STAFF S REQUEST ANALYSIS AND RECOMMENDATION 12SN0227 (AMENDED) Twin Rivers, LLC

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1 CASE MANAGER: Darla Orr BS Time Remaining: 365 days STAFF S REQUEST ANALYSS AND RECOMMENDATON 2SN0227 (AMENDED) Twin Rivers, LLC July 7, 202 CPC September 8, 202 CPC December 0, 202 CPC March 9, 203 CPC May 2, 203 CPC July 6, 203 CPC August 20, 203 CPC September 7, 203 CPC November 9, 203 CPC December, 203 BS Bermuda Magisterial District Enon Elementary; Elizabeth Davis Middle and Thomas Dale High Schools Attendance Zones Southwest corner of Meadowville and North Enon Church Roads REQUEST: (AMENDED) Amendment of conditional use planned development (Case 08SN0) relative to conceptual plan, uses, development standards, access and reduction of cash proffers in a Community Business (C-3) District. Specifically, the proposed amendments offer a revised textual statement and conceptual plan; eliminate the limitation on the number of buildings permitted solely for multifamily residential use; delete transportation improvements relative to construction of Meadowville Road; clarify language relative to phasing road improvements; modify a condition relative to compliance with a drainage break plan; reduce the cash proffer payment; and add permitted uses. PROPOSED LAND USE: A mix of Community Business (C-3), multifamily residential, public/semi-public uses (including, but not limited to, government buildings, fire stations, public schools, parks and community meeting facilities) is planned. Proffered Condition 7 of Case 08SN0, which will remain in effect, limits residential density to a maximum of 400 dwelling units. Providing a FRST CHOCE community through excellence in public service

2 PLANNNG COMMSSON RECOMMENDATON RECOMMEND APPROVAL AND ACCEPTANCE OF THE PROFFERED CONDTONS ON PAGES 2 THROUGH 5. AYES: MESSRS. BROWN, PATTON AND WALLER. NAYS: MESSRS. WALLN AND GULLEY. Recommend approval for the following reasons: STAFF RECOMMENDATON A. While the amounts proffered are less than the Board s maximum cash proffer, staff recommends that the Board give careful consideration to the uniqueness of this request, particularly as it relates to a site extremely critical to the County s economic development objectives, when making its decision. B. With flexibility in typical zoning standards to support the proposed traditional neighborhood development as requested in this case, the Plan suggests design details that ensure quality public places should be addressed. The proposal provides standards for pedestrian areas that are designed to promote a high quality traditional neighborhood with integrated uses. (NOTE: CONDTONS MAY BE MPOSED OR THE PROPERTY OWNER(S) MAY PROFFER CONDTONS. CONDTON(S) NOTED STAFF/CPC WERE AGREED UPON BY BOTH STAFF AND THE COMMSSON.) PROFFERED CONDTONS The Applicant hereby deletes Proffered Conditions 4.C.ii, 4D of Zoning Case 08SN0. The Applicant hereby amends Proffered Condition, 3.B., 4.B preamble, 4.B.iii and 4.C.i., 5 and 6 as follows: (STAFF/CPC). With the approval of this request, Conditions 4.C.ii and 4.D. of Zoning Case 08SN0 shall be deleted. Except as modified by this request (Case 2SN0227), all other conditions of Case 08SN0 shall remain in force and effect. (P) The Applicant hereby amends Condition of Case 08SN0 to read as follows: (STAFF/CPC) 2. Master Plan. The textual statement last revised September 3, 203 shall be considered the Master Plan along with the Conceptual Plan entitled, Meadowville Town Center dated May 29, 203, prepared by Timmons Kelly Architects. (P) 2 2SN DEC-BOS-RPT

3 The Applicant hereby amends Condition 3.B. of Case 08SN0 to read as follows: (STAFF/CPC) 3. The drainage breaks, as established in the site development plan, shall not expand the Johnson Creek Watershed to a size greater than what is shown in a plan entitled Meadowville Stormwater Management BMP-MP on sheet 7 (post developed hydraulic analysis), revised dated August 9, (EE) The Applicant hereby amends Condition 4.B. preamble of Case 08SN0 to read as follows: (STAFF/CPC) 4. Road mprovements. To provide an adequate roadway system, the developer shall be responsible for the following improvements. The exact design of these improvements shall be approved by the Transportation Department. (T) The Applicant hereby amends Condition 4.B.iii. of Case 08SN0 to read as follows: (STAFF/CPC) 5. f direct vehicular access is provided to North Enon Church Road, widening/improving the west side of North Enon Church Road for the entire property frontage to provide an eleven () foot wide travel lane, measured from the existing centerline of the road, with an additional one () foot wide paved shoulder plus a seven (7) foot wide unpaved shoulder, and overlaying the full width of the road with one and one half (.5) inches of compacted bituminous asphalt concrete, with modifications approved by the Transportation Department. f no direct vehicular access is provided to North Enon Church Road, relocation of the ditch to provide an eight (8) foot wide unpaved shoulder along the west side of North Enon Church Road for the entire property. (T) The Applicant hereby amends Condition 4.C.i. of Case 08SN0 to read as follows: (STAFF/CPC) 6. Direct vehicular access from the Property to Meadowville Road shall be limited to three (3) entrances/exits. The exact location of these accesses shall be approved by the Transportation Department. (T) The Applicant hereby amends Condition 5 of Case 08SN0 to read as follows: 3 2SN DEC-BOS-RPT

4 (STAFF/CPC) 7. Timber Management. Timber management, for the purpose of enhancing the health and viability of the forest, shall occur under the supervision of a qualified forester, and will only be allowed upon the submission and approval of the appropriate forest management plan to include, but not limited to, erosion control, Chesapeake Bay Act/wetland restrictions, and the issuance of a land disturbance permit by the Environmental Engineering Department. Any other timbering shall be incorporated into the site development erosion and sediment control plan/narrative as the initial phase of infrastructure construction and will not commence until the issuance of the actual site development land disturbance permit. (EE) The Applicant hereby amends Condition 6 of Case 08SN0 to read as follows: (STAFF/CPC) 8. Cash Proffers A. For each dwelling unit, the applicant, sub-divider, or assignee(s) shall pay the following to the County of Chesterfield, prior to the issuance of a building permit for infrastructure improvements within the service district for the property; provided, however, that for the period through June 30, 207, the applicant, sub-divider, or assignee(s) shall pay the following to the County of Chesterfield, immediately after completion of the final inspection:. For units constructed with more than two bedrooms, a. $, per dwelling unit, where $ shall go to school infrastructure improvements, $ shall go to road infrastructure improvements and $97.00 shall go to library infrastructure improvements, if paid prior to July, 207; or b. f paid after June 30, 207, and before July, 208, $, per dwelling unit, adjusted for the four year cumulative change in the Marshall and Swift Building Cost ndex between July of the fiscal year in which the case was approved and July four years later. Thereafter, the per dwelling unit cash proffer amount shall be automatically adjusted, annually, by the annual change in 4 2SN DEC-BOS-RPT

5 the Marshall and Swift Building Cost ndex on July of each year. 2. For units constructed with two or fewer bedrooms, a. $ per dwelling unit, where $ shall go to road infrastructure improvements and $97.00 shall go to library infrastructure, if paid prior to July, 207; or b. f paid after June 30, 207, and before July, 208, $ per dwelling unit, adjusted for the four year cumulative change in the Marshall and Swift Building Cost ndex between July of the fiscal year in which the case was approved and July three four years later. Thereafter, the per dwelling unit cash proffer amount shall be automatically adjusted, annually, by the annual change in the Marshall and Swift Building Cost ndex on July of each year. B. Building plans submitted for building permits shall designate the number of bedrooms in each dwelling unit. C. Cash proffer payments shall be spent for the purposes proffered or as otherwise permitted by law. D. Should Chesterfield County impose impact fees at any time during the life of the development that are applicable to the property, the amount paid in cash proffers shall be in lieu of or credited toward, but not in addition to, any impact fees, in a manner as determined by the County. f Chesterfield should adopt a workforce or affordable housing program which eliminates or permits a reduced cash proffer, the cash proffer for any dwelling unit on the Property that is designated as workforce or affordable housing, that meets all the requirements of the adopted workforce or affordable housing program, and for which a cash proffer has not yet been paid shall be adjusted to be consistent with the approved workforce or affordable housing program. (B) 5 2SN DEC-BOS-RPT

6 GENERAL NFORMATON Location: The request property is located in the southwest corner of Meadowville and North Enon Church Roads. Tax Ds , 6573 and 9483; , 5689, and Existing Zoning: Size: C-5 with conditional use and conditional use planned development 67.7 acres Existing Land Use: Vacant/wooded Adjacent Zoning and Land Use: North R-2; Single-family residential or vacant South and West -2; ndustrial or vacant East R-2 and A; Vacant Public Water System: UTLTES The public water system is available to this site. There is a sixteen (6) inch water line extending along Meadowville Road. Connection to the public water system is required. (Proffered Condition 2 of Case 08SN0) Public Wastewater System: The public wastewater system is available to the request site. There is an eighteen (8) inch wastewater line extending along Meadowville Tech Parkway. Connection to the public wastewater system is required. (Proffered Condition 2 of Case 08SN0) Drainage and Erosion: ENVRONMENTAL The subject property is very flat and drains in several directions. The part of the property that drains north under Meadowville Road will drain through storm sewer systems in 6 2SN DEC-BOS-RPT

