Town Center At Wallops Island Spaceport

Atlantic Town Center Development Corporation

10044 Old Ocean City Blvd. Berlin, Maryland 21811 Phone: (410) 629-1160

Planned Unit Development Application Supporting Information

March 25, 2013

CONSULTING GROUP: Prime Consultant: Environmental: Traffic Engineer: The Atlantic Group & Associates Inc. Barney Environmental, Inc. Orth-Rodgers Assoc. Inc 10044 Old Ocean City Boulevard P.O. Box 1595 301 Lindenwood Drive

Berlin, Maryland 21811 Virginia Beach, Virginia 23451 Malvern, Pennsylvania 19355 Ph. (410) 629-1160 Ph. (757) 641-5004 Ph. (610) 407-9700

Sanitary Engineer: Hydrogeology: Legal: George, Miles & Buhr, LLC Golder Associates , Inc. Pender & Coward P.C. 206 West Main Street 2108 West Laburnum Avenue 222 Central Park Ave. Salisbury, Maryland 21801 Richmond, Virginia 23227 Virginia Beach, VA 23462 Ph. (410) 742-3115 Ph. (804) 358-7900 Ph. (757) 490-6276

Enclosures

1.) Supporting Information

a.) March Submittal Letterb.) January Submittal Letterc.) PUD Applicationd.) Owner’s Reporte.) Executive Summaryf.) PUD Proffersg.) VDOT Correspondenceh.) Utility Easement Correspondence

2.) PUD Application Report

3.) Application Plana.) Development Planb.) Phase One Illustrative Planc.) Phase One Downtown District Illustrative Pland.) Phase One General Business District Illustrative Plane.) Phase One Office District Illustrative Planf.) Typical Downtown Street Section-Elevationg.) Wastewater Treatment & Disposal Planh.) Wastewater Treatment Facility Site Plani.) Phase One Concept Utility Plan

4.) Architectural Guidelines

5.) Comprehensive Traffic Study

6.) One Copy Adjacent Property Owners Notifications

7.) One Copy of Topographic Survey (1”=100’)

8.) One Digital Copy of PUD Submittal

PUD Application:

Owner’s Report:

Executive Summary:

PUD Proffers:

PROFFER STATEMENT(Town Center at Wallops Island Spaceport)

Name and address of applicant:

Atlantic Town Center Development Corporation10044 Old Ocean City Blvd.Berlin, Maryland 21811

Name and address of owner(s):

Atlantic Town Center Properties, LLC10044 Old Ocean City Blvd.Berlin, Maryland 21811

Description of land: 106.08 acres identified by tax map numbers 27-A 96, 99A, 100, 115 and 116.

Description of proposed rezoning: The subject properties are currently zoned “B” Business District and “A” Agricultural District. The proposed zoning will be “PUD” Planned Unit Development District.

Date of application: November 2, 2012

The above named owner(s), individually or by duly authorized agent, hereby proffer, as a part and provision of the above referenced rezoning, that the use and development of this property shall be in strict accordance with the following conditions, which shall constitute covenants running with said property, and which shall be binding upon the property and upon all parties and persons claiming under or through the applicant, the owners, their heirs, personal representatives, assigns, grantees and other successor in interest or title:

A. Land Use Plan. The property will be developed substantially in accordance with the land use designations depicted on the Development Plan.

B. Contribution to Accomack County Parks and Recreation Department.Upon the issuance of the first building permit in each Phase of the development, the applicant will make a contribution of $10,000 to the Accomack County Parks and Recreation Department.

Initials ______

C. Underground Utilities. Prior to (or within 30 days after) the approval of a final site plan for any portion of the Property fronting on Route 175, the applicant shall, subject only to proper government and owner approvals, commence to bury underground all utilities on those portions of Route 175 that front the Property subject to such subdivision plat.

D. Road improvements.

1. Dream Road. Upon the issuance of the first building permit for improvements in Land Bay III, the Applicant will commence construction of improvements to Dream Road as approved by the Virginia Department of Transportation.

2. Thompson Road. Upon the issuance of the first building permit for improvements in Land Bay I, the Applicant will commence construction of improvements to Thompson Road as approved by the Virginia Department of Transportation.

3. Chincoteague Road (Route 175). Not later than the issuance of Certificates of Occupancy for 25% or more of the maximum density allowed in Land Bay II, the Applicant shall commence construction of improvements to widen Route 175 adjacent to the project as approved by the Virginia Department of Transportation.

E. Community Recreation Areas. Not later than the issuance of Certificates of Occupancy for 50% or more of the maximum residential units in Land Bay V, the Applicant shall complete construction of a community centerand a children’s playground.

F. Wastewater. Wastewater service and treatment will be provided to the project by a Public Utility chartered in accordance with Titles 13.1 and 56 of the Virginia Code. The wastewater treatment plant will be located on property adjacent to the PUD property. Prior to submitting a final site plan for any portion of the project, the Applicant shall obtain approval from necessary state and federal agencies for the design and construction plans for a wastewater facility and infrastructure necessary to serve the applicable portion. Prior to obtaining a Certificate of Occupancy for any property within the project, the Applicant shall obtain approval from necessary local, state and federal agencies for the operation of the wastewater facility and infrastructure in such capacity necessary to serve the subject property. The Public Utility shall make available not less than 25,000 gallons per day of treatment capacity to the County or to such landowners in the vicinity of the PUD as the County may permit at rates approved by the Virginia State Corporation Commission. Provided that initial phases of the development may initially be served by private wastewater facilities, which will be phased into the public utility once applicable state thresholds have been met and Public Utility approvals obtained as required by the Virginia Code.

Initials ______

G. Water. Water will be provided to the project by a Public Utility chartered in accordance with Titles 13.1 and 56 of the Virginia Code. Prior to submitting a final site plan for any portion of the project, the Applicant shall obtain approval from necessary local, state and federal agency’s for the design and construction plans for a water facility and infrastructure necessary to serve the applicable portion. Prior to obtaining a Certificate of Occupancy for any property within the project, the Applicant shall obtain approval from necessary local, state and federal agency’s for the operation of the water facility and infrastructure in such capacity necessary to serve the subject property. Provided that initial phases of the development may initially be served by private water facilities, which will be phased into the public utility once applicable state thresholds have been met and Public Utility approvals obtained as required by the Virginia Code.

H. Architectural & Community Design Standards. Prior to either conveying any Property within the project boundaries or commencing construction of any improvements (other than utilities), the Applicant shall record Community Declaration and Architectural Guidelines to govern the overall architectural plan for all aspects of the community and specify the architectural design for proposed elements.

I. Community Associations. The Applicant shall create one or more Property Owners’ Association(s) and/or Condominium Associations with the power to enforce the Architectural and Community Design Standards and assess property owners for maintenance, repair, replace and manage common areas and/or common facilities within the community.

The applicant and owner(s), for themselves, their heirs, personal representatives, assigns, grantees and other successor in interest or title, voluntarily and without any requirement by or exaction from the County of Accomack or its governing body, proffers these conditions, acknowledging that the proposed rezoning itself gives rise to the need for the conditions, that such conditions have a reasonably relation to the rezoning, and that all such conditions are in conformity with the County’s Comprehensive Plan. The applicants and owners further acknowledge that the County is in no way obligated to rezone the subject property; that in the event the property is rezoned, the conditions proffered shall continue in full force and effect unless or until they are modified by subsequent amendment to the zoning ordinance; and that the applicants and owners, their heirs, personal representatives, assigns, grantees and other successor in interest or title,shall not be released from the responsibility of fulfilling each of the enumerated conditions by virtue of any variance or other change in or to the zoning ordinance.

This proffer supersedes any and all previously submitted proffers.

[Signatures on following page(s)]

Initials ______

WITNESS the following Signature(s).

APPLICANT:Atlantic Town Center Development Corporation

_________________________By:

STATE OF ________________________:CITY OF _________________________:

The foregoing instrument was acknowledged before me this ___ day of March 2013, by ___________________________________, _________________ of Atlantic Town Center Development Corporation, a Virginia corporation on behalf of the corporation.

___________________________Notary Public

My Commission Expires: ____________________My Commission Number: ____________________

OWNER:Atlantic Town Center Properties, LLC

_________________________By:

STATE OF ________________________:CITY OF _________________________:

The foregoing instrument was acknowledged before me this ___ day of March 2013, by ___________________________________, _________________ of Atlantic Town Center Properties, LLC, a Virginia limited liability company on behalf of the company.

___________________________Notary Public

My Commission Expires: ____________________My Commission Number: ____________________

Initials ______

VDOT Correspondence:

Utility Easement Correspondence: