDOT estimates, the Dulles Greenway carries approximately 31,000 vehicles per day in the vicinity of the site. There is no direct access from the Dulles Greenway to the subject property. The 2003 Bike & Ped Plan does not categorize the Dulles Greenway as a Baseline Connecting Road. Given its status as a limited-access freeway, bicycle and pedestrian facilities are not envisioned, per the 2010 CTP.

68 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI First Referral Comments November 25, 2015 Page 3 Gant Lane (VA Route 652) is an unpaved local secondary road that travels in a north-south direction to the east of the subject property. This road is maintained by VDOT at the north end of the site, and by Loudoun Water as a private road from the end of public maintenance southward. The VDOT maintained segment of Gant Lane includes a bridge structure over Sycolin Creek just south of Cochran Mill Road. Per 2014 VDOT estimates, Gant Lane carries approximately 30 vehicles per day in the vicinity of the site. The Applicant proposes secondary site access from Gant Lane via a proposed private roadway. Energy Park Drive is a private road that traverses the subject property to provide access to the Panda Stonewall Power Plant currently under construction to the north of the site. The Applicant is proposing to use Energy Park Drive to access the subject property. No bicycle or pedestrian facilities currently exist along Energy Park Drive. Review of Applicant s Traffic Study (TIS) The Applicant submitted a Traffic Impact Study (TIS) dated August, 2015 as part of the Zoning Map Amendment (ZMAP), Zoning Modification (ZMOD), and Special Exception (SPEX) applications for the proposed industrial-commercial development. The TIS analyzed the Existing (2015), Background (2020), and Phase 1 (2020) conditions at the following intersections: Sycolin Road / Energy Park Drive (Site Entrance) (Intersection #1) Cochran Mill Road / Gant Lane (Intersection #2) Existing (2015) lane configurations and intersection controls for roadways and intersections in the study area are shown on Attachment 2 (Figure 4). Existing (2015) Traffic Volumes and Levels of Service Traffic counts were collected during the weekday AM peak period (6:00 AM to 9:00 AM), and PM peak period (4:00 PM to 7:00 PM) in February and June hour traffic counts were collected on Sycolin Road. After collecting these counts, the AM and PM peak hours were determined for the purposes of analysis based on the peak observed hours on Sycolin Road. Existing (2015) weekday AM, PM, and Saturday peak hour traffic volumes and intersection levels of service at the study intersections are shown on Attachment 3 (Figure 5). The TIS utilized Synchro 8 software based on the Highway Capacity Manual (HCM 2010) to determine Existing (2015) levels of service (LOS) at the intersections noted above based on the existing roadway network, lane uses, traffic control devices, and traffic volumes, utilizing a minimum observed peak hour factor of Results of the LOS analysis indicated that all of the approaches and movements at intersections in the study area currently operate at acceptable levels of service (LOS D or better), as shown on Attachment 4 (Figure 6). Background (2020) Traffic Assumptions and LOS Analysis Background conditions analyzed in the TIS included the completion of the Panda Stonewall Energy Park, which will result in a reduction in daily traffic from the current construction conditions, and a two-percent annually compounded growth rate for regional traffic. The

69 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI First Referral Comments November 25, 2015 Page 4 Background (2020) assumptions did not include any development on the adjoining Mims Property (which was included in the area rezoned with ZMAP ). A forecast of site generated trips from the Energy Park development upon completion is shown on Attachment 5 (Figure 7). Background (2020) traffic volumes for all intersection approaches are shown on Attachment 6 (Figure 8). The TIS utilized Synchro 8 software based on the Highway Capacity Manual 2000 (HCM 2000) to determine Background (2020) levels of service (LOS) at the intersections noted above based on the existing and planned roadway network, lane uses, traffic control devices, and traffic volumes, utilizing an assessed minimum peak hour factor of For the background (2020) condition, results of the LOS analysis, along with recommended future lane use and traffic controls to support the Background growth, are shown Attachment 7 (Figure 9). These results indicated that with the proposed improvements, all approaches and movements at intersections in the study area would operate at acceptable levels of service (LOS D or better). Trip Generation from the Proposed Development (2020) Trip rates from ITE s Trip Generation Manual, 9 th Edition were used to project peak hour and daily traffic volumes for the proposed and currently approved (by-right) conditions. The Applicant s TIS indicates that the proposed development would generate 1,714 total weekday trips, including 181 AM peak hour trips, and 178 PM Peak hour trips. A trip generation comparison with the approved (by-right) development potential was not provided. Table 1: Trip Generation for Stonewall Creek Business Park Development Program ITE Trip Gen Code AM Peak Trips PM Peak Trips Weekday Total Trips Proposed Use PD-IP 1,200,000 SF Data Center Proposed Use PD-IP 120,000 SF Office , Total Proposed ,714 Sources: DTCI Staff and Stonewall Creek Business Park TIS, Kittleson & Associates, 08/15, Page 24 Total Future (2020) Trip Distribution and Assignment from the Proposed Development The TIS assumed a site-generated AM and PM peak-hour traffic distribution of approximately: 45% of trips to and from the north along Sycolin Road 40% of trips to and from the south along Sycolin Road 15% of trips to and from the east along Cochran Mill Road The TIS based these segmented distribution percentages on estimated trip generation from Phase 1 (2020) developments, existing travel patterns, and the judgment of traffic engineers authoring the study in consultation with DTCI staff. Trip distribution patterns are shown on Attachment 8 (Figure 10). Applying trip distribution and generation metrics, site-generated trip

70 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI First Referral Comments November 25, 2015 Page 5 assignments from the proposed development were calculated and are shown on Attachment 9 (Figure 11). Phase 1 (2020) Forecasted Traffic Volumes, Levels of Service, and Recommended Mitigation Measures To determine the Phase 1 (2020) traffic volumes, the TIS utilized Synchro 8 based on the Highway Capacity Manual 2010 (HCM 2010) to determine levels of service (LOS) for the existing and anticipated roadway network, lane uses, traffic control devices, and traffic volumes at the two analyzed study area. Phase 1 (2020) traffic forecasts are shown on Attachment 10 (Figure 12). Phase 1 (2020) lane configurations and intersection controls, along with the results of the LOS analysis at the study intersections, provided as Attachment 11 (Figure 13), indicated that all intersections would operate at acceptable levels of service (LOS D or better). Total Future (Full Buildout) Traffic Impacts The Applicant did not provide an analysis of the public roadway impacts of a full buildout of the site, listed as totaling 2.2 million SF of data center uses and 500,000 SF of non-data center uses. Trip generation from the second (total future) phase of development is indicated in the table below, per the Applicant s TIS. Table 2: Phased Trip Generation Comparison for Stonewall Creek Business Park Development Program PHASE 1 DEVELOPMENT ITE Trip Gen Code AM Peak Trips PM Peak Trips Weekday Total Trips Proposed Use PD-IP 1,200,000 SF Data Center Proposed Use PD-IP 120,000 SF TBD , Total Proposed in Phase ,714 PHASE 2 DEVELOPMENT Proposed Use PD-IP 1,000,000 SF Data Center Proposed Use PD-IP 500,000 SF Office ,461 Total Proposed in Phase ,121 Total Trip Generation ,913 Sources: DTCI Staff and Stonewall Creek Business Park TIS, Kittleson & Associates, 8/15, Appendix A

71 Transportation Comments and Recommendations ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI First Referral Comments November 25, 2015 Page 6 DTCI staff reviewed the Applicant s submitted materials, and has the following comments: 1. The following are issues with the Applicant s TIS that will affect the outcome of the study and which should be remedied and included in a revised analysis for additional review: a. The section entitled 2017 Background Traffic Conditions on Page 19 indicates that the information provided relates to 2017 Background LOS analysis. However, the Figures and information identified in this section relate to Background (2020) condition. Please confirm that the graphics provide background analysis for the year 2020 and correct the text and graphics to reference the correct year. b. The section Year 2017 Transportation Improvements on Page 19 refers to One transportation improvement project discussed below, but no such project is listed anywhere in the TIS. As no project is listed in the Approved Scope, please ensure that no road project was analyzed as part of the Background (2020) analysis and remove this text from the report. c. Page 24 of the TIS refers to draft Proffers that will temporarily limit development to Phase 1 levels until such time that the interparcel connection is constructed to the Mims Property and the ultimate access to Sycolin Road are completed. However, there is only one phase presented throughout most of the TIS. Meanwhile, a table in Appendix A identifies a Phase 2 development, which would add an additional one-million SF of data center uses and 500,000 SF of office uses. Please clarify (1) whether the TIS includes the true total future development program as proposed by this application, (2) provide any necessary information or make any necessary edits to ensure that all potential development impacts are listed and analyzed in the TIS, and (3) ensure that TIS is consistent with the application and correct in regard to the proposed development program. Based on the Approved Scoping Document, it appears that the application would allow, in total, 2.2 million SF of data center development and 500,000 SF of office development. 2. DTCI notes that the Applicant s draft proffer statement includes a commitment to limit development on site to 2.2 million SF, including a limit of 1.2 million SF of data center uses and 30,000 SF of non-data center uses in Phase 1. DTCI notes that the proposed development scenario is roughly proportional by land area to the total amount of development approved with ZMAP Given that the Applicant does not currently have control over the ultimate planned secondary site access to Sycolin Road, and has not proposed a timeframe as to when such access may be available, DTCI recommends that the Applicant commit to submit a TIS to the County prior to any site plan that would allow development on the subject property to exceed 1.2 million SF of data center uses and 30,000 SF of non-data center uses, as described in this TIS. DTCI further recommends that the Applicant commit to complete any road improvements necessary at that time prior to the issuance of the first

72 ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI First Referral Comments November 25, 2015 Page 7 zoning permit that would exceed 1.2 million SF of data center uses or 30,000 SF of nondata center uses, in order to maintain an acceptable LOS at the following impacted intersections: Sycolin Road / Site Entrance, Sycolin Road / Cochran Mill Road, Gant Lane / Cochran Mill Road. 4. Given the scope of the Applicant s TIS, DTCI recommends that the Applicant remove the words and/or in draft proffer II.4, committing to construct and provide access to the site from both Sycolin Road and Gant Lane. 5. DTCI notes that the Applicant anticipates that 15% of site-generated trips will utilize Gant Lane and Cochran Mill Road to access the site. This would represent a significant increase in the daily traffic rates along these roadways, especially on Gant Lane. Therefore, DTCI requests that the Applicant commit to improve Gant Lane by paving the road between the site entrance and Cochran Mill Road, including the intersection of Gant Lane and Cochran Mill Road, prior to approval of the first occupancy permit for the site. 6. DTCI notes that the Applicant has committed in the draft Proffer statement to provide a regional transportation contribution commensurate with the vehicle trips generated by uses developed on the site, with contribution rates based on the two-tiered contribution rates in the proffer statement for ZMAP Given that this application would divide the initial rezoning area into separate developments, DTCI recommends that the Applicant commit to provide a regional transportation contribution based on a single-tiered rate of $ per vehicle trip with no limitation on the maximum number of trips for this contribution. This amount ($235.67) is based upon an analysis of the potential regional road contribution based on the proffers for ZMAP ($2,656,029.40) divided by the potential number of trips generated by the uses proposed in that application (11,270 trips). 7. DTCI notes that the CDP does not indicate that the existing connection of Energy Park Drive and Sycolin Road will be removed or relocated at any point in the future. As this is currently the only connection from the site to Sycolin Road, please clarify draft proffer II.4 and the CDP for conformance. 8. DTCI notes that draft proffer II.5 includes a commitment to provide a reservation for the future expansion of Sycolin Road. DTCI recommends that this reservation be revised to read, 45 feet in width from the centerline, removing the words up to a maximum of, and that Applicant continue its commitment to reserve this area, along with its commitment to dedicate this reserved ROW and provide any necessary easements at no public cost. 9. DTCI notes that the Applicant has committed in the draft Proffer statement to convey a 14-foot wide easement to the County for a future shared-use path. DTCI requests that the Applicant continue to include this commitment with this application.

73 Conclusion ZCPA , ZMOD , and SPEX through Stonewall Creek Business Park DTCI First Referral Comments November 25, 2015 Page 8 DTCI has no overall recommendation on these applications at this time. DTCI staff will provide a recommendation after it has reviewed the Applicant s responses to the comments noted in this referral. Depending on the Applicant s responses, DTCI may have additional comments. DTCI staff is available to meet with the Applicant and discuss the comments noted in this referral. ATTACHMENTS 1. Site Vicinity Map and Phase 1 Concept Plan (Figure 2) 2. Existing (2015) Lane Configurations and Traffic Control Devices (Figure 4) 3. Existing (2015) AM and PM Peak Hour Traffic Volumes (Figure 5) 4. Existing (2015) AM and PM Peak Hour Level of Service (Figure 6) 5. Background (2020) Site-Generated Trips from the Energy Park Development (Figure 7) 6. Background (2020) AM and PM Peak Hour Traffic Volumes (Figure 8) 7. Background (2020) Lane Configurations and AM and PM Peak Hour Level of Service Forecast (Figure 9) 8. Phase 1 (2020) Forecasted Site-Generated Trip Distributions (Figure 10) 9. Phase 1 (2020) AM and PM Peak Hour Site-Generated Trips (Figure 11) 10. Phase 1 (2020) AM and PM Peak Hour Forecasted Traffic Volumes (Figure 12) 11. Phase 1 (2020) Lane Configurations and AM and PM Peak Hour Level of Service Forecast (Figure 13) cc: Kathleen Leidich, Assistant Director, DTCI Lou Mosurak, Senior Coordinator, DTCI

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86 CHARLES A. KILPATRICK, P.E. COMMISSIONER DEPARTMENT OF TRANSPORTATION 4975 Alliance Drive Fairfax, VA November 24, 2015 Judi Birkitt, Project Manager County of Loudoun Department of Planning and Zoning, MSC #62 1 Harrison Street, S.E. P.O. Box 7000 Leesburg, Virginia Re: Stonewall Creek Business Park Loudoun County Plan Numbers SPEX , ZCPA Dear Ms. Birkitt: We have reviewed the referenced applications and the associated Traffic Impact Analysis (TIA). While there is a discrepancy in the square footage of non-data center uses between the county scope document and the report, we determined that the discrepancy will not impact the analysis results. We find the TIA acceptable. Furthermore, we have no objection to approval of the referenced applications. If you have any questions, please call me at (703) Sincerely, Alex Faghri Alex Faghri, Ph.D. Sr. District Land Use Specialist We Keep Virginia Moving Attachment 1f

87 MEMORANDUM TO: Judi Birkitt MSC 60A Project Manager FROM: Jeffrey Barr, REHS MSC 68 Environmental Health Technical Specialist SUBJECT: ZCPA , ZMOD , SPEX , Stonewall Creek Business Park DATE: October 21, 2015 This Department reviewed the package and the plat prepared by Gordon, August 2015, and recommends approval with the following comments and conditions to the proposal. 1) All existing and proposed structures must be served by public sewer and water. 2) If existing wells and/or sewage disposal systems are encountered during construction, they must be properly abandoned. (A permit from this office is required) Attachment 1g

88 April 5, 2016 Ms. Judi Birkitt Department of Planning 1 Harrison Street, S.E. P. O. Box 7000 Leesburg, Virginia Re: ZCPA , ZMOD , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX SPEX ; Stonewall Creek Business Park Dear Ms. Birkitt: Loudoun Water has reviewed the referenced application and the following comments are offered for your use: What is the raw water source for the water treatment plant and tank? There must be a separate water distribution system for the water created on-site versus the water that will be supplied by Loudoun Water. Is there a wastewater treatment plant proposed for the site? Will the proposed secure site limit the emergency access to the Trap Rock Water Treatment plant? Sanitary sewer computations verifying the capacity of the downstream sewer will be required at the time of construction plan submission. This parcel will drain to the future sanitary sewer on the Trap Rock Water Treatment Plant site to the east. Sewer for this development will be dependent upon the completion of the sewer lift station constructed in conjunction with the Trap Rock Water Treatment Plant. If Loudoun Water public sewer will be used, a separate on-site sanitary sewer pump station may be needed to sewer the areas west of the power lines. Please be advised that Loudoun Water does not allow trees in easements, so any tree save areas cannot contain public water or sewer mains. Page 1 of 2 Attachment 1h

89 Should offsite easements be required to extend public water and/or sanitary sewer to this site, the applicant shall be responsible for acquiring such easements and dedicating them to the Authority at no cost to the County or to the Authority. 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 Design Standards. Should you have any questions, please do not hesitate to contact me. Sincerely, Julie Atwell Engineering Administrative Specialist Page 2 of 2

90 Loudoun County, Virginia Department of Fire, Rescue and Emergency Management 801 Sycolin Road, Suite 200 Leesburg, VA Phone Fax Memorandum To: Judi Birkit, Project Manager From: Maria Figueroa Taylor, Fire-Rescue Planner Date: November 18, 2015 Subject: Stonewall Creek Business Park ZCPA , ZMOD , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX & SPEX Thank you for the opportunity to review the above captioned application. The Fire-Rescue GIS and Mapping coordinator offered the following information regarding estimated response times: PIN Leesburg, Station 20/13 Travel Time minutes (fire) 10 minutes (rescue) Travel times are determined using ESRI GIS network analyst along the county s street centerline with distance and speed limit being the criteria. Travel time is reported in minutes and seconds. For the approximate response time two minutes is added for turnout time. Approximate Response Time for Leesburg, Station 20/13 11 minutes (fire) 12 minutes (rescue) The submitted plans do not provide enough detail to evaluate adequate access and circulation of emergency vehicles. Staff understands this matter can be more adequately addressed during the site plan phase of the development and respectfully requests an opportunity to provide comments at that point. Teamwork * Integrity * Professionalism * Service Attachment 1i

91 The Applicant should include an auto turn analysis as part of their site plan submission to demonstrate adequate access and circulation of emergency vehicles. If you have any questions or need additional information, please contact me at c: project file Teamwork * Integrity * Professionalism * Service

92 STATEMENT OF JUSTIFICATION STONEWALL CREEK BUSINESS PARK Zoning Concept Plan Amendment, Special Exceptions Zoning Ordinance Modifications ZCPA ZMOD SPEX , SPEX , SPEX SPEX , SPEX , SPEX , SPEX September 3, 2015 Updated September 24, 2015 Updated March 11, 2016 Updated May 17, 2016 I. INTRODUCTION Stonewall Creek, LLC, the Applicant is proposing amendments to ZMAP , Stonewall Secure Business Park approved by the Loudoun County Board of Supervisors on July 19, 2011, to supersede and replace the proffers and concept development plan on approximately acres of the acres approved with ZMAP This Zoning Concept Plan Amendment ( ZCPA ) is proposed on two parcels of land owned by Stonewall Creek LLC, identified as Tax Map 61, Parcel 13 (53.54 acres) (PIN # ) and Tax Map 60, Parcel 39 (54.54 acres) (PIN # ) collectively the Subject Property consisting of acres. The Subject Property is located east of Route 643 (Sycolin Road) and north of the Dulles Greenway in the Catoctin Election District of Loudoun County, Virginia. Directly to the north, is property that is zoned PD-GI with special exception approval for the Panda-Stonewall Energy Park power plant which is currently under construction and to the northwest is property that will remain subject to the Stonewall Secure Business Park proffers approved with ZMAP , which is zoned PD-IP. Property to the east is zoned MR-HI and contains the existing Luck Stone Quarry and the Loudoun Water Treatment Facility that is currently under construction. The Subject Property is partially forested with a combination of evergreen and deciduous trees, there are some moderate and very steep slopes and some isolated areas of wetlands. There are two previously identified archaeological sites on the Subject Property that will not be disturbed with the proposed development (#44LD1326 and #44LD1329). Three (approximately) 150 foot high major (230kVA & 500kVA) electrical transmission power lines on two sets of towers within a 250 foot wide easement and two 36 inch interstate natural gas transmission lines within a 60 foot wide easement transverse the Subject Property in a north/south direction. Verizon fiber and spare conduit exists on the Subject Property along both Sycolin Road and the Dulles Greenway. NOVEC s 200 megawatt Cochran Mill substation is north of the Subject Property (on Cochran Mill Road). Commission Permit approval (CMPT ) is in place on the Subject Property should an additional on-site substation be required, without the addition of new transmission lines. {L DOCX / 1 SOJ revised } Attachment 2

93 Stonewall Creek Business Park ZCPA , ZMOD 2015 SPEX Statement of Justification Page 2 of 12 Two grading permits have been approved on the Subject Property for use during the construction of the Panda-Stonewall Energy Park, including equipment laydown, trans loading, assemblage and parking. Panda-Stonewall is also using the Subject Property for heavy load hauling and load storage during the construction of the Stonewall Energy Park. II. PROPOSAL The Applicant is proposing to amend the approved Concept Development Plan and proffers approved with ZMAP , Stonewall Secure Business Park to separate the Subject Property from the Stonewall Secure Business Park and requesting special exception approval on the Subject Property for the following uses: Utility substation, transmission (Section 4-504(H), pursuant to Section 5-616)), Water treatment plant (Section 4-504(J)), Motor vehicle service and repair, heavy (Section 4-504(L)), Water storage tank (Section 4-504(Y)), Firearm, archery range, indoor (Section 4-504(Z)), Outdoor storage, accessory, in excess of 10% of the lot area (Section (AA)), Contractor service establishment, with outdoor storage in excess of 20% of the lot area (Section 4-504(HH), pursuant to Section 5-617)). These special exception uses will support the future uses within the Stonewall Secure Business Park, the onsite uses in the Stonewall Creek Business Park and the surrounding uses that are existing or under construction. The Applicant is also requesting that the period of validity for the proposed special exception uses will be for 20 years from the date of approval of the ZCPA and the special exception uses, due to the time it will take to develop the Stonewall Creek Business Park. The previously approved special exception uses (Utility substation, transmission; Water treatment plant; Water storage tank; and Firearm, archery range, indoor) with ZMAP , are still valid and will expire on July 19 th of this year (Code of Virginia B). Stonewall Secure Business Park (ZMAP ) was approved for a total of 3.9M square feet of uses that includes data center uses and also up to 1M square feet of the total approved square footage of PD-IP uses. No development has occurred on the Stonewall Secure Business Park since approval in After the approval of the ZMAP , the County adopted ZOAM on April 2, ZOAM added data center as a permitted by-right use in the CLI, PD-OP, PD-RDP, PD-IP and PD-GI zoning districts. With the adopted ZOAM in the PD-IP district the allowable FAR is 0.6 and a potential FAR up to 1.0 by special exception. This Zoning Ordinance amendment resulted in the construction of numerous data centers in the Ashburn, Sterling and other areas of the County. The new data centers have increased the demand for electricity and new substations that often require new transmission lines impacting residential communities. Recent opposition of new transmission lines and noise from data center generators are issues near the residential areas in the eastern Route 50 corridor, Ashburn and Sterling. {L DOCX / 1 SOJ revised }

94 Stonewall Creek Business Park ZCPA , ZMOD 2015 SPEX Statement of Justification Page 3 of 12 Stonewall Creek Business Park is uniquely situated with existing infrastructure that allows construction of PD-IP uses without increasing the demand for new transmission lines and other offsite infrastructure, such as substations. This ZCPA seeks to supersede and replace the proffers approved with ZMAP on the Subject Property, to separate it from the Stonewall Secure Business Park. The Applicant is proposing up to a total of 2.2 million gross square feet of development of PD-IP uses on the Subject Property (based upon 56.24% of the total land area approved under ZMAP ). Currently, the Subject Property is leased to Panda Stonewall for use during construction of the power plant in the Stonewall Energy Park. Development of Stonewall Creek Business Park will not occur until construction of the power plant has been completed, which is anticipated in This ZCPA will allow flexibility in the development of the Stonewall Creek Business Park independently of the Stonewall Secure Business Park. Stonewall Creek Business Park combined with the location of the Panda Stonewall Hybrid Energy Park having redundant utilities such as power and water makes this area of Loudoun County an ideal location for General Industrial uses as envisioned in the Revised General Plan (CPAM ). The uses proposed for the Stonewall Creek Business Park complements the Stonewall Energy Park, Stonewall Secure Business Park, Luck Stone Quarries and Loudoun Water s water treatment plant. Additionally, Stonewall Creek Business Park will provide individual sites that can be tailored to address security needs and accommodate the required facilities, utilities, infrastructure and land area needed to further support the Federal Government Contracting Industry Cluster. As stated previously, data center uses are permitted by-right in the PD-IP zoning district. Loudoun County Department of Economic Development s presentation titled A World Class Choice for Data Centers states that Access to multiple lit fiber networks, the availability of power and the specific location are vital key ingredients for successful data centers. The Metropolitan Area Exchange East ( MAE East ) lies in Loudoun County, and is the source through which thousands of Internet Service Providers exchange internet traffic between their networks. Data centers positioned close to MAE East have a better ability to deliver content throughout the world at a lower cost of internet bandwidth. According to recent DED information, construction of data centers has more than tripled since 2000, and there is 9 million square feet constructed or in development with up to 70% of all internet traffic flowing through Loudoun s data centers each day. The predominance of the data centers are located within Ashburn and Sterling and not many sites are available for additional data centers. The Stonewall Creek Business Park is strategically located to provide additional data center sites and other uses near the Stonewall Energy Park power plant, natural gas lines, lit fiber optic infrastructure and fiber optic infrastructure corridors creating a redundant loop between {L DOCX / 1 SOJ revised }

95 Stonewall Creek Business Park ZCPA , ZMOD 2015 SPEX Statement of Justification Page 4 of 12 Ashburn and Leesburg, making these Business Parks prime location for uses within this desired Cluster According to the Loudoun County Department of Economic Development available land database, only eight (8) properties zoned PD-IP are available west of Route 28 and north of Route 50 totaling 719 gross acres. Environmental features, setbacks and open space requirements reduce this useable acreage; for example, Stonewall Creek Business Park will contain over 50% open space. After approval of ZOAM , data center development has occurred on land that was planned for other uses such as manufacturing, warehousing and flex industrial reducing the land available for these needed services. Through the previous rezoning ZMAP and the proposed ZCPA, Stonewall Creek Business Park provides a freestanding industrial park that implements the General Industrial Policies of the Revised General Plan by protecting the Luck Stone Quarry, Loudoun Water s water treatment plant, and the Stonewall Energy Park from incompatible uses. The proposed uses in this ZCPA accommodate the continued operation and expansion of the Luck Stone Quarry and the operation of the Stonewall Energy Park, and are compatible and necessary for the County to retain and attract the needed industrial services. The Issues for Consideration for zoning map amendments and special exception applications contained in Sections (E) and of the Zoning Ordinance are addressed below: Zoning Ordinance Section (E) (1) Appropriateness of the proposed uses based on the Comprehensive Plan, trends in growth and development, the current and future 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. The proposed uses are complementary with the General Industrial land uses that are supported in the northern portion of the Lower subarea of the Transition Policy Area of the Revised General Plan. (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. Stonewall Creek Business Park compliments the Stonewall Secure Business Park with a setting for the proposed PD-IP uses. Located adjacent to the General Industrial uses Stonewall Creek Business Park will protect the Luck Stone Quarry from incompatible neighboring uses by ensuring that encroaching new development not hinder the operation {L DOCX / 1 SOJ revised }

96 Stonewall Creek Business Park ZCPA , ZMOD 2015 SPEX Statement of Justification Page 5 of 12 of the quarry. Having redundant utilities such as power and water makes this area of Loudoun County an ideal location for these General Industrial uses. (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. The proposed ZCPA is not requesting a reclassification to a different zoning district. Water and sewer are available to serve the Stonewall Creek Business Park and road capacity exists on the adjacent roadways. Stonewall Creek Business Park is uniquely situated with existing infrastructure that will support PD-IP uses without increasing the demand for new transmission lines. Three (approximately) 150 foot high major (230kVA & 500kVA) electrical transmission power lines on two sets of towers within a 250 foot wide easement and two interstate natural gas transmission lines within a 60 foot wide easement transverse the Subject Property in a north/south direction. Verizon fiber and spare conduit exists on the Subject Property along both Sycolin Road and the Dulles Greenway. NOVEC s 200 megawatt Cochran Mill substation is north of the Subject Property (on Cochran Mill Road) and Commission Permit approval (CMPT ) is in place on the Subject Property should an additional on-site substation be required, without the addition of new transmission lines. (4) The requirements for airports, housing, schools, parks, playgrounds, recreational areas and other public services. Stonewall Creek Business Park will not generate the need for additional schools, parks, and related public services. (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. Designated Tree Conservation Areas will protect wildlife habitat, vegetation and forestal lands. Wetlands have been delineated, and the Archaeological Sites are identified and will be left undisturbed. There are areas of very steep slopes that will be field located and protected in accordance with the requirements of the Zoning Ordinance. (6) The protection of life and property from impounding structure failures. The proposed industrial and special exception uses will be designed to be consistent with the structural capacity of the soils. {L DOCX / 1 SOJ revised }

97 Stonewall Creek Business Park ZCPA , ZMOD 2015 SPEX Statement of Justification Page 6 of 12 Zoning Ordinance Section (1) Whether the proposed minor special exception or special exception is consistent with the Comprehensive Plan. The proposed special exception uses are complementary with the General Industrial land uses that are supported in the northern portion of the Lower subarea of the Transition Policy Area of the Revised General Plan. The surrounding industrial uses of the Stonewall Energy Park power plant to the north, the Luck Stone Quarry and Loudoun Water s water treatment plant to the east are mutually complementary uses for services required during maintenance and operation. Proximity to these and other use adjacent to heavy industrial areas provides for local economic growth. The proposed uses in the Stonewall Creek Business Park will accommodate the continued operation and expansion of the Luck Stone Quarry, the operation of the Stonewall Energy Park and are compatible and necessary for the County to retain and attract the needed industrial services. The proposed special exception for an indoor firearm range would be needed with a training facility. Motor vehicle service, contractor service establishment and outdoor storage special exception requests support the business park uses and surrounding industrial uses of the area. The water treatment plant and water storage, approved under SPEX and 0070 are in different locations and new special exceptions are being requested for the proposed locations in Stonewall Creek Business Park, if the use of potable water is inappropriate. (2) Whether the level and impact of any noise, light, glare, odor or other emissions generated by the proposed use will negatively impact surrounding uses. The surrounding uses of the Stonewall Energy Park power plant to the north, the Luck Stone Quarry and Loudoun Water s Water Treatment plant to the east and the proposed data centers to the west in the Stonewall Secure Business Park will not be negatively impacted by the proposed special exception uses. Noise, light or other emissions emanating from the generators and other equipment within the Stonewall Business Park will meet the requirements of the Zoning Ordinance and will not negatively impact the other uses in the immediate area. The non-residential surrounding land uses including a power plant, water treatment plant and quarry are compatible with the proposed uses. Motor vehicle service, contractor service establishment and outdoor storage will not produce emissions that would negatively impact the surrounding uses. {L DOCX / 1 SOJ revised }

98 Stonewall Creek Business Park ZCPA , ZMOD 2015 SPEX Statement of Justification Page 7 of 12 (3) Whether the proposed use is compatible with other existing or proposed uses in the neighborhood, and on adjacent parcels. The proposed special exception uses will complement the surrounding industrial uses on the adjacent parcels, including the Stonewall Energy Park power plant, the Luck Stone quarry and Loudoun Water s water treatment plant on the property in the immediate vicinity to the north and east. Stonewall Creek Business Park provides a buffer from encroachment of the future operations of the Luck Stone quarry. Motor vehicle service, contractor service establishment and outdoor storage are compatible with the industrial uses surrounding the Subject Property. (4) Whether the proposed special exception or minor special exception adequately protect and mitigates impacts on the environmental or natural features including, but not limited to, wildlife habitat, vegetation, wetlands, water quality (including ground water, air quality, topographic, scenic, archaeological or historic features, and agricultural and forestal lands. Tree Conservation Areas along with a forest regeneration plan for early successive forest areas are proposed which will protect wildlife habitat, vegetation and forestal lands and nurture the forest health environment. Wetlands have been delineated and disturbance has been minimized; permits from the USCOE, DEQ and the Virginia Marine Resources Commission are required for impacts to wetland areas. The Archaeological Sites are identified and will be left undisturbed. Areas of very steep slopes will be verified and protected as required by the Zoning Ordinance. Storm water management will be in conformance with the County and DEQ regulations for surface water protection. The special exception uses will not impact the environmental or natural features. The requested special exception uses will not have a negative effect on environmental or historic features. (5) Whether the proposed special exception can be served adequately by public utilities and services, roads, pedestrian connections and other transportation services and, in rural areas, by adequate on-site utilities. Public water and sewer will serve the Subject Property and the proposed special exception uses. Private or public roads internal to Stonewall Creek Business Park will provide access to individual lots in the future. These roads will have access to Sycolin Road and Gant Lane. A pedestrian/bicycle trail is proposed along Sycolin Road to accommodate pedestrian connections. The NOVEC Cochran Mill Road substation and on-site substation approved for the site under CMPT will provide additional distribution power without new transmission lines. Existing underground fiber with spare conduit and access to existing {L DOCX / 1 SOJ revised }

99 Stonewall Creek Business Park ZCPA , ZMOD 2015 SPEX Statement of Justification Page 8 of 12 overhead fiber network also serves Stonewall Creek Business Park. Natural gas transmission lines traverse the property and a Washington Gas distribution line is located adjacent to the site. Adequate utilities are on site or available through extension of existing lines. III. COMPREHENSIVE PLAN The Stonewall Creek Business Park property is located within the Transition Policy Area and the northern portion of the Lower Sycolin subarea as specified in the Loudoun County s Revised General Plan (RGP). General Industrial Development within the Transition Policy Area is appropriate in the northern portion of the Lower Sycolin subarea wherein the industrial uses are intended to accommodate the continued operation and expansion of the Luck Stone Quarry, other industrial uses and provide protection for the industrial uses from other land uses. These industrial uses are best located away from major roads, assessed from within an industrial park, and limited to a minor portion of a larger development. Development of the Stonewall Creek Business Park supports the RGP General Industrial Policies, as follows: Policy 1: will be located in accordance with the Planned Land Use Map and the community design guidelines and land use policies. Policy 2: will provide sufficient buffering to ensure that the effects of noise, vibration, odor, or other emissions that may be associated with the industry do not exceed specified level. Policy 3: proposed to be developed in free-standing industrial parks with in accordance with the following guidelines: a. Screening of outdoor storage, equipment and parking areas from adjoining non-industrial properties and roads (Sycolin Road and the Dulles Greenway). b. Location of allowed retail uses along internal street frontage. c. Minimize the number of entrances to the industrial park from Sycolin Road. Policy 4: will not be adjacent to a residential neighborhood. Policy 5: Heavy Industry uses will be buffered from residential uses. There are no residential uses adjacent to the Stonewall Creek Business Park. {L DOCX / 1 SOJ revised }

100 Stonewall Creek Business Park ZCPA , ZMOD 2015 SPEX Statement of Justification Page 9 of 12 Policy 6: Heavy industrial uses will have access to, but screened from, views along Sycolin Road. Outdoor activities such as equipment parking and material storage shall be screened from view from adjoining roads, such as Sycolin Road, Gant Lane and the Dulles Greenway. Policy 7: appropriate linkages will be established based upon road capacity, employment generation, and water requirements. The proposed development within the Stonewall Creek Business Park will be phased and will not take place until the Stonewall Energy Park power plant has been constructed. Policy 8: protect the Luck Stone Quarry from incompatible neighboring uses by ensuring that encroaching new development not hinder the operation of the quarry. The proposed uses in the Stonewall Creek Business Park are compatible with the quarry. Economic Development Policies Policy 1: Loudoun seeks and promotes a diverse economic base in a multitude of industries that it is not entirely dependent upon any single employer or employment sector. Stonewall Creek Business Park will diversify the economic base and it will not be dependent upon a single employer or employment sector. Policy 5: The County will provide for an adequate amount of land to accommodate the growth of a variety of industry sectors. The proposed land uses will support the growth of the Federal Government Contracting, Information Communications Technology and Data Center sectors in Loudoun County and combined with the positive economic impacts of Stonewall Creek Business Park further the goals and policies of the RGP. IV. TRANSPORTATION Traffic will not be generated by Stonewall Creek until the Panda-Stonewall Energy power plant is complete. The entire Stonewall Creek Business Park site is under lease to Panda for the construction of the Panda-Stonewall Energy Park through construction completion currently anticipated sometime in Stonewall Creek will be developed in two phases. Phase 1 development proposes two vehicular accesses one on Sycolin Road (in the same location as the current Energy Park Drive entrance) and one on Gant Lane. Access to Gant Lane will initially provide emergency access only until such time that Gant Lane is paved (by the Applicant or others). An inter-parcel connection between Stonewall Creek and the remaining portion of Stonewall Secure Business Park (PIN # ) may also be constructed at some point in the future, providing a possible {L DOCX / 1 SOJ revised }

101 Stonewall Creek Business Park ZCPA , ZMOD 2015 SPEX Statement of Justification Page 10 of 12 alternative connection to Sycolin Road. An interparcel access can be provided and an internal connection made at that time. Phase 1 limits the development up to 1,714 vehicle trips per day (vpd). For the analysis, 1.2 M SF of data center and 30,000 SF of non data center uses were assumed. The vpd basis for the analysis is due to the varying vehicle count per use. For example a data center will generate less than 1.4 vpd per 1,000 SF, a warehouse approximately 5 vpd per 1,000 SF and an office approximately 10 vpd per 1,000 SF. The Transportation Impact Analysis Stonewall Creek Business Park Loudoun County, Virginia dated August 2015 and revised May 2016, prepared by Kittelson & Associates, Inc., demonstrates that this level of development on Stonewall Creek will be served by the existing Energy Park Drive entrance on Sycolin Road. The proffers for Stonewall Creek Business Park ZCPA will limit development to Phase 1 until such time as one of the conditions that is specified in Phase 2 is completed. Phase 2 allows the remainder of the development for a total of 2.2 M SF that may include up to 560,000 SF of non-data center uses. Phase 2 can develop when one of the following is completed: a. Gant Lane is paved (by the Applicant or by others) and access is granted over Stonewater Lane. b. Cochran Mill Road is improved by others which (currently in the County s 6- year plan to be paved). c. Sycolin Road is widened to a four lane facility and/or the bridge over the Dulles Greenway is widened or replaced. d. An interparcel connection through the adjacent property is established providing Stonewall Creek traffic alternate access to Sycolin Road e. A supplemental Traffic Impact Analysis is prepared demonstrating that additional development beyond Phase 1 levels (1,714 vpd) can be accommodated via the Sycolin Road entrance or alternative access point to accommodate the development. The Transportation Impact Analysis conclusions state: 2020 Total Traffic Conditions Phase 1 of Stonewall Creek Business Park is estimated to generate approximately 1,714 net new weekday daily trips, 181 weekday a.m. and 220 weekday p.m. peak hour trips. The study intersection is forecast to continue to operate at LOS B or better during all study time periods. {L DOCX / 1 SOJ revised }

102 Stonewall Creek Business Park ZCPA , ZMOD 2015 SPEX Statement of Justification Page 11 of 12 No left- or right-turn lanes or tapers are warranted at the Sycolin/Energy Park Drive entrance assuming full build out of Phase 1 under total traffic conditions. V. ZONING MODIFICATION REQUESTS 1. Section (A) Lot Access Requirements. Requirement: No structure requiring a building permit shall be erected upon any lot which does not have frontage on a Class I, Class II, Class III road, or private access easement as specified in the individual district regulations, except as specifically provided for herein and the Land Subdivision and Development Ordinance (LSDO). (1) New access points (private or public) to arterial or major collector roads shall be limited to locations at existing median breaks, planned median breaks or other locations approved by Loudoun County or VDOT. Proposal and Justification: Stonewall Creek Business Park will be subdivided in the future and the lots are proposed to have access by private roads, including Energy Park Drive by public access easements. The private roads will connect to the public roads of Sycolin Road and Gant Lane. The Applicant is requesting a Zoning Ordinance Modification that the subdivision of the Subject Property into lots may be permitted with the new lots frontage on private roads. Maintenance of the private roads will be private and not the responsibility of Loudoun County or VDOT. Additionally, the Applicant is requesting that the PD-IP permitted and special exception uses may use Energy Park Drive which is zoned PD-GI by a public access easement. The Applicant has also requested Energy Park Drive, a private road to be used as frontage and access to lots in Stonewall Creek Business Park. A public access easement will be placed over Energy Park Drive to serve these purposes. 2. Section 4-506(B) Building Height. Requirement: One hundred (100) feet maximum provided that a building may be erected to a maximum height of one hundred feet if it is set back from streets or from lot lines that do not constitute boundaries of districts with lower maximum height restrictions, in addition to each of the required minimum yard dimension, a distance of not less than one (1) foot for each one (1) foot of height that it exceeds the 60-foot limit. {L DOCX / 1 SOJ revised }

103 Stonewall Creek Business Park ZCPA , ZMOD 2015 SPEX Statement of Justification Page 12 of 12 Proposal and Justification: Proposing a maximum building height of 100 feet without the additional setback from future lot lines and the private roads within Stonewall Creek Business Park and also from, MR-HI and PD-GI zoning districts. The Applicant is requesting to modify and remove the requirement of the additional one foot setback for each one foot of height that exceeds the 60 foot height limit, as well as the limitation of building height when the lot lines are internal to Stonewall Creek Business Park that are adjacent to private roads or adjacent to MR-HI and PD-GI zoning districts. The setback modification would not impact the Dulles Greenway 150 foot building setback or the 75 foot setback along Sycolin Road which contains a tree save area. The increased setback does not serve a public purpose adjacent to the Luck Stone quarry, Loudoun Water Treatment Facility or the Stonewall Energy Park. VI. SUMMARY The proposed ZCPA is consistent with the goals and policies of the Loudoun County s Comprehensive Plan. The Subject Property is located within the Transition Policy Area in the northern portion of the Lower Sycolin subarea that supports the development of General Industrial uses. The Luck Stone quarry that borders the Subject Property to the east will be protected from incompatible neighboring uses by the Stonewall Creek Business Park. The proposed Stonewall Creek Business Park will fulfill a need in the County and provide Loudoun County with a significant increase in tax revenues while providing a location for industrial uses that supports the General Industrial plan policies. The site is already equipped with electrical transmission lines, NOVEC substation, approval of a commission permit (CMPT ) for on-site substation, gas transmission lines, gas distribution lines, underground fiber with spare conduit and access to existing overhead fiber network. This ZCPA will allow flexibility in the development of Stonewall Creek Business Park independently of the Stonewall Secure Business Park. For the reasons stated above, the Applicant respectfully requests a recommendation of approval from Staff and the Planning Commission and approval by the Board of Supervisors of the proposed ZCPA for the Stonewall Creek Business Park. {L DOCX / 1 SOJ revised }

104 Kimberlee Welsh Hise, AICP Land Use Planner (571) May 17, 2016 Via Hand Delivery Judi McIntyre Birkitt, Senior Planner Loudoun County Department of Planning and Zoning Review 1 Harrison Street, S.E. 3rd Floor Leesburg, Virginia Re: Response to Referral Comments for Stonewall Creek Business Park ZCPA , ZMOD , SPEX , SPEX , SPEX , SPEX , SPEX , SPEX , and SPEX Dear Ms. Birkitt: This letter addresses and provides you with a written response to the referral agency comments in the above referenced application. For your convenience, each of the staff comments are stated below and the Applicant's responses follow in bold italics. LOUDOUN COUNTY DEPARTMENT OF PLANNING & ZONING ZONING ADMINISTRATION (TERESA MILLER, 4/8/16) I. Statement of Justification (SOJ) 1. II. Proposal. The applicant has stated the previously approved special exceptions for uses to be located within the Stonewall Secure Business Park are set to expire on July 19, Pursuant to Code of Virginia , as the special exceptions were valid as of January 1, 2009, the period of validity for the special exceptions shall be extended to July 1, Update the SOJ. For clarification pursuant to Code of Virginia B, the special exceptions outstanding as of January 1, 2011, shall be extended to July 1, The Stonewall Secure Business Park special exceptions were approved on July 19, 2011, therefore these special exceptions will expire on July 19 th of this year. The Applicant has added a request for the proposed special exceptions period of validity to 20 years from the date of approval. {L DOCX / 1 2nd Referral Response letter } Attachment 3

105 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 2 of II. Proposal. The applicant has expanded this section to include more specific information regarding ZOAM as it pertains to the use of data center within the Zoning Ordinance. Some of the details provided regarding the allowable FAR is not applicable to all zoning districts listed. It is suggested these specific details be updated to list correct information for each zoning district or deleted from the SOJ. The Statement of Justification has been revised to state in the PD-IP zoning district a 0.6 FAR is allowed with a 1.0 FAR by special exception. 3. II. Proposal. The application has been updated to reduce the subject area from acres to acres, excluding the area of parcel which is zoned PD-GI. As such, the percentage of total land area (56.24%) provided on sheet 3 of the SOJ will need to be updated to reflect the new land area. The new percentage should be closer to 50.7%. The proposed application has been revised to include the PD-GI zoned portion of parcel and the revised application totals approximately acres. 4. II. Proposal Zoning Ordinance Section Within the Justification under (1), there appears to be a period (.) needed in lieu of the comma (,) between the works training facility and Motor vehicle service. In addition, the applicant has stated the indoor firearm range would be needed with a training facility. The intent of this statement is unclear as it appears to be referencing two separate uses. The sentence has been revised for clarification as recommended. 5. V. Zoning Modification Requests. a. Section 1-205(A) Lot Access Requirements. The portion of the SOJ that references a request that the PD-IP permitted and special exception uses may use Energy Park Drive, which is zoned PD-GI, should be removed as the PD-GI portion of parcel is not included in this application. This access is not the subject of a zoning modification. {L DOCX / 1 2nd Referral Response letter }

106 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 3 of 31 The application has been revised to include the PD-GI portion of parcel A public access easement will be placed over Energy Park Drive for access to the land bays. II. Plan Comments 1. Sheet 2 The limits of the ZCPA have been outlined on the Boundary Map, however the PD-GI portion of parcel is included in the limits. As the PD-GI portion of this parcel is not the subject of the application, the limits of the ZCPA should be updated to exclude this area. In response to first submission comments, the applicant stated the areas subject to the application had been delineated with a red dashed line. It is noted the plan set is printed in black and white. The Boundary Map on Sheet 2 has been revised to show the limits of the proposed ZCPA with a solid gray line, which is reproducible in black and white. 2. Sheets 4&5 Clarify the data interconnection building identified on the plan and referenced in Note 8 on sheet 4 as well as the proffers. This is not a use listed in the zoning ordinance. Provide more information regarding the use associated with this building. The data interconnection building label has been removed from the plans and is now labeled as a potential building/parking area. Additionally, Note 8 has been deleted from Sheet Sheets 4-6 Within the response to first submission comments, the applicant has acknowledged the need for inter-parcel connections to the Stonewall Secure Business Park be controlled access points. A note should be added to the plan sheets to notate that the inter-parcel connector between Stonewall Creek Business Park and Stonewall Secure Business Park will be a controlled access. A note has been added to the plan sheet to include (Controlled Access). 4. Sheet 5 The applicant has requested a special exception to allow outdoor storage, accessory, in excess of 10% of the lot area as well as a special exception to allow the outdoor storage associated with a contractor service {L DOCX / 1 2nd Referral Response letter }

107 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 4 of 31 establishment to exceed 20% of the lot area. There is no indication of the proposed limit or percentage of lot area for the outdoor storage areas. The Applicant will agree to a condition of approval to limit the outdoor storage areas to a maximum percentage of the lot area. 5. Sheet 6 The Phase 1 access to Sycolin Road is through the PD-GI portion of parcel , which is outside the limits of this application. The PD-GI portion has been added to the proposed application. III. Proffers 1. Preamble - The reference to in part for parcel should be clarified to identify how many acres of this parcel is included within the ZCPA application. The proposed application has been revised to include the entire parcel and the preamble to the proffers has been revised accordingly. 2. Proffer I.2. The first sentence of the second paragraph for this proffer seems redundant as it is repeating the first sentence of the first paragraph. This sentence has been deleted from the Proffer Statement. 3. Proffer I.2. The final sentence of the second paragraph speaks to which buildings will be counted toward the gross square footage. It is noted Article 8 of the Zoning Ordinance defines floor area ratio and floor area, gross. Any building or portion of a building which meets the definition of floor area, gross will be counted toward the floor area calculations. Zoning Ordinance definitions may not be modified. This sentence has been deleted from the Proffer Statement. 4. Proffer I.4. It is not clear who will determine at the time of site plan if the modification is needed or not. The applicant has the choice to elect to {L DOCX / 1 2nd Referral Response letter }

108 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 5 of 31 develop per the Zoning Ordinance. The final sentence of this proffer seems unnecessary. The final sentence has been deleted from this proffer. 5. Proffer II.5.a. The proffer states that a public access easement will be placed over portions of Energy Park Drive. As shown on the Concept Development Plan, there are several access points proposed along Energy Park Drive. It would appear a public access easement would be necessary for the entirety of Energy Park Drive. A public access easement will be placed over the entire Energy Park Drive on the Subject Property. 6. Proffer II.5.b. This proffer is proposing an access point to Sycolin Road as depicted on Sheet 6 of the plan. The access point is through a portion of parcel which is not subject to this application. As stated previously, the PD-GI portion of parcel has been added and the plan set has been revised to show the access point to Sycolin Road on Sheet Proffer V.15, which is not numbered in the proffer, has been referenced several times. Update the proffer to correctly enumerate the proffers. Correct any proffer cross references. Proffer references have been checked and revised and the proffer numbering has been corrected LOUDOUN COUNTY DEPARTMENT OF PLANNING & ZONING ZONING DIVISION (LARR KELLY, 4/6/2016) As requested, I have reviewed the revised draft proffers, dated March 11, 2016, for the above referenced Zoning Concept Plan Amendment application. Pursuant to this review, I offer the following comments: 1. In regard to the preamble, in the second line thereof, the applicant has inserted the phrase in part. However it is not clear if this is intended to refer to {L DOCX / 1 2nd Referral Response letter }

109 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 6 of 31 Stonewall Creek, LLC being a part owner, or whether this is intended to refer to PIN # being included in part. I suggest that this be clarified. If it is intended to refer to the PIN, then I suggest that it also be clarified how much of the PIN is included. The proposed application has been revised to include the entire parcel and the preamble has been revised accordingly. 2. In further regard to the preamble, in the ninth through twelfth lines thereof, I suggest that they be rewritten to state ZCPA , then the previously approved Concept Plan and Proffers associated with ZMAP , approved by the Loudoun County Board of Supervisors on July 19, 2011 shall be superseded and replaced with, and the development of the Subject Property shall be in substantial conformance with, the following terms and conditions. The preamble has been revised as suggested. 3. In regard to proffer I.1., in the first line thereof, the applicant states the intent to develop the Subject Property in substantial conformance with the referenced Concept Plan, but then states that the plan shall control the general layout of the Subject Property. I read these two phrase as inconsistent with each other, and I suggest that the word general be deleted. As requested, general has been deleted 4. In regard to proffer I.2., concerning SPEX , outdoor storage, accessory, in excess of 10% of the lot area, and SPEX , contractor service establishment, with outdoor storage in excess of 20% of the lot area, I do not see anything that indicates how much in excess of the stated percentages these special exception applications are intended to allow. I suggest that the proposed limit on the percentage of outdoor storage be indicated for both of these proposed uses. The Applicant will agree to a condition of approval to limit the percentage of the lot area for outdoor storage. 5. In further regard to proffer I.2., in the last sentence of the second paragraph, I suggest that the sentence is not needed and should be deleted. The Zoning {L DOCX / 1 2nd Referral Response letter }

110 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 7 of 31 Ordinance defines gross floor area and net floor area and this sentence proposes different language and interpretation which may not be consistent with the definitions found in the Zoning Ordinance. As requested, this sentence has been deleted. 6. In regard to proffer I.3.a, concerning the phasing of development, I strongly suggest that phasing be based on square footage, and not on the number of vehicle trips per day (vpd). Basing phasing on vpd has proven to be difficult to administer and to track and is subject to manipulation. As discussed in the meeting with Marc Dreyfuss, of the Department of Transportation & Capital Infrastructure ( DTCI ), the proposed proffers based upon vehicle trips per day ( vpd ) are appropriate due to the variation in vpd per use. 7. In further regard to proffer I.3.a, the applicant refers to the number of vpd onto Sycolin Road from the Phase 1 entrance shown on Sheet 6. This is confusing, as the only place such an entrance is shown is on Sheet 6. On sheets 4 and 5 there is no Phase I entrance shown. I suggest that this inconsistency be eliminated. I also suggest that the phrase Phase 1 entrance be changed to Phase 1 Sycolin Road Access as that is how it is labeled on Sheet 6. The proposed road network has been modified after consulting with DTCI. All Phase 1 traffic will utilize the Sycolin Road/Energy Park Drive entrance and proffer I.3.a has been revised accordingly. 8. In further regard to proffer I.3.a., and the depiction of the Phase 1 Sycolin Road Access shown on Sheet 6, it is not clear what role Energy Park Drive has in regard to access, and in regard to the number of trips counted at the access point on Sycolin Road. It is not clear if trips bound to or from Energy Park Drive are intended to count towards the vpd count. I suggest that this be clarified. The anticipated vehicle trips that will be generated by the Panda power plant once in operation are accounted for in the Transportation Impact Analysis prepared by Kittelson & Associates, Inc. and dated May 2016 ( TIA ). However, the Panda power plant trips will not be included in determining Stonewall Creek s daily vpd count. The proffer has been revised to include the vpd uses only on the Subject Property. {L DOCX / 1 2nd Referral Response letter }

111 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 8 of In further regard to proffer I.3.a., in the third line thereof, the applicant refers to PD-IP uses that would generate 1,457 vpd. I suggest that it be clarified that this is intended to refer to an aggregate total for all PD-IP uses on the Subject Property, and not just those uses which generate 1,457 vpd. As recommended, and as determined by the TIA, this proffer has been revised. 10. In regard to proffer I.3.b., in the second line thereof, the applicant refers to PD-IP uses that would generate more than 1,457 vpd onto Sycolin Road from the Phase 1 entrance. I again suggest that it be clarified that this refers to an aggregate of trips and not just individual uses that generate more than 1,457 vpd. Furthermore, I suggest that the phrase more than 1,457 vpd be changed to 1,457 or more vpd as the two phases fail to address the situation where exactly 1,457 vpd are generated. As recommended, this proffer has been revised as requested. 11. In further regard to proffer I.3.b., in the fourth line thereof, I suggest that the phrase a Zoning Permit for uses that generate more than 1,457 vpd be changed to read the Zoning Permit that would result in development that generates, in the aggregate, 1,457 or more vpd. This proffer has been revised as requested. 12. In further regard to proffer I.3.b., in the eighth line thereof, the applicant refers to an inter-parcel connection through the adjacent property for access to Sycolin Road. I suggest that the applicant better identify the adjacent property they intend to use for access. Additionally, I note that the Concept Plan shows no access through any adjacent property that leads to Sycolin Road. The Inter- Parcel Connector is shown as nothing more than an access point for the adjoining parcel, but there is nothing shown to indicate that this access point will eventually connect to Sycolin Road, and there is nothing in the proffer to indicate whether the adjoining property owner will allow for such inter-parcel connection, whether the adjoining property owner intends to construct a road that connects to Sycolin Road, or if the adjoining property owner does intend to construct such a road when such road is to be constructed. I suggest that the applicant clarify how they intend to provide for this Phase 2 access. {L DOCX / 1 2nd Referral Response letter }

112 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 9 of 31 This proffer has been revised to be consistent with the suggestions made at the meeting with DTCI. 13. In further regard to proffer I.3.b., I note that the applicant contemplates an alternative entrance configuration but does not provide any information as to how or where such an alternative is to be provided, or when such alternative would be proposed. I suggest that this alternative should be known prior to this application being approved. This proffer has been revised to be consistent with the suggestions made at the meeting with DTCI. 14. In further regard to proffer I.3.b.(ii), I note that the applicant is establishing this provision as a condition that must be met before the issuance of a Zoning Permit for Phase 2 development. This condition requires that the Phase 1 access be bonded to be terminated in general conformance with Sheet 4 of the Concept Plan or that an alternative entrance configuration determined by a traffic impact study approved by the County. This sentence is nonsensical and I suggest that the applicant s intent be clarified. Sheet 4 does not show anything about terminating Phase 1 access so there is nothing for such termination to conform to. Additionally, the termination of the Phase 1 access point on Sycolin Road will need to be terminated however Phase 2 access is provided, so I fail to understand why the applicant has listed this condition as possible in the alternative. Further, the second option in this condition is lacking a verb, and so renders the option useless. Again, I suggest that the applicant s intent be clarified. Proffer I.3.b (ii) has been deleted. 15. In regard to proffer I.3.c., I note that the applicant has proposed to include on each site plan the number of vpd and the entrance allocation of those trips and then proposes to exclude certain buildings as not counting towards gross square footage. This proposal further reinforces the concept that the use of vpd as a phasing mechanism will be very difficult to administer and is ripe for manipulation. The applicant has not even proposed any entrances, other than the Phase 1 and Phase 2 entrances on Sycolin Road, in association with any phase of development. I again suggest that total square footage be used instead of the vpd concept. Additionally, I again point out that the Zoning Ordinance defines {L DOCX / 1 2nd Referral Response letter }

113 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 10 of 31 gross floor area and net floor area and these terms are what need to be used to determine what buildings are included or not included. Proffer I.3.c has been revised. 16. In regard to proffer I.3., generally, I note that at times the applicant refers to Phase 1 while at other times it is Phase I. I suggest that the applicant use consistent terminology. The proffers have been revised to use consistent terminology. 17. In regard to proffer I.4., concerning Zoning Modifications, I note that the applicant has not provided a justification statement for the proposed modifications, as is required pursuant to Section of the Zoning Ordinance. In addition, the only other reference to the proposed modifications is located on Sheet 2 of the Concept Plan. I suggest that the applicant cross reference Sheet 2 in this proffer. This proffer has been deleted, as the proposed zoning modifications are shown on Sheet 2 of the Concept Plan. The Statement of Justification contains the proposed zoning modifications and justifications. 18. In regard to proffer II.5.a., in the first line thereof, I note that the applicant has indicated the intent to construct on-site travelways in the locations shown on Sheet 4 of the Concept Plan. I further note that the Phase 1 access is not shown on Sheet 4. I suggest that this inconsistency be eliminated. Sheet 4 of the Concept Plan has been revised to show all of the proposed travelways. 19. In further regard to proffer II.5.a., in the ninth and tenth lines thereof, I note that the applicant has inserted the phrase and public access easements over and across the private travelways and portions of Energy Park Drive but has not indicated the intent to dedicate a public access easement. I suggest that the applicant s intent in the use of this phrase be clarified. In addition, it is not clear what portions of Energy Park Drive are being referenced. I suggest that this be clarified as well. {L DOCX / 1 2nd Referral Response letter }

114 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 11 of 31 A public access easement will be granted and conveyed over the entire portion of Energy Park Drive on the Subject Property. 20. In regard to proffer II.5.b., I note that while this proffer indicates the intent to construct the on-site travelway providing access to Sycolin Road and/or Gant Lane, the applicant has not provided a timing mechanism for constructing access to/from Gant Lane and, having committed to the Sycolin Road access for Phase 1 is now raising the possibility of not constructing the Phase 1 access to Sycolin Road, but instead providing site access by way of Gant Lane. I suggest that the applicant include provisions that clearly address when the access to Gant Lane is to be provided, such as being bonded prior to approval of the first record subdivision or site plan whichever is first in time, whether the Gant Road access is intended to be in addition to the Sycolin Road access or in lieu of the Sycolin Road access, and how this impacts the phasing provisions in proffer I.3. The Gant Lane entrance has been revised to provide emergency ingress and egress access until such time as Gant Lane is paved. Timing for the Gant Lane entrance has been included in this proffer. 21. In further regard to proffer II.5.b., I note that while the applicant refers to the onsite private travelway providing access to Gant Lane, the legend on the Concept Plan shows a conceptual road segment. I suggest that the inconsistent terminology be eliminated and that one phrase be used. Sheets 4 and 5 of the Concept Plan have been revised to reference onsite private travelways and the conceptual road segment references have been deleted. 22. In regard to proffer II.5.c., I note that as part of Phase 2 the applicant is committing to construction of the on-site portion of the private travel way to connect to the Inter-Parcel Connector. However, the on-site portion appears to me to be required as part of the Phase 1 access. In addition, there is nothing that commits the applicant to the construction of a road from the point of the Inter-Parcel Connector through the adjoining property. All Sheets 4 and 5 show is a point of connection, not a roadway through the adjoining property to an unidentified point on Sycolin Road. I suggest that the applicant clarify how they intend to construct a road through the adjoining property to ensure the provision of the Phase 2 access, or that the applicant s proposed alternative be identified now and not in some traffic impact study for which there is no specific timing mechanism to indicate when such study would be submitted. {L DOCX / 1 2nd Referral Response letter }

115 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 12 of 31 Proffer II.5.c has been deleted. 23. In further regard to proffer II.5.c., in the last sentence thereof, the applicant again mixes two seemingly unrelated matters that render the sentence confusing at best, nonsensical at worst. In the first part of the sentence the applicant states the intent to remove the connection on the Subject Property to Sycolin Road and in the second part states that, in the alternative, the applicant shall provide another entrance configuration. The applicant has already committed to providing a different access point prior to the start of Phase 2, so I fail to see why this sentence is in an either/or format, when the removal of the Sycolin Road connection needs to occur one way or the other. I suggest that the sentence should stop in the seventh line of the proffer, following the phrase Concept Plan. Proffer II.5.c has been deleted. 24. In regard to proffer II.6., in the second line of the second paragraph thereof, I suggest that the phrase at any time be inserted following the phrase upon written request by the County. As suggested, the phrase at any time has been inserted. 25. In further regard to proffer II.6., in the third line of the third paragraph thereof, I note that the applicant has only proposed to provide temporary easements for road construction and road maintenance. However, drainage and maintenance easements should be permanent easements, and I suggest that the word temporary be deleted. As suggested, the word temporary has been deleted. 26. In regard to proffer II.7.a., in the fifth line thereof, the applicant refers to construction of the shared bicycle and pedestrian trail but does not clearly state that it is the applicant s responsibility to construct the trail. I suggest that who is to construct the trail be clarified. {L DOCX / 1 2nd Referral Response letter }

116 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 13 of 31 As suggested, the proffer has been revised to state that the Applicant shall construct the shared bicycle and pedestrian trail. 27. In regard to proffer II.7.b., in the first line thereof, I note that it states that a cash contribution shall be made, but the proffer does not clearly state that it is the applicant that is to make said cash contribution. I suggest that this be clarified. This proffer has been revised to clearly state that the Applicant shall construct the trail concurrent with development of Land Bay F. 28. In further regard to proffer II.7.b., in the ninth and tenth lines thereof, I suggest that the phrase and at the time of be changed to read prior to the. Proffer II.7.b has been revised and this comment no longer is applicable. 29. In regard to proffer II.7.c., in the second line thereof, I suggest that parentheticals be inserted around the phrase Eight Thousand Four Hundred Dollars. As suggested, parentheticals have been inserted. 30. In regard to proffer II.8., concerning regional road contributions, I note that the applicant intends to make such contributions with the issuance of each Zoning Permit based upon the anticipated vehicle trips associated with the uses approved and permitted with each site plan for which a Zoning permit is to be issued. I suggest that this provision be changed to provide for a contribution determined by the number of square feet approved with each Zoning Permit. Even if vpd are used, I suggest that the phrase approved and permitted with each site plan be deleted. Due to the variety of uses and the differing number of vpd, the Applicant and DTCI agree that vpds are appropriate for proffer contributions. 31. In further regard to proffer II.8., in the second and third lines thereof, the applicant appears to quote the title of a specific publication as Institute of Transportation Engineers Publication: Trip Generation ( ITE) rates at Zoning {L DOCX / 1 2nd Referral Response letter }

117 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 14 of 31 Permit approval. There is a closed quote missing from the parenthetical, and I do not think the title of the publication is quoted correctly. I suggest that these errors be corrected. The title of the Institute of Transportation Engineers publication has been corrected in this proffer. 32. In regard to proffer III.9., in the last sentence thereof, the applicant has indicated the intent to treat the first inch of stormwater runoff from impervious surfaces per event. This does not appear to be consistent with the standards found in the Facilities Standards manual, which call for the treatment of waters from a tenyear event. It is not clear to me whether the applicant s proposed standard is lesser or greater than the FSM standard and I urge staff to ensure that the applicant s proposal is at least as effective as that required by the FSM. This proffer (now proffer number III.8) has been revised in accordance with the Environmental Review Team ( ERT ) comments. 33. In regard to proffer III.11., concerning Tree Save Areas, I note that nowhere does the applicant indicate how much land is actually subject to the Tree Save Areas depicted on the Concept Plan. I suggest that this information be provided. The Tree Save Areas on the Concept Plan have been revised to Tree Conservation Areas. The Tree Conservation Areas consist of approximately acres as shown on the enclosed Tree Conservation Exhibit, prepared by Gordon and dated May 17, The acreage of the Tree Conservation Areas has not been added to the Concept Plan as these areas have not been field surveyed. 34. In further regard to proffer III.11., in the ninth line of the second paragraph thereof, I suggest that the phrase such lost canopy will be changed to read such canopy deficit shall. The requested change has been made and is now proffer III In further regard to proffer III.11., in the eighth line of the third paragraph thereof, I suggest that the word within be changed to read adjacent to or included within. {L DOCX / 1 2nd Referral Response letter }

118 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 15 of 31 Proffer III.10 has been revised and this comment is no longer applicable. 36. In further regard to proffer III.11., in the ninth line of the third paragraph thereof, I suggest that the word development be changed to read construction of the development depicted. This proffer has been revised as suggested. 37. In further regard to proffer III.11., in the first line of the fifth paragraph thereof, the applicant has cross referenced Proffer IV.17.. However, the correct cross reference is currently to Proffer VI.17.. However, there is currently no proffer 15 included, as the numbers jump from 14 to 16. I suggest that this inconsistency be eliminated. The proffer numbering and cross references have been corrected. 38. In regard to proffer III.12., in the seventh line thereof, I suggest that the word then be inserted prior to the phrase prior to the commencement. This proffer has been revised as requested and is now proffer III In regard to proffer III.13., I suggest that the last sentence be deleted, as it is unnecessary and it suggests that the applicant is asserting that necessity can be considered to be a reason for overriding the Zoning Ordinance. This is not permitted. As requested, the last sentence has been deleted in this proffer. 40. In regard to proffer IV.14., in the second line thereof, I suggest that the phrase to the servicing fire and rescue companies be deleted, as it is contradicted later when the applicant indicates that they shall provide the fire and rescue contributions to the County for distribution to the primary servicing fire and rescue companies, and not directly to the companies. {L DOCX / 1 2nd Referral Response letter }

119 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 16 of 31 This proffer has been revised as requested and is now proffer III In further regard to proffer IV.14., in the fourth line thereof, I suggest that the phrase each site plan for which a Zoning Permit is to be issued be changed to read each such Zoning Permit. This proffer has been revised as requested and is now proffer III In regard to proffer V.16., I again note that there is no proffer 15. I suggest that the balance of the proffers be renumbered so as to not skip the number 15. The proffer numbers have been corrected. 43. In further regard to proffer V.16., in the seventh line of the second paragraph thereof, I note that the applicant refers to Proffer V.15.. However, there is no such proffer. I suggest that the applicant clarify their intent. As requested, this proffer has been revised and corrected. 44. In regard to proffer VI.17., concerning an Owners Association, I suggest that it be indicated that the Owner s Association shall be responsible for the collection of trash and recycling, in addition to what has been listed in the proffer. Due to the varying type of uses, the tenants and/or property owners shall be responsible for the collection of trash and recyclables. 45. In regard to proffer VII.18., in the second line thereof, there is a cross-reference to Proffer V.15.. However, there is no proffer so numbered. I suggest that the applicant clarify their intent in regard to the use of this cross-reference. The cross references and proffer numbering has been corrected. {L DOCX / 1 2nd Referral Response letter }

120 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 17 of These proffers will need to be signed by all landowners, and be notarized, prior to the public hearing on this application before the Board of Supervisors. The property owner will sign the Proffers prior to the Board of Supervisors public hearing. LOUDOUN COUNTY DEPARTMENT OF PLANNING & ZONING COMMUNITY PLANNING (KELLY WILLIAMS, 4/18/16) Stonewall Creek, LLC is requesting a Zoning Concept Plan Amendment (ZCPA) to amend the approved plan and proffers associated with ZMAP , in order to separate approximately 108 acres from the 193 acres of the approved Stonewall Secure Business Park rezoning, and to modify the layout of the uses on-site. Eight Special Exceptions are also being requested to locate a utility substation and transmission facility, a water treatment plant, motor vehicle service and repair, a water storage tank, an indoor firearm and archery range, outdoor storage and a contractor service establishment with outdoor storage on the property. Four Zoning Modifications are requested to allow individual lots to front on private roads, increased building heights, screening and buffer modifications and to allow the parking of larger business vehicles. The applicant has responded to first submission comments by providing a revised statement of justification, Concept Development Plan and proffers dated March 11, This referral is intended to be supplementary to Community Planning s December 23, 2015 referral. The issues related to land use, open space and design as outlined in the first referral, have been adequately addressed. The site is located in the Transition Policy Area which is envisioned as a distinct planning area to serve as a visual and spatial transition between the Suburban Policy Area to the east and the Rural Policy Area to the west. The planned land use is Industrial in this location. Community Planning Staff recommends approval of the proposed Zoning Concept Plan Amendment application as it conforms to the land use policies of the Revised General Plan which support Industrial land uses in this location. Staff does have concerns with the environmental features on the site and suggests the applicant provide additional protection measures for those features as outlined below. Wetlands The proposed site layout results in additional impacts to wetlands. It is recommended that those areas be reevaluated to avoid wetlands on-site or provide mitigation measures consistent with the Green Infrastructure policies. In the event of an impact, {L DOCX / 1 2nd Referral Response letter }

121 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 18 of 31 compensatory mitigation (restoration, creation, enhancement, and preservation) could replace the loss of wetland functions to meet the County s goal of no net loss to the existing acreage and functions of wetlands. It is recommended that the proffer be amended to indicate that the applicant will give consideration to utilizing available Loudoun County mitigation sites with equal or less costs than that of other available mitigation sites consistent with the Stream and Wetland Mitigation Proffer template (Attachment 1). The proffer has been revised to include consideration of Loudoun County mitigation sites. Forest Resources The area of tree conservation provided in this application appears to be less than what was established in the original rezoning, ZMAP An analysis of the tree conservation area changes proposed between the ZMAP and ZCPA has not been provided as requested in the first referral. Staff recommends that reestablishing tree conservation areas in certain locations, particularly to the east of Land bay I, would be appropriate to protect wetland areas and protect viewsheds from the Dulles Greenway and adjacent properties. A Tree Conservation Area exhibit is enclosed with this letter. Tree save areas have been renamed Tree Conservation Areas and consist of approximately acres being slightly less than the Tree Save Areas consisting of approximately acres in the Stonewall Secure Business Park. Stormwater Management As stated in the first referral, uses that are considered to be stormwater hotspots (i.e. motor vehicle service and repair, outdoor storage area, contractor service establishment with outdoor storage area) should be located in the western landbays to minimize water quality impacts to the Goose Creek Reservoir. Staff recommends that the applicant provide commitments to locate such uses to the west to minimize water quality impacts to the Goose Creek Reservoir. The Applicant is required to comply with the Facilities Standards Manual ( FSM ) requirements in Section regarding Hot Spots and Reservoir Protection Areas in the overlay areas. The County requirements state Hotspot locations shall be identified in the Pollution Prevention Plan that is submitted in order to {L DOCX / 1 2nd Referral Response letter }

122 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 19 of 31 obtain a Virginia Stormwater Management Program ( VSMP ) Permit. Applicant will obtain required discharge permits for the uses on the property. The LOUDOUN COUNTY DEPARTMENT OF TRANSPORATION & CAPITAL INFRASTRUCTURE (MARC DREYFUSS, 4/15/2016) Status of Transportation Comments and Recommendations Staff comments from the first DTCI referral (November 25, 2015), as well as the Applicant s responses (quoted directly from its March 1, 2016 response letter), and comment statuses are provided below. 1. Initial Staff Comment (First Referral, November 25, 2015): The following are issues with the Applicant s TIS that will affect the outcome of the study and which should be remedied and included in a revised analysis for additional review: a. Initial Staff Comment (First Referral, November 25, 2015): The section entitled 2017 Background Traffic Conditions on Page 19 indicates that the information provided relates to 2017 Background LOS analysis. However, the Figures and information identified in this section relate to Background (2020) condition. Please confirm that the graphics provide background analysis for the year 2020 and correct the text and graphics to reference the correct year. Applicant s Response (March 1, 2016): The section on page 19 should be titled 2020 Background Traffic Conditions, and the analysis does in fact reflect year 2020 conditions. We apologize for the confusion. Comment Status: Comment not addressed. DTCI notes that no TIS was submitted showing this change. As a follow up to the meeting with DTCI, the Transportation Impact Analysis ( TIA ) dated May 2016 and prepared by Kittelson & Associates, Inc. is enclosed. b. Initial Staff Comment (First Referral, November 25, 2015): The section Year 2017 Transportation Improvements on Page 19 refers to One transportation improvement project discussed below, but no such project is listed anywhere in the TIS. As no project is listed in the Approved Scope, please ensure that no road project was analyzed as part of the Background (2020) analysis and remove this text from the report. Applicant s Response (March 1, 2016): This sentence in the report is erroneous, and can be ignored. There were no background transportation {L DOCX / 1 2nd Referral Response letter }

123 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 20 of 31 The TIA is enclosed. improvement projects identified or analyzed as part of the year 2020 background traffic conditions analysis contained in the report. Comment Status: Comment not addressed. DTCI notes that no TIS was submitted showing this change. c. Initial Staff Comment (First Referral, November 25, 2015): Page 24 of the TIS refers to draft Proffers that will temporarily limit development to Phase 1 levels until such time that the interparcel connection is constructed to the Mims Property and the ultimate access to Sycolin Road are completed. However, there is only one phase presented throughout most of the TIS. Meanwhile, a table in Appendix A identifies a Phase 2 development, which would add an additional one-million SF of data center uses and 500,000 SF of office uses. Please clarify (1) whether the TIS includes the true total future development program as proposed by this application, (2) provide any necessary information or make any necessary edits to ensure that all potential development impacts are listed and analyzed in the TIS, and (3) ensure that TIS is consistent with the application and correct in regard to the proposed development program. Based on the Approved Scoping Document, it appears that the application would allow, in total, 2.2 million SF of data center development and 500,000 SF of office development. Applicant s Response (March 1, 2016): The purpose of this TIA is to document how Phase 1 of the proposed development can be accommodated via the current Sycolin Road entrance without any modifications/improvements. The table referenced in Appendix A merely document the remaining development (phase 2) that would be allowed on the site assuming an interparcel easement connection to the adjacent property, which connects to the previously-approved entrance on Sycolin Road. The impact of the full development has already been analyzed/approved in the TIA supporting the original Stonewall Business Park rezoning ZMAP rezoning. Comment Status: Comment not addressed. This ZCPA application proposes to change the development program, including the total buildout potential of the subject property. The development potential currently proposed on the subject property (2.2 Million SF of data center development and 500,000 SF of office development) was not specifically analyzed in regard to trip generation as part of ZMAP DTCI needs to be able to analyze the impact of the trips generated on the public road network with the full build-out of Phases 1 and 2 as proposed, {L DOCX / 1 2nd Referral Response letter }