7 Meadowville Landing to the James River. That portion of the property that drains to the south will drain through Meadowville Technology Park tributaries to Johnson Creek. There are currently no known on- or off-site erosion problems on the property and none are anticipated after development. Due to the extreme flatness of the area, staff has been working with area developers to determine how much of the land drains to the north to the James River and how much of the land drains to the south to Johnson Creek. Condition 3.B. of Case 08SN0 required the developer to follow the approved drainage break plan entitled Meadowville Stormwater Management BMP-MP Post Developed Hydraulic Analysis. The applicant is requesting to modify Condition 3.B. to allow drainage breaks to be determined during the site plan approval provided the development plan would not expand the Johnson Creek Watershed to a size greater than what is shown on the approved drainage plan for the area. Staff has approved the drainage area divide for these parcels and finds the proposed proffered condition suitable. (Proffered Condition 3) Due to the downstream flooding of Route 0, Proffered Condition 3.A of Case 08SN0 requires that the developer retain the post- development 2, 0, and 00-year storm event and release at the pre-development 2, 0, and 00-year storm event for any portion of the property that drains to the south into Johnson Creek. The subject property is wooded and, as such, should not be timbered without obtaining a land disturbance permit from the Department of Environmental Engineering. This will ensure that the adequate erosion control measures are in place prior to any land disturbance. (Proffered Condition 7) PUBLC FACLTES The need for schools, parks, libraries, fire stations, and transportation facilities in this area is identified in the County's adopted Public Facilities Plan, Thoroughfare Plan and Capital mprovement Program and further detailed by specific departments in the applicable sections of this request analysis. Fire Service: The Public Facilities Plan, an element of the Comprehensive Plan, indicates that fire and emergency medical service (EMS) calls increased by forty-four (44) percent from 200 to 20, significantly faster than the county s population increase of seventeen (7) percent. Of the total incidents in 20, nearly seventy-six (76) percent were medical emergencies and twenty-four (24) percent were fire-related. t is expected with the general aging of the population that medical emergency incidents will increase faster than the rate of population growth over time. Five (5) new fire/rescue stations are recommended for construction by 2022 in the Plan. n addition to the five (5) new stations, the Plan also recommends the replacement/revitalization of four (4) existing stations. 7 2SN DEC-BOS-RPT

8 Schools: Based on 400 dwelling units, this request will generate approximately ninety (90) calls for fire and emergency medical service (EMS) each year. The applicant has not offered measures to offset the impact of this development on fire facilities due to the reduced cash proffers. The River Bend Fire Station, Company Number 8, currently provides fire protection and EMS. When the property is developed, the number of hydrants, quantity of water needed for fire protection, and access requirements will be evaluated during the plans review process. MPACT OF DEVELOPMENT ANALYSS: Residential Yield: 400 School Name Student Yield From Residential Development * Membership Functional Capacity % of Capacity No. of Trailers ** Elementary: Enon % 3 Middle: Elizabeth Davis 46,89,284 93% 2 High: Thomas Dale 6 2,27 2,750 83% Total 9 NOTE: * The Student Yield is based on the FY204 Cash Proffer Methodology as provided by the Chesterfield County Finance Department. NOTE: ** f a school is less than 90% of capacity and has trailers, those trailers are not identified in the staff report. Student Membership is based on membership as of School Capacity is based on the Space Utilization Study. After review of this request, the proposed development will have a substantial impact on schools, especially at the elementary level. The elementary school students generated by the proposal will put the enrollment at Enon Elementary School over capacity. Over time this case, combined with other tentative residential developments, infill developments and other zoning cases in the area, 8 2SN DEC-BOS-RPT

9 will continue to push these schools to capacity. Therefore, the aforementioned units should continue to be subject to full cash proffers, to mitigate the impact that this development would have on schools. n addition, a discussion of the case s unique nature and impact on capital facilities is also detailed in the Fiscal mpacts on Capital Facilities section of the staff report. Libraries: The proposed development will impact the Enon Library. The Public Facilities Plan identifies a need for additional library space in the Enon Library service area. The applicant has not offered measures to fully offset the impact of this development on library facilities. Parks and Recreation: The Public Facilities Plan identifies the need for three (3) regional, seven (7) community and twenty-nine (29) neighborhood parks by n addition, there is currently a shortage of community and neighborhood park acreage in the county. The Public Facilities Plan identifies a need for 354 acres of regional park space, 252 acres of community park space and 99 acres of neighborhood park space by The Plan also identifies the need for linear parks and resource based-special purpose parks (historical, cultural and environmental) and makes suggestions for their locations. The Plan addresses the need for addition of recreational facilities to include sports fields, trails, playgrounds, court games, senior centers and picnicking area/shelters at existing parks to complete build-out. n addition, the Plan identifies the need for water access and trails along the James and Appomattox Rivers and their major tributaries, Swift and Falling Creeks. The applicant has not offered measures to address the impacts of this development on parks and recreation facilities. County Department of Transportation: The applicant is requesting to amend Case 08SN0 to eliminate or modify several proffered conditions. The Transportation Department offers no objection to the requested amendments regarding access and transportation improvements to North Enon Church Road. However, the Transportation Department cannot support this request because the applicant has not addressed the traffic impact of the development per the Board of Supervisors Cash Proffer Policy. n January 2008, the Board of Supervisors approved a rezoning request (Case 08SN0) for development of a mixed-use project. With that zoning approval, the Board accepted proffered conditions relative to transportation that, among other things, required a seventy (70) foot wide right-of-way dedication and construction of two (2) lanes for a new Meadowville Road through the property, permitted no direct vehicular access to North Enon Church Road, and provided cash contributions in accordance with the Board of Supervisors Cash Proffer Policy to address the traffic impact of the development. 9 2SN DEC-BOS-RPT

10 North Enon Church Road is identified as a collector on the County s Thoroughfare Plan. The applicant is requesting to delete Proffered Condition 4.C.ii of Case 08SN0 which precludes direct vehicular access to North Enon Church Road. By deleting this proffer, development of the property could include access to North Enon Church Road. The applicant is also requesting to amend Proffered Condition 4.B.iii. of Case 08SN0, which would require that with any direct access to North Enon Church Road, the road would be widen/improved to a total travel way width of eleven () feet measured from the centerline with an additional one () foot wide paved shoulder plus a seven (7) foot wide unpaved shoulder, and overlaying the full width of the road with.5 inches of asphalt concrete for the entire property frontage. (Proffered Condition 5) With Case 08SN0, to address recommendations by the Economic Development Department, the applicant proffered a condition to dedicate and construct a public road ( New Meadowville Road ) through the property (Proffered Condition 4D of Case 08SN0). The applicant is now requesting to delete that proffer, and will primarily utilize existing Meadowville Road and North Enon Church Road as depicted on the proposed revised master plan. n addition, the applicant is requesting to amend Condition 4.C.i to increase direct vehicular access from the Property to Meadowville Road from two (2) entrances/exits to three (3) entrances/exits. (Proffered Condition 6) As part of this request, the applicant is seeking to modify the preamble statement to Proffered Condition 4.B. of Case 08SN0 to clarify the timing of the road improvements (Proffered Condition 4). A phasing plan for the road improvements required for the development will be submitted at the time of site plan review for Transportation Department review and approval. (Condition 4.E. of Case 08SN0) The traffic impact of this development must be addressed. Some roads in this area need to be improved to address safety and accommodate the increase in traffic generated by the residential part of this proposed development. With this amendment, the applicant is requesting to amend Proffered Condition 6 of Case 08SN0 concerning the contribution of cash proffers to mitigate the impact of the residential part of this proposed development. As development continues in this part of the county, traffic volumes on area roads will substantially increase. Cash proffers alone will not cover the cost of the improvements needed to accommodate the traffic increases. The applicant has failed to adequately mitigate the traffic impact of the residential part of this request in accordance with Board of Supervisors Cash Proffer Policy. As stated above, the Transportation Department cannot support this request. Virginia Department of Transportation (VDOT): Whereas an eleven () foot lane is proposed from the centerline (on the project side of the road) with a one () foot paved shoulder, plus an additional seven (7) foot unpaved shoulder is an improvement over the existing condition, VDOT notes that traffic in excess of 2,000 vehicles per day is expected to use the road in the future. n addition, a 0 2SN DEC-BOS-RPT

11 higher proportion of truck and larger vehicles are expected to use the road given the increase in both residential and commercial usage anticipated. For collector roads, or higher classified roads, a twelve (2) foot lane is a VDOT standard according to the VDOT Road Design Manual. Also, the front ditch slopes adjacent to the shoulder are to be no steeper than four (4) to one () at the expected design speed. Fiscal mpacts on Capital Facilities: Per Unit Potential Number of New Dwelling Units 400*.00 Population ncrease Number of New Students Elementary Middle High Total Net Cost For Schools $ 3,778,000 $ 9,445 Net Cost for Parks $ 498,800 $,247 Net Cost for Libraries $ 29,200 $ 323 Net Cost For Fire Stations $ 283,600 $ 709 Average Net Cost Roads $ 3,207,600 $ 8,09 Total Net Cost $ 7,897,200 $ 9,743 *Based on a maximum yield of 400 units as proffered in Condition 7 of Case 08SN0. As noted, this proposed development will have an impact on capital facilities. Staff has calculated the fiscal impact of every new dwelling unit on schools, roads, parks, libraries and fire stations at $9,743 per unit. The applicant has been advised that a maximum proffer of $8,966 per unit would defray the cost of the capital facilities necessitated by this proposed development. The original case (08SN0) was approved in 2008 with cash proffers in the amount of $5,600 (adjusted upward by the Marshall and Swift Building Cost ndex, amount is currently $9,97) for schools, libraries, parks, fire stations and roads for those units constructed with more than two (2) bedrooms. For dwelling units built with two or fewer bedrooms, a cash proffer was accepted at $0,269 (adjusted upward by the Marshall and Swift Building Cost ndex, amount is currently $3,46), which does not include the schools portion. The Cash Proffer Policy allows the County to assess the impact of development proposals on capital facilities while recognizing unique circumstances. The County has a long history of approving cases, uniquely positioned, with varying levels of cash proffer payment amounts relative to the Board of Supervisor s maximum per dwelling unit cash proffer. n fact, since inception of the program, of all the cases with cash proffers approved by the Board, nearly twenty-seven (27) percent of them, representing nearly thirty-four (34) percent of the total lots 2SN DEC-BOS-RPT

12 approved, were approved with a cash proffer amount less than the established maximum in place at the time of approval. Staff has carefully reviewed the specifics of this case, noting the Board s recent emphasis to make an independent assessment of rezoning requests, while evaluating cases on their own merits. The subject property is located adjacent to the County s, and Virginia s for that matter, premier economic development mega-site. Owned by the County s Economic Development Authority, Meadowville Technology Park has long been in the making. Through the County s successful completion of the strategic interchange that improved interstate access to the site, the technology park has expanded to become home to Fortune 500 companies including Northrup Grumman Corporation, Amazon.com and other technology firms. The County s investment in the park was critical to creating such a rare, high quality regionally oriented employment center with international drawing power. The location of the subject property adjacent to Meadowville Technology Park demands the highest level of attention to detail and quality for neighboring projects. Accordingly, the applicant has proposed a project unique in a variety of ways. The applicant has indicated that the level of quality proposed is such that the values for these multifamily units would command real estate values up to thirty-five (35) percent higher than the county s average values for similar units constructed over the last decade. The proposed project proffers, via a textual statement, traditional mixed use development design with a mix of residential and non-residential uses within blocks and/or within a building, though the vertical integration of mixed uses within the same building would not be required by the proffered textual statement. The development shall have similar architectural styles similar to Festival Park at Chester Village Green, West Broad Village and New Town, all of which must be approved by an architectural review committee. The textual statement also includes quality building materials, including building facades of brick or stone materials and excluding vinyl. Building facades shall have pedestrian scale design features, and sidewalks shall be installed on both sides of all streets, terminating on Meadowville Road and/or Enon Church Road to promote ease of pedestrian traffic from adjacent residential uses. The applicant has requested to amend Proffered Condition 6 of case 08SN0. The revised condition would provide a cash proffer in the amount of $,573 for units with more than two (2) bedrooms, $9,073 of which would be dedicated to schools, $2,403 would go to roads, and $97 would go to libraries. For units with two (2) or less bedrooms, cash in the amount of $2,403 would go to roads and $97 would go to libraries. As noted above, the Board has approved cases with reductions in the cash proffer based on number of bedrooms. While the cash proffer proposed by the applicant is further reduced beyond the school component, staff believes this case is extremely unique given all the specifics of the proposal, particularly as it relates to a site extremely critical to the county s economic development objectives. To note, the applicant has not proffered an inflation adjustment via the 2 2SN DEC-BOS-RPT

13 Marshall and Swift Building Cost ndex. Staff would advise the cash proffer for libraries and roads rather be divided pro-rata between all the four remaining capital facility categories. While the amounts proffered are less than the Board s maximum cash proffer, staff believes the case as proffered is unique and that the Board should recognize the mentioned specifics when weighing all of the facts associated with this case. The list below summarizes the unique circumstances associated with this case. Architectural standards requiring the style to be similar to developments such as Festival Park at Chester Village Green, West Broad Village and New Town (Williamsburg, Virginia). Standards include seventy-five (75) percent of building facade consisting of brick or stone and twenty-five (25) percent of building facade consisting of brick, stone, cementitious board, drivet, stucco and synthetic stucco. Proximity and integration to the County s premier economic development megasite and surrounding neighborhoods Anticipated quality levels resulting in values thirty-five (35) percent higher than the County s average assessed values for multifamily products. Mixed use design with a mix of residential and non-residential uses within blocks and/or within a building Pedestrian elements including walks and amenities such as landscaped areas, plazas, pedestrian-scaled lighting and water features. Limitation of the number of bedrooms and of the number of units having three (3) bedrooms Clubhouse and pool facility Focal points for civic, religious and/or institutional uses that could include parks, public schools and gathering areas Note that circumstances relevant to this case, as presented by the applicant, have been reviewed, and it has been determined that while it is appropriate to accept the maximum cash proffer in this case staff recommends that the Board give careful consideration to the uniqueness of this request when making its decision. The Planning Commission and the Board of Supervisors, through their consideration of this request, may determine that there are unique circumstances relative to this request that may justify acceptance of proffers as offered for this case. 3 2SN DEC-BOS-RPT

14 ECONOMC DEVELOPMENT Economic Development supports the development of the Twin Rivers Town Center with the following key points: A mixed use development which contains appropriate commercial and retail space. A Main Street design that presents the character of a Town Center. Apartments that are of the quality and design that complement the Meadowville Technology Park and the adjoining residential community. The development of a Town Center as described above would be an asset to the Park for both new and existing businesses as well as the surrounding community. Having commercial and retail services within a convenient walking distance (i.e. restaurants, medical, laundry, personal care, retail shops, etc.) would strengthen the Park and provide an opportunity to the developer. Comprehensive Plan: LAND USE The Comprehensive Plan identifies the property as being appropriate for Community Mixed Use. The Plan suggests appropriate uses include an integrated mixture of concentrated commercial and higher density residential uses with public spaces. The Plan suggests the majority of uses within these developments should be commercial and office uses with residential uses developed in conjunction with commercial uses. Relative to design of Community Mixed Use areas, the Plan suggests flexibility in typical zoning standards to encourage innovative and creative design and higher quality developments. The Plan suggests Urban or Traditional Neighborhood design standards, such as a grid of frequently interconnected roads and alleys, sidewalks, public spaces, onstreet parking and pedestrian scale streetscape and streetlight design should be employed to ensure integration of uses. The Plan suggests appropriate commercial uses are those that serve community wide trade areas generally attracting customers living or working within an approximate radius of ten (0) miles such as grocery and department stores, home centers, limited repair services and other goods and services that are purchased on a less frequent basis than within convenience or neighborhood business areas. The Plan suggests that the higher density residential uses should be developed at, or exceeding, eight (8) to twelve (2) dwelling units per acre, but that residential uses should not be the predominate use. 4 2SN DEC-BOS-RPT

15 Area Development Trends: The property is located at the northeastern edge of the Meadowville Technology Park. Properties north of Meadowville Road are zoned Residential (R-2) and are occupied by single-family residential use within the Meadowville Landing subdivision. Properties to the east of North Enon Church Road are zoned Residential (R-2) and Agricultural (A) and are currently vacant. Properties to the south and west are zoned General ndustrial (- 2) and are occupied by industrial use (within the Meadowville Technology Park) or are vacant. t is anticipated that industrial uses will continue to develop on properties to the south and west, with residential to the north and east, as recommended by the Plan. The Plan suggests alternative land uses to those shown on the Land Use Plan (such as Community Mixed Uses) that capitalize upon their proximity to the James River may be appropriate on properties to the north and east. Zoning History: On January 9, 2008 the Board of Supervisors, upon a favorable recommendation from the Commission and staff, approved rezoning of the request property from General ndustrial (-2) to General Business (C-5) with conditional use to permit multifamily uses plus conditional use planned development to permit exceptions to ordinance requirements (Case 08SN0). A traditional development with a mix of residential and commercial uses incorporating sidewalks, tree-lined streets and open spaces was approved. Approximately twenty-five (25) acres (known as Tracts A of Case 08SN0) located along the periphery of the development (adjacent to Meadowville and Enon Church Roads) were limited to Community Business (C-3) District uses and outdoor recreational uses for community events. ntegrated residential uses, limited to a maximum of 400 units, and commercial uses were permitted on the remainder of the property (identified as Tract K of Case 08SN0) located in the center of the development. Within this mixed use tract, a maximum of two (2) buildings could contain all residential uses. Conditions of approval also addressed architectural treatment, building heights, setbacks, buffers, landscaping, parking and prohibited uses. Current Proposal: A traditional mixed use development including commercial, office and higher density residential uses with sidewalks, tree-lined streets, open spaces, buildings closer to streets, and on-street parking is still offered on the request property. While this proposal includes many of the same development standards approved with Case 08SN0, a revised textual statement and conceptual development plan are proposed. A comparison of the current proposal and existing zoning are discussed in detail below. 5 2SN DEC-BOS-RPT

16 Site Design: Should this request be approved, the Textual Statement, last revised September 3, 203, and the revised conceptual plan, dated May 29, 203 would become the Master Plan for the development, replacing the Textual Statement and Master Plans approved with Case 08SN0. (Proffered Condition 2) A summary of the key components of the existing and proposed Master Plans is provided herein below. The major difference between these Plans is that the existing Master Plan contains tracts that only permit commercial uses while the proposed plan contains mixed use tracts and/or an all-residential tract. The proposed plan also introduces a Main Street concept. Current Master Plan - Case 08SN0: Commercial - Nine (9) tracts (Tracts A ) located along the periphery of the project adjacent to Meadowville and Enon Church Roads are restricted to commercial uses only Mixed Use One () tract (Tract K) located centrally within the development permits residential, office and commercial uses. o o A maximum of two (2) buildings could contain all residential uses. Other buildings must have commercial and/or office uses on the first floor, except for twenty-five (25) percent of the first floor of the mixed use buildings could be occupied by residential use. Proposed Master Plan: Mixed Use - Tract - located along the periphery of the development (adjacent to Meadowville and North Enon Church Roads) would permit a mix of commercial, office and residential uses and includes an area designated as Main Street. o o o All buildings could contain a mix of commercial and residential uses. All buildings must have commercial and/or office uses on the first floor, except that twenty-five (25) percent of the first floor could be occupied by residential uses. Buildings fronting Main Street would be permitted to contain one () residential unit on the first floor to meet ADA (Americans with Disabilities Act) requirements. 6 2SN DEC-BOS-RPT

17 Residential or Mixed Use Tract - located in the southwestern portion of the property would permit all residential uses or a mixture of commercial, office and residential uses subject to limitations identified for Tract o There is no limitation on the number of buildings that may contain all residential uses, including the first floor. As with Case 08SN0, tract boundaries and sizes may be modified in the current proposal so long as their relationship with each other and any adjacent properties is maintained. Any mixing of residential and non-residential uses within a tract will require the submittal of a Mixed Use Plan for approval by either the Planning Department or the Planning Commission to ensure appropriate land use transitions and compatibility both within the tract and with surrounding properties. (Proposed Textual Statement, tem.b and C) Development Standards: Density: Uses: Unless specifically regulated by the proposed Textual Statement, the development of all tracts must comply with the requirements of the Zoning Ordinance for General Business (C-5) uses in an Emerging Growth District Area. These standards are designed to promote high quality, well-designed projects and address access, parking, landscaping, architectural treatment, setbacks, signs, buffers, utilities, and screening of dumpsters and parking areas. Many of the same exceptions to these standards granted in Case 08SN0 are requested with the current proposal to allow the planned traditional mixed use development. No change is proposed in the maximum residential density of 400 dwelling units. (Condition 7 of Case 08SN0) Both the existing and proposed zoning would permit uses within the Community Business (C-3) and Residential Multifamily (R-MF) Districts, commercial outdoor recreational establishments for outdoor entertainment such as for community events, and live-work units. Both cases also restrict uses considered to be too intense for the traditional village development. (Textual Statement tems.g and ) The proposal lists additional uses that may be developed in locations that serve as focal points (Textual Statement tem.7). Potential uses include, although not exclusively, municipal offices, fire stations and public schools. t is important to note that Substantial Accord Determination would be necessary prior to the location of any public facilities within the development. 7 2SN DEC-BOS-RPT

18 As previously noted, the existing zoning limits the number of buildings that can contain all residential units to two (2) buildings and permits residential units on a maximum of three (3) floors within mixed use buildings. The proposal has no limit on the number of buildings that can contain all residential uses or the number of residential floors. The proposal would prohibit any residential units with more than three (3) bedrooms and limits the number of units permitted to have three (3) bedrooms to a maximum of forty (40) units. (Textual Statement tem V.B.4) Mixed Use Guarantee and Phasing: The Plan suggests that residential use should not be the predominate use within Community Mixed Use Areas. Conditions of the existing zoning (Case 08SN0) limit certain tracks to be solely for commercial use and require most of the residential uses to be located within mixed use buildings so as to guarantee an appropriate mix of uses. The proposal removes the requirement for commercial-only tracts and the restriction on the number of buildings and floors occupied by residential use. To guarantee a mix of uses, the proposal would permit a maximum of 200 dwelling units within Tract until a final inspection is approved for at least 30,000 square feet of non-residential uses fronting Main Street in Tract. This condition would ensure that the building space for nonresidential uses is available, not that the spaces are occupied. Dwelling units located within these buildings could be permitted and occupied simultaneously. Once this nonresidential requirement is satisfied, the remainder of the 400 dwelling units could be constructed. (Textual Statement tem V) Architectural Treatment: A variety of architectural treatments and building design features is necessary in creating neo-traditional/urban village developments as is proposed with this request. The proposal would require architectural treatment of buildings to use a mixture of design features. (Textual Statement.C.2) The existing zoning requires the development to have a similar architectural style as Chester Village Green. The Chester Village Green development has a unique architectural design theme which provides continuity, an urban village identity and cohesiveness in building design and materials. No building exteriors (whether front, side or rear) consist of architectural materials inferior in quality, appearance or detail to any other exterior of the same building. Buildings possess architectural variety and harmonious proportions, and avoid monotonous facades or large bulky masses. Design elements such as balconies and/or terraces, articulation of doors and windows, sculptural or textural relief of facades, architectural ornamentation, varied roof lines and other appurtenances such as lighting fixtures provide an overall cohesive village character. 8 2SN DEC-BOS-RPT

19 The architectural treatment offered with the current proposal is similar to the existing zoning. However, with the current proposal, conditions are offered to specify certain architectural elements discussed below: The current proposal also offers that the development would have an architectural style similar to Chester Village Green, as required in the existing zoning, and adds West Broad Village (a 5 acre mixed use development in Henrico County) and New Town (a 365 acre mixed use development in Williamsburg) as developments from which similar architectural styles may be used to design the proposed development (Exhibit B and Textual Statement.C.2). West Broad Village and New Town contain a variety of architectural styles that incorporate similar architectural design principals to buildings found in Chester Village Green. While the condition does not identify the specific architectural or design features used to ensure a similar architectural style as these other developments or to give the village appearance of several small buildings clustered together, Exhibit B is offered as an example of those architectural styles (Textual Statement.C.2). A determination regarding architectural compatibility and appropriate building design elements will be negotiated during plans review. The existing zoning requires submittal of architectural designs to the Economic Development Authority (EDA), but does not require the EDA s approval. With the proposal, an architectural review committee (ARC), consisting of three (3) members the developer s appointee, the Economic Development Authority s (EDA s) appointee, and a licensed architect - will be established and tasked with approving architectural designs prior to site plan approval. (Textual Statement.C.2) The above referenced developments, to which the proposed development will be architecturally compatible, have predominately masonry (brick and/or stone) building facades; therefore, it is anticipated that the proposed development will continue to incorporate predominately masonry facades. The proposal specifies that seventy-five (75) percent of each building facade (front, sides and rear) will be brick or stone materials (Textual Statement.C.3). The condition identifies materials that would be permitted on the remaining twenty-five (25) percent of building facades. The ARC must approve the use of any other products to be used on the remaining twenty-five (25) percent of building facades. (Textual Statement.C.3) Minimum roof materials would be a thirty (30) year dimensional shingle or better, except for flat roofs. (Textual Statement tem.c.4) The existing limitation on building heights of three (3) stories along Meadowville and North Enon Church Roads has been deleted. The proposal would permit all buildings at a maximum height of six (6) stories. (Textual Statement tem.c.) 9 2SN DEC-BOS-RPT

20 Storefronts: Parking: Street Trees: Staff would prefer non-residential uses on the first floor of buildings along and at the main entrance to provide a positive first impression upon entering the development from the Meadowville Technology Park. As proposed, buildings containing all residential uses would be permitted along both sides of the road in Tract at this gateway; therefore, staff accepted a compromise such that buildings fronting Twin Rivers Drive (as shown on the Master Plan) would have first floor storefront type windows similar to those shown on Exhibit A. (Textual Statement tem V.B.3) The proposal seeks the same provisions for on-street parking and parking for residential uses within non-residential tracts as proposed with the existing zoning (Textual Statement.A). These standards are consistent with those applied to Village Districts and would be appropriate in this traditional neighborhood design. The existing zoning provides for the location of parking areas such that buildings provide a barrier between these areas and Meadowville and North Enon Church Roads to minimize the views of parking areas from both roads. The proposal would permit parking between buildings and these roads. The parking areas proposed along Main Street and Twin Rivers Drive would be limited to a single row of parking spaces on both sides of drive aisles to avoid large expanses of parking. Along Main Street and Twin Rivers Drive, traffic lanes would be separated by landscaped pedestrian areas to facilitate pedestrian traffic along and across these proposed roads and parking aisles, unless modified during plans review. (Proposed Textual Statement.A.6) Both the existing and proposed zoning would require street trees along both sides of all public and private streets that provide general circulation throughout the development and one side of Meadowville Road. The proposal would require street trees along North Enon Church Road if direct vehicular access is provided to the road. (Proposed Textual Statement.A.B) Pedestrian Design/Sidewalks: The Plan encourages new developments to incorporate quality design standards for pedestrian ways that create unique and viable places. Useable public spaces with pedestrian scale streetscape and streetlight design are critical to the design of traditional neighborhood developments to ensure integration of uses. The proposal provides standards for pedestrian areas to add high visual interest, such as decorative paving units, decorative pedestrianstyle lighting, landscaped areas, water features and benches. These standards are designed to ensure a high quality traditional neighborhood design with integrated uses. (Textual Statement.H.) 20 2SN DEC-BOS-RPT

21 Focal Points: The existing and proposed zoning require sidewalks on both sides of all public and private streets that provide general circulation through the development (Textual Statement.H.2). t is important for sidewalks to be wide enough to accommodate outside activities, such as outdoor dining, while maintaining adequate pedestrian flow. The proposal would require sidewalks along Main Street to be wide enough to provide a six (6) foot walking aisle (sidewalk), exclusive of pedestrian design elements and spaces for outdoor sales and dining. (Textual Statement.H.3) A determination regarding the exact design of pedestrian areas and sidewalks will be negotiated during plans review. Focal points are intended to create gathering spaces of interest for surrounding areas and offer inviting pedestrian-oriented areas. As proposed, focal points would be provided in both development tracts (Textual Statement tem.7 and V.B.5). Staff typically seeks a minimum of 0.75 acres of open space to serve as focal points. No minimum area has been defined with the proposal; however the proposal provides for two (2) focal points in both development Tracts. Within Tract, the club house and pool facility would be built with the first phase of development to serve as one of the focal points within that Tract. Buffers and Setbacks: To accommodate flexibility in the proposed traditional neighborhood design with buildings closer to streets, the existing and proposed zoning do not require setbacks from streets, driveways and parking areas, except along Meadowville and North Enon Church Roads (Textual Statement.D). n addition, no buffers are required between uses, between the development and adjacent properties or along Meadowville and North Enon Church Roads. (Textual Statement tem.e.) Proposed Access to North Enon Church Road: The existing zoning restricts direct vehicular access from the property to North Enon Church Road. With the proposal, vehicular access to North Enon Church Road would be permitted and the existing fifty (50) foot landscaped setback requirement along North Enon Church Road would be deleted. As a development gateway, the proposal would permit a reduction in the setback with supplemental landscaping and fencing along North Enon Church. (Textual Statement tem.e) Restrictive Covenants: Both the existing and proposed zoning require the recordation of a restrictive covenant to advise future occupants the project is adjacent to the Meadowville Technology Park and industrial uses. (Textual Statement tem.f) 2 2SN DEC-BOS-RPT

22 CONCLUSON The development of a town center that contains integrated, high quality commercial and residential uses with convenient, well-planned pedestrian access would complement the Meadowville Technology Park and surrounding community. While the amounts proffered are less than the Board s maximum cash proffer, staff recommends that the Board give careful consideration to the uniqueness of this request, particularly as it relates to a site extremely critical to the County s economic development objectives, when making its decision. This proposal seeks flexibility in typical zoning standards to support the planned traditional neighborhood development. The Plan suggests that quality public places including sidewalks, pedestrian scale streetscape and streetlight design should be addressed, along with other design standards. The proposal provides standards for pedestrian areas with high visual interest designed to ensure a high quality traditional neighborhood design with integrated uses. Given these considerations, approval of this request is recommended. CASE HSTORY Planning Commission Meeting (7/7/2): The Commission on their own motion and with the applicant s consent, deferred this case to their September 8, 202 public hearing. Staff (7/8/2): The applicant was advised in writing that any significant, new or revised information should be submitted no later than July 23, 202 for consideration at the Commission s September 8, 202 public hearing. Applicant (8/3/2 and 9/8/2): Revised proffered conditions and textual statement were submitted. Planning Commission Meeting (9/8/2): On their own motion, the Commission deferred this case to their December 0, 202 public hearing. 22 2SN DEC-BOS-RPT

23 Staff (9/9/2): The applicant was advised in writing that any significant, new or revised information should be submitted no later than October, 202 for consideration at the Commission s December 0, 202 public hearing. Staff (2/4/2): To date, no new information has been received. Planning Commission Meeting (2/0/2): The Commission on their own motion and with the applicant s consent, deferred this case to their March 9, 203 public hearing. Staff (2//2): The applicant was advised in writing that any significant, new or revised information should be submitted no later than January 7, 203 for consideration at the Commission s March 9, 203 public hearing. Staff (3/4/3): To date, no new information has been received. Planning Commission Meeting (3/9/3): On their own motion and with the applicant s consent, the Commission deferred this case to their May 2, 203 public hearing. Staff (3/20/3): The applicant was advised in writing that any significant, new or revised information should be submitted no later than March 25, 203 for consideration at the Commission s May 2, 203 public hearing. Staff (5/2/3): To date, no new information has been received. 23 2SN DEC-BOS-RPT

24 Planning Commission Meeting (5/2/3): On their own motion and with the applicant s consent, the Commission deferred this case to their July 6, 203 public hearing. Staff (5/22/3): The applicant was advised in writing that any significant, new or revised information should be submitted no later than May 28, 203 for consideration at the Commission s July 6, 203 public hearing. Applicant (5/29, 6/7, 6/7, 7/9 and 7/0/3): Revisions to the proffered conditions, Textual Statement and Master Plan were submitted. Planning Commission Meeting (7/6/3): On their own motion and with the applicant s consent, the Commission deferred this case to their August 20, 203 public hearing. Staff (7/7/3): The applicant was advised in writing that any significant, new or revised information should be submitted no later than July 22, 203 for consideration at the Commission s August 20, 203 public hearing. Applicant (7/6, 7/23, 8/ & 8/2/3): Revisions to proffered conditions, Textual Statement and an exhibit were provided. Applicant (8/9/3): Revisions to proffered conditions, Textual Statement and an exhibit were provided. 24 2SN DEC-BOS-RPT

25 Planning Commission Meeting (8/20/3): On their own motion and with the applicant s consent, the Commission deferred this case to their September 7, 203 public hearing. Staff (8/2/3): The applicant was advised in writing that any significant, new or revised information should be submitted no later than August 26, 203 for consideration at the Commission s September 7, 203 public hearing. Applicant (8/26/3): The application was amended to modify the request to reduce rather than delete the cash proffer. n addition, an additional proffered condition and modifications to the Textual Statement were submitted. Applicant (9/3/3): Modifications to the proffered conditions and Textual Statement and an additional exhibit were submitted. Planning Commission Meeting (9/7/3): On their own motion and with the applicant s consent, the Commission deferred this case to their November 9, 203 public hearing. Staff (9/7/3): The applicant was advised in writing that any significant, new or revised information should be submitted no later than September 23, 203 for consideration at the Commission s November 9, 203 public hearing. Applicant (0/2/3): Proffered condition 8 relative to cash proffer payments was amended. 25 2SN DEC-BOS-RPT

26 Planning Commission Meeting (/9/3): The applicant s representative accepted the recommendation. There was support expressed for an urban mixed use development and relief to the cash proffer policy for unique developments that include a mix of commercial uses. No one spoke in opposition to the request. Mr. Patton stated the proposal is an integral part of the overall Meadowville Technology Park development; Economic Development is satisfied with the quality offered; consideration is warranted for the private investment planned; the benefits of a mixed use product to compliment the Park; and the increased tax revenue for the commercial component. n response to questions from Mr. Waller, Economic Development noted the development will provide the retail and service amenities corporate management seeks when locating companies. Mr. Waller stated consideration should be given to road impacts relative to the cash proffer reduction and that the Plan promotes improvements to key interchanges serving economic development. n response to questions from Mr. Waller, the Budget & Management Department explained the average value of multifamily units used for their comparison and that Budget evaluated cash proffers offered by the applicants in conjunction with all elements of the case. Mr. Gulley explained his concern relative to the road portion of the cash proffer not being offered. Dr. Wallin added that he had not heard quantifiable evidence to ensure the proposal was fair to all parties. Dr. Brown stated that he felt establishing a dollar value for architectural upgrades and what elements add architectural quality is subjective. He offered an evaluation on the anticipated annual tax revenue for the dwelling units and noted the commercial component will also offer tax revenue for capital improvement needs. Mr. Patton stated he felt this case should be considered for its long term benefit to the County. On a motion of Mr. Patton, seconded by Mr. Waller, the Commission recommended approval of this case and acceptance of the proffered conditions on pages 2 through 5. AYES: Messrs. Brown, Patton and Waller. NAYS: Messrs. Wallin and Gulley. The Board of Supervisors, on Wednesday, December, 203 beginning at 6:30 p.m., will take under consideration this request. 26 2SN DEC-BOS-RPT

27 TWN RVERS, LLC TEXTUAL STATEMENT Revised: September 3, 203 Re: Zoning Application Twin Rivers, LLC for an amendment to previous zoning case 08SN0 on Chesterfield County Tax D s , 6573 and 9483; and , 5689 and 8890 as set forth hereinbelow.. General Conditions. (A) The development shall have a traditional mixed use development design with a mix of residential and non-residential uses within blocks and/or within a building. Buildings will be located close to the sidewalks and other buildings, the streets lined with trees and sidewalks, onstreet parking, and open spaces. (B) The Property shall be developed as generally depicted on the attached Master Plan, entitled Meadowville Town Center dated May 29, 203, prepared by Timmons Kelly Architects, and as provided in the accompanying proffers and as set forth herein below. The tracts shall be located in the area as generally depicted on the Master Plan, but their location and size, including further divisions into sub-tracts, may be modified through the site plan process, so long as the parcels generally maintain their relationship with each other and any adjacent properties. Such Plan shall be subject to appeal in accordance with the provisions of the Zoning Ordinance for Site Plan appeals. (C) The mixing of residential and non-residential uses within a tract may be permitted if a Mixed Use Plan is submitted for review and approval by the Planning Department or the Planning Commission at the election of the developer. Such review will be subject to appeal in accordance with the provision of the Zoning Ordinance for site plan appeals. The Mixed Use Plan shall address the land use transitions and compatibility between the different uses within a tract and adjacent properties. Land use compatibility and transitions may include, but not necessarily limited to, the exact locations of uses, buffers and site design.. General Requirements and Exceptions. (A) Parking.. f on-street parking is permitted, those spaces shall be counted towards the required number of parking spaces for all uses. 2. The Applicant shall provide parking for residential uses based on 2 spaces per dwelling unit. 3. Commercial or office uses shall provide parking based on 4.4 spaces/,000 gross floor area. 4. Parking may be further reduced based on Zoning Ordinance Section 9-52.

28 5. Parking shall not be required on each parcel or site where the use is located, but rather may be provided off-site but must be in the town center project, including on-street parking, subject to approval at the time of plans review, which may include requirements for easements. 6. Parking areas along Main Street and Twin Rivers Drive shall be limited to a single row of parallel or pull in parking spaces on both sides of each drive aisle; traffic directions shall be separated by a landscaped pedestrian plaza, unless modified during site plan review. f modified, the design shall not permit large expanses of parking areas and shall encourage pedestrian traffic. (B) Street Trees. Street trees shall be planted along both sides of all public and private streets that provide general circulation throughout the development, including but not limited to one () side of Meadowville Road. Street trees shall only be required along North Enon Church Road if direct vehicular access is provided to North Enon Church Road. (C) Architectural Standards.. The maximum height for all buildings shall be (6) stories. This height limit shall not restrict the use of a roof of a six (6) story building for features such as, but not limited to, decks, patios, or gardens. The maximum height of accessory buildings and structures within all Tracts shall be one-half (/2) the height of the principal building. 2. The development shall have similar architectural styles to Festival Chester Village Green, West Broad Village and New Town as shown on, although not exclusively, on Exhibit B dated September 3, 203 attached hereto. An architectural review committee (the Twin Rivers ARC ) shall be established prior to site plan review. The ARC shall consist of three (3) members to include the developer s appointee, the Economic Development Authority s appointee, and an architect from Timmons Kelly Architects. n the event that Timmons Kelly Architects is unable to perform another licensed architect may be substituted. Architectural designs shall be submitted to the the Twin Rivers ARC for review and approval prior to site plan approval. Architectural treatment of buildings shall utilize a mixture of design features. Design features may include articulation of doors and windows, sculptural or textural relief of facades, and architectural ornamentation or varied rooflines, incorporated so as to have the appearance of several small buildings clustered together in buildings of large mass. 3. Seventy-Five percent (75%) of each building façade being defined as the face of the front, sides and rear of a building, excluding windows, trim, architectural detailings, and doors) shall be brick or stone materials. No block will be used in the building façade. Architectural concrete block may be used for ramps and stoops so as to add architectural interest. 2

29 The remaining twenty five percent (25%) of each building façade, as defined above, shall be brick, stone, cementitious board, drivet, stucco, and synthetic stucco. n conjunction with site plan approval, the Twin Rivers ARC must approve the use of any other products not listed above herein above. 4. Minimum roof material shall be a 30 year dimensional shingle or better excluding buildings with a flat roof design. 5. Building facades along Main Street and front building facades for other mixed use buildings shall have pedestrian scale design features such as pedestrian scale lighting, architectural detailing on the first floor, building entry treatments such as arched or frame entrances with structured overhangs and/or awnings and nonreflective storefront windows. (D) (E) Setbacks. All buildings (including accessory structures) along internal roads, interior private driveways, parking areas and streets shall be permitted to have zero (0) foot setback requirement for front, side, corner side, rear, and through lots. This condition does not negate the requirement for sidewalks and street trees as required herein. No setback shall be required from proposed or existing public roads except along North Enon Church Road and Meadowville Road. Provided however, that corner side yards shall meet sight distance requirements as may be established at the time of site plan review. Buffers and Landscape Areas.. No buffers shall be required between various uses and adjacent properties. 2. A minimum fifty (50) foot building, drives, and parking setback shall be maintained along North Enon Church Road. Except where necessary to accommodate access and utilities that run generally perpendicular through the setback, trees having a caliper of four (4) inches or greater shall be maintained within this setback along with the installation of perimeter landscaping C. This does not preclude the removal of diseased, dead, or dying trees. This does not preclude the removal of trees for the installation of sidewalks within the setback. This setback may be reduced to a twenty five (25) foot setback with the addition of a decorative fence not to exceed four (4) foot in height or a continuous hedgerow with a minimum planting height of two (2) feet and a maximum growth height of four (4) feet. n addition, use of intermittent tree groupings can be used to break up the visual linear line of the hedgerow, as approved by the Planning Department at time of site plan review. (F) Restrictive Covenants shall be recorded prior to issuance of a building permit. Said Restrictive Covenants shall include the following language: This property is adjacent to the Meadowville Technology Park. 3

30 Neighboring property will be used for industrial and other business purposes. Traffic, noise, and lighting concerns related to Meadowville Technology Park should be addressed through the owner of Twin Rivers. (G) (H) Uses Not Permitted. The following uses shall not be permitted on the Property:. Feed, seed and ice sales; 2. Fraternal uses; 3. ndoor flea markets; 4. Kennels, commercial; 5. Material reclamation receiving centers; 6. Motor vehicle sales and rental; 7. Secondhand and consignment stores; and 8. Taxidermies. Pedestrian Elements.. General. Pedestrian walks and amenities shall be provided and maintained between uses. These pedestrian areas shall be designed to include amenities that add high visual interest, such as but not limited to: decorative paving units; decorative pedestrian-style lighting; benches; landscaped areas; plantings; bike racks; plazas; water features; display windows; gathering areas; and other pedestrian elements. The exact design and location of pedestrian elements shall be approved by the Planning Department Director and the Twin Rivers ARC prior to site plan approval. 2. Sidewalks, General. Sidewalks shall be installed along both sides of all public and private streets that provide general circulation throughout the development. Sidewalks shall not be required along Meadowville Road and North Enon Church Road. One or more sidewalks shall terminate on Meadowville Road and/or North Enon Church Road to promote ease of pedestrian traffic from adjacent residential uses. 3. Main Street Pedestrian Elements. Sidewalks along Main Street shall be occasionally interrupted with design features to avoid large spans of flat concrete work such as by providing brick walls; pavers; landscaping; decorative concrete (such as fossils, stamps); curves in concrete; and other elements to enhance visual interest. Pedestrian areas shall be wide enough to accommodate sidewalks a minimum of six (6) feet in width to allow uninterrupted pedestrian movement. n addition, space for outdoor sales and dining areas shall be provided at multiple locations along Main Street.. Uses: Uses permitted shall be limited to:. Uses permitted by right or with restriction in the Community Business (C-3) District. 2. Uses permitted by right or with restriction in the Residential Multi-family (RMF) District. 4

31 3. Accessory uses permitted in the R-MF and C-3 Zoning Districts. 4. Recreational establishments, commercial outdoor to be limited to outdoor entertainment for community events such as performances, concerts, theatres, amphitheatres, and other community events. 5. Mixed-Use Buildings, as defined as multi-story buildings that accommodate a combination of commercial and/or office and/or residential uses within the same structure. 6. Live/Work units, as defined by the Zoning Ordinance. 7. The development shall provide locations that serve as focal points for civic, religious, and/or institutional uses. These focal points shall be at ends of sight lines such as may occur at a tee intersection of two streets, at a sudden road bend, or at one end of a central commons area, and shall include elements such as pedestrian walkways, benches, landscaped areas, plazas, water features or other pedestrian scaled features. Buildings associated with the use of the focal point shall be designed with a strong architectural appearance in character with the project s theme, such uses include but are not limited to the following: a. Municipal offices, fire stations, libraries, museums, community meeting facilities, and post offices; b. Places of worship; c. Public schools; d. Parks; e. Gathering areas; f. Fountains. A minimum of two focal points shall be required within each tract. V. General design standards and guidelines. (A) Tract :. Development of Tract shall be a mix of all uses as defined in above. 2. There shall be no minimum parcel size or maximum density per acre. 3. Buildings in Tract shall be permitted to have residential uses on the first floor up to twenty-five percent (25%) of the gross square footage of the first floor except for buildings fronting on Main Street as designated on the Master Plan shall only be permitted to have a single residential unit on the first floor to meet ADA requirements. (B) Tract : 5

32 . Development of Tract shall be permitted to be a mix of all uses as defined in above. 2. There shall be no minimum parcel size or maximum density per acre. There shall be no limitation on the number of dwelling units per floor. 3. Buildings in Tract may contain all residential uses; however buildings fronting on Twin Rivers Drive shall have first floor storefront type windows similar to those shown in Exhibit A, dated July 24, 203, attached hereto. 4. There shall not be more than three (3) bedrooms in any dwelling units, and no more than 0 dwelling units may contain three (3) bedrooms. 5. A clubhouse and pool facility shall be provided to serve residential uses. This area shall serve as a focal point of Tract as required by Condition (7) above and shall be designed to accommodate and facilitate gatherings. This shall be developed and concurrent with the first phase of development on Tract. V. Phasing Plan. A maximum of 200 dwelling units shall be permitted in Tract until such time as final inspections have been approved by the Department of Building nspections for a cumulative total of at least 30,000 square feet of non-residential uses fronting Main Street in Tract. This shall not prohibit the issuance of permits or Certificates of Occupancy for dwelling units located within mixed-use buildings fronting Main Street that will be constructed simultaneously with the non-residential uses in Tract. (P) Applicant/Agent 6

33 L NE AN CH ER WT V E ZC C MEADOWVLLE LANDNG C ZC OR CH AN C E RT R R-2 ZC -2 C BL U E AT EW AL C DR AN LO CO VE LA ND NG DR ZC R WATE W C R HO D EEP SH R R-2 PL ANCHOR LANDNG CT TE WA NG ND UE LA BL DR C ZC ZC COV CT E DR BASLA ZC C A V RD LE H W V LL E O WV M EA LN ME A D DA UN H W TE O M TA UN N SL OA N DR MOUNT BLANCO DR MOUNT BLANCO RD LN C T C CH UR Y NR -2 HE C V M O U N T BL A N C O RD / W v VLLE RD MOUNT BLANCO ON THE JAMES T RO 2SN0227 AMEND C.U.P.D. R N D ROT UND A CT Y -2 TA OUN TE M C ZC N E NO N C H PK RD LE C H N WH DO WVL R-5 RC V L TE LN V U CH OW C JAMES RVER ON O AD M C C N EN C-5 ZC D EA R-25 RVERVEW ESTATES ZC C ME C V W V LL E RD ZC, ,000 Feet C A R-7 Aerial photos taken in 2009 VO G T DO -3 A JAMES RVER AVE TAZEWELL AVE NO RL A

34 2SN0227-

35 EXHBT A Example of Storefront windows 2SN July 24,203

36 2SN Exhibit B September 3, 203

37 08SN0 Amended nbermudamagisterialdistrict TWNRVERSLLCrequests rezoningandamendmentofzoningdistrictmapfromgeneral ndustrial 2 togeneralbusiness C5 withconditional UsetopermitmultifamilyusesplusConditionalUsePlanned DevelopmenttopermitexceptionstoOrdinancerequirements Thedensityofsuchamendmentwillbecontrolledbyzoning conditions orordinancestandards TheComprehensive Plan suggeststhepropertyisappropriate forlightindustrial use Thisrequestlieson699acreslocatedinthe southwest quadrantofmeadowvilleandnorthenonchurch Roads TaxDs and and and8890 Ms PetersonpresentedasummaryofCase08SN0andstated theplanningcommission andstaffrecommendedapprovaland acceptanceoftheprofferedconditions Ms CarrieCoyner theapplicant srepresentative thanked EconomicDevelopmentfortheirassistancewiththerequest ShestatedtheUrbanLandnstitute performedastudyonthe Meadowville TechnologyPark Shefurtherstatedtherequest isinlinewiththeurbanlandnstitute srecommendations forthearea Shestatedtheproposeddevelopment will providecommercial retailforthetechnologyparksemployees toutilize nresponse toms Jaecklesquestion Ms Coynerexplained thatsomeresidentialpropertywould bebuiltthroughoutthe project Mr Warrencalledforpubliccomment Noonecameforwardtospeaktotherequest OnmotionofMs Jaeckle secondedbymr Gecker theboard approvedcase08sn0andacceptedofthefollowing profferedconditions TheOwnerApplicantinthiszoningcase pursuanttosection oftheCodeofVirginia 950asamended andthe ZoningOrdinanceofChesterfieldCounty foritselfandits successorsorassigns proffersthatthedevelopment ofthe propertyknownaschesterfieldcountytaxds and from 2withCUPDtoC5withaConditionalUsetopermitRMFand acupdtopermitbulkexceptions andsubjecttothe conditions andprovisions ofthetextualstatementwillbe developed assetforth below however inthe event the requestisdeniedorapprovedwithconditions notagreedto bytheapplicant theseproffersandconditionsshallbe immediatelynullandvoidandof nofurtherforceoreffect Master Plan Thetextualstatementlastrevised November9 2007shallbeconsideredtheMaster Plan alongwithtwoconceptualplansentitled MasterPlan Meadowville TownCenter datedseptember and MasterPlan MeadowvilleTownCenter Alternate dated September bothpreparedbytimmonskelly Architects fexistingmeadowvilleroadalongthewest

38 sideofthepropertyiseliminated thepropertyshall be developedasgenerallydepictedontheattached MasterPlanentitled MasterPlan Meadowville Town Center Alternate datedseptember prepared bytimmonskellyarchitects andasprovidedinthe TextualStatementandassetforthhereinbelowunless theapplicantandtheeconomicdevelopmentauthority of thecountyofchesterfieldmutuallyagreeonan alternativelocationfornewmeadowville Road Thetwo plansshallhereinafterbereferred tocollectivelyas themasterplan P 2 Utilities Publicwaterandwastewatersystemsshallbe used U 3 Environmental A ForanydevelopmentthatdrainstoJohnsonsCreek stormwaterrunoffshallberetainedbased uponthe two 2 year ten 0 yearand00yearpost developmentcondition andreleasedbaseduponthe two 2 year ten 0 year and00yearpre developmentcondition respectively Stormwater runoffthatisdirectedtothenorthtoward the Meadowville LandingSubdivisionshallbedischarged toanadequateoutfallofsufficientsizeand capacitytohandlethepostdevelopment discharge B Thedevelopershallfollowtheapproveddrainage breaksfortheparcelsasshownonaplantitled Meadowville StormwaterManagement BMPMPPost DevelopedHydraulicAnalysis preparedbytimmons Group datedmay revisedaugust EE 4 Transportation A Dedications Thefollowingrightsofwayshall be dedicated freeandunrestricted tochesterfield County priortoanysiteplanapproval in conjunctionwithrecordationoftheinitial subdivisionplatorwithinsixty 60 daysfromthe dateofawrittenrequestbythetransportation Department whichever occursfirst i Thirtyfive 35 feetofrightofway onthe westsideofnorthenonchurchroadmeasured fromthecenterlineofthatpartofnorthenon ChurchRoadimmediatelyadjacenttothe Property ii Thirtyfive 35 feetofrightofwayonthe southsideofmeadowville Roadmeasuredfrom thecenterlineofthatpartofmeadowville RoadimmediatelyadjacenttothePropertyfrom NorthEnonChurchRoadtotheMeadowville RoadDeepwaterCoveDriveintersection B Roadmprovements nconjunctionwiththeinitial development thedevelopershallprovidethe followingimprovements Theexactdesignofthese improvementsshallbeapprovedbythe TransportationDepartment

39 i Wideningimprovingonthesouthsideof MeadowvilleRoadfromtheMeadowville RoadDeepwaterCoveDriveintersection to NorthEnonChurchRoadtoprovideaneleven footwidetravellane measuredfromthe centerlineoftheroad withanadditionalone footwidepavedshoulderplusaseven 7 footwideunpavedshoulder andoverlayingthe fullwidthoftheroadwithoneandonehalf 5 inchesofcompactedbituminousasphalt concrete withmodificationsapprovedbythe TransportationDepartment fortheentire Propertyfrontage ii Construction ofadditionalpavementalong Meadowville Roadattheapprovedaccessesto provideleftandrightturnlanes if warranted basedontransportationdepartment Standards iiirelocationoftheditchtoprovideaneight 8 footwideunpavedshoulderalongthewest sideofnorthenonchurchroadfortheentire propertyfrontagealongnorthenonchurch Road iv Dedicationtoandforthebenefitof ChesterfieldCounty freeandunrestricted of anyadditionalrightofway oreasement requiredfortheimprovementsidentified above CAccess i Direct vehicular accessfromthepropertyto MeadowvilleRoadshallbelimited totwo2 entranceexits Theexactlocationofthese accessesshallbeapprovedbythe TransportationDepartment ii Thereshallbenodirectvehicular access from thepropertytonorthenonchurchroad D NewMeadowville Road fthepropertyis developed inaccordancewiththe MasterPlan Meadowville TownCenter Alternate Plandated September prepared bytimmonskelly Architects unlessanalternativealignmentis determinedbasedontextualstatementgeneral ConditionB thedevelopershallberesponsible forthefollowingimprovementsandother transportationimprovementsinproffered Condition 4 Theexactdesignoftheseimprovementsshallbe approvedbythetransportationdepartment idedication Priortoanysiteplanapproval inconjunctionwithrecordationoftheinitial subdivisionplatorwithinsixty 60 days from thedateofawritten requestbythe TransportationDepartment whichever occurs first aseventy 70 footwiderightofway foranorthsouthcollector NewMeadowville

40 Road fromthemeadowville RoadDeepwaterCove Driveintersection throughthepropertyto thewesternpropertyline asgenerallyshown ontheconceptualplanentitled MasterPlan Meadowville TownCenter Alternate dated September shallbededicated free andunrestricted tochesterfieldcounty ii Roadmprovements a Construction ofatwolaneroadfornew Meadowville Road basedonvdoturban CollectorStandards 40MPH with modificationsapprovedbythe TransportationDepartment fromthe MeadowvilleRoadDeepwaterCove intersection throughthepropertytothe western propertylineasgenerallyshown onthe MasterPlan Meadowville Town Center Alternate ConceptualPlan The exactalignmentofnew Meadowville Road rightofwayshallbeapprovedbythe TransportationDepartment b Constructionofadditionalpavementalong existingmeadowville RoadandNew MeadowvilleRoadateachapprovedaccess toprovideleftandrightturnlanes if warranted basedontransportation Departmentstandards c Dedicationtoandforthebenefitof ChesterfieldCounty freeand unrestricted ofanyadditionalrightof way oreasement requiredforthe improvementsidentifiedabove iiiaccess Priortoanysiteplanapproval an accessplanfornewmeadowvilleroadshallbe submittedtoandapprovedbythe TransportationDepartment Vehicularaccess from thepropertytonew MeadowvilleRoad extended shallconform totheapprovedaccess plan E PhasingPlan Priortoanysiteplanapproval a phasing planfortherequiredroadimprovements as identifiedinprofferedcondition4 shallbe submittedtoandapprovedbythetransportation Department T 5 Timbering Exceptforthetimberingapprovedbythe VirginiaStateDepartmentofForestryforthepurposeof removingdeadordiseasedtrees thereshallbeno timbering onthepropertyuntilalanddisturbance permithas beenobtainedfromtheenvironmental EngineeringDepartment andtheapproved deviceshave beeninstalled EE 6 CashProffers A For alldwellingunitsinitiallyconstructedwith morethantwo 2 bedrooms theapplicant sub divider orassignees shallpaythefollowingto thecountyofchesterfield priortotheissuance ofabuildingpermitforinfrastructure

41 improvementswithintheservicedistrictfor theproperty 5600perdwellingunit ifpaidpriorto July 2007 or 2 TheamountapprovedbytheBoardof Supervisorsnottoexceed 5600perdwelling unitadjustedupwardbyanyincreaseinthe MarshallandSwiftBuildingCostndexbetween July 2006andJulyofthefiscalyearin whichthepaymentismade ifpaidafterjune B For alldwellingunitsinitiallyconstructedwith twoorfewerbedroomstheapplicant subdivider orassignees shallpaythefollowingtothe CountyofChesterfield priortotheissuanceofa buildingpermitforinfrastructureimprovements withintheservicedistrictfortheproperty 0269perdwellingunit ifpaidpriorto July 2007 or 2 TheamountapprovedbytheBoardof Supervisorsnottoexceed 0269perdwelling unitadjustedupwardbyanyincreaseinthe MarshallandSwiftBuildingCostndexbetween July 2006andJulyofthefiscalyearin whichthepaymentismade ifpaidafterjune Atthetimeofpayment the 0269 willbeallocatedprorataamongthefacility costsasfollows 602forparksand recreation 348forlibraryfacilities 895forroads and 404forfirestations Paymentsinexcessof 0269shallbe proratedassetforthabove C Buildingplanssubmittedforbuildingpermitsshall designatethenumberofbedroomsineachdwelling unit D Cashprofferpaymentsshallbespentforthe purposesproffered orasotherwisepermittedby law E f uponthemutualagreementofthetransportation DepartmentandtheApplicant theapplicant provides roadimprovementsotherthanthoseroad improvementsidentifiedinprofferedcondition4 the mprovements thenthetransportation componentinthisprofferedconditionshallbe reducedbyanamountnottoexceed thecostto constructthemprovementssolongasthecostis ofequalorgreatervaluethanthatwhichwould havebeencollectedthroughthepayments ofthe roadcomponentofthecashprofferasdeterminedby thetransportationdepartment Oncethesumtotal amountofthecashproffercreditexceedsthecost of themprovements asdeterminedbythe TransportationDepartment thereaftertheapplicant shallcommencepayingthecashprofferassetforth inthisproffered Conditionasadjustedforthe credit Forthepurposes ofthisproffer the costs asapprovedbythetransportation Department shallinclude butnotbelimitedto thecostofrightofwayacquisition engineering costs costsofrelocatingutilitiesandactual costsofconstruction includinglabor materials

42 andoverhead Work BeforeanyWorkis performed theapplicant shallreceiveprior writtenapprovalbythetransportationdepartment forthemprovementsandanycreditamount F ShouldChesterfieldCountyimposeimpactfeesat anytimeduringthelifeofthedevelopmentthat areapplicabletotheproperty theamountpaidin cashproffersshallbeinlieuoforcredited toward butnotinadditionto anyimpactfees in amannerasdeterminedbythecounty f Chesterfieldshouldadopta workforce or affordable housingprogramwhicheliminatesor permitsareducedcashproffer thecashproffer foranydwellingunitonthepropertythatis designatedas workforce or affordable housing thatmeetsalltherequirementsoftheadopted workforce or affordable housing program and forwhichacashprofferhasnotyetbeenpaid shallbeadjustedtobeconsistent withthe approved workforce or affordable housing program B M 7 Thetotalnumberofdwellingunitsshallnotexceedfour hundred 400 P Ayes Warren Gecker Jaeckle HollandandDurfee Nays None

43 TWNRVERS LLC TEXTUALSTATEMENT Revised November Thisisarequesttorezone6776acresofthe Propertyunderconsideration toc 5witha ConditionalUsetopermitResidentialMulti FamilyandaConditionalUsePlanned Development CUPD thatwillpermitbulkexceptionstoordinancestandards Exceptas qualifiedherein usespermittedin thec 3District RMF and outdoorentertainmentusesshall bepermitted throughouttheproperty GeneralConditions A Thedevelopmentshallhaveatraditionalmixedusedevelopmentdesignwithamix ofresidentialandnonresidentialuseswithinblocksandorwithinabuilding Buildingswillbe locatedclosetothesidewalksandotherbuildings the streetslinedwithtreesandsidewalks on streetparking and openspaces B TheProperty shallbedevelopedasgenerallydepictedontheattachedmasterplan entitled MasterPlan MeadowvilleTownCenter dated September preparedby TimmonsKellyArchitects and asprovidedintheaccompanyingproffers andassetforthherein below However ifexisting MeadowvilleRoadalongthewestsideofthePropertyiseliminated theproperty shallbedevelopedasgenerallydepicted ontheattachedmasterplanentitled MasterPlan MeadowvilleTownCenter Alternate datedseptember preparedby TimmonsKellyArchitects and asprovidedintheaccompanyingproffers andassetforthherein belowunlessthe Applicantandthe EconomicDevelopmentAuthorityoftheCountyof ChesterfieldmutuallyagreeonanalternativelocationforNewMeadowvilleRoad Thetwo plansshallhereinafter bereferredtocollectively asthemasterplan ThetractsshallbelocatedintheareaasgenerallydepictedontheMasterPlan buttheir locationandsize includingfurtherdivisionsintosubtracts maybe modified throughthesite planprocess solongastheparcelsgenerallymaintain theirrelationshipwitheachotherand any adjacentproperties SuchPlanshallbesubjecttoappealinaccordancewith theprovisionsofthe ZoningOrdinance forsiteplanappeals Themixingofresidentialandnonresidentialuseswithinatractmaybepermittedifa MixedUsePlanissubmittedforreviewand approvalbyeithertheplanning Departmentor the PlanningCommissionattheelectionofthedeveloper Suchreviewwill besubjecttoappeal in accordancewiththeprovisionofthezoningordinanceforsiteplanappeals The MixedUse Planshalladdressthelandusetransitionsandcompatibilitybetweenthedifferentuseswithina tractandadjacentproperties Landusecompatibilityandtransitionsmayinclude butnot necessarily limitedto theexact locationsofuses buffersandsitedesign

44 GeneralRequirementsandExceptions A Parking fon streetparkingispermitted those spacesshallbecountedtowards the requirednumber ofparkingspacesforalluses 2 TheApplicant shallprovideparkingforresidentialusesbased on2spacesper dwellingunit 3 Commercialorofficeusesshallprovideparkingbasedon44spaces000 grossfloorarea 4 Parkingmaybefurther reducedbasedonzoningordinancesection Parkingshallnotberequiredoneachparcelorsitewheretheuseis located butrathermaybeprovidedoff sitebutmustbeinthetown centerproject includingon streetparking subjecttoapprovalatthetime ofplansreview which mayincluderequirementsforeasements 6 Parkingareasshallbegenerallylocatedsoastominimizetheir exposureto MeadowvilleandNorthEnonChurchRoads Specifically parkingareasshallbe locatedtothe sideorrear ofbuildings noclosertomeadowvilleornorthenon ChurchRoadsthanthefrontsofbuildings andwithincourtyardareassuch that thebuildingsprovideabarrierbetween theroadand theparking B StreetTrees Street treesshallbeplantedalongboth sidesofallpublicandprivate streetsthatprovidegeneralcirculation throughoutthedevelopment includingbutnot limitedtoone sideofmeadowville Roadand bothsidesofnewmeadowvilleroad StreettreesshallnotberequiredalongNorthEnonChurchRoad C ArchitecturalStandards ThemaximumheightforallbuildingswithinTractKshallbe 6 stories This heightlimitshallnotrestricttheuseofaroofofasix 6 story buildingfor featuressuchas butnotlimitedto decks patios orgardens Themaximum heightofaccessorybuildingsandstructureswithinalltractsshallbeone half 2 theheightoftheprincipalbuilding 2 Themaximumheightforbuildings withintractsathroughshallbethree 3 stories 3 TractKshallhaveasimilar architecturalstyletochestervillagegreen TractsAthroughshallcomplimentthe architecturalstyleoftractk Architecturaldesigns shallbesubmittedtotheeconomicdevelopmentauthority ofthecounty ofchesterfieldforreviewpriortositeplanapproval 2

45 D Setbacks Allbuildings including accessorystructures alonginternalroads interiorprivate driveways parkingareasandstreetsshallhavezero 0 footsetbackrequirement forfront side cornerside rear andthroughlots Nosetbackshallberequired fromproposed orexistingpublicroadsexceptalongnorthenonchurchroad andmeadowvilleroad Providedhowever thatcornersideyardsshallmeetsight distancerequirementsasmaybeestablished atthetimeofsiteplanreview E BuffersandLandscapeAreas Nobuffersshallberequiredbetweenvarioususesandadjacentproperties 2 NobuffersshallberequiredalongMeadowvilleRoad ornewmeadowville Road Afifty 50 footbuilding drivesand parkingsetbackshallbemaintained alongmeadowvilleroadwith landscapingconsistentwiththemeadowville Landingsubdivisionwhichisshownonalandscapeplanentitled Meadowville LandingatRiver sbend datedaugust 2006 prepared bytownessite Engineering 3 Aminimumfifty 50 footbuilding drives andparking setbackshallbe maintainedalongnorthenonchurchroad Except wherenecessaryto accommodateaccessand utilitiesthatrungenerallyperpendicularthrough the setback treeshavingacaliperoffour 4 inchesorgreatershallbemaintained withinthissetbackalongwiththeinstallationofperimeter landscaping C This doesnot precludetheremoval ofdiseased dead ordyingtrees This doesnot precludetheremovaloftreesfortheinstallationofsidewalkswithinthesetback F RestrictiveCovenantsshallberecordedpriortoissuanceofabuildingpermit Said RestrictiveCovenants shallincludethefollowinglanguage ThispropertyisadjacenttotheMeadowvilleTechnology Park Neighboringpropertywillbeusedforindustrial andotherbusiness purposes Traffic noise andlightingconcernsrelatedtomeadowville TechnologyParkshouldbeaddressedthroughtheownerofMeadowville TownCenter G UsesNotPermitted Thefollowingusesshallnotbepermitted on theproperty Feed seedandicesales 2 Fraternaluses 3 ndoorfleamarkets 4 Kennelscommercial 5 Materialreclamationreceiving centers 6 Motorvehiclesalesandrental 7 Secondhandandconsignmentstores and 8 Taxidermies H Sidewalks Sidewalksshallbeinstalledalongbothsidesofall publicand private 3

46 streetsthatprovidegeneralcirculationthroughout thedevelopment includingbut notlimited tobothsidesofnew MeadowvilleRoad Sidewalksshallnotbe requiredalongmeadowvilleroadandnorthenonchurchroad TractsAthrough CommercialArea A Uses Uses permittedshallbelimitedto Usespermitted byrightorwithrestrictioninthecommunitybusiness C 3 District 2 Recreationalestablishments commercialoutdoortobelimitedtooutdoor entertainmentforcommunityeventssuchas performances concerts theatres amphitheatres andothercommunityevents 3 Accessoryusespermitted inthec 3 ZoningDistrict exceptasrestricted herein V TractK MixedUseArea A Uses Usespermitted shallbe limitedto Usespermitted byrightorwithrestrictioninthecommunitybusiness C 3 District 2 UsespermittedbyrightorwithrestrictionintheResidentialMulti family RMF District 3 Accessoryusespermitted inthermfandc 3ZoningDistricts exceptas restrictedherein 4 Recreationalestablishments commercialoutdoortobelimitedtooutdoor entertainmentforcommunityeventssuchas performances concerts theatres amphitheatres andothercommunityevents 5 MixedUseBuildings asdefinedasmulti storybuildingsthataccommodatea combinationofcommercialandoroffice andorresidentialuseswithinthesame structure Thisdoesnotpreclude singleusebuildings B RequirementsforResidentialUse DevelopmentofResidentialMulti Familyuses shallconformtorequirementsofsectionsandabove intheaccompanying proffers andasfollows Thereshallbenominimum parcelsizeormaximumdensityperacre 2 Thereshallbenomorethansixteen 6 dwellingunitsperfloor 3 Amaximum oftwo 2 buildingsshallbepermittedtohaveallresidentialuses 4

47 onthefirststory Allotherbuildingsshallbepermittedtohaveresidentialuses onthefirstflooruptotwentyfivepercent 25 ofthegrosssquarefootageof thefirstfloor 4 There shallbenoresidentialunitwithin 200feetofpropertywithinthe MeadowvilleTechnologyPark 5 Amaximumofthree 3 storiesinanygivenbuildingmay beusedfor residential use ApplicantAgent 5

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49 0 o o L ls SlCl 3 QJ Sd33JS lhcl JV k rtvlosnowwll 0 VN da N a J Ci N H N n 0 0 j S H N A 0 a A A 0 a v a V Hi C t n NVld m L io t ifi a S q J i 0 H g 0 z lj 8Z l u 0 t o o o N @ ii J lllllllllllllllr LUlli r 08SN0 2 J