The Commonwealth of Massachusetts Executive Office of Energy and Environmental Affairs 100 Cambridge Street, Suite 900

The Commonwealth of Massachusetts Executive Office of Energy and Environmental Affairs 100 Cambridge Street, Suite 900

Boston, MA 02114

Charles D. Baker GOVERNOR

Karyn E. Polito LIEUTENANT GOVERNOR Tel: (617) 626-1000 Kathleen A. Theoharides Fax: (617) 626-1181 SECRETARY http://www.mass.gov/eea

August 21, 2020

CERTIFICATE OF THE SECRETARY OF ENERGY AND ENVIRONMENTAL AFFAIRS ON THE NOTICE OF PROJECT CHANGE

PROJECT NAME : The Reserve PROJECT MUNICIPALITY : Auburn and Oxford PROJECT WATERSHED : French and Blackstone EEA NUMBER : 15912 PROJECT PROPONENT : Eastland Partners DATE NOTICED IN MONITOR : July 8, 2020

Pursuant to the Massachusetts Environmental Policy Act (G. L. c. 30, ss. 61-62I) and Sections 11.03, 11.06 and 11.11 of the MEPA regulations (301 CMR 11.00), I have reviewed the Expanded Notice of Project Change (NPC) and hereby determine that this project continues to require the preparation of a mandatory Environmental Impact Report (EIR). The Proponent submitted an NPC with a request that I grant a Phase I Waiver pursuant to Section 11.11 of the MEPA regulations. In a separate Draft Record of Decision (DROD), also issued today, I propose to grant a Phase I Waiver that will allow site work and pad-ready development of an approximately 25.9-acre commercially zoned portion of the project site (Ashworth Commons), as described in the Expanded NPC, to proceed to permitting prior to completion of the EIR for the remainder of the project, including the end use development of Ashworth Commons.

I have received comments from municipal officials, legislators, and state and regional agencies. Comments from State Senators and State Representatives, the Town of Oxford – Department of Public Works, and the Worcester Regional Chamber of Commerce support the project and highlight the economic development opportunities and job creation benefits it will

EEA# 15912 NPC Certificate August 21, 2020 provide. Comments from state agencies continue to identify information necessary to evaluate the impacts of the full build project.

It is my firm expectation that the Proponent will promptly undergo full EIR review for the remainder of this extensive development project in accordance with the Scope provided herein. I note the MEPA Office provided extensive pre-filing guidance prior to submittal of this Expanded NPC in order to support timely preparation of a document that meets standard filing requirements. While I propose to grant the Phase 1 waiver requested in the Expanded NPC, I note that this filing did not incorporate much of the guidance provided by this office relative to the full build components of the project. I expect the Proponent will consult extensively with State Agencies and municipalities prior to submitting the DEIR. Additionally, I expect that the Proponent will submit a comprehensive DEIR that provides a detailed description and information regarding the project, including identification and analysis of the cumulative impacts of the full build project, and mitigation measures. I remind the Proponent that I reserve the right to find the DEIR inadequate and require the Proponent to file a supplemental DEIR in accordance with 301 CMR 11.08(8)(b)(3).

Project Description

As described in the Expanded NPC, the project consists of the construction of an approximately 1,091,122 square foot (sf) development consisting of 652 residential units and approximately 160,000 sf of commercial uses on approximately 177 acres of land located within Oxford and 70.5 acres of land in Auburn (247.6 acres total). Specifically, the project will consist of the following components which will be constructed over a 12 to 15-year period:

Ashford Commons (previously Oxford Commercial): Approximately 160,000 of commercial uses with frontage along Route 20 in Oxford (subject parcel of the Phase 1 Waiver request). The commercial uses will consist of 100,000 sf of office space, 49,800 sf of retail uses, 5,000 sf fast food restaurant use, and a 5,000 sf convenience store/gas station with six pumps located on approximately 25.9 acres of the site. This development will include 512 parking spaces.

Ashworth Hills (previously Oxford Residential): 320 two-bedroom condominium units on approximately 151.6 acres of the project site in Oxford. This residential development will include 160 duplex buildings, a community building and 640 parking spaces.

The Reserve (previously known as Auburn Apartments): 324 units of affordable rental housing apartments in twelve three-story buildings and 561 parking spaces located on 60.8 acres of the project site in Auburn. The residential development will also include a community building and five garage buildings, a dog park, playground and open space. This residential development is proposed pursuant to M.G.L. Chapter 40B, Massachusetts’ affordable housing statute.

Auburn Residential: Eight-unit condominium development on approximately 9.27 acres in Auburn. This residential development will include 32 parking spaces. This portion of the project received local approval in 2017 and construction is underway.

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The project also includes construction of access ways, installation of stormwater management systems and transportation improvements. Access to the Ashworth Commons is proposed via a new full access, signalized driveway that will intersect with the north side of Route 20 approximately 1,500 feet east of Thayer Pond Road and a right-in/out driveway off Route 20 located approximately 1,000 feet east of the signalized site driveway.

