PROFFER STATEMENT FAIRFAX MARBLE & GRANITE SUMMIT AT DULLES ZRTD

PROFFER STATEMENT FAIRFAX MARBLE & GRANITE SUMMIT AT DULLES ZRTD 2016-0009 December 13, 2016 Dulles Summit LLC, the owner (hereinafter, the "Owner") of the parcel described as Loudoun County Tax Map Number Map /94//36/////2/ (PIN #045-15-3217) (the "Property"), on behalf of itself and its successors in interest, hereby voluntarily proffers pursuant to Section 15.2-2303 of the Code of Virginia (1950), as amended, that in the event that the Property is rezoned by the Board of Supervisors of Loudoun County, Virginia to the PD-GI Planned Development General Industry ( PD-GI ) zoning district administered under the Revised 1993 Loudoun County Zoning Ordinance, as may be amended from time to time, as substantially set forth on the Concept Development Plan described in Proffer 1 below, the development of the Property shall be in substantial conformance with the following conditions. These proffer conditions are the only conditions offered on this rezoning, provided that these proffers shall become effective only upon final approval of this Zoning Map Amendment application ZRTD 2016-0009 submitted by the Owner. 1. CONCEPT DEVELOPMENT PLAN The development of the Property shall be in substantial conformance with Sheet C.3 of the plan Concept Development Plan Fairfax Marble & Granite Lot 2 Summit at Dulles, dated April 1, 2016, revised through December 13, 2016 prepared by Rinker Design Associates, P.C. (the Concept Development Plan ) and incorporated herein. The Concept Development Plan shall control the general development, layout and configuration of the Property, provided that all requirements and use limitations of the PD-GI zoning district of the Revised 1993 Loudoun County Zoning Ordinance, as amended, must be complied with and will take precedence over the Concept Development Plan. [SIGNATURE PAGE FOLLOWS] Attachment 1

ZRTD 2016-0009 Fairfax Marble & Granite Dulles Summit LLC Page 2 The undersigned hereby warrants that all the owners of any legal interest in the Property have signed the foregoing 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 he/she has full authority to bind the Property to these conditions, either individually or jointly with the other owners affixing their signature hereto, and that the foregoing Proffers are entered into voluntarily. Dulles Summit LLC, a Virginia limited liability company COMMONWEALTH OF VIRGINIA COUNTY OF LOUDOUN, to-wit: By: (SEAL) Fazli Celik, Managing Member The foregoing document was acknowledged before me by Fazli Celik, Managing Member of Dulles Summit LLC, a Virginia limited liability company, on this day of, 2016. Notary Public My Commission Expires: Notary Registration No.: [SIGNATURES END]

FINDINGS OF APPROVAL ZRTD-2016-0009, Fairfax Marble & Granite 1. The conversion of the subject property to the Revised 1993 Zoning Ordinance is supported by the policies of the Revised General Plan; 2. The range of permitted and special exception uses in the proposed PD-GI zoning district under the Revised 1993 Zoning Ordinance are compatible with the surrounding existing PD-GI (Planned Development General Industry) uses. Attachment 2

STATEMENT OF JUSTIFICATION FAIRFAX MARBLE & GRANITE SUMMIT AT DULLES Zoning Map Amendment Application ZRTD 2016-0009 August 24, 2016 Revised September 19, 2016 Revised December 2, 2016 I. INTRODUCTION Dulles Summit LLC, the applicant ( Applicant ) is requesting a zoning map amendment of the Planned Development General Industry ( PD-GI ) zoning district designation administered under the 1972 Zoning Ordinance to the PD-GI zoning district under the Revised 1993 Zoning Ordinance, as amended for property located at 44810 Old Ox Road, Sterling, Virginia in the Broad Run Election District. The 2.43-acre parcel that is subject to this zoning map amendment is described as Loudoun County Tax Map /94//36/////2/ and PIN #045-15-3217 (the Property ). The Property is within the Route 28 Tax District and also the Metrorail Service District due to its proximity to the future metrorail station to the west. Dulles Summit LLC is the record owner of the Property that is improved with an attractive two-story flex-industrial building consisting of approximately 35,363 square feet. Fairfax Marble and Granite occupies approximately one-third of the building and the remainder is currently vacant. The Property is located at the corner of Old Ox Road (Route 606) and Dulles Summit Court (Route 1029). II. ZONING The Property is zoned PD-GI, administered under the 1972 Zoning Ordinance and is located within the Route 28 Taxing District. The Property is also within the Route 28 Corridor Industrial (CI) Optional Overlay District and the Airport Impact (AI) Overlay District, with portions falling in the Ldn 60 and Ldn 60 1-mile buffers. Development of the Property is subject to ZMAP 1967-0116, approved on June 4, 1967 that rezoned the Property from residential to industrial. When the 1972 Zoning Ordinance was adopted the Property was zoned to the PD-GI zoning district. The site plan associated with STPL 2011-0009 was approved on September 13, 2013, for the construction of a warehouse facility, associated office, parking, loading and utility extensions. The Property is also subject to the associated buffer yard waiver/modifications approved with ZCOR 2011-0081/WAIV 2011-0030 on May 9, 2011. A subsequent site plan amendment was approved with SPAM 2013-0117 on December 18, 2013. III. PROPOSAL AND JUSTIFICATION The Applicant is proposing this zoning map amendment for the Property that is zoned PD-GI under the 1972 Zoning Ordinance to the PD-GI zoning district to be administered under the current Revised 1993 Zoning Ordinance as amended to allow for more permitted uses. Since {L0235297.DOC / 3 SOJ 8-24-2016 Revised 12-2-2016 008934 000002}{L0235297.DOC / 3 SOJ 8-24-2016 Revised 12-2-2016 008934 000002} Attachment 3

Fairfax Marble & Granite Dulles Summit, LLC ZRTD 2016-0009 Page 2 of 2 completion of the building, it has been difficult to find additional tenants due to the limitation of uses in the PD-GI zoning district under the 1972 Zoning Ordinance. The PD-GI zoning district uses under the Revised 1993 Zoning Ordinance allows a broader range of permissible uses which will make it easier to find tenants to occupy the remainder of the building. As recommended at the Pre-Application, the Applicant reviewed the zoning requirements for the Route 28 Corridor Industrial Overlay District and determined that all of the requirements could not be met. IV. COMPREHENSIVE PLAN The Property is governed by the policies of Loudoun County s Revised General Plan which designates the Planned Land Use as Route 28 Industrial. The Property is located in the Sterling Community of the Suburban Policy Area and within the Route 28 Tax District. The proposed rezoning is consistent with the plan policies that encourage property owners to convert to the current Zoning Ordinance to provide consistent development patterns within the Route 28 District. V. TRANSPORTATION Old Ox Road (Route 606), Dulles Summit Court (Route 1029) and the existing roads within the area will not be impacted as an increase in trip generation is not anticipated as a result of the by the proposed rezoning. The proposed application is consistent with the policies of the Revised Countywide Transportation Plan. VI. SUMMARY For all of the reasons stated above, the Applicant requests a recommendation of approval by Staff and the Planning Commission and approval by the Board of Supervisors of the proposed zoning conversion application. {L0235297.DOC / 3 SOJ 8-24-2016 Revised 12-2-2016 008934 000002}

County of Loudoun Department of Planning and Zoning MEMORANDUM DATE: October 25, 2016 TO: Jacqueline March, AICP, Project Manager, Land Use Review FROM: Pat Giglio, Planner III, Community Planning SUBJECT: ZRTD 2016-0009, Fairfax Marble and Granite BACKGROUND The applicant, Dulles Summit, LLC has submitted an application to rezone 2.43 acres from the PD-GI (Planned Development General Industrial) zoning district under the 1972 Zoning Ordinance to PD-GI zoning district under the Revised 1993 Zoning Ordinance. The subject property is located within the Route 28 Highway Improvement Transportation District (Route 28 Tax District) and Metro Rail Service District in the northeast quadrant of the intersection of Dulles Summit Court (Route 1029) and Old Ox Road (Route 606) at 44810 Old Ox Road in Sterling. The subject property is occupied by an existing two-story, flex-industrial building which is currently occupied by Fairfax Marble and Granite. Existing uses surrounding the site include other similar flex-industrial buildings to the east and west, as well as a vacant lot to the north. The zoning conversion will allow the property to develop under the current Zoning Ordinance and any future Ordinance amendments while expanding the number of permitted uses and increasing development options. CONFORMANCE WITH THE COMPREHENSIVE PLAN The subject site is governed by the policies outlined in Loudoun County s Revised General Plan (RGP). The site is located within the Sterling Community of the Suburban Policy Area and within an area designated Route 28 Industrial (RGP, Chapter 6, Suburban Community Boundaries Map and Route 28 Corridor Plan Planned Land Use Map). LAND USE ANALYSIS The County envisions the Route 28 Corridor as a major economic and employment center with predominately commercial development within distinct land development patterns (Revised General Plan, Chapter 6, Route 28 Corridor Plan, Land Use Text). The subject property is located proximate to Washington Dulles International Airport in an area designated as Route 28 Industrial. Development within this area is planned for 100% Heavy Industrial, Light Industrial, and Flex with supportive Commercial Retail and Services, limited to 10% of the floor area (RGP, Chapter 6, Route 28 Corridor Plan, Route 28 Industrial Policies, Policy 1). The PD-GI zoning of the subject property permits the development of light to medium industrial uses which is consistent with the Route 28 Industrial designation for the area. Attachment 4

ZRTD 2016-0009, Fairfax Marble and Granite Community Planning Referral October 25, 2016 Page 2 The Revised General Plan provides policy direction encouraging property owners within the Route 28 Tax District to convert into the Revised 1993 Loudoun County Zoning Ordinance. The Plan states: the County encourages Route 28 Tax District landowners in the corridor to rezone to appropriate zoning districts in the revised zoning ordinance that are consistent with the County s overall land use vision (RGP, Chapter 6, Route 28 Corridor Plan, General Policies, Policy 22). The proposed conversion to the most current Zoning Ordinance is in conformance with Plan policies. RECOMMENDATION The Plan provides policy direction encouraging property owners within the Route 28 Tax District to convert to the Revised 1993 Loudoun County Zoning Ordinance. Community Planning Staff finds that the proposed conversion to the most current Zoning Ordinance is in conformance with Plan policies and recommends approval of the rezoning application. Cc: Ricky W. Barker, AICP, Director, Planning and Zoning-via email Chris Garcia, AICP, Program Manager Community Planning, Planning and Zoning-via email

COUNTY OF LOUDOUN DEPARTMENT OF PLANNING & ZONING MEMORANDUM DATE: October 31, 2016 TO: FROM: CC: PLAN NUMBER AND NAME: Jaqueline Marsh, Project Manager Land Use Review Aaron Bond, Planner Zoning Administration Division Michelle Lohr, Deputy Zoning Administrator ZRTD 2016-0009 Fairfax Marble & Granite MCPI/TAX MAP: 045-15-3217 /94//36/////2/ The subject property is zoned PD-GI (Planned Development General Industrial) administered under the 1972 Loudoun County Zoning Ordinance and is located in the Route 28 Tax District, Corridor Industrial (CI) Optional Overlay. It is subject to the zoning map amendment ZMAP 1967-0116, Tenco LTD, approved June 4, 1987, which rezoned the property from residential to industrial. The applicant is proposing a zoning conversion to convert the property to the PD-GI zoning district under the Revised 1993 Loudoun County Zoning Ordinance, as amended. Staff has reviewed the provided Fairfax Marble & Granite Rezoning Statement of Justification dated August 26, 2016 and revised September 9, 2016 and ZRTD plat dated July 12, 2016 for the above referenced Fairfax Marble & Granite (ZRTD) application. STATEMENT OF JUSTIFICATION: 1. Add that the property is located within the Route 28 Corridor Industrial (CI) Optional Overlay and the Airport Impact (AI) Overlay District, Ldn 60 and Ldn 60 1-mile buffers. CDP/PLAT: 1. Reference Corridor Industrial (CI) Optional Overlay after Route #28 Improvement Tax District in note 8. 2. In note 4, state that the application is to convert the PD-GI zoning of the property from 1972 Loudoun County Zoning Ordinance to the Revised 1993 Loudoun County Zoning Ordinance, as amended. 3. Add that the property is subject to ZMAP-1967-0116 in the General Notes. 4. Change the approval date for STPL-2011-0009 to 9/13/13.

County of Loudoun Department of Transportation and Capital Infrastructure MEMORANDUM DATE: October 31, 2016 TO: FROM: Jacqueline Marsh, Project Manager Department of Planning and Zoning Marc Dreyfuss, Transportation Planner DTCI, Transportation Planning & Operations Division SUBJECT: ZRTD 2016-0009 Fairfax Marble and Granite First Referral Background This Zoning Map Amendment in the Route 28 Tax District (ZRTD) application proposes to rezone approximately 2.43 acres from the PD-GI (Planned Development General Industrial) zoning district under the 1972 Zoning Ordinance to the PD-GI zoning district under the Revised 1993 Zoning Ordinance. The proposed development site is located at 44810 Old Ox Road, at the northeast corner of Old Ox Road (VA Route 606) and Dulles Summit Court (VA Route 1029). The subject property is subject to the proffer statement for ZMAP 1967-0116, and is currently developed with a 35,363 SF flex-industrial building approved per STPL 2011-0009 and SPAM 2013-0117. A vicinity map is provided as Attachment 1. Department of Transportation and Capital Infrastructure (DTCI) review of this application is based on materials received from the Department of Planning and Zoning on September 27, 2016, including: (1) an Information Sheet, dated September 27, 2016; (2) a Statement of Justification prepared by the Applicant, dated August 24, 2016 and revised through September 19, 2016; and (3) a Zoning Conversion Plat (plan set) prepared by Rinker Design Associates, P.C., dated April 1, 2016. Compliance with the Countywide Transportation Plan The subject property is located within the Suburban Policy Area (Sterling Community). 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 and applicable County policies.

Existing, Planned and Programmed Transportation Facilities ZRTD 2016-0009 Fairfax Marble and Granite DTCI First Referral Comments October 31, 2016 Page 2 The subject property is located at the northeast corner of Old Ox Road (VA Route 606) and Dulles Summit Court (VA Route 1029). Old Ox Road (VA Route 606) (segment from VA Route 28 to the Dulles Greenway (VA Route 267)) is currently a 45 MPH four-lane median-divided major collector (U4M) controlled access road that travels in a northwest-southeast direction along the southern edge of the subject property. This segment of Old Ox Road is planned to ultimately be widened to a six-lane median divided principal arterial (U6M) limited access road with interchange locations, local access points, and ultimate alignment to be determined by a later study with consideration of adjacent developers/stakeholders. Per 2015 VDOT estimates, Old Ox Road carries approximately 28,000 vehicles per day in the vicinity of the site. One full-movement site driveway currently exists from Old Ox Road. The Applicant is not proposing any change in access to the subject property from Old Ox Road. Per Appendix 6 of the 2010 CTP, bicycle and pedestrian facilities are not anticipated along limited access roadways. Currently, there is a six-foot wide sidewalk in place along the Old Ox Road frontage of the subject property. Dulles Summit Court (VA Route 1029) is a four-lane undivided (U4) local secondary road. No speed limit is posted on this road. Per 2015 VDOT estimates, Dulles Summit Court carries approximately 2,000 vehicles per day in the vicinity of the site. Dulles Summit Court is not referenced in the 2003 Bike & Ped Plan. Per the 2003 Bike & Ped Plan (Chapter 4, Walkways & Sidewalks Policy 2a), all local/secondary roads are planned to have sidewalks constructed on both sides. Currently, there is a six-foot wide sidewalk along the Dulles Summit Court frontage of the subject property. Dulles Corridor Metrorail (Silver Line) is a heavy rail service that is under construction along the Dulles Greenway right-of-way that will extend west to Ashburn and east to employment centers in Fairfax County, Arlington, and Washington, DC. A station stop referred to as Loudoun Gateway will be located approximately ¾ mile northwest of the subject property at the along Lockridge Road. Rail service along this line is anticipated to commence in early 2020. Review of Traffic Statement for Route 28 ZMAP Applications to the Current Zoning Ordinance The Route 28 Generalized Traffic Statement included with this application (provided as Attachment 2) was approved by the Board of Supervisors on May 20, 2008 and revised in July 2012. The purpose of this generalized traffic statement is to expedite the processing of zoning conversion (ZRTD) applications. The preparation and scoping of a separate traffic study requires additional time and expense prior to the acceptance of rezoning and special exception applications at the initial checklist stage. The use of a ready-made generalized traffic statement, which the Applicant includes with the initial application submittal, helps to facilitate this process. DTCI notes that the Route 28 Generalized Traffic Statement was primarily intended for conversion applications within the PD-OP and PD-IP zoning districts.

ZRTD 2016-0009 Fairfax Marble and Granite DTCI First Referral Comments October 31, 2016 Page 3 The Route 28 Generalized Traffic Statement indicates that the intersection of Shaw Road (VA Route 636) and Old Ox Road (VA Route 606) (the nearest intersection to the site included in the generalized traffic statement) operated at a LOS C during the AM and PM peak periods, based on traffic data from the 2010-2011 timeframe. The generalized traffic statement forecasts that in the future (2015) this intersection would operate at LOS C in the AM and PM peak periods as well. Trip Generation from Proposed Development The application was reviewed assuming that development on the site would not be limited to any specific use. DTCI understands that the 1972 and Revised 1993 Loudoun County Zoning Ordinance will allow for up to 0.4 FAR of PD-GI uses, which could yield approximately 105,851 square feet on the 2.43 acre site. Based on the trip rates published in the Institute of Transportation Engineers (ITE) Trip Generation Report, 9 th Edition, DTCI has developed the following table to show a comparison of trips potentially generated by the most intense traffic generating uses allowed under the 1972 and Revised 1993 Zoning Ordinances. Table 1: Trip Generation Comparison for Fairfax Marble and Granite (Dulles Summit Lot 2) Development Program ITE Trip Gen. Code AM Peak Trips PM Peak Trips Weekday Total Trips Approved By-Right Use PD-GI 1972 Zoning Ordinance 42,340 SF Office at 0.4 FAR Approved Trip Generation (1972 Zoning Ordinance) Proposed By-Right Use (Revised 1993 Zoning Ordinance) PD-GI 20,747 SF Office (49% of 0.4 FAR) Proposed By-Right Use (Revised 1993 Zoning Ordinance) PD-GI 21,593 SF Light Industrial (51% of 0.4 FAR) 710 66 63 467 66 63 467 710 32 31 229 110 30 32 204 Potential Trip Generation (Revised 1993 Zoning Ordinance) 62 63 433 Trip Differential (1972 Zoning Ordinance vs. Revised 1993 Zoning Ordinance) -4 0-44 Source: DTCI, 10/19/16 As shown in Table 1 above, the 1972 Zoning Ordinance could permit up to 100% office uses of up to 35,022 square feet or 0.4 FAR on the site by-right. Under the Revised 1993 Zoning Ordinance, the amount of office would reduce to 49% of the permitted square footage (with the

ZRTD 2016-0009 Fairfax Marble and Granite DTCI First Referral Comments October 31, 2016 Page 4 remaining 51% permitted as light industrial) at a 0.4 FAR. This conversion could yield 4 fewer AM peak hour, the same number of PM peak hour trips, and 44 fewer daily vehicular trips than the existing zoning approvals on the property. Transportation Comments and Recommendations DTCI staff reviewed the Applicant s submitted materials, and has the following comments: 1. The specific uses proposed with this application have not been detailed. DTCI understands that zoning conversions typically do not involve a specified land use and that the Board of Supervisors wishes to facilitate the conversions by not requiring detailed plans and studies. Therefore, DTCI is not making specific observations and recommendations regarding traffic impacts for this proposed conversion. 2. Due to the absence of specific development information, the Applicant s concept development plan cannot be evaluated for specific transportation improvements. Therefore, it is unclear what site-specific transportation related improvements may be needed. 3. The Applicant should commit to reserve right-of-way (ROW) along the Old Ox Road property frontage to provide for a half-section the ultimate 200-foot ROW width (100 feet from centerline or 33 feet from the current ROW line) to allow for future expansion of the road to its ultimate condition per the 2010 CTP. The Applicant should show this ROW reservation on the CDP and further commit to dedicate this right-of-way to the County or VDOT at no public cost upon written request. 4. The County, through the Silver Line CPAM, is currently evaluating the land use plans and transportation network in the vicinity of the future Silver Line Metrorail stations, including the subject property. This plan is anticipated to be brought to the Board of Supervisors for consideration in early 2017 and may impact planned roadways adjacent to the subject property. Conclusion Upon resolution of Comment 3 as noted above, DTCI could support approval of this application. DTCI staff is available to meet with the Applicant upon request to discuss issues noted in this referral. ATTACHMENTS 1. Site Vicinity Map 2. Route 28 Generalized Traffic Statement, Revised July 2012 cc: Kathleen Leidich, Assistant Director, DTCI Lou Mosurak, Senior Coordinator, DTCI

ZRTD 2016-0009 Fairfax Marble and Granite ATTACHMENT 1

Attachment 5