Original Proffer:  X






Date:  September 4, 2007

ZMA #:  ZMA 2005-015 Hollymead Town Center Area A-1

Tax Map Parcel Numbers: 32-42A, 32-42C, 32-44 (portion), 46-5, and 32-45 (portion)


31 Acres to be rezoned from RA to PD-MC


Tax Map Parcel Numbers: 32-42A, 32-42C, 32-44 (portion), 46-5, and 32-45 (portion), comprising approximately 31 acres are subject to rezoning application ZMA 2005-015 and to this Proffer Statement (the “Property”).  The Property is described with more particularity on a plan entitled “Hollymead Town Center, Conceptual Development Plan”, hereafter referred to as “the Project”, prepared by Dominion Development Resources LLC, dated March 13, 2006 (revised September 4, 2007), and attached hereto as Exhibit A (the “Application Plan”).  The Owner of the Property is HM Acquisition Group, LLC; a Virginia limited liability company (the “Owner”).


The Owner hereby voluntarily proffers that if the Albemarle County Board of Supervisors acts to rezone the Property to Planned Development Mixed Commercial (PD-MC) as requested, the Owner shall develop the Property in accord with the following proffers pursuant to Section 15.2-2303 of the Code of Virginia, 1950, as amended, and pursuant to Section 33.3 of the Albemarle County Zoning Ordinance.  These conditions are voluntarily proffered as part of the requested rezoning, and the Owner acknowledges that the conditions are reasonable.  If rezoning application ZMA 2005-015 is denied, these proffers shall immediately be null and void and of no further force and effect.


1.  Road Improvements - To the extent not currently completed, the Owner shall design, construct and dedicate to public use for acceptance by VDOT, the following:


The road improvements listed herein shall be constructed in accordance with road plans submitted by the Owner and approved by the Virginia Department of Transportation (“VDOT”).  All of the foregoing improvements shall be constructed to VDOT design standards pursuant to detailed plans agreed to between the Owner the County and VDOT.  Except for Meeting Street and Town Center Drive as indicated in D. below, the road plans will be submitted to VDOT and the County with the first site plan or subdivision plat, and will be constructed and accepted by VDOT within two years from the date of approval of the first site plan or subdivision plat, except as described in paragraph D. below:


A.   A continuous right turn lane on Route 29 southbound from the intersection of Town Center Drive to the southern boundary of Area A.   


B.  Meeting Street from the intersection of Town Center Drive to the southern boundary of the property. 


C.  An entrance to Route 29 southbound (right in / right out only) in the area to the south of building B, as shown on the Development Plan.


D.   Within one year after the date of approval of this rezoning, the following streets shall be constructed and offered for acceptance for public maintenance by the Virginia Department of Transportation:


-           Meeting Street from the intersection of Town Center Drive to the northern boundary of Area A.  Meeting Street will have two northbound and two southbound travel lanes, one northbound and one southbound bicycle lane.  Initially, one lane in each direction may be utilized as on-street parking.


-           Town Center Drive from the western boundary of Area B to Route 606.  This section of Town center drive shall be constructed to accommodate two travel lanes, with a cross section approved by the county and VDOT in a minimum 60-foot wide right-of-way.



                  2.  Regional Transportation StudyOwner shall contribute $59,000.00 cash to the County or VDOT for the purposes of funding a regional transportation study for the Route 29 corridor.  The $59,000.00 cash contribution shall be made prior the first site plan approval for Area A-1.


                  3.  Public Transit Stop Construction -  The Owner shall construct one public transit stop within Hollymead Town Center Area A-1.  The location of the public transit stop shall be identified on the approved general plan of Development and retained in the County files.  The locations shall be approved by the Director of Planning prior to approval of the first subdivision plat or site plan for Hollymead Town Center Area A-1.  Construction of the public transit stop shall occur in conjunction with improvements for the first site plan or the public street plans which include the area for the transportation stop.  The design of the public transit stop shall be subject to approval by VDOT and the County Engineer, and shall include no less than 200 square feet of paved surface and two benches. 


                  4.  Public Transit Operating Expenses -  Within thirty days after demand by the County after public transportation service is provided to the Project, the Owner shall contribute $50,000 cash to the County to be used for operating expenses relating to such service, and shall contribute $50,000 cash to the County each year thereafter for a period of nine (9) additional years, such that the cash contributed to the County pursuant to this Proffer 4, shall total Five Hundred Thousand Dollars ($500,000).   The cash contribution in years two through ten shall be paid by the anniversary date of the first contribution.


                  5.  Intersection Analysis -  The Owner shall submit an analysis of the Conner Drive and Town Center Drive intersection with the first site plan for the Project.  The analysis shall be prepared by a qualified traffic engineer for the purpose of determining when the intersection would need to be signalized.  The analysis should take a five (5) year projection to determine, based on the submitted site plan, when the intersection would require a signal.  The analysis shall be submitted for review and approval by the County Engineer.  If that analysis concludes the need for the intersection to be signalized within the five (5) year projection period, the Owner shall pay for the cost of the signal and synchronization when VDOT determines the signal is needed.


6.  Community Development Authority - Upon the request of the County, Owner shall petition for and consent to a Community Development Authority (“CDA”) established pursuant to Section 15.2-5152, et seq. of the Code of Virginia (“Code”) to be created for the purpose of financing, funding, planning, establishing, constructing, reconstructing, enlarging, extending, or maintaining (except to the extent VDOT maintains any public improvements) Route 29, and roads and other improvements associated therewith.


7.  Critical Slopes, Erosion and Sediment Control and Stormwater Management


A.           Critical Slopes.  The Owner shall apply for critical slope waivers for any roads located in critical slopes governed by § 18-4.2 et seq. of the Albemarle County Code.


B.            Erosion and Sediment Control.  The Owner shall, to the maximum extent practicable as determined by the County’s Program Authority, provide additional erosion and sediment controls to achieve a sediment removal rate of eighty percent (80%) for the Property.  (As a reference, current regulatory structural measures achieve a 60% optimal removal rate.)


C.           Revegetation.  Within nine (9) months after the start of grading under any erosion and sediment control permit, permanent vegetation shall be installed on all the denuded areas, except for areas the Program Authority determines are otherwise permanently stabilized or are under construction with an approved building permit.  A three (3) month extension for the installation of permanent vegetation may be granted by the Program Authority due to special circumstances including but not limited to weather conditions.


D.           Stormwater.  The Owner shall, to the maximum extent practicable as determined by the County’s Program Authority, provide additional stormwater management to achieve a removal ate 20%  better than would otherwise be required by the Water Protection Ordinance (Albemarle County Code § 17-100 et seq.) up to a maximum of eighty percent (80%) removal rate.


8.  Greenway Dedication -  The Owner shall dedicate in fee simple a minimum 4.5 acre “Greenway” to Albemarle County.  The land to be dedicated as the Greenway is identified on the Application Plan as “Greenway Area dedication to Albemarle County”, and shall include all flood plain area along Powell Creek.  The Owner shall complete the improvements shown on the Application Plan and shall dedicate the Greenway to the County at the time of the first site plan approval.  The Owner shall be responsible for the cost of a survey and preparing the deed to convey the Greenway to the County.


9.  Greenway Connection -  Upon the request of the County, the Owner shall contribute $50,000 cash to the County to provide pedestrian access to and costs for a signalized, at-grade pedestrian crossing across Route 29 to connect Hollymead Town Center with Hollymead Drive. The final location and construction elements for the trail shall be determined by the Director of Parks and Recreation in consultation with the County Engineer.  The location for the at-grade crossing and signal shall be determined by the County Engineer in consultation with the Director of Parks and Recreation and VDOT.


10. LEED Standards for Core and Shell Development - The Owner shall cause the commercial buildings in the Project to be designed and constructed to meet minimum standards for certification (twenty-three (23) credit points) under LEED Green Building Rating System for Core and Shell Development as set forth in the U.S. Green Building Rating System, Version 2.0, July 2006.  Prior to the issuance of a building permit, the owner shall submit a certification from LEED certified architect to the Director of Community Development that the building meets LEED standards.



11.  Additional Public Space -  The Owner shall construct a plaza area, as identified as “Plaza Amenity” on the Application Plan, within the Project of no less than 5,000 square feet for the purpose of public gathering and passive outdoor recreation.  The plaza shall contain areas of permanent outdoor seating, a water feature, and landscaping, the design and construction which shall be subject to final site plan review and subject to the satisfaction of the Director of Planning.


Witness the following signature:


                                                            HM Acquisition Group, LLC

                                                            By: HM Capital Group, LLC, Manager


                                                                   By: Octagon Partners, LLC, Authorized Agent

                                                                         By: __________________________



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