Howard/Stein-Hudson Associates, Inc. CREATIVE SOLUTIONS EFFECTIVE PARTNERING. From: Ted Brovitz and Study Team HSH Project No.:

Howard/Stein-Hudson Associates, Inc. CREATIVE SOLUTIONS EFFECTIVE PARTNERING MEMORANDUM To: Andre Garron, Community Development Director; Londonderry Planning Board Date: 3/28/2012 From: Ted Brovitz and Study Team HSH Project No.: 2011204.00 Subject: Technical Memorandum: Preliminary Completeness Review: Woodmont Commons Planned Unit Development Application Attached is a preliminary technical memorandum and summary table reporting preliminary findings of the study team on the Woodmont Commons PUD application. As we discussed, I will be at the Planning Board meeting tomorrow night to discuss this material. We appreciate working with you, Town officials and the Planning Board to understand and respond to the proposal. I look forward to our meeting tomorrow. 38 Chauncy Street, 9 th Floor Boston, Massachusetts 02111 617.482.7080 www.hshassoc.com Page 1

Technical Memorandum Review Team Preliminary Evaluation of Completeness by PUD Criteria and Requirements Review Team Preliminary Observations and Recommendations The Review Team s Process and Responsibility This memorandum reflects the coordinated efforts of the review team, consisting of Howard/Stein- Hudson Associates (the lead), ICON Architecture, and RKG Associates. Our initial task is to assist the Town of Londonderry staff and the Planning Board in reviewing the Woodmont Commons PUD Master Plan application for material and informational completeness as it relates to the technical and informational requirements of the PUD Ordinance under Section 2.8 of the Town s Zoning Ordinance. Attached to this memo is a Preliminary Completeness Review Table which summarizes the review team s evaluation of the PUD Master Plan application under each subsection of the PUD Ordinance. Where applicable, we have provided commentary in areas where the October 14, 2011 submission provides, in our opinion: sufficient information, insufficient information or not provided, internally conflicting or contradictory information, and/or statements that appear to conflict with aspects of the PUD Ordinance itself. General Observations Project The Woodmont Commons PUD Master Plan, dated and submitted on October 14, 2011, is organized in accordance with the Town of Londonderry s Planned Unit Development (PUD) Ordinance, Section 2.8 of the Town s Zoning Ordinance. In its format, it follows, item by item, Section 2.8.9 of the Ordinance, the Submission Requirements for a PUD Master Plan. The owners of the Woodmont Commons PUD are identified on page 4 of the Master Plan as follows: Pillsbury Realty Development, Inc. HYRAX Derry Partners, LLC Demoulas Super Markets Robert D. and Stephen R. Lievens Organization of Submitted Materials The PUD Master Plan includes a Table of Contents with the following major headers: Owners 2.8.9.1.2 Narrative and Statement of Purpose 2.8.8.1 Conformance with the goals and objectives of Londonderry s PUD Ordinance (Including 2.8.8.2.1 through 2.8.8.2.14) 2.8.9.2 Required Information (Including 2.8.9.2.1 through 2.8.9.2.23) Relationship with Other Regulations (Page 43) Waivers (page 42) General Provisions (page 42 and 43) Accessory Apartments (page 43) 1 Howard/Stein-Hudson Associates, Inc.

Technical Memorandum Review Team Preliminary Evaluation of Completeness by PUD Criteria and Requirement Small PUD Hotel and B&B Facilities (page 43) Lot Boundaries/Monuments (page 44) Residential Unit Limitation (page 44) Revenue Positive (page 44) As-Built Plans (page 45) Lighting (page 45) Building Height Limitations (page 46) Office Buildings (page 46) Nature of Master Plan & Allowable Changes (page 46) Residential Uses to Remain (page 47) Allowable Uses (page 47) Noise (page 50) Wireless Communications (page 51) Off-Site Traffic Considerations (page 51) Parking/Loading (page 53-59) Parking Design Standards (page 59-64) Transportation Demand Management (page 64) Definitions (page 66-74) Also included in the Master Plan is the Woodmont Commons Street Specification and Palette (we assume is intended to be Appendix A) and Appendix B Woodmont Commons Master Plan Concept. Appendix B includes a series of sheets labeled TND 1 through TND 15. Type and Scale of the Project The proposed Woodmont Commons PUD Master Plan is one of the largest development projects ever proposed in Londonderry, and the first to be reviewed under the PUD Ordinance which was adopted on January 4, 2010. The Overall Concept Plan (TND 1) of the Woodmont Common Master Plan indicates that the project contains about 625 acres with 1,300 dwelling units of mixed types, up to 700,000 square feet of office building space, up to 300 beds or 250,000 square feet of medical space, up to 3 hotels with 100 to 400-guest rooms (totaling up to 550 guest rooms), and up to 832,500 square feet of retail space. The PUD Master Plan application suggests that this mix of uses will result in several neighborhood centers and elements that are horizontally and vertically integrated where possible. As the first test of the PUD ordinance, there needs to be a careful balance between flexible standards that result in good Traditional Neighborhood Development (such as compact, walkable, mixed use areas) and opening the door to large scale development that doesn t end up meeting the PUD Ordinance intent and objectives. of Exit 4A off Interstate 93 Relative to the Review Team s discussions with public officials and evaluation of public materials, the applicant s projection of 4A s construction starting in 2014 seems unlikely. Although a draft EIS has been issued, there are still wetland delineations underway which are significant (as well as public comments that will need to be addressed). A final EIS is still a work in progress. Federal funding for the I-93 widening has been identified; however, no specific funds have been identified for the 4A project. The New Hampshire DOT Transportation Improvement Program (TIP) includes funding for design in 2012 but no construction funding. Assuming a ROD was issued tomorrow, there would likely be an estimated 2 years of 4A design work followed by another 2 years of construction time. 2 Howard/Stein-Hudson Associates, Inc.

Technical Memorandum Review Team Preliminary Evaluation of Completeness by PUD Criteria and Requirements Integration of the Proposed PUD Segments A basic question regarding the Woodmont Commons PUD Master Plan is, given the size of the property and the separation of the east and west segments by I-93, whether this project should be viewed as a single PUD. Per 2.8.5.2, the Planning Board may determine whether portions of a tract separated by a roadway (among other things) cannot function effectively as a PUD. The Planning Board will need to consider the continuity, visual and physical relationship between the different segments of the proposed PUD. Preliminary Observations and Recommendations Based on our preliminary review of technical and informational criteria provided in Section 2.8 of the Planned Unit Development Ordinance, the Woodmont Commons PUD Master Plan as submitted is incomplete. In addition to the attached Preliminary Completeness Review Table, recommendations are provided below: 1. Re-Organize the PUD Application and Supporting Materials. The PUD Master Plan application is poorly organized and difficult to interpret in several areas. In particular, the appendices and series of statements made on pages 43 through 74 should be integrated into the submittal requirements and criteria. Table of Contents does not specifically list Appendix A or Appendix B. We have assumed that Woodmont Commons Streets Specifications and Palette is Appendix A which includes a detailed series of alternative design standards for the project. The elements of Appendix B are not specifically identified in the Table of Contents but appear to include the following: TND 1 - Overall Concept TND 2 Level 1 Land Use Details TND 3 Level 2 Land Use Details TND 4 Use Matrix TND 5 Topography & Wetlands TND 6 - Parking TND 7 Approximate Phasing Concept TND 8 Areas of Off-Site Transportation Consideration TND 9 Existing Traffic Volumes (part 1) TND 10 - Existing Traffic Volumes (part 2) TND 11 USDA Soil Mapping TND 12 Use Zone Descriptions TND 13 (? Not labeled) Projected Mixed Use Development West of Interstate 93 Traffic Volumes TND 14 - Projected Mixed Use Development East of Interstate 93 Traffic Volumes (? 2 of 2 but only 1 page provided) TND 15 Trip Distributions Several of these elements are pertinent to the informational and material requirements but are not sited under the specific criteria. We suggest that these elements would be more meaningful if they were integrated into the informational and material requirements under the relevant criteria. The series of statements in the application starting on page 43 with Relationship with Other Regulations and ending on page 74 with Definitions are identified in the Table of Contents but are assigned to specific informational or materials criteria, yet several are relevant. They cover the following: 3 Howard/Stein-Hudson Associates, Inc.

Technical Memorandum Review Team Preliminary Evaluation of Completeness by PUD Criteria and Requirement Relationship with Other Regulations (Page 43) Waivers (page 42) General Provisions (page 42 and 43) Accessory Apartments (page 43) Small PUD Hotel and B&B Facilities (page 43) Lot Boundaries/Monuments (page 44) Residential Unit Limitation (page 44) Revenue Positive (page 44) As-Built Plans (page 45) Lighting (page 45) Building Height Limitations (page 46) Office Buildings (page 46) Nature of Master Plan & Allowable Changes (page 46) Residential Uses to Remain (page 47) Allowable Uses (page 47) Noise (page 50) Wireless Communications (page 51) Off-Site Traffic Considerations (page 51) Parking/Loading (page 53-59) Parking Design Standards (page 59-64) Transportation Demand Management (page 64) Definitions (page 66-74) Several of these topics (except for those underlined above) would appear to be the rudimentary elements of a zoning code for the proposed development. However they are not identified as such. We highly recommend that those elements that address the physical development of Woodmont Commons be reorganized and expanded into a form-based code that would replace the underlying zoning district zoning requirements. This new form-based code would then be included in the PUD Master Plan application as Appendix A, and specifically acknowledge its purpose to provide an alternative series of land use and development standards for the new proposed PUD district. 2. Revise the TND Concept Plans and Related Materials. The overall concept plans should be integrated and described in Section 2.8.9.1.3 (Land Use Plan). These graphics do not include a locale map, street names, street types (based on the proposed street palette), residential footprints, the types of open space, or trail locations. The legend does not clearly distinguish between different land uses and combines categories such as civic/medical. Each primary land and building use type should be identified in the legend and illustrated on the concept plan. (See recommendation 5 below). 3. Providing Supporting Analysis to Determine Impacts on Area Traffic and Circulation, Stormwater, Water and Sewer Infrastructure Capacity, and Fiscal Demand on Public Facilities and Services. The PUD application provides only minimal information pertaining to potential impacts on public infrastructure and services generated by the project. Analysis is need in terms of the incremental and overall impacts of the PUD as well as the proposed methods for addressing off-site impacts as the project develops. (See Preliminary Completeness Review Table) 4 Howard/Stein-Hudson Associates, Inc.

Technical Memorandum Review Team Preliminary Evaluation of Completeness by PUD Criteria and Requirements 4. Prepare and Submit a Detailed List of Proposed Modifications/Waivers from the Zoning Ordinance, Subdivision Regulations and Site Plan Regulations, and Other Local Regulations. The application proposes numerous additions, deletions, modifications and waivers from the existing Zoning Ordinance, Subdivision Regulations, Site Plan Regulations and other local regulations. However, no detailed list has been provided by the applicant or specific request made of the Planning Board. The applicant should provide a detailed list of all proposed additions, deletions, modifications and waivers from all current Town regulations for Planning Board consideration. 5. Prepare a Regulation Plan and Form-Based Code to serve as the Development Standards for the PUD Master Plan Regulating Plan A regulating plan is an enhanced zoning map illustrating the general location of different street types, public and civic spaces, and development envelopes throughout the PUD area. For the Woodmont Commons PUD Master Plan, the applicant should use TND 3 Woodmont Commons Master Plan Level 2 as the structure for the Regulating Plan. For each subdistrict (i.e. W-2-1, W-2-2, W-2-3, etc.) the PUD Concept Plan should clear identify the subdistrict boundaries, the primary street types (perimeter and internal), development envelopes (including general location of buildings and parking), dedicated buffers, natural/cultural attributes and constraints, and dedicated civic open spaces. The subdistrict descriptions (example below) should be organized and provide the following information: Subdistrict W-2-1: Total Area: (provided in acres) Maximum Development: o Residential (number of dwelling units and other information such as unit type, tenure and number of bedrooms). o Commercial/Retail (in gross square feet) o Commercial/Office (in gross square feet) o Mixed Uses Combined buildings with commercial (in gross square feet) and residential (number and type of dwelling units). o Medical Facilities Typical of facility, gross square footage, and number of beds. o Accommodations - Typical of facility, gross square footage, combinations with other o uses, and number of guestrooms. Community, Civic or Public Facilities and Benefits Type of facility, ownership, planned amenities or services, gross square footage. Street Types The selected street types from the Woodmont Commons Streets Specifications and Palette. Parking The number of public on-street parking, off-street parking, and the approximately amount of shared spaces. Dedicated Civic and Open Spaces Approximate acreage, type, ownership and maintenance responsibilities. Cultural, Natural or Historic Amenities to be protected in the subdistrict. Form-Base Code Form-based code provides integrated standards for: building use, form and scale; street types; and civic 5 Howard/Stein-Hudson Associates, Inc.

Technical Memorandum Review Team Preliminary Evaluation of Completeness by PUD Criteria and Requirement spaces. It focuses on creating positive relationships between private and private spaces, and provides a regulatory framework that corresponds to the principles and patterns of Traditional Neighborhood Development. An outline of the components of a form-based code appropriate and necessary for the Woodmont Commons PUD Master Plan is as follows: Section 1 - General Purpose and Description o Purpose and Intent o Regulating Plan, Base District and Subdistricts Section 2 Blocks, Street Types and Frontage Zones o Block Development Standards o Street Specifications and Palette o Private Frontage Types Section 3 Building Lot Types and Dimensional Standards o Building and Lot Types o Uses of Yards and Setbacks o Table of Site and Building Dimensional Standards Section 4 - Allowable Building and Lot Uses o Table of Allowable Uses by Subdistrict o Frontage Zones o Ground Floor Limitations (GFL) o Permitted Accessory Uses Section 5 - Development Standards for Individual Lots and Buildings o General Development and Design Principles o General Lot Development Standards o General Building Development Standards o Building Overlaps onto Public Frontages o Sustainable Design and Development Standards o General Architectural Guidelines Section 6 - Public and Private Open Spaces o Intent and Objectives o Allowed Types of Open Spaces o Open Space Requirements Section 7 - Off-Street Parking and Loading Standards o General Access and Circulation Standards o Table of Required Parking Spaces o Parking Reduction Methods o Parking Placement and Access o Parking Facility Use and Design Standards o Loading Areas Section 8 - Landscaping, Screening and Lighting Standards o Intent and Objective o Public and Private Frontage Landscaping Requirements o Parking Lot Landscaping o Lighting, Utilities and Other Services 6 Howard/Stein-Hudson Associates, Inc.

Technical Memorandum Review Team Preliminary Evaluation of Completeness by PUD Criteria and Requirements Section 9 - Signs Section 10 Administration, Amendments and Alterations to the PUD Master Plan o General Administration o PUD Amendments o Alternative Compliance o Alterations or Additions Section 11 Definitions The Review Team contends that a sufficient level of detail is necessary in the Woodmont PUD Master Plan so that Planning Board interpretation and significant deviation from the suggested forms do not become an issue during site plan or subdivision review. We looks forward to working with Town staff, the Planning Board and applicant on clarifications and additional materials needed for the PUD Master Plan submission. 7 Howard/Stein-Hudson Associates, Inc.

PRELIMINARY COMPLETENESS REVIEW OF WOODMONT COMMONS MASTER PLAN APPLICATION 2.8.1 Authority PUD Ordinance officially adopted by Town on January 4, 2010 2.8.2 Purpose Addressed under 2.8.9.1.2 2.8.2.1 PUD largely independent from current land use PUD master plan is akin to a special zoning district designation for a particular tract of land in regulations otherwise applicable to that property terms of uses, dimensions, and other development standards. There are questions as to whether the East and West Segments are integrated and physically 2.8.2.2 Comprehensive, Integrated and Detailed Plan connected; No reference is made to long range plans such as the Towns Comprehensive Plan, 2003 Design Charrette, or Small Area Plans. 2.8.3 Process 2.8.3.1 Given PUD complexity, applicant encourage to: 2.8.3.1.1 Meet with the Community Development Dept. to Discuss Ideas May have occurred in a partial or informal way 2.8.3.1.2 Conceptual discussion with Planning Board Conducted A series of "Workshop Discussions" were held with the Planning Board. Not discussed in the application 2.8.3.2 Submission of formal PUD application Completed Formal PUD Master Plan application was submitted on October 14, 2011 2.8.3.3 Planning Board Public Hearing on Completeness Current process 2.8.3.4 Planning Board Approves, Denies, or Approves with Conditions 2.8.3.5 CD Dept. Maintains PUD record of approved MP 2.8.3.6 Subsequent to PUD approval, submission of site plan and/or subdivision application. 2.8.3.7 Future development must be consistent with the approved plan 2.8.3.8 Active and substantial development or building with 4 years 2.8.3.9 Amendments all or a portion of approved PUD Several references are made to subsequent site plan approval rather than providing this information as part of the PUD application Application suggests allowed variations 2.8.4 PUD Master Plan 2.8.4.1 Flexibility in devising PUD master plan development standards subject to specific limitations 2.8.4.2 Master plan composed of all of the elements : Several statements starting on page 43 suggest alternative development standards or no standards at all. Many are unacceptable or insufficient as described below. 2.8.4.2.1 A land use plan (drawing), TND 1, 2 and 3 2.8.4.2.2 Land use list, TND 4 2.8.4.2.3 PUD application, There is not separate PUD application form issued by the Town. 2.8.4.2.4 Narrative, See Section 2.8.9.1.2 2.8.4.2.5 Architectural guidelines (if applicable), See Section 2.8.9.2.18 Preliminary Completeness Review HSH Review Team 3/28/12 Page 1

2.8.4.2.6 Any other development guidelines 2.8.4.2.7 Additions, deletions, modifications by Planning Board 2.8.4.3 Land Plan Delineating Acreage, Uses, Density, and Development Standards Particular to an Area Suggested development standards and guidelines are scattered throughout the application but there is no formal and organized development standards or regulatory structure for the PUD See commentary under Section 2.8.7.4.1 below. Actual use and density by sub-segment is not well defines and could vary significantly; dimensional standards have not been provided; no organized development standards have been provided to cover the entire PUD. 2.8.5 Basic Requirements. 2.8.5.1 Location. Yes The PUD is located on one or more parcels. 2.8.5.2 Tract size minimum100 contiguous acres Yes The PUD includes a total of approximately 625 acres. 2.8.5.2.1 PUD may include land previously developed 2.8.5.3 Ownership The PUD includes the current Market Basket shopping center. However, the layout shown on the Overall Concept (TND 1) does not appear to be consistent with the design principles of other portions of the PUD which is a traditional neighborhood development. The application identifies the owners of the PUD. It is unclear to the Review Team whether all of the parcels are owned by the identified parties and whether Pillsbury Realty Development, Inc. represents all parties in the application and all parcel owners contained in the PUD. A full list of parcel owners and a supporting assessor s map should be provided in the application. 2.8.5.4 Water and Sewer. Serviced by water (Manchester Water Works, Derry Municipal Water, or Pennichuck Water) and municipal sewer systems (and determined to be See commentary under Section 2.8.9.2.14 reasonably consistent with the Town s Sewer Facilities Master Plan 2.8.6 Permitted Uses. 2.8.6.1 Use listed in PUD column of Permitted Use Table (Section 2.2) See commentary under Section 2.8.9.1.4 2.8.6.1.1 Gateway Business District, Residential uses permitted Not applicable 2.8.6.2 Uses are permitted in the underlying zoning districts Some proposed uses do not appear to be on the Table of Uses (i.e. Hospital) UNDER Section 2.2 of the Zoning Ordinance. ; See commentary under Section 2.8.9.1.4 2.8.7 Standards of Development. 2.8.7.1 Off street parking/loading comply with the Section 3.10 2.8.7.2 Except chimney, water tower, etc. height of buildings not exceed 50 feet No The applicant has provided parking estimates under 2.8.9.2.8, the inclusion of on-street parking, and a series of alternative parking and loading standards in pages 53 through 64 of the PUD Master Plan. These constitute significant modifications and waivers from Section 3.10 from 3.10 of the Zoning Ordinance and require stipulations by the Planning Board. A specific detailed list of requested modifications and waivers should be provided by the applicant. As indicated by the applicant under Building Height Limitation on page 46 of the application. Preliminary Completeness Review HSH Review Team 3/28/12 Page 2

2.8.7.3 Overall residential density may not exceed six (6) dwelling units (including single family homes) per gross acre of tract 2.8.7.4 The PUD shall be in compliance with: 2.8.7.4.1 All standards within Zoning Ordinance, Site Plan Regulations, and Subdivision Regulations unless waived or modified as part of the master plan 2.8.7.4.2 All applicable local, state, and federal law relating to public health and safety, building construction and drainage (these standards may not be waived or modified). 2.8.7.5 All roads and structures to be set back a minimum 50 feet from all exterior PUD tract boundaries which abut residential uses except where transportation or use linkages are desired. 2.8.7.6 Any proposed covenants, restrictions, and easements must be approved by the Planning Board. 2.8.7.7 Where ownership is subject to restrictions, covenants and other agreements documents shall be recorded in the Rockingham County Registry of Deeds. See commentary under Section 2.8.9.2.5 The application proposed numerous additions, deletions, modifications and waivers from the existing Zoning Ordinance, Subdivision Regulations and Site Plan Regulations. However, no detailed list has been provided by the applicant or specific request made of the Planning Board. The applicant should provide a detailed list of all proposed additions, deletions, modifications and waivers from current Town regulations. The application suggests waivers to certain local regulations. General external connections of the PUD street network are show on the PUD Overall Concept Plan (TND 1). It is difficult to determine from the Overall Concept Plan if The setback of roads and structures are setback 50 feet from the perimeter. This would be considered in the next step in the review process. This would be considered in the next step in the review process. 2.8.8 Criteria for Review of PUD Proposals. The following criteria shall guide the Planning Board in determining appropriate land uses, densities, and other development standards for the PUD. It is emphasized that the determination of whether or not a proposal meets the intent and objectives of this ordinance 2.8.8.1 General Considerations Provided 2.8.8.1.1 Provisions of Zoning Ordinance, Site Plan Regulations, Subdivision Regulations, and other Not Provided applicable town, state, and federal law 2.8.8.1.2 Consistency with the Town Master Plan, and any Not Provided related plans or studies 2.8.8.1.3 Conformance with the intent and objectives The applicant has provided a general statement in the PUD Master Plan regarding compliance with the goals and objectives of Londonderry s PUD Ordinance. The applicant has not specifically address the review criteria 2.8.8.1.1 through 2.8.8.1.5 below regarding the intent and objectives of the PUD Ordinance. The Review Team reserves judgment of this statement until more sufficient information has been provided regarding whether or not the application meets PUD Ordinance intent and objectives. No statement made in application. No statement made in application. to be considered complete. The application addresses these criteria in statements provided in 2.8.8.2.1 through 2.8.8.2.14 below. 2.8.8.1.4 Infrastructure capacity and the effect of the PUD upon public services and public safety. Not Provided No statement made in application. to be considered complete. 2.8.8.1.5 Prospective fiscal impact upon the Town Not Provided No statement made in application. to be considered complete. 2.8.8.2 Specific objectives. Every PUD should incorporate a number of the following elements. Preliminary Completeness Review HSH Review Team 3/28/12 Page 3

2.8.8.2.1 Inclusion of a harmonious mix of uses. 2.8.8.2.2 Provisions for quality architectural design. 2.8.8.2.3 Placement of structures on most suitable sites with consideration of topography, soils, vegetation, slope, etc. 2.8.8.2.4 Preservation of open space 2.8.8.2.5 Preservation of natural vegetation and other important natural features. 2.8.8.2.6 Preservation of important cultural resources such as stone walls and other archaeological sites. Statement provided. Supplemental information necessary in other areas of the application to determine conformance with the objective. Statement provided but supported only by a series of images rather than actual architectural guidelines that would apply to the PUD. Statement provided. Supplemental information needed to determine compliance with this objective. Supplemental information needed to determine compliance with this objective. Statement provided. Suggest open spaces and trails but unclear as to the location, type, ownership and maintenance responsibility. Statement provided regarding apple trees along Gilcrest Road and 50 foot perimeter buffer but not other green spaces on the TND-1. Supplemental information and descriptions are needed to determine compliance with this objective. Statement indicated few resources on site and that land will be offered to Town for off-site cemetery expansion. Specific locations, descriptions and preservation commitments are not provided. Further information is needed in order to determine compliance with this objective. 2.8.8.2.7 Development of active or passive recreational areas. Several green areas illustrated on the Overall Concept Plan but not specifically identified or described in terms of types, size, purpose, ownership, and maintenance responsibilities. 2.8.8.2.8 Quality landscaping. 2.8.8.2.9 Use of sidewalks, bikeways, and other multi-use paths. 2.8.8.2.10 Use of traffic mitigation, traffic calming, or Transportation Demand Management measures. 2.8.8.2.11 Significant screening of, or rear placement of, parking areas. 2.8.8.2.12 Sustainable design and construction practices 2.8.8.2.13 Other public benefits such as provision of a community center or day care center. 2.8.8.2.14 Public access to community facilities in PUD. 2.8.9 Submittal Requirements Statement suggests that private landscaping is not necessary for much of the PUD and provides no specific standards or comments to landscaping standards where needed. Supplemental information is needed to determine compliance with this objective. Statement is made but not specific and not committed to these facilities on or off site except along street corridors per the Street Design Specs and around the lake (wetlands). Supplemental information is needed to determine compliance with this objective. Statement provides no detailed information pertaining to potential overall traffic impacts or specific calming, mitigation, or TDM methods to be employment. Supplemental information is needed to determine compliance with this objective. Statement suggests large portions of the PUD will not be subject to landscaping or screening. Detailed standards are needed by lot type indicating parking placement and applicable screening. Supplemental information is needed to determine compliance with this objective. The statement suggests that the TND form itself is a sustainable design but not specific sustainable construction practices are identified or committed to in the PUD. Supplemental information is needed to determine compliance with this objective. The statement suggests that these public facilities are allowed in the PUD and that the applicant is offering land off site for a Town cemetery but no specific commitment is made to providing public benefits on site. Supplemental information is needed to determine compliance with this objective. Statement indicates that municipally owned and operated facilities within the PUD will be accessible to the public but has not indicated what and where these may be located, or other community facilities that are not open to the public. Supplemental information is needed to determine compliance with this objective. Preliminary Completeness Review HSH Review Team 3/28/12 Page 4

2.8.9.1 Materials 2.8.9.1.1 Completed PUD application Provided The PUD Master Plan constitutes the application. 2.8.9.1.2 PUD narrative, statement of purpose, and how it meets the goals Provided The statement suggests using images to serve as required development standards under 2.8.10.2. The Review Team reserves judgment on the narrative until the application is complete. 2.8.9.1.3 Proposed land plan Application does not provide a specific response to this criterion but provides a series of PUD Concept Plans Appendix B on TND-1, TND-2, TND-3, TND-7, and TND-12. These Concept Plans and materials should be integrated and described under this criterion. 2.8.9.1.4 Proposed land use list Application does not provide a specific response to this criterion but provides a series of PUD Concept Plans Appendix B on TND-4 and TND-12. This Use Matrix and Use Zones Descriptions should be integrated and described under this criterion. 2.8.9.1.5 Completed abutters list Not Provided The complete and up-to-date abutters list as well as a related parcel map should be provided under this criterion. 2.8.9.1.6 PUD application fee Complete The application fee has been paid to the Town. 2.8.9.2 Information : 2.8.9.2.1 Underlying zoning classification and zoning classification of all adjoining lots. 2.8.9.2.2 Topographic and related natural and cultural resource information 2.8.9.2.3 Total acreage and rough delineation of each land use area with approximate acreage 2.8.9.2.4 Uses for each land use area 2.8.9.2.5 Total number of dwelling units and overall residential density 2.8.9.2.6 General estimates of location, size, use(s) for each structure A general underlying zoning map is provided with a reference to TND-2 (Level 1 Land Use Details). This is insufficient as it does not provide zoning classifications for all adjoining lots. General topographic, wetland and soil information is depicted on TND 5 and 11 but does not cover or describe all attributes identified in this requirement and not overlaid on PUD Concept Plan to demonstrate relationship with proposed development. information to meet this requirement. The total acreage is clearly delineated overall and by subdistrict but the allocation of land uses varies significantly based on the applicant s uncertainty as to the exact location of different uses. This is insufficient as the potential impacts of the placement of certain uses can vary greatly. More specific determination of uses by district is needed. TND 3 (Master Plan Level 2) and TND 4 (Use Matrix) should be integrated and described under this requirement. Commentary above under 2.8.9.1.3 applies to this requirement as well. The applicant states that the overall plan includes 1,300 d.u. on approximately 625 acres resulting in a residential density of 2.1 d.u./acre. Accessory apartments (as described on page 43) are not factored into the d.u. count. Information is needed on total number of all dwelling unit types by subdistrict in order to accurately determine residential density. The applicant's statement is vague. TND 1 Use Categories combined uses that may be very different and are not consistent with the breakdown of uses, number of dwelling units, and nonresidential square footage in TND 2 and 3. More detailed breakdown of land use categories; consistency between TND 1, 2, and 3; and general estimates of uses and size by structure is needed to meet this requirement. Preliminary Completeness Review HSH Review Team 3/28/12 Page 5

2.8.9.2.7 General estimates of location, width, and materials of all streets, drives, sidewalks, and paths Statement indicates the general application of proposed W.C. Street Design Specifications and Palette and proposed exemption of all functional requirements and surface treatments required by the Town. These statements are insufficient. A commitment to the proposed Street Specifications; proposed waivers and modifications of specific Town roadway design and construction standards; and the general location of all proposed types of streets, drives, sidewalks and paths must be shown on the PUD Overall Concept Plan. 2.8.9.2.8 General estimates of location and number of spaces for each parking area 2.8.9.2.9 Traffic impact, including preliminary estimates of trip generation, trip distribution, and potential areas of offsite transportation improvements The applicant indicates that TND 6 (Master Plan Parking) depicts approximately 1,500 striped onstreet spaces and another 3,500 of street per level parking spaces in the West segment (400 acres). The East segment (225 acres) includes 1,600 striped on-street spaces and another 2,600 per level off-street parking spaces. The number of on-street and off-street parking spaces by subdistrict, parking ratios by building and land use employed in determining the number of spaces, and the specific modifications and waivers requested by the Town under Section 3.10 of the Zoning Ordinance and other applicable bylaws should be provided by the application. The applicant has made reference to a graphic depiction in TND 8 of area roads and intersection that may be effected and 2011 existing peak hour volumes in TND 9 and 10. It suggested a 50% internal traffic capture rate over time from the PUD. The information provided is incomplete and a traffic analysis is needed as described under this requirement. 2.8.9.2.10 Proposed open space areas The applicant states that a variety of open spaces will be provided and makes reference to TND 1. The applicant also states that green and open space requirements shall be considered for the entirety of the project, not individual parcels. However, no specific descriptions or requirements for different types of open space areas have been provided. 2.8.9.2.11 Natural and cultural resources proposed to be preserved The applicant refers to TND 1 and states that some open space areas may be considered as natural resources and buffers. However, it does not specifically identify and make a commitment to preserving open spaces. 2.8.9.2.12 Buffers, if appropriate, to adjoining property 2.8.9.2.13 Sketch/plan of proposed landscaping The applicant states that in certain areas, such as along Gilcrest Road, some apple trees will be used as a vegetative buffer and that elsewhere at least a 50 foot buffer from adjacent residential properties will be provided. However under Section 2.8.8.2.5 the applicant indicates that a 50 foot buffer will be provided on the perimeter of the overall site. There is no specific identification where on Gilcrest Road apple trees will be used for buffer and TND 1 does not clearly illustrate a perimeter buffer for the entire PUD. Also see Review Team commentary under Section 2.8.8.2.5. The applicant identified three (3) governing principles for landscaping in the PUD project. No Sketch/Plan is provided for proposed landscaping as required under this section. The Review Team reserves judgment on the merits of the governing principles but they should probably be incorporated into a comprehensive series of development standards for the PUD. Also see Review Team commentary on Section 2.8.8.2.8 and.11 above. Preliminary Completeness Review HSH Review Team 3/28/12 Page 6

2.8.9.2.14 Brief explanation or sketch of proposed water and sewer/septic systems 2.8.9.2.15 Brief explanation or sketch of stormwater management plan We suggest that the narrative include anticipated water usage and how the development s water system is fed. This should include a description of the water supplier s ability to service the project. The narrative should include anticipated sewer generation and the capacity of the municipal sewer infrastructure. Basic information is provided but no sketch and insufficient description of drainage patterns on the site. The statement also suggests waivers from local requirements such as underground retention. 2.8.9.2.16 Brief explanation or sketch of other utilities The Master Plan should provide additional information on utilities particularly the off-site improvements required to provide electricity, gas and telecommunications to the development. 2.8.9.2.17 Brief explanation or sketch of proposed firefighting strategy 2.8.9.2.18 Architectural standards or guidelines or brief explanation/sketch of architectural treatment There is no information provided indicating if sufficient water supply for the developments fire protection needs is available; or future land reserved for police, fire or other emergency services. The response to this section is fairly minimal but not entirely unacceptable. The images suggested under this section to serve as guidelines provide a variety of architecture styles, and we agree that a particular style would be inappropriate. However, the architectural guideline outline provided by the applicant should include detailed provisions that address key design characteristics of TND and should be incorporated into a comprehensive series of development standards. 2.8.9.2.19 A Signage Plan Provided A comprehensive sign plan has been prepared and submitted by the applicant. The applicant should also identify specific waivers and modifications requested from the underlying zoning districts as specified in Section 3.11 of the Londonderry Zoning Ordinance. 2.8.9.2.20 Time schedule for completion, phasing schedule, plans for bonding if applicable, and plan to ensure that the amenities will be completed as proposed 2.8.9.2.21 Covenants, restrictions and easements, how they will be monitored and enforced 2.8.9.2.22 Ownership arrangement of each section of the PUD 2.8.9.2.23 Articles of incorporation and bylaws of corporation and/or association formed Provided Not Provided The applicant needs to provide a clearer understanding of development phasing for each subdistrict in the plan. While market forces will influence when uses will be developed, a clearer understanding of when each component will come on-line is needed. While annual absorption estimates may be uncertain, providing buildout projections in five-year increments should be considered. The proposed protective covenant should undergo legal review by legal council. The Review Team is unclear if the Pillsbury Realty Development, LLC (as identified in the proposed covenants) actually represents all properties contained within the PUD. No specific ownership arrangement has been submitted for each section of the proposed PUD. Subsequent ownership documentation provided by the applicant should undergo legal review by legal council. No articles of incorporation or corporate bylaws have been provided although the applicant indicates that the Articles of Formation for Pillsbury Realty Development, LLC are attached. (We have found no such attachment). The proposed articles of incorporation should undergo review by legal council. The Review Team is unclear if the Pillsbury Realty Development, LLC actually represents all properties contained within the PUD. Preliminary Completeness Review HSH Review Team 3/28/12 Page 7

2.8.9.2.24 Miscellaneous Studies and Documents - Additional information, studies and documents relative to the design, operation, or maintenance of the proposed project Not Provided 2.8.9.2.25 Other information deem reasonably necessary Not Provided Supplemental Information and Material in the Application: The applicant has not responded to this Section or offered any additional information, studies or documentation. The Review Team has recommended a series of additional studies and documentation. The applicant has not responded to this Section or offered any additional information. The Review Team has recommended several areas where additional information should be considered by the Planning Board. Relationship with Other Regulations (Page 43) Waivers (page 42) General Provisions (page 42 and 43) Accessory Apartments (page 43) Small PUD Hotel and B&B Facilities (page 43) Lot Boundaries/Monuments (page 44) Residential Unit Limitation (page 44) Revenue Positive (page 44) The applicant states that the PUD will be exempt from existing land use regulations including zoning, subdivision and site plan; in instances where of conflict; and that the project will be exempt from impact fees. This statement is entirely unacceptable statement and should be stricken from the application. As stated under several criteria above, the Review Team firmly believes that the PUD Master Plan must include a comprehensive regulatory framework (such as a form-based code) and a detailed list of proposed alterations, modifications and waivers from current land use regulations for consideration by the Planning Board. This statement allows the Planning Board to grant waivers from the Master Plan, Site Plan Regulations and Subdivision Regulations under certain circumstances. This statement should be removed from the application. This statement suggests that the PUD is not subject to dimensional standards such as lot size, frontage, lot coverage, and setbacks It also states that local excavation standards and floodplain development ordinance shall not apply. Only state and federal regulations shall apply. This is an entirely unacceptable statement and should be stricken from the application. Dimensional standards are critical to ensure that the PUD development form takes shape as illustrated in the Overall Concept Plan and as described in the narrative and goals of the project. They should be incorporated into the regulatory framework for the entire project. The statement indicates that accessory apartments shall be allowed throughout the PUD and shall not count toward the maximum dwelling unit limitations. This brings into questions the total residential dwelling unit estimates and the whether the maximum residential density requirement has been meet. It also should be considered in determining impacts (and fees) with regard to traffic, infrastructure and municipal services. This statement needs to be clarified and integrated into the submittal requirements where appropriate. The statement constitutes a proposed use performance standard and needs to be integrated into the Proposed Land Use List under Section 2.8.9.1.4. The statement appears to be a proposed waiver from subdivision requirements and should be requested as a waiver from the Planning Board. However, private property lot boundaries and proposed public roadway and lot monumentation may be critical. This statement indicated that the PUD will not be subject to annual residential growth limits as along as the project is revenue positive. This statement is unacceptable statement and should be stricken from the application. This statement and formula are inadequate and do not constitute an alternative to impact fees. The statement should be stricken from the application. Preliminary Completeness Review HSH Review Team 3/28/12 Page 8

As-Built Plans (page 45) Lighting (page 45) Building Height Limitations (page 46) Office Buildings (page 46) Nature of Master Plan & Allowable Changes (page 46) Residential Uses to Remain (page 47) Allowable Uses (page 47) Noise (page 50) Wireless Communications (page 51) Off-Site Traffic Considerations (page 51) Parking/Loading (page 53-59) Parking Design Standards (page 59-64) Transportation Demand Management (page 64) Definitions (page 66-74) Appendix A WC Street Specification and Palette Subject to Site Plan Regulations. This statement should be integrated into an overall regulatory framework of development standards for consideration by the Planning Board. This statement should be integrated into an overall regulatory framework of development standards for consideration by the Planning Board. This statement constitutes a proposed use performance standard and should be integrated into an overall regulatory framework of development standards for Planning Board consideration. This statement constitutes a proposed PUD alteration and amendment process and should be integrated into an overall regulatory framework of development standards for Planning Board consideration. This statement constitutes a proposed PUD alteration and amendment process and should be integrated into an overall regulatory framework of development standards for Planning Board consideration. The statement constitutes a list of proposed PUD uses and should be integrated into the Proposed Land Use List under Section 2.8.9.1.4. All proposed uses in the PUD should be integrated into an overall regulatory framework of development standards for Planning Board consideration. This statement should be integrated into an overall regulatory framework of development standards for consideration by the Planning Board. This statement constitutes a proposed use performance standard and should be integrated into an overall regulatory framework of development standards for Planning Board consideration. This statement should be integrated into Section 2.8.9.2.9 (Traffic Impacts) This statement constitutes alternative parking and loading standards to those required under Section 3.10 of the Zoning Ordinance and should be integrated into an overall regulatory framework of development standards for Planning Board consideration. This statement constitutes alternative parking and loading standards to those required under Section 3.10 of the Zoning Ordinance and should be integrated into an overall regulatory framework of development standards for Planning Board consideration. This statement should be integrated into Section 2.8.8.2.10 of the application. This statement constitutes alternative definitions to those listed in Section 4.7 of the Zoning Ordinance and should be integrated into an overall regulatory framework of development standards for Planning Board consideration. These proposed street design standards constitutes alternatives to Appendix A Roadway Classifications in the Zoning Ordinance, Typical Details for Site and Roadway Infrastructure, Section 3 of the Site Plan Regulations, and 3.09 of the Subdivision Regulations. They should be integrated into an overall regulatory framework of development standards for Planning Board consideration. Preliminary Completeness Review HSH Review Team 3/28/12 Page 9

Appendix B Woodmont Commons Master Plan Concept TND 1 - Overall Concept TND 2 Level 1 Land Use Details TND 3 Level 2 Land Use Details The Overall Concept should be integrated and described in Section 2.8.9.1.3 (Land Use Plan). The graphic does not include a locale map, street names, street types (based on the proposed street palette), residential footprints, the types of open space, or trail locations. The legend does not clearly distinguish between different land uses and combines categories such as civic/medical. Each primary land and building use type should be identified in the legend and illustrated on the concept plan. See commentary under TND 1 above. See commentary under TND 1 above. The East Segment includes a very large amount of various types of development. It should be broken down into subdistrict based on realistic development phases. TND 4 Use Matrix This matrix should be integrated into Section 2.8.9.1.4 TND 5 Topography & Wetlands TND 6 - Parking TND 7 Approximate Phasing Concept TND 8 Areas of Off-Site Transportation Consideration TND 9 Existing Traffic Volumes (part 1) TND 10 - Existing Traffic Volumes (part 2) TND 11 USDA Soil Mapping TND 12 Use Zone Descriptions TND 13 Projected Mixed Use Development West of Interstate 93 Traffic Volumes TND 14 - Projected Mixed Use Development East of Interstate 93 Traffic Volumes This graphic should be integrated into 2.8.9.2.2 and 2.8.8.2.3, described, and overlaid onto TND 1 the Overall Concept Plan. The graphic should be integrated and described in Section 2.8.9.2.8 (Parking Location and Estimates). This diagram does not appear to have any relevance as to when each zone in the proposed development would be developed. Also, the proposed site layout and buildings represented in the first phase of development on TND 7 do not match those provided in the Overall Master Plan (TND 1), Master Plan Level 1 (TND 2), and Master Plan Level 2 (TND 3). This diagram needs to be revised for clarity, and integrated into Section 2.8.9.2.20. This diagram should be incorporated and fully described under Section 2.8.9.2.9 (Traffic Impacts) of the PUD application. Additional intersections and roadways should also be incorporated into the analysis as described in the Review Team Commentary under 2.8.9.2.9. Interior PUD streets that intersect with existing external roads should also be considered in the traffic analysis under 2.8.9.2.9. See TND 8 Commentary above. See TND 8 Commentary above. This graphic should be integrated into 2.8.9.2.2 and 2.8.8.2.3, described, and overlaid onto TND 1 the Overall Concept Plan. The graphic should be integrated and described in Section 2.8.9.2.20 (Time Schedule). See TND 8 Commentary above. See TND 8 Commentary above. Preliminary Completeness Review HSH Review Team 3/28/12 Page 10