124 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 21 of 31 regardless of the location of ultimate access to the public road network. Further, the TIS submitted as part of ZMAP uses now-outdated ITE trip generation rates and therefore is not comparable with the TIS submitted as part of these application. Please see Comment #3 regarding mitigation of impacts. The enclosed TIA has been revised based upon a meeting between the Applicant and DTCI. 2. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that the Applicant s draft proffer statement includes a commitment to limit development on site to 2.2 million SF, including a limit of 1.2 million SF of data center uses and 30,000 SF of non-data center uses in Phase 1. DTCI notes that the proposed development scenario is roughly proportional by land area to the total amount of development approved with ZMAP Applicant s Response (March 1, 2016): We concur with this statement. Phase 1 development will be limited to PD-IP uses that would generate up to 1,457 vehicles per day (vpd) onto Sycolin Road at the Energy Park Drive entrance. This vpd is proportional to the trip distribution, which assumes 85% of the total trips access the site via Sycolin Road. Only at such time that an interparcel connection to the adjacent property and access to Sycolin Road is constructed (by other) or an amended TIA is approved by the County, would the remaining balance of approved development (2.2 million square feet total) be able to be developed. Access to Sycolin Road via the Phase 1 entrance (shared with the Energy Park at the current access location) would be severed at such time, providing access only to the Energy Park. Comment Status: Comment not addressed. DTCI notes that the draft proffer statement has redefined Phase 1 in regard to the number of trips generated, rather than based upon development potential and impact, as indicated in the TIS scoping agreement. DTCI scopes traffic studies according to either: 1) specific uses or 2) the highest potential use in a zoning district, depending on the project description as provided by the Applicant. Given that the Applicant provided a description as noted in the initial DTCI comment, above, DTCI requests that the proffer statement list the development phases as per the scoping agreement. Please see Comment #7, below, regarding Energy Park Drive access. The enclosed TIA was revised based upon a meeting between the Applicant and DTCI. The proffer statement has been revised to reflect the findings in the TIA. {L DOCX / 1 2nd Referral Response letter }

125 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 22 of Initial Staff Comment (First Referral, November 25, 2015): Given that the Applicant does not currently have control over the ultimate planned secondary site access to Sycolin Road, and has not proposed a timeframe as to when such access may be available, DTCI recommends that the Applicant commit to submit a TIS to the County prior to any site plan that would allow development on the subject property to exceed 1.2 million SF of data center uses and 30,000 SF of non-data center uses, as described in this TIS. DTCI further recommends that the Applicant commit to complete any road improvements necessary at that time prior to the issuance of the first zoning permit that would exceed 1.2 million SF of data center uses or 30,000 SF of non-data center uses, in order to maintain an acceptable LOS at the following impacted intersections: Sycolin Road / Site Entrance, Sycolin Road / Cochran Mill Road, Gant Lane / Cochran Mill Road. Applicant s Response (March 1, 2016): The applicant is willing to agree to provide an updated TIS to the County in support of any site plan/land use application that would exceed Phase 1 development levels prior to the interparcel connector being completed and the issuance of the first zoning permit that would exceed a vpd count of 1,457 onto Sycolin Road. The TIS would evaluate the noted intersection and would determine what, if any, off-site transportation improvements might be necessary to maintain an acceptable LOS at those locations. The conceptual offsite road has been removed and replaced with an inter-parcel connection designation. Comment Status: Comment not addressed. The TIS currently evaluates a single phase which incorporates 1.23 Million SF of total development (1.2 Million SF of data center and 30,000 SF of office uses). These use categories are not based on trips generated but development floor area. As such, improvements needed to mitigate the impacts of this development, as described in the Applicant s TIS, would need to be in place prior to these new trips. DTCI reiterates its request that the Applicant commit to complete any improvements to the public road network which might be necessary following the build-out of both Phase 1 and Phase 2 of the development, prior to issuance of the first zoning permit for the phase of development requiring the mitigation, respectively. DTCI notes that an updated TIS to evaluate the impacts of Phase 2 of the development would need to incorporate any changes to public road access as part of the analysis to determine site-generated traffic impacts. If the Applicant is proposing substantial change to the development program on the site, which would include changes to the phasing definitions, a new traffic scoping agreement and TIS would be required. The TIA has been revised and is enclosed based upon the meeting with DTCI. {L DOCX / 1 2nd Referral Response letter }

126 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 23 of Initial Staff Comment (First Referral, November 25, 2015): Given the scope of the Applicant s TIS, DTCI recommends that the Applicant remove the words and/or in draft proffer II.4, committing to construct and provide access to the site from both Sycolin Road and Gant Lane. Applicant s Response (March 1, 2016):.The applicant is willing to commit to constructing access to Gant Lane at or before such time that 85% of Phase 1 is build out and occupied. Comment Status: Comment not addressed. The TIS included as part of the initial submission evaluates a single phase (Phase 1) which incorporates 1.23 Million SF of development (1.2 Million SF of data center and 300,000 SF of office uses). As such, improvements needed to mitigate the impact of this development would need to be in place prior to these new trips, as the directional split of 85% of trips from Sycolin Road and 15% of trips for Gant Lane would, per the Applicant s TIS, be realized with the initial development of the site. Since the TIS did not evaluate site traffic impacts to the public road network without the Gant Lane access point, DTCI cannot support the Applicant s proposal to open the Gant Lane entrance only prior to 85% of the development under Phase 1 is occupied. Please see Comment #5, below, regarding mitigation of impacts on Gant Lane. The revised TIA is enclosed and the proffers have been revised to reflect the findings in the TIA. 5. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that the Applicant anticipates that 15% of site-generated trips will utilize Gant Lane and Cochran Mill Road to access the site. This would represent a significant increase in the daily traffic rates along these roadways, especially on Gant Lane. Therefore, DTCI requests that the Applicant commit to improve Gant Lane by paving the road between the site entrance and Cochran Mill Road, including the intersection of Gant Lane and Cochran Mill Road, prior to approval of the first occupancy permit for the site. Applicant s Response (March 1, 2016): Fifteen percent of anticipated Phase 1 traffic volumes does not constitute a significant impact as stated in the comment. As shown in the TIS (Figure 11), Phase 1 development would add 257 daily trips to Gant Lane, and 44/53 vehicles during the weekday a.m. and p.m. peak hours, respectively. This represents less than one vehicle per minute on average during peak hour conditions. Based on the operational analysis in the TIS, the Sycolin Road entrance could likely process 100% of Phase 1 sitegenerated trips considering the intersection is forecast to operate at LOS B during both study time periods. Requiring the applicant to pave Gant Lane and the intersection of Gant Lane/Cochran Mill Road represents a significant cost that {L DOCX / 1 2nd Referral Response letter }

127 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 24 of 31 is disproportional to the documented impact of the Phase 1 development conditions. Comment Status: Comment not addressed. Per 2014 VDOT traffic counts, Gant Lane currently carries 30 vehicle trips per day. The addition of 257 daily trips to this road would therefore account for an increase in vehicle trips of more than 750% on this roadway. As noted in the first DTCI referral, Gant Lane is unpaved. Further, the condition of the road and the crossing of Sycolin Creek are in poor condition. Given the proposed increase in trips on this roadway, with nearly 90% of forecast daily trips on Gant Lane being generated by the proposed development, DTCI does not believe it is unreasonable to request that the Applicant improve the roadway. Alternatively, DTCI suggests the Applicant amend its proposal and TIS, eliminating public access to Gant Lane, instead providing a gated access point to be used only for emergency vehicles. This would result is all site-generated traffic to using Sycolin Road to access the site. The Applicant would need to demonstrate, with a revised TIS, either that these site-generated trips do not result in a failing LOS at the remaining study intersections or how the Applicant would mitigate failing LOS so that these intersections continue to operate acceptably. This change in access would require the Applicant to submit a revised TIS and CDP reflecting these changes as part of this application for review and comment by DTCI. The revised TIA based upon the meeting with DTCI is enclosed. Gant Lane will be utilized for an emergency ingress and egress access only until such time as conditions are met to allow Gant Lane to be utilized as an entrance and as stated in the revised proffers. 6. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that the Applicant has committed in the draft Proffer statement to provide a regional transportation contribution commensurate with the vehicle trips generated by uses developed on the site, with contribution rates based on the two-tiered contribution rates in the proffer statement for ZMAP Given that this application would divide the initial rezoning area into separate developments, DTCI recommends that the Applicant commit to provide a regional transportation contribution based on a single-tiered rate of $ per vehicle trip with no limitation on the maximum number of trips for this contribution. This amount ($235.67) is based upon an analysis of the potential regional road contribution based on the proffers for ZMAP ($2,656,029.40) divided by the potential number of trips generated by the uses proposed in that application (11,270 trips). Applicant s Response (March 1, 2016): The applicant is willing to contribute a single-tiered rate of $ per vehicle trip as suggested in the comment provided the contribution is utilized within ½ mile of the boundary of the property. {L DOCX / 1 2nd Referral Response letter }

128 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 25 of 31 Comment Status: Comment not addressed. The contribution noted above is a regional road contribution, which is to be used in the general vicinity of the site to improve public roadways. DTCI would be willing to discuss a more reasonable boundary for use of these funds, but ½ mile radius would not provide sufficient flexibility for mitigation of the regional impacts of site-generated traffic. DTCI recommends that these funds be specified for improvements to any portion of Sycolin Road, Cochran Mill Road, or Crosstrail Boulevard, as these are each major corridors providing access to/from the general area of the subject property. The proffer statement has been revised to state the regional road contribution be specified for improvements to any portion of Sycolin Road, Cochran Mill Road, or Crosstrail Boulevard. 7. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that the CDP does not indicate that the existing connection of Energy Park Drive and Sycolin Road will be removed or relocated at any point in the future. As this is currently the only connection from the site to Sycolin Road, please clarify draft proffer II.4 and the CDP for conformance. Applicant s Response (March 1, 2016): As documented in draft proffer II.4, the applicant intends to eliminate its connection to the Energy Park Drive entrance on Sycolin Road once the future interparcel connection to the adjacent property is established or provide an amended TIA proving the suitability of the entrance. Comment Status: Comment not addressed. The property is currently divided by Energy Park Drive, which is not anticipated to be closed to traffic under future conditions. However, the Applicant indicates in Comment #2, above, that Access to Sycolin Road via the Phase 1 entrance (shared with the Energy Park at the current access location) would be severed at such time, providing access only to the Energy Park. DTCI requests that the Applicant demonstrate or provide a full description of how the ultimate site access is to be arranged and how this arrangement will be possible, given that the road will need to be crossed by site traffic for access to be provided throughout the site. All ultimate site access points need to be identified on the CDP and in the TIS for analysis. The TIA has been revised based upon a meeting with DTCI and is enclosed. 8. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that draft proffer II.5 includes a commitment to provide a reservation for the future expansion of Sycolin Road. DTCI recommends that this reservation be revised to read, 45 feet in width from the centerline, removing the words up to a {L DOCX / 1 2nd Referral Response letter }

129 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 26 of 31 maximum of, and that Applicant continue its commitment to reserve this area, along with its commitment to dedicate this reserved ROW and provide any necessary easements at no public cost. Applicant s Response (March 1, 2016): The proffer statement will be revised in accordance with the County Attorney comments to read to provide for the widening of Sycolin Road, up to a maximum of 45 feet. If 45 feet is required for the improvements at the time of design approval, 45 feet will be granted. Additionally, offsite easement accommodations have been granted in the third paragraph of the proffer. Comment Status: Comment not addressed. As of this writing, the County Attorney s Office has not commented on this application. However, DTCI believes that the Applicant may be referring to comments received during the review process for ZMAP DTCI notes that the referenced language referred to dedication of right-of-way, while DTCI s initial comment on this application, above, refers to reservation of right-of-way. DTCI reiterates its initial comment, again requesting that the Applicant commit to reserve 45 feet in width from the centerline, and to dedicate, at no cost to the County or VDOT, up to 45 feet in width of right-of-way, along with any necessary easements as identified in approved Construction Plans and Profiles (CPAP), Construction Plans and Profiles Revisions (CPAR), or County Road Construction Plans (CRCP) applications for the segment of Sycolin Road along the subject property, upon written request from the County. The proffer has been revised accordingly. 9. Initial Staff Comment (First Referral, November 25, 2015): DTCI notes that the Applicant has committed in the draft Proffer statement to convey a 14-foot wide easement to the County for a future shared-use path. DTCI requests that the Applicant continue to include this commitment with this application. Applicant s Response (March 1, 2016): The proffer statement will be revised accordingly. Comment Status: Comment addressed subject to inclusion in the final proffer statement. The proffers have been revised to include construction across the entire frontage along Sycolin Road to the Dulles Greenway. {L DOCX / 1 2nd Referral Response letter }

130 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 27 of 31 Conclusion Based on the outstanding issues noted in Comments 1 through 8, above, DTCI cannot support approval of these applications in their current form. DTCI staff is available to meet with the Applicant to discuss the transportation issues associated with these applications. LOUDOUN WATER (JULIE ATWELL, 4/5/2016) Loudoun Water has reviewed the referenced application and the following comments are offered for your use: What is the raw water source for the water treatment plant and tank? As previously stated, the source of the raw water for the tank and treatment plant is to be determined at the time of development of the tank and water treatment system. There must be a separate water distribution system for the water created on-site versus the water that will be supplied by Loudoun Water. As previously stated, Loudoun Water will be the supplier and distributer of potable water to the Subject Property. Water from sources other than Loudoun Water will be contained in a separate distribution system. The potential separate on-site water system will be developed in accordance with the Virginia Department of Health ( VDH ) and DEQ requirements. Is there a wastewater treatment plant proposed for the site? As previously stated, a wastewater treatment system for sanitary sewer is not proposed for the Subject Property. The Subject Property is within the Loudoun Water sanitary sewer service area. A system to filter and reuse non-sanitary sewer water may be included within the water treatment system on the Subject Property. Will the proposed secure site limit the emergency access to the Trap Rock Water Treatment plant? {L DOCX / 1 2nd Referral Response letter }

131 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 28 of 31 As previously stated, the Applicant has been informed that an emergency access for the Trap Rock Water Treatment plant is not currently required through the Subject Property. The proposed proffers for Stonewall Creek Business Park do not restrict access through the Subject Property Sanitary sewer computations verifying the capacity of the downstream sewer will be required at the time of construction plan submission. As previously stated sanitary sewer computations will be provided with the site plan applications. This parcel will drain to the future sanitary sewer on the Trap Rock Water Treatment Plant site to the east. Sewer for this development will be dependent upon the completion of the sewer lift station constructed in conjunction with the Trap Rock Water Treatment Plant. If Loudoun Water public sewer will be used, a separate on-site sanitary sewer pump station may be needed to sewer the areas west of the power lines. Acknowledged. Please be advised that Loudoun Water does not allow trees in easements, so any tree save areas cannot contain public water or sewer mains. Acknowledged. Should offsite easements be required to extend public water and/or sanitary sewer to this site, the applicant shall be responsible for acquiring such easements and dedicating them to the Authority at no cost to the County or to the Authority. Acknowledged. 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 Design Standards. {L DOCX / 1 2nd Referral Response letter }

132 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 29 of 31 Acknowledged. Environmental Topics Forest Cover: A hardwood regeneration plan supplementing the Tree Conservation Areas located adjacent to Land Bays G and I is referenced in Proffer III.11 (Tree Save Areas). Staff requests that these areas also be labeled on the concept plan. A label has been added to the Concept Plan identifying the Hardwood Regeneration Plan Area as requested. Staff requests that the Tree Save Areas on the concept plan be relabeled Tree Conservation Areas on the concept plan and within the proffers. Staff also recommends that Proffer III.11 (Tree Save Areas) be updated as follows to reflect the new proffer template: The Tree Save Areas have been renamed as Tree Conservation Areas and the proffers have been revised to provide for regeneration. Delete the first paragraph, as the Tree Conservation Plan is required by the Facilities Standards Manual. As requested, this paragraph has been deleted Amend the second sentence in the second paragraph as follows: Nothwithstanding the previous sentence, a minimum of eighty (80) percent... The word Notwithstanding has not been added. As future unforeseen regulations may require additional land for storm water management or utilities. The Applicant has committed recaptured canopy areas elsewhere onsite in locations to be designated at the discretion of the Applicant with the concurrence of the County Urban Forester Amend the second to last sentence within the second paragraph to state The TCA shall be delineated on each site plan, and CPAPs construction plans and profiles, and record {L DOCX / 1 2nd Referral Response letter }

133 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 30 of 31 plat. In addition, please amend the first sentence of the last paragraph as follows:...as shown on any site plan, construction plans and profiles, or record plat by the Applicant... and the last sentence of the fifth paragraph as follows: site plan and record plat. As the TCA is required to be shown on site plans and CPAP the Applicant cannot agree to requiring the TCA on the record plats. Tree Conservation Areas are proffered and do not require an easement. Amend the fourth paragraph to require two, 3 inch caliper trees to replace trees damaged during construction, as opposed to two, 2 1/2 to 3 inch caliper trees as the trees are most commonly sold in either 2 inch or 3 inch caliper. The proffer has been revised to provide two (2) trees with a caliper greater than or equal to 2 inches. Amend the first sentence in paragraph 4 to state that prohibits removal of trees in Tree Conservation Areas, as shown on the record plat, after construction has been completed by the Owner without specific permission of the County Urban Forester except as necessary to accommodate Forest Management Techniques, performed by or recommended by a professional forester or certified arborist, that protect or enhance the viability of the canopy. Such Management Techniques may include such actions as pruning and the removal of vines, invasive species, trees uprooted or damaged by extreme weather conditions, and trees or limbs that are diseased, insectinfested, dead, or are considered a hazard to life or property. TCA are not required to be shown on record plats. The proffer has been revised to include performed by or recommended by a professional forester or certified arborist, that protect or enhance the viability of the canopy. Such techniques... Stormwater: The applicant has provided Proffer III.9 (Low Impact Development Design/Best Management Practices BMP s) for the property. Staff recommends that proffer title be revised to Low Impact Development (LID) as stormwater management is required by the FSM and that the text be updated to reflect the LID proffer template The proffer has been revised to reflect the LID template. {L DOCX / 1 2nd Referral Response letter }

134 Judi McIntyre Birkitt Stonewall Creek Business Park ZCPA , ZMOD , SPEX Page 31 of 31 All of the comments have been addressed with this letter and submission and we look forward to continuing to working with you and staff to resolve any outstanding issues. If you have any questions, please do not hesitate to call me. Thank you for your continued assistance with this application and we look forward to the Planning Commission public hearing in June. Enclosures Sincerely, WALSH, COLUCCI, LUBELEY & WALSH, P.C. Kimberlee Welsh Hise Kimberlee Welsh Hise, AICP Land Use Planner cc: John A. Andrews, II, Sycolin Corner LLC Jordan Dimoff, Viridian Consulting Christopher D. Stephenson, CLA, Gordon Chris Teisler, P.E, Kittelson & Associates, Inc. J. Randall Minchew, Managing Shareholder, Leesburg Office, Walsh, Colucci {L DOCX / 1 2nd Referral Response letter }

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163 PROFFER STATEMENT STONEWALL CREEK BUSINESS PARK ZCPA September 3, 2015 Updated September 24, 2015 Revised March 11, 2016 Revised May 17, 2016 Revised August 10, 2016 Stonewall Creek, LLC, applicant and record owner of Loudoun County Tax Map 60, Parcel 39 (54.54 acres) (PIN # ), and Loudoun County Tax Map 61, Parcel 13 (53.54 acres) (PIN # ), collectively the Subject Property consisting of a total of approximately acres, (the above referenced record owner and applicant shall hereafter be referred to as the Applicant ), on behalf of itself and its successors in interest, hereby voluntarily proffers, pursuant to Va. Code Ann. Section and Section of the Revised 1993 Loudoun County Zoning Ordinance, (hereinafter referred to as Zoning Ordinance ), as amended, that in the event the Loudoun County Board of Supervisors approves ZCPA , then the previously approved Concept Plan and Proffers associated with ZMAP , approved by the Loudoun County Board of Supervisors on July 19, 2011 shall be superseded and replaced with, and the development of the Subject Property shall be in substantial conformance with the following proffered terms and conditions. I. LAND USE 1. CONCEPT PLAN The development of the Subject Property shall be in substantial conformance with Sheets 2, 4, 5 and 6 of 6 ( Concept Plan ) of the plan set titled Stonewall Creek Business Park Zoning Concept Plan Amendment ZCPA , Special Exception SPEX , 40, 41, 42, 43, 44 & 45 Zoning Modification , dated May 2016, and revised through May 17, 2016, prepared by Gordon and shall be in substantial conformance with the conditions set forth in this Proffer Statement. The Concept Plan shall control the layout of the Subject Property. Minor adjustments to the location of proposed features shown on the Concept Plan shall be permitted during site plan review as reasonably necessary to address grading, {L DOCX / 1 Proffer Statement revised version smooth text } Attachment 4

164 Stonewall Creek Business Park ZCPA Proffer Statement Page 2 of 15 drainage, environmental, cultural and natural features, development ordinance requirements, and other final engineering considerations, and to accommodate the recommendations of archaeological studies, if any, provided that any such minor adjustments shall be in accordance with Section of the Zoning Ordinance. 2. USES The Applicant shall develop the Subject Property with the uses that are Permitted Uses in the Planned Development Industrial Park (PD-IP) zoning district (with the exception of the Uses Not Permitted specifically listed below in this Proffer I.2.) and any approved Special Exception Uses, which, if approved, may include a water treatment plant (SPEX ), a water storage tank (SPEX ), a utility substation, transmission (SPEX ), motor vehicle service and repair, heavy (SPEX ), firearm range, archery range, indoor (SPEX ), outdoor storage, accessory, in excess of 10% of the lot area (SPEX ), and contractor service establishment, with outdoor storage in excess of 20% of the lot area (SPEX ); provided, however, that any Special Exception Use shall receive the requisite County approval prior to establishment of such use. All such permitted PD-IP uses shall be limited to a combined total, above and below ground or grade, of 2.2 million gross square feet. Uses Not Permitted. Property: The following uses shall not be permitted on the Subject Adult day care center; Post Office; Bakery, commercial; Auction house; Park; Funeral home; Health and fitness center (principal use; otherwise allowed as an accessory use); Church, synagogue, temple or mosque (principal use; otherwise allowed as an accessory use); {L DOCX / 1 Proffer Statement revised version smooth text }

165 Stonewall Creek Business Park ZCPA Proffer Statement Page 3 of 15 Recreation establishment, outdoor or indoor; Hotel/Motel; Restaurants with drive through facilities as either a principal or auxiliary use; and Automobile Service Stations as either a principal or auxiliary use. 3. PHASING OF DEVELOPMENT a. Phase 1. Phase 1 Development shall be limited to and is defined as establishment of an aggregate total of all Permitted and Special Exception PD-IP uses on the Subject Property that would, combined, generate up to 1,714 daily vehicle trips per day ( vpd ) onto Sycolin Road (Route 643) from the Sycolin Road/Energy Park Drive entrance shown on the Concept Plan (Sheet 4) based upon the Institute of Transportation Engineers (ITE) Trip Generation Manual for the approved uses, as confirmed by staff from the Department of Transportation and Capital Infrastructure, or based upon actual site entrance trip counts b. Phase 2. Phase 2 Development shall consist of and be defined as establishment of an aggregate total of all Permitted and Special Exception PD-IP uses on the Subject Property that would, combined, generate more than 1,714 vpd onto Sycolin Road (Route 643) from the Sycolin Road/Energy Park Drive entrance, based upon the ITE Trip Generation Manual for the approved uses, as confirmed by staff from the Department of Transportation and Capital Infrastructure, or based upon actual site entrance trip counts, but limited to a cumulative total of 2.2 million gross square feet on the Subject Property. Prior to the approval of the zoning permit that would result in development that would generate, in the aggregate more than 1,714 vpd onto Sycolin Road from the Sycolin Road/Energy Park Drive entrance, at least one of the following conditions shall have been met: i. Gant Lane(Route 652) shall have been paved (by the Applicant or others) from the Subject Property to Stonewater Lane and open to traffic, and legal right of access shall have been granted to or for the benefit of the Subject {L DOCX / 1 Proffer Statement revised version smooth text }

166 Stonewall Creek Business Park ZCPA Proffer Statement Page 4 of 15 Property over Stonewater Lane from Gant Lane (Route 652) to Cochran Mill Road (Route 653); or Stonewater Lane has been dedicated to Loudoun County and open to traffic for access from Gant Lane to Cochran Mill Road. ii. Cochran Mill Road (Route 653) shall have been paved and/or improved by others from Sycolin Road (Route 643) to Stonewater Lane and open to traffic. iii. Sycolin Road (Route 643) shall have been widened to a four lane facility (by others) and open to traffic from Cochran Mill Road (Route 653) to the bridge over the Dulles Greenway.. iv. An inter-parcel connection through the adjacent property (PIN # ) shall have been bonded for construction, providing the Subject Property vehicular alternate access to Sycolin Road (Route 643) via the inter-parcel connector depicted on Sheet 4 of the Concept Plan. v. A supplemental transportation impact analysis, approved by the County, shall have been prepared demonstrating that additional development beyond the Phase 1 limit (1,714 vpd) can meet the Level of Service standards for Sycolin Road (Route 643) set forth in the Countywide Transportation Plan for access via the Sycolin Road/Energy Park Drive entrance or via alternative access points to accommodate the Phase 2 development. Development in excess of the Phase 1 Development limit (1,714 vpd) shall occur only when a new traffic impact analysis approved by the County demonstrates that the additional development (up to the maximum allowable square footage) can meet the Level of Service standards set forth in the Countywide Transportation Plan. c. The connection of the on-site Category A Private Roadway through PIN # (currently Panda Stonewall LLC) to a VDOT-approved entrance onto Gant Lane (Route 652) for emergency ingress and egress only, as shown on Sheet 4 of the Concept Plan, shall be constructed and open for emergency vehicle use only prior to the approval of the first zoning permit for any Phase 2 Development. Such emergency ingress and egress entrance shall include the installation of a {L DOCX / 1 Proffer Statement revised version smooth text }

167 Stonewall Creek Business Park ZCPA Proffer Statement Page 5 of 15 knox-box or other such device acceptable to the Fire Marshal that will prevent use of the entrance by vehicles other than public safety vehicles. Such emergency ingress and egress may be removed by the Applicant, in conjunction with approval of the Department of Transportation and Capital Infrastructure, at such time as Gant Lane (Route 652) is paved by the Applicant or others as described above in Proffer 3.b.i, and vehicle access over Stonewater Lane from Gant Lane (Route 652) to Cochran Mill Road (Route 653) has been granted and constructed and open to traffic. d. Each site plan submission for the Subject Property shall include a cumulative tabulation of the proposed and previously approved square footages of uses on the Subject Property and the aggregate number of vpd generated by such uses, based upon the ITE Trip Generation Manual or actual site entrance trip counts e. In all of the foregoing instances in this Proffer 3 related to determining the vpd s generated by proposed uses, if a proposed use on the Subject Property is not listed in the ITE manual, or if it is not clear which ITE use code a proposed use would fall under and there are multiple codes it could fit under, or if the ITE Manual lists only a peak hour rate and not a daily rate, the vpd generated by such use shall be determined by a trip generation study, traffic study, or report prepared by a Traffic Engineer licensed in the State of Virginia in consultation with and approved by the Department of Transportation and Capital Infrastructure. II. TRANSPORTATION 4. ON-SITE PRIVATE TRAVELWAYS a. The Applicant shall construct all on-site travelways on the Subject Property in the locations as shown on Sheet 4 of the Concept Plan, and in accordance with the County of Loudoun s Land Subdivision and Development Ordinance ( LSDO ) and Facilities Standards Manual ( FSM ), as may be applicable, to provide onsite access for the Subject Property. With each subdivision or site plan {L DOCX / 1 Proffer Statement revised version smooth text }

168 Stonewall Creek Business Park ZCPA Proffer Statement Page 6 of 15 application for the Subject Property emergency ingress and egress easements will be dedicated to the County for emergency service vehicles and public access easements over and across the private travelways shown upon such subdivision plats or site plans and over and across the entirety of Energy Park Drive on the Subject Property, by the recordation of a deed or deeds of easement approved by the County which shall provide that the Applicant shall be responsible for the construction, repair and maintenance of said travelways and that neither the County nor the Virginia Department of Transportation ( VDOT ) shall have any such responsibility. b. During Phase 1 Development, the Applicant shall construct the on-site Category A Private Roadway providing access, via Energy Park Drive, to Sycolin Road (State Route 643) and providing access to Gant Lane (State Route 652) for emergency ingress and egress, in the locations as shown on Sheet 4 of the Concept Plan in conformance with the LSDO and the FSM. The Applicant shall acquire necessary easements and/or right of way required to connect to the Category A Private Roadway to Gant Lane (Route 652) at no public cost. The Gant Lane emergency ingress and egress entrance shall have been constructed and open for vehicular use prior to the approval of any Zoning Permit for Phase 2 Development. 5. SYCOLIN ROAD IMPROVEMENTS The Applicant shall, prior to first site plan approval, reserve for future dedication to the County as public right-of-way, sufficient land on the Subject Property along the Subject Property s frontage on Sycolin Road in order to provide for the widening of Sycolin Road up to a width of 45 feet of right-of-way as measured from the current centerline of Sycolin Road (Route 643). Said reservation shall be created and established on the Subject Property by the recordation of a deed or deeds of reservation approved by the County Attorney and recorded prior to the approval of the first site plan approval for the Subject Property. {L DOCX / 1 Proffer Statement revised version smooth text }

169 Stonewall Creek Business Park ZCPA Proffer Statement Page 7 of 15 The Applicant shall dedicate up to 45 feet in width as measured from the current centerline for Sycolin Road (Route 643) to the County, as shown on Sheet 4 of the Concept Plan, at no public cost, upon written request by the County at any time after construction plans and profiles ( CPAPs ) for the widening of Sycolin Road (Route 643) have been approved and the precise amount of right-of-way required from the Subject Property is known. In addition to the foregoing right-of-way reservation for Sycolin Road (Route 643), the Applicant shall also grant, at no public cost, at the request of the County at time of the above-referenced right-of-way dedication all related easements outside of the dedicated right-of-way, such as slope maintenance, storm drainage, temporary construction, and utility relocation easements, necessary to accommodate the said road construction and road maintenance as shown on the approved CPAPs for the Sycolin Road widening. 6. BICYCLE AND PEDESTRIAN TRAIL ALONG A PORTION OF SYCOLIN ROAD a. Prior to the first site plan approval on the Subject Property, the Applicant shall grant and convey to the County a 14-foot wide easement for a 10-foot wide shared bicycle and pedestrian trail in the area as shown on the Concept Plan on the Subject Property outside of the Sycolin Road reservation area as described in Proffer II.5. b. Concurrently with the development of Land Bay F Applicant shall construct the 10-foot wide shared bicycle and pedestrian trail along the Sycolin Road frontage within a 14-foot easement as shown on the Concept Plan, such trail to be completed and available for use prior to any bond release for any site plan for development in Land Bay F. {L DOCX / 1 Proffer Statement revised version smooth text }

170 Stonewall Creek Business Park ZCPA Proffer Statement Page 8 of 15 c. The Applicant shall make a one-time cash contribution to the County in the amount of $8,400 (Eight Thousand Four Hundred Dollars) prior to the approval of the first zoning permit on the Subject Property. This contribution shall be designated for the development of a trail connection between the trail system planned within the Philip A. Bolen Memorial Park and the W&OD Regional Park Trail or other bicycle/pedestrian facilities in the vicinity of the Subject Property. 7. REGIONAL ROAD TRANSPORTATION CONTRIBUTIONS The Applicant shall make regional road contributions payable to the County prior to the approval of each zoning permit on the Subject Property, calculated as set forth below, based upon the anticipated daily vehicle trips associated with the uses proposed in such zoning permit, in accordance with the ITE Trip Generation Manual as confirmed by staff from the Department of Transportation and Capital Infrastructure. These foregoing contributions shall be used for road or transportation improvements to any portion of Sycolin Road (Route 643), Cochran Mill Road (Route 653), or Crosstrail Boulevard. The amount of each of the foregoing regional road contributions shall be calculated as follows: $ per anticipated daily vpd per 1,000 square feet of the proposed use (provided that 1000 square feet shall be the unit of measure in the event the ITE Trip Generation Manual uses a different unit of measure.) Example: Suppose the ITE Trip Generation Manual listed Motor Vehicle Service and Repair as 45 daily trips per 1000 sq. ft. of the use. If a zoning permit is requested for a 5000 sq. ft. Motor Vehicle Service and Repair center, the calculation would be = 5 x 45 vpd = 225 x $ = $53, regional road contribution. If a proposed use on the property is not listed in the ITE manual, or if it is not clear which ITE use code a proposed use would fall under and there are multiple codes it could fit under, or if the ITE Manual lists only a peak hour rate and not a daily rate, the vpd generated by such use for purposes of calculating the required regional road contribution shall be {L DOCX / 1 Proffer Statement revised version smooth text }

171 Stonewall Creek Business Park ZCPA Proffer Statement Page 9 of 15 determined by a Traffic Engineer licensed in the State of Virginia in consultation with and the approval of the Department of Transportation and Capital Infrastructure. III. ENVIRONMENTAL 8. LOW IMPACT DEVELOPMENT (LID) The Applicant shall provide a minimum of one (1) Low-Impact Development (LID) Best Management Practice to treat stormwater from the Property. Such LID practice may include, but shall not be limited to, water quality swales, bioretention facilities/rain gardens, sheet flow to vegetated buffers, or any alternative LID practice proposed by the Applicant and deemed to be acceptable to the Department of Building and Development. The location of the LID practice shall be shown on the first site plan or CPAPs, whichever is first in time, for the Subject Property. 9. LANDSCAPING AND OTHER PLANTINGS All landscaping and plantings shall be native plant species and shall be determined during each site plan review prior to site plan approval. Where Tree Conservation Areas are within the required landscape buffers, existing trees and vegetation shall be used and will be coordinated with the County Urban Forester. 10. TREE CONSERVATION AREAS Within the areas identified on the Concept Plan as Tree Conservation Areas (TCA), the Applicant shall preserve healthy trees provided, however, trees may be removed to the extent necessary for the construction/installation of stormwater management facilities, roadways that are required per these Proffers and/or shown on approved CPAPs or site plan(s) as lying within such TCA, and for the construction of utilities necessary for development of the Subject Property. Notwithstanding the previous sentence, a minimum of eighty (80) percent of the canopy within the cumulative TCA depicted on the Concept Plan will be preserved, exclusive of stands of Virginia Pine over 25 years in age. In the event that the eighty (80) percent canopy threshold cannot be achieved within the designated TCA, such canopy deficit shall be recaptured elsewhere onsite in locations to be designated at the discretion of the {L DOCX / 1 Proffer Statement revised version smooth text }

172 Stonewall Creek Business Park ZCPA Proffer Statement Page 10 of 15 Applicant with the concurrence of the County Urban Forester. The TCA shall be delineated on each site plan and CPAPs application. The TCA shall be expanded into the areas that are not utilized for the potential Water Storage Tank and Water Treatment Facilities, which areas are identified on the Concept Plan. For the areas on the Concept Plan depicted as Hardwood Regeneration Plan Area (i) between the power transmission line easement area ( OHE ) and Land Bay G, and (ii) between the OHE and Land Bay I in the areas of early successional forest, the Applicant shall establish a desired hardwood regeneration plan prepared by a Certified Arborist, Urban Forester, or Landscape Architect. Such regeneration plan shall be submitted at the time of submission of the first site plan or CPAPs adjacent to either such land bay containing a Hardwood Regeneration Area for review and approval by the County Urban Forester. The approved regeneration plan shall be implemented concurrently with the construction of the development of the land bay adjacent to the Hardwood Regeneration Areas. If, during construction on the Subject Property, it is determined by the Applicant s certified arborist and/or the County Urban Forester that any healthy tree (6 inch or greater diameter at breast height) located within the boundaries of any of the TCA as described in this proffer has been damaged during construction and will not survive (with the exception of trees removed for the construction of stormwater management facilities, roadways that are required per these proffers and/or shown on approved CPAPs or site plan(s) and utilities necessary for the development of the Subject Property), then, prior to any subsequent bond release related to any portion of the Subject Property containing or immediately adjacent to such TCA on the Subject Property, the Applicant shall remove each such tree and replace each such tree with two (2) trees with a caliper greater than or equal to 2 native, non-invasive deciduous trees. The placement of the replacement trees shall be proximate to the area of each such damaged tree so removed, or in another area on the Subject Property as determined by the County Urban Forester. {L DOCX / 1 Proffer Statement revised version smooth text }

173 Stonewall Creek Business Park ZCPA Proffer Statement Page 11 of 15 The documents establishing the owners association, as provided for in Proffer IV.15, shall include a provision that prohibits removal of trees in the TCA, as shown on any CPAPs, or site plan after construction has been completed by the Applicant, without specific permission of the County Urban Forester, except as necessary to accommodate forest management techniques performed by or recommended by a professional forester or certified arborist, that protect or enhance the viability of the canopy. Such techniques may include, without limitation, pruning and the removal of vines, invasive species, trees uprooted or damaged by extreme weather conditions, and trees or limbs that are diseased, insect-infested, dead, or are considered a hazard to life or property. The owners association documents shall clearly state that such provisions prohibiting tree removal shall not be amended by the Applicant or the owners association without written approval from the County. The site plan for each portion of the Subject Property containing a TCA shall contain a note stating that the removal of trees within a TCA is prohibited except in accordance with the Declaration of Covenants. 11. WETLANDS MITIGATION In the event the U.S. Army Corps of Engineers ( USACE ), the Virginia Department of Environmental Quality ( DEQ ) or the Virginia Marine Resources Commission ( VMRC ), determine, in conjunction with first site plan review or CPAP review on the Subject Property, whichever is first in time, that any jurisdictional wetland areas are affected by the proposed development which require mitigation, then prior to the commencement of any land disturbing activities in wetlands areas, all necessary state and federal wetlands permits shall be obtained and copies of these permits shall be submitted to the Loudoun County Department of Building and Development. In the event that stream or wetland mitigation is required in conjunction with the issuance of the aforesaid permits, the Applicant, although not legally obligated by this Proffer or otherwise to utilize or consider available Loudoun County mitigation sites, {L DOCX / 1 Proffer Statement revised version smooth text }

174 Stonewall Creek Business Park ZCPA Proffer Statement Page 12 of 15 has nevertheless indicated, subject to the approval of USACE, DEQ, and VMRC, its willingness to give some consideration to utilizing available Loudoun County mitigation sites with equal or less costs than that of other available mitigation sites within the Potomac River Watershed. The Applicant, if requested by the Zoning Administrator, has agreed to advise the Zoning Administrator as to the general results of its evaluation of mitigation sites and what it has learned with respect to the costs of mitigating in Loudoun County as compared to the costs of mitigating at the site selected by the Applicant if located outside of Loudoun County. 12. LIGHTING All exterior lighting shall be designed and constructed with full cutoff and fully shielded fixtures that direct light downward and into the interior of the property and away from adjacent roads and adjacent properties in full conformance with Zoning Ordinance and FSM requirements. IV. FIRE, RESCUE AND EMERGENCY SERVICES 13. ONE-TIME CONTRIBUTION The Applicant shall make a one-time contribution prior to approval of each zoning permit on the Subject Property in the amount of Ten Cents ($0.10) per gross square foot of building area approved and permitted with each such zoning permit which shall be payable to the County for distribution by the County to the volunteer fire and rescue companies providing service to the Subject Property. The amount of the contribution shall be adjusted on a yearly basis from the base year of 1988 and change effective each January 1 thereafter, in accordance with changes to the Consumer Price Index, for all urban consumers (CPI-U), =100 (not seasonally adjusted), as published by the Bureau of Labor Statistics, U.S. Department of Labor, for the Washington-Baltimore, MD-VA-DC-WV Consolidated Metropolitan Statistical Area (the CPI ). Contributions pursuant to this paragraph shall be divided equally between the fire and rescue companies providing service to the Subject Property. Notwithstanding the foregoing, if at the time of the application {L DOCX / 1 Proffer Statement revised version smooth text }

175 Stonewall Creek Business Park ZCPA Proffer Statement Page 13 of 15 for a zoning permit, the primary servicing fire and rescue companies do not utilize, to any significant extent, either volunteer staff or apparatus owned by a volunteer organization, then the Applicant may elect to make no contribution. The intent of this provision is to support volunteer fire and rescue staffing and operations so long as any significant element of the primary provider of fire and rescue services to the Subject Property is volunteer owned or operated. If only one of these services has ceased to utilize significant volunteer staff and apparatus, then the contribution may be halved and shall be provided to the remaining company. V. PUBLIC UTILITIES 14. WATER AND SEWER The Subject Property will be served by public central water supply and public central sanitary sewer systems. The Applicant shall construct and install all water and sewer extensions to the Subject Property and shall provide all connections necessary for development of the Subject Property at no cost to the County or to the Loudoun County Sanitation Authority ( Loudoun Water ) and in accordance with Loudoun Water standards. The Applicant shall acquire any offsite easements, if needed, to extend public water and/or sanitary sewer lines to the Subject Property and shall dedicate such easements to Loudoun Water at no cost to the County or to Loudoun Water. The Applicant shall make a good faith effort to acquire the necessary off-site easements for water and sewer extensions to the Subject Property. The Applicant shall advise Loudoun Water and/or the County of such acquisition efforts and shall, to the best of its ability, attempt to acquire such off-site easements without the need for eminent domain proceedings. If, despite such good faith efforts, the necessary off-site easements for water and sewer extensions to the Subject Property described in this Proffer V.14 cannot be acquired at a good faith reasonable price and are not otherwise provided to the Applicant, Loudoun Water or the County, the Applicant shall request that Loudoun Water acquire such easements by appropriate eminent domain proceedings, with all costs associated with the eminent domain proceedings {L DOCX / 1 Proffer Statement revised version smooth text }

176 Stonewall Creek Business Park ZCPA Proffer Statement Page 14 of 15 to be borne by the Applicant, including, but not limited to, land acquisition costs and appraisal fees. The initiation of such eminent domain proceedings is solely at the discretion of Loudoun Water. VI. OWNERS ASSOCIATION 15. OWNERS ASSOCIATION Prior to approval of the first site plan on the Subject Property, the Applicant shall establish an owners association for the Subject Property which shall be responsible for the maintenance of, and where applicable replacement of, but not limited to, common areas, private streets (including snow removal), street lighting, open space areas, Tree Conservation areas, stormwater management and storm drainage easements and facilities to the extent not maintained by the County. VII. CONTRIBUTION ADJUSTMENT 16. CONTRIBUTION ADJUSTMENT Except for the fire and rescue contributions which are subject to a separate annual adjustment provision as specified in Proffer IV. 13; and unless otherwise specified, all other monetary contributions required or permitted in this Proffer Statement shall be adjusted on a yearly basis from the base year of 2016, and change effective each January 1, thereafter, in accordance with changes in the CPI. The undersigned hereby warrant that all of the owners with any legal interest in the Subject Property have signed this Proffer Statement, that no signature from any additional party is necessary for these Proffers to be binding and enforceable in accordance with their terms, that they, together with the others signing this document, have full authority to bind the Subject Property to these conditions, and that this Proffer Statement is entered into voluntarily. [SIGNATURE PAGE FOLLOWS THIS PAGE] {L DOCX / 1 Proffer Statement revised version smooth text }

177 Stonewall Creek Business Park ZCPA Proffer Statement Page 15 of 15 STONEWALL CREEK, LLC BY: NAME: John A. Andrews, II TITLE: Managing Member COMMONWEALTH OF VIRGINIA COUNTY OF LOUDOUN: to-wit: The foregoing instrument was acknowledged before me, this day of, 2016, by John A. Andrews, II, as Managing Member of Stonewall Creek, LLC. My Commission Expires: My Notary Registration Number: Notary Public {L DOCX / 1 Proffer Statement revised version smooth text }

178 GRAPHICAL SCALE: 1" = 5' TREE CONSERVATION EXHIBIT STONEWALL CREEK BUSINESS PARK MAY 17, Daly Drive Chantilly, VA Phone: Attachment 5

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