Access to the Ashworth Hills residential development in Oxford will be provided via a proposed signalized driveway off Route 20, shared with the commercial development, and via Ashworth Drive, an existing, local roadway located off Rochdale Street/Comminsville Road, north of the site. A connection is also proposed between the existing Thayer Pond residential development and the new signalized driveway, accommodating vehicles exiting the Thayer Pond residential development (a portion of the connecting roadway will be restricted to one-way to prohibit project vehicles from exiting by way of Thayer Pond Road). Access to the Auburn Condominiums and The Reserve will be provided by the existing Blaker Street and Albert Street Extension, with access to Route 20 by the existing traffic signal at Albert Street.

As noted above, the Expanded NPC included a Phase I Waiver request. Phase I of the project is proposed to achieve pad-ready site conditions for Ashworth Commons. Phase I would involve clearing, extensive grading and excavation (including blasting), installation of stormwater management infrastructure and construction of a temporary gravel access road on a 25.9 acre portion of the project site. No buildings or utility or road infrastructure would be constructed as part of Phase I. The Proponent anticipates it will take 2-3 years to complete the earth removal, clearing and grading for this part of the Project.

Project History

Portions of the proposed project site were the subject of previous MEPA review (The Reserve at Ashworth Hill, EEA# 13128) which concluded in January 2005 with the issuance of a Certificate on the Final EIR. The previous project included construction of 320 two-bedroom townhouses within 78 buildings in the Town of Oxford and 33 four-bedroom homes in the Town of Auburn. The previous project was permitted but was never constructed. However, portions of the project area (approximately 18 acres) were cleared as a result. Due to economic conditions, the project was abandoned. This area has since been incorporated into the footprint of the currently proposed project.

An ENF was submitted by the Proponent in September 2018 for the development of 160 residential duplex buildings (320 total units) and a commercial development with a total gross floor area of 113,000 square feet (sf). The commercial development included eight buildings, including four office/warehouse buildings with a total floor area of 70,000 sf; a 30,000-sf warehouse; a 5,000-sf retail building; a 4,000-sf restaurant, and a gas station with a 4,000-sf convenience store. It included construction of 1,152 parking spaces, associated access roads and driveways, stormwater management system, landscaping, and utilities. At the MEPA site visit, the Proponent disclosed that they owned adjacent acreage in the Town of Auburn and are constructing a five-lot subdivision on a portion of it which would entail the construction of an 8- unit condominium complex now known as Auburn Residential. Local permitting and approvals for the project were complete at the time of the ENF filing. A Certificate on the ENF was issued on October 12, 2018 which included a Scope for a DEIR and FEIR. The Scope directed the Proponent to submit an analysis on all proposed projects in Oxford and Auburn.

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Project Change

The Expanded NPC was submitted to disclose the proposed Reserve residential development in Auburn and to request a Phase I Waiver for the pad-ready site development of Ashoworth Commons. The Expanded NPC included an analysis of impacts for Phase I to support the waiver request.

Since the Certificate on the ENF was issued, the Proponent has proposed The Reserve residential development and the uses proposed for Ashworth Commons have changed, resulting in a significant increase in anticipated traffic generation. The original ENF did not identify the large multifamily development in Auburn and it had originally indicated that Ashworth Commons would include eight buildings, consisting of four office/warehouse buildings with a total floor area of 70,000 sf; a 30,000-sf warehouse; a 5,000-sf retail building; a 4,000-sf restaurant, and a gas station with a 4,000-sf convenience store. As currently proposed in the Expanded NPC, the project would include approximately 160,000 sf of commercial uses (47,000 sf increase), and it eliminate warehouse uses while increasing office and retail uses. The restaurant and convenience store will both increase in size from 4,000 sf to 5,000 sf.

As a result of the project changes, the total site acreage for the project has increased by 70.5 acres, from 177.1 acres to 247.6 acres. The additional acreage is located in Auburn. Creation of new impervious area has increased by 15.5 acres, from 38 acres to 53.5 acres. The total gross square footage of buildings has increased from 666,000 sf to 1,091,122 sf. The total number of residential units rose from 320 to 652 units. Project impact calculations for developments in Auburn have been clarified and refined and a Transportation Impact Assessment (TIA) was submitted for the residential development known as The Reserve in Auburn. The Proponent indicated that a comprehensive TIA will be submitted with the DEIR.1

Project Site

The project site is comprised of multiple parcels totaling 247.6 acres, of which approximately 177 acres are located within the Town of Oxford and 70.5 acres are located in the Town of Auburn. The site is generally bounded by Interstate-90 (I-90 or MassPike) to the north, undeveloped land and Tinker Hill Road to the east, Route 20 to the southeast, residential development located on Thayer Pond Drive to the southwest, and the French River to the west. The MassPike and Route 20 are state-controlled roadways under the jurisdiction of the Massachusetts Department of Transportation (MassDOT). The project site is located on a portion of the Route 20 corridor included in MassDOT’s Route 20 Reconstruction Project (EEA# 15355) which is undergoing separate MEPA review.2 The remainder of the project site is undeveloped. The project site contains areas of Bordering Vegetated Wetlands (BVW). The project site is not located in Priority and/or Estimated Habitat as mapped by the Division of Fisheries and Wildlife’s (DFW) Natural Heritage and Endangered Species Program (NHESP) or an Area of Critical Environmental Concern (ACEC).

1 Based on e-mail correspondence with the Proponent on 08/19/2020. 2This project consists of significant roadway and traffic infrastructure improvements to a 3.2-mile corridor of Route 20 between Richardson Corner Road in Charlton and Route 12 in Oxford. On January 12, 2018, the Secretary issued a Certificate on the Draft EIR which required the preparation of a Final EIR. The Final EIR has not been submitted yet.

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Environmental Impacts and Mitigation

Potential environmental impacts of Phase I of the project include the alteration of approximately 21 acres of land and generation of 50 to 62 construction period traffic trips per day. Phase I impacts are limited to pad-ready site development, blasting, and earthwork. Measures to avoid, minimize and mitigate impacts to the environment include erosion and sedimentation controls, and installation of a stormwater management system.

As described in the Expanded NPC, cumulative potential environmental impacts of the entire project include: alteration of 131.55 acres of land including the creation of 53.5 acres of impervious area;3 temporary impacts to 2,500 sf of BVW; generation of 17,748 new average daily trips (adt); construction of 1,745 new parking spaces; generation of 144,050 gallons per day (gpd) of wastewater and an increase in demand of 144,050 gpd of water demand. The project may result in an interbasin transfer from the French River Basin to the Blackstone River Basin. The project will construct 3.43 miles each of water and wastewater mains. Installation of utility infrastructure to serve the project will temporarily impact 2,500 sf of BVW. The project will generate greenhouse gas (GHG) emissions associated with the project's energy use (heating, cooling, etc.) and transportation-related emissions. A significant focus of the Draft EIR (DEIR) should be to identify specific mitigation measures that will address the project’s impacts.

Permitting and Jurisdiction

Phase I of the project does not exceed any EIR or ENF thresholds. Phase I of the project will require a Temporary Access Permit from MassDOT.

The project is undergoing MEPA review and is subject to a Mandatory EIR pursuant to 301 CMR 11.03(1)(a)(1), 301 CMR 11.03(1)(a)(2), 301 CMR 11.03(6)(a)(6), and 301 CMR 11.03(6)(a)(7) because it requires State Agency Actions and will result in the following: alteration of greater than 50 acres of land, creation of over 10 acres of impervious area, generation of over 3,000 new adt, and construction of over 1,000 new parking spaces. The project also exceeds ENF thresholds regarding land alteration, impervious area, and the number of new vehicle trips and parking spaces as specified in Sections 11.03(1)(b)(1), 11.03(1)(b)(2), 11.03(6)(b)(13), 11.03(6)(b)(14), and11.03(6)(b)(15) of the MEPA regulations. The project requires one or more Vehicular Access Permits from the Massachusetts Department of Transportation (MassDOT) for proposed access to Route 20. The project may be subject to the Interbasin Transfer Act (ITA), in which case approval of an interbasin transfer by the Water Resources Commission would qualify as an additional Agency Action. The project requires a Comprehensive Permit from the Auburn Zoning Board of Appeals, and may seek State Financial Assistance through affordable housing subsidy programs. If the Comprehensive Permit is appealed, it will require action by the Housing Appeals Committee (HAC). 4 The project is subject to review under the May 2010 MEPA Greenhouse Gas Emissions Policy and Protocol (“the GHG Policy”).

3 The Expanded NPC identified 49.5 acres of impervious area. The correct area of impervious area is 53.5 acres which was disclosed during the review period (e-mail from Proponent to MEPA Office dated August 17, 2020). 4The Department of Housing and Community Development (DHCD) issued a Project Eligibility Letter (PEL) for “The Reserve” on January 7, 2020. The Proponent subsequently submitted a Comprehensive Permit Application to the Auburn Zoning Board of Appeals on April 29, 2020. Public hearings are on-going.

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The project requires an Order of Conditions from the Oxford Conservation Commission and the Auburn Conservation Commission (or in the case of an appeal, a Superseding Order of Conditions from Massachusetts Department of Environmental Protection (MassDEP)). Based on the amount of land alteration, it will also require a National Pollutant Discharge Elimination System (NPDES) Construction General Permit from the U.S. Environmental Protection Agency (EPA).

Because the Proponent may seek Financial Assistance from the Commonwealth for the project, MEPA jurisdiction is broad and extends to all aspects of the project that may cause Damage to the Environment as defined in the MEPA regulations.

Phase I Waiver Request

The Proponent submitted an Expanded NPC in support of its request for a Phase I Waiver, which would allow Phase I of the project to proceed prior to completion of the EIR for the entire project. Consistent with this request, the Expanded NPC was subject to an extended 30-day public comment period.

The MEPA regulations at 301 CMR 11.11(1) state that I may waive any provision or requirement in 301 CMR 11.00 not specifically required by MEPA and may impose appropriate and relevant conditions or restrictions, provided that I find that strict compliance with the provision or requirement would:

(a) result in an undue hardship for the Proponent, unless based on delay in compliance by the Proponent; and (b) not serve to avoid or minimize Damage to the Environment.

The MEPA regulations at 301 CMR 11.11(4) state that, in the case of a partial waiver of a mandatory EIR review threshold that will allow the Proponent to proceed with Phase I of the project prior to preparing an EIR, I shall base the finding required in accordance with 301 CMR 11.11(1)(b) on a determination that:

(a) the potential environmental impacts of Phase I, taken alone, are insignificant; (b) ample and unconstrained infrastructure facilities and services exist to support Phase I; (c) the project is severable, such that Phase I does not require the implementation of any other future phase of the project or restrict the means by which potential environmental impacts from any other phase of the project may be avoided, minimized or mitigated; and (d) the agency action(s) on Phase I will contain terms such as a condition or restriction, so as to ensure due compliance with MEPA and 301 CMR 11.00 prior to commencement of any other phase of the project.

Review of the Expanded NPC

The Expanded NPC generally described the proposed project change and its programmatic and physical elements and identified impacts associated with the Phase I Waiver request. The NPC included an alternatives analysis for Ashworth Commons and The Reserve. The NPC identified some of the project’s potential impacts on water use, wastewater generation,

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transportation and GHG emissions. These impacts should be further disclosed and analyzed in the DEIR. Consistent with requirements for a Phase I Waiver request, the Expanded NPC was subject to an extended 30-day public comment period. The comment period was extended an additional week to allow for the review of supplemental information that was distributed on August 3, 2020. The comment period closed on August 14, 2020.

I received multiple letters of support for the Phase I Waiver request including from the Town of Oxford, State Senators and State Representatives. Comments from MassDEP and MassDOT identify new and outstanding issues that must be addressed in the DEIR and during the permitting process for Phase I. I also received comment letters from the Town of Auburn which identify additional intersections that should be considered for the TIA as well as an update on the Town of Auburn’s ability to accommodate wastewater flows from the project components in Oxford and Auburn and the need for an updated inter-municipal agreement (IMA) between the Town of Oxford and Auburn for the conveyance of wastewater flows. Comments submitted by the Auburn Water District (AWD) identify outstanding issues that must be addressed prior to AWD being able to supply the Reserve component of the project with water.

Alternatives Analysis

The NPC included an alternatives analysis which identified three alternatives for Phase I end uses including Alternative 1 (Big Box Retail Alternative), Alternative 2 (Multiple Route 20 Access Alternative) and the proposed Ashworth Commons (Preferred Alternative) as described above. The alternatives analysis was provided to demonstrate that achieving pad-ready development of Ashworth Commons would not preclude less impactful alternatives.

Alternative 1 included the construction of a big Box retail store such as a Walmart. This alternative would require the site to be graded to a single elevation to accommodate one large building and associated parking. This would require the removal of approximately 750,000 cubic yards (cy) of earth material. This alternative would result in the alteration of 25 acres of the site, create 17.3 acres of new impervious surface, generate 22,641 new adt and construct 997 new parking spaces. Alternative 2 would involve the construction of multiple smaller commercial/retail buildings each with their own access off Route 20, similar to existing commercial uses located along Route 20. As described in the Expanded NPC, because each building would be accessed directly from Route 20 at its current elevation, significant earthwork would be required to achieve necessary grading. Therefore, this alternative would require the removal of approximately 600,000 cy of earth material. This alternative would result in the new alteration of 24.7 acres of land, creation of 13.8 acres of new impervious surface, generate 16,515 new adt and construct 835 new parking spaces.

As described in the Expanded NPC, the Preferred Alternative minimizes land alteration/earth removal by incorporating a terraced design which allows for smaller commercial uses at varying elevations. The Pad Ready development for Ashworth Commons would result in the removal of approximately 500,000 cy of earth material. The Preferred Alternative is expected to result in the new alteration of 21 acres of land, creation of 12.8 acres of new impervious area, generation of 13,261 new adt and construction of 512 new parking spaces; it represents the least impactful alternative compared to Alternative 1 and Alternative 2. As described in the Expanded NPC, a reduced build alternative was not considered because it would

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not be consistent with the Town of Oxford’s Master Plan which prioritizes commercial development along the Route 20 corridor. By concentrating commercial development along Route 20, the project is intended to discourage commercial development in less desirable areas along local roadways.

The Expanded NPC also included a limited alternatives analysis for the Auburn Residential and The Reserve residential development. The Auburn Residential condominium development received local approval in 2017 and alteration of the 7-acre development area is under way. However, the Expanded NPC included an analysis of impacts related to a Single- family Home Alternative (Alternative 1). Alternative 1 consists of the development of four single family homes instead of eight duplex residential units. This alternative would result in similar land alteration (7 acres), new impervious area (3 acres), temporary impacts to BVW (2,500 sf), and trip generation (40 adt) as the Preferred Alternative but would increase water demand and wastewater generation (from 1,760 gpd to 2,200 gpd). The Auburn Condominium development (Preferred Alternative) provides double the number of residential units as Alternative 1 with similar environmental impacts and therefore is the Preferred Alternative. Comments from the AWD confirm that it has sufficient capacity to supply this portion of the project.

The Expanded NPC also provided an alternatives analysis for the Reserve in Auburn. The alternatives analysis identified a Single-family Alternative and the proposed affordable multi-family development (Preferred Alternative). As described in the Expanded NPC, the site is zoned Rural Residential which requires 1.5 acres of land and 180 feet of frontage per lot. Therefore, the Single-family alternative would include 26 single-family homes and would result in the alteration of 22.7 acres of land, create 7.34 acres of new impervious surface, impact 9,250 sf of BVW and increase water demand and wastewater generation by 14,300 gpd. As described in the Expanded NPC, the Preferred Alternative has been designed to avoid impacts to wetlands, minimize cut and fill, and reduce impacts to surrounding residential properties. The Preferred Alternative would create 324 residential units, involve the alteration of 18.55 acres of land, create 9.66 acres of new impervious surface, and increase water demand and wastewater generation by 60,500 gpd. Approximately 8.9 acres of the development area will include open space including playground, a dog park, stormwater management features, and landscaped areas.

While the Expanded NPC provides an initial overview of alternatives for portions of the ultimate buildout of the project site, the DEIR should supplement this alternatives analysis for each component of the project as specified in the Scope. A reduced impact alternatives analysis for the residential components of the project should be provided in the DEIR. Because the residential components of the project are located away from Route 20, the Phase I work along Route 20 does not appear to affect the Proponent’s ability to consider the full range of feasible alternatives for those components of the project.

Land Alteration

Phase I of the project will result in the alteration of 21 acres of land. As described in the Expanded NPC, approximately 18 acres of the Phase I project area were previously altered due to clearing associated with a previously proposed project which completed permitting but was never constructed (The Reserve at Ashworth Hill, EEA# 13128). As described in the Expanded NPC, 335 tons of carbon will be lost through mature tree removal during Phase I. Approximately

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0.95 tons of carbon per year is lost through the reduced sequestration associated with clearing 5 acres of mature trees. As described by the Proponent, the previously disturbed areas are not as productive at sequestering carbon. Therefore, the Proponent asserts that the amount of carbon lost is insignificant. Upon completion, nearly 50% of altered areas will be revegetated through lawn and landscaping, recovering some of the lost carbon sequestration benefit. I strongly encourage the Proponent to reuse the cleared trees and vegetation by accessing markets for long- use wood products and to mitigate the loss in carbon sequestration through donations to tree planting or open space/land conservation programs.

Traffic and Transportation

Phase I consists of conducting the earth work necessary to prepare pad-ready sites for the commercial portion of the project with temporary access proposed by way of an existing curb cut on Route 20. The temporary traffic expected to be generated by Phase I is estimated at 50 to 62 vehicle trips per day, including employee/inspection trips and approximately 24 to 36 truck trips hauling material off site.

As described in their comment letter, MassDOT has several technical design concerns with Phase I that will need to be addressed prior to the issuance of a temporary access permit. MassDOT will require that all drainage from the site be contained inside the site of the earth work. The proposed detention basins should be designed to contain all peak flows and any direct connection(s) to MassDOT’s drainage system should be removed. Overflows from detention basins toward Route 20 should be removed. Drainage ditches should be constructed along Route 20 to collect the runoff from the uphill side slope. The large stormwater basin on the western end of the site should be re-designed so as not to conflict with the proposed Route 20 alignment. In addition, measures should be identified to prevent mud and dirt from being tracked onto Route 20.Phase I site access will be restricted to right-in/out only. Sight distance measurements should be provided at the existing driveway location to ensure adequate sight distance is provided. Plans submitted for the temporary access permit should contain the required information outlined on MassDOT’s Access Permit Submittal Checklist. A Special Condition is included in the Earth Removal Permit issued by the Town of Oxford that excludes excavation within 200 feet of Route 20 and requires the Proponent to seek separate approval from MassDOT and the Department of Public Work for work within these limits. The Proponent should work with MassDOT and the Town of Oxford to address the above design issues, determine a schedule, and identify conditions for excavation located within the Route 20 right-of-way.

Water and Wastewater

Phase I of the project does not include installation of utilities and therefore will not result in increased water demand or wastewater generation. The Expanded NPC included updated water demand and wastewater generation estimates for full-build of the entire project. Estimated water demand and waste water generation has increased by 67,200 gpd from 76,850 gpd to 144,050 gpd when accounting for proposed changes in commercial uses, the Reserve and Auburn Condominiums. The demand in Oxford is 81,790 gpd and in Auburn 62,260 gpd. The Expanded NPC provided information on the water supply and wastewater handling of the Auburn Residential and The Reserve Development. It did not address water/wastewater for the projects in Oxford.

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As described in the Expanded NPC, it is anticipated that the AWD will supply water to the Auburn Residential component of the project. Currently, the AWD has a stressed water supply. Existing wells located in close proximity to I-90 place wells at high risk for contamination from spills and use of deicing products on the highway. Other AWD wells are subject to regular water quality issues that require excess treatment to meet drinking water quality standards. The Proponent has been in discussion with AWD regarding providing water supply via a connection to the Worcester water system (EEA#16070). The Proponent has committed to providing financial assistance to AWD for its connection to the Worcester Water System.

An alternative to the Worcester water supply connection through AWD is the utilization of an existing high-yield well situated on the northerly portion of the project site. Previous flow and quality testing indicated that, with appropriate treatment and added redundancy, this water source could be used to service “The Reserve”. However, due to the high costs associated with the required treatment, the Proponent’s preference is a connection to the AWD system.

Wastewater for The Reserve will be discharged to the Auburn sewer system. Comments from the Town of Auburn indicate that a new inter-municipal agreement will be need to be negotiated between the Town of Oxford and the Town of Auburn to accommodate the additional flow. Comments from the Town of Auburn indicate that a study is currently underway to evaluate the capacity of Auburn’s sewer system and determine if current infrastructure can accommodate the additional flow from the project. Additional analysis of water and wastewater issues for the project, including the need for approvals under the Interbasin Transfer Act, is required in the Scope for the DEIR.

Stormwater

The Proponent submitted a Stormwater Report for Phase I of the project as supplemental information which addresses the Massachusetts Stormwater Management Standards (SMS). No work will be performed in wetlands areas or in the buffer zone during the Phase I portion of the Project. The stormwater management system for the Phase I of construction will collect, treat, and recharge stormwater runoff on site. During the Phase I of construction, no interconnection with the Route 20 stormwater system will occur. Existing stormwater management infrastructure on the site has degraded and will be refurbished and improved consistent with the SMS. As areas are graded, they will be loamed and hydro-seeded to reestablish vegetation to mitigate erosion, stormwater runoff, and dust. Erosion control matting will be used on steep slopes as necessary to ensure that soil will not erode during rain events. Implementing these measures will allow these areas to be stabilized until end-use development is approved upon the receipt of a Final EIR certificate and Final Site Plan Approval by the Oxford Planning Board. Regular inspections, as conditioned in the local Earth Removal Permit, will occur to monitor any potential impacts from the ongoing work, noting and remediating potential concerns before any issues arise. The project will be required to develop a Stormwater Pollution Prevention Plan (SWPP) in accordance with its NPDES CGP to manage stormwater during the construction period.

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Construction Period

The Expanded NPC included a Construction Management Plan which outlines best management practices to be employed during the construction period. It identified blasting impacts associated with Phase I of the project. All required Pre-blast surveys will be sent out and performed under the rules of the State Fire Marshal. The blasting contractor will be responsible for obtaining all necessary permits with the Fire Chief as well as coordination with MassDOT for adhering to guidelines when in jurisdiction of Southbridge Road (Route 20).

As described in the Expanded NPC, it is the Proponent’s intention to process material cut from the earth work at the Ashworth Commons site and reuse it for future development to reduce the need for importing aggregate materials typically needed for construction. It is estimated that over 75,000 cubic yards of processed gravel, stone, and sand will be needed for the final development. Processing and stockpiling on site will effectively mitigate impacts associated with delivery of materials from outside sources. Over the estimated 12 to 15-year timeline, use of materials from Phase I for the development the condominiums at Ashworth Hills, by itself, would result in the elimination of 3,750 tri-axle truck trips on adjacent highways and the overall reduction in heavy vehicle trips. The Proponent also intends to offer materials from the earth work at the Ashworth Commons site to be used and stored for the Route 20 Reconstruction Project, however need for this material was not confirmed by MassDOT.

As described in MassDEP’s comment letter, Phase I activities will have the potential to generate dust, odor and/or noise. These activities must conform to current Massachusetts Air Pollution Control regulations governing nuisance conditions at 310 CMR 7.01, 7.09 and 7.10 and not cause or contribute to a condition of air pollution due to dust, odor or noise. As such, the Proponent should propose measures to prevent and minimize dust, noise, and odor nuisance conditions that may occur during construction. Because the Project is located close to several heavily traveled roadways, excessive dust generation, in particular, may be a concern. The Proponent should propose the use of commercially available dust suppression methods including use of a water truck and/or spreading calcium chloride as well as other mitigation measures. The Proponent must also implement measures to prevent mud and dirt form being tracked onto Route 20.

The Expanded NPC states that the majority of the Proponent’s heavy equipment meets EPA’s Tier 4 emission limits, which are the most stringent emission standards currently available for off-road engines. Comments from MassDEP request that all non-road diesel equipment rated 50 horsepower or greater meet the Tier 4 emission limits. As indicated in MassDEP’s comment letter, if a piece of equipment is not available in the Tier 4 configuration, then the Proponent should use construction equipment that has been retrofitted with appropriate emissions reduction equipment. Emission reduction equipment includes EPA-verified, CARB-verified, or MassDEP- approved diesel oxidation catalysts (DOCs) or Diesel Particulate Filters (DPFs). The Proponent should maintain a list of the engines, their emission tiers, and, if applicable, the best available control technology installed on each piece of equipment on file for MassDEP review.

Conclusion

Based on a review of the NPC, consultation with State Agencies, and public comments, I have determined that the Phase I Waiver request has merit and I propose to grant the request for

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the reasons stated in the DROD issued today. The DEIR and FEIR for the remainder of the project must be prepared in accordance with the Scope below which includes the end uses for Phase I. I encourage the Proponent to continue dialogue with State Agencies and the Towns of Oxford and Auburn prior to and throughout the preparation of the DEIR to address concerns. The Scope for the DEIR outlined below replaces the Scope contained in the ENF Certificate issued on October 12, 2018. It is my firm expectation that the DEIR be filed in a timely manner so that a comprehensive MEPA review can be completed prior to the commencement of any construction activity for the remaining portions of the project.

SCOPE

General

The Expanded NPC was submitted to disclose the Auburns residential developments and associated impacts and to request a Phase I Waiver for the pad-ready site development of Ashworth Commons. The ENF together with the NPC generally described the project components, impacts, and mitigation measures at a conceptual level. As noted above, the Scope provided herein supersedes the Scope contained in the ENF Certificate issued on October 12, 2018. The DEIR should provide a comprehensive overview of the entire project including detailed plans, descriptions, and data that sufficiently describe the proposed project, its impacts, and baseline environmental conditions for the purpose of State Agency and public review. The DEIR should follow Section 11.07 of the MEPA regulations for outline and content, as modified by this Scope. The DEIR should clearly demonstrate that the Proponent has sought to avoid, minimize, and mitigate Damage to the Environment to the maximum extent practicable. The DEIR should include a narrative which addresses all of the following Scope items and include supporting figures and reports. I note that a Supplemental DEIR can be required if the DEIR is not sufficiently responsive to this Scope.

Project Description and Permitting

The Expanded NPC provided a brief description of existing conditions and a project description with project plans, and identified impacts and mitigation measures in general. The DEIR should include an updated description of the existing and proposed conditions and describe any changes to the project since the filing of the Expanded NPC. The DEIR should provide an updated building program summary in a tabular format for the entire development which identifies the number and size (sf) of commercial and residential buildings, total number of residential units (including Auburn Residential, The Reserve, Ashworth Hills), and proposed use for each commercial building in the Ashworth Commons development. The DEIR should include updated site plans for existing and post-development conditions at a legible scale. The plans should clearly identify the limit of work/clearing and grading, adjacent land uses, impervious areas, publicly accessible open space, wetland resource areas, roadway layout and ownership, easement areas (if applicable), pedestrian and bicycle accommodations, and stormwater and utility infrastructure. These conceptual plans should include not only on-site

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work, but any proposed off-site work for transportation or utility (water/wastewater/stormwater) improvements.

The DEIR should provide a summary of development activities that have occurred on the site to date, include those associated with previously approved projects and the earth work that is the subject of the proposed Phase I waiver. The DEIR should include a brief history of the project site. The history should identify changes in site ownership, Permits that were issued, and site preparation activities that occurred prior to the filing of the ENF in September 2018. It should also provide this information and a timeframe for work associated with the Auburn Residential development that is under construction by the Proponent.

The DEIR should provide a brief description and analysis of applicable statutory and regulatory standards and requirements related to the project’s environmental impacts, and describe how the project will meet those standards. The Expanded NPC did not address the project’s consistency with regional or local planning documents. The DEIR should include a list of required federal, state, and municipal permits and approvals and provide an update on the status of each permit and/or approval. The DEIR should identify and address the project’s consistency with the current municipal comprehensive land use plan(s) and similar regional planning documents.

Alternatives Analysis

The DEIR should include a Reduced Impact Alternative for the residential components of the project. The Reduced Impact Alternative for the residential component should evaluate alternative layouts and configurations which would reduce land alteration and impervious area, and incorporate Low Impact Development (LID) techniques. The Reduced Impact Alternative for the commercial component should evaluate a reduced parking supply and greater density/ grouping of buildings to reduce impervious surfaces and increase open space. The DEIR should describe and quantify each alternative’s impacts on land alteration, creation of impervious area, impacts to wetland resource areas, traffic generation, GHG emissions, parking, water use, wastewater, and inter-basin transfers. This comparison should be provided in a tabular format with supporting narrative and conceptual site plans. The DEIR should describe how land uses proposed for the commercial component of the project impact trip generation in light of the large increase in trip generation disclosed in the Expanded NPC. The DEIR should also describe how project phasing could be developed to avoid and minimize environmental impacts. In addition, the Interbasin Transfer Act section of the Scope identifies additional alternatives analyses that will be required to demonstrate that the interbasin transfer of water has been avoided, minimized, and/or mitigated to the maximum extent practicable. To the extent the end uses for any of the project components are revised again by the time of filing of the DEIR, the DEIR should provide a comprehensive alternatives analysis for each of those changed components, including a discussion of how the end uses were chosen and how impacts compare to previously considered alternatives.

Additional recommendations provided in this Certificate may result in a modified design that would further avoid, minimize, or mitigate Damage to the Environment. The DEIR should discuss steps the Proponent will take to further reduce the impacts of the project, or, if certain measures are infeasible, the DEIR should discuss why these measures will not be adopted.

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Land Alteration

The project will alter approximately 131.5 acres of the approximately 247.5-acre project site. The DEIR should quantify the total amount of alteration associated with the proposed project including areas to be altered for buildings, roadways, wastewater, water and stormwater infrastructure, landscaping, and other project components. This information should be provided in a tabular format. The DEIR should include existing and proposed conditions site plans that clearly locate and delineate areas proposed for clearing and/or alteration (including grading), areas to be left undisturbed, and areas that will be restored upon completion of the project. The DEIR should describe the nature and character of existing and proposed conditions for the land, including whether existing land was previously disturbed and, if so, a description of the character of the land under current conditions (e.g, vegetated, landscaped, paved, etc) and under proposed conditions (e.g., paved, graded but covered with pervious pavement, etc). The DEIR should demonstrate that the amount of clearing has been minimized to the maximum extent practicable. It should provide a comprehensive evaluation of all measures to reduce the amount of land alteration and conversion from pervious to impervious areas, including: reductions in building program, roadway widths and impervious surfaces; use of pervious pavement for roadways and/or sidewalks; and supplemental landscaping or tree planting to mitigate impacts associated with clearing. Given the size of the project site, the DEIR should consider placing a conservation restriction on portion(s) of the site that will remain as undeveloped open space to ensure their permanent protection. As discussed below, the DEIR should calculate the loss in carbon sequestration potential associated with tree clearing and identify mitigation measures.

The site contains steep topography and may require a significant amount of grading. The DEIR should provide plans that clearly identify proposed areas of cut and fill and areas that may require blasting. The DEIR should provide estimates of cut and fill volumes to achieve proposed site grades. It should clarify whether additional blasting will be required and whether blast materials will be processed on-site, and if so, should provide plans that identity the locations where this will occur.

A portion of the project site contains a former agricultural field which is considered prime farmland as characterized by Montauk fine sandy loam soil. The DEIR should identify when the field was last used for agricultural activities and should address consistency with Executive Order (EO) 193 and the Department of Agricultural Resources’ (DAR) Agricultural Land Mitigation Policy (if state funding will be used). The Proponent should consider productively reusing the soils on-site within landscaping areas and/or stripping and stockpiling the agricultural soils to be made available to local farmers for agricultural use.

Wetlands/Stormwater

According to the ENF, installation of a utility crossing will temporarily impact 2,500 sf of BVW located in Oxford. No permanent wetland alteration is proposed. The project also includes impacts to buffer zone areas in Auburn. The Oxford and Auburn Conservation Commissions will review the project for its consistency with the Wetlands Protection Act, the Wetlands Regulations (310 CMR 10.00), and associated performance standards. I refer the Proponent to comments on the Expanded NPC from MassDEP which identify information that should be provided in the future Notice of Intent (NOI) application. The DEIR should identify the presence of wetland resource areas and associated buffer zones, describe work proposed

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within these areas and provide updated impact calculations, and demonstrate that the project meets the performance standards contained in the Wetland Regulations.

The project will create 53.5 acres of impervious area. According to the Expanded NPC, the stormwater management system will include catch basins, forebays, and infiltration basins. The DEIR should provide supporting documentation or data to demonstrate that the full build stormwater management system will be designed in compliance with MassDEP’s Stormwater Management Standards (SMS). The DEIR should describe the proposed stormwater management system, including connection points to off-site stormwater conveyance infrastructure and Best Management Practices (BMPs). The DEIR should confirm that stormwater from the site will not be discharged to MassDOT infrastructure within Route 20. As noted below, the DEIR should discuss how stormwater systems have been sized to take into account future climate conditions. I refer the Proponent to MassDEP’s comments on the Expanded NPC which provide guidance on the stormwater management design and consideration of increased precipitation frequency and volume due to climate change. The DEIR should include a detailed review of LID techniques for stormwater management, including but not limited to: use of pervious pavement, raingardens/bioretention areas, bioswales, tree box filters, and green roofs, and analyze the potential onsite reuse of roof runoff for irrigation purposes. MassDEP’s comment letter also identifies resources that provide additional guidance on LID measures. The DEIR should identify LID measures that were incorporated into project design and explain, in reasonable detail why other measures that could promote infiltration while reducing impervious surface and land disturbance were not selected.

Traffic/Transportation

The project site abuts, and will be accessed from Route 20 (Southbridge Road), a state- controlled roadway and therefore requires a Vehicular Access Permit from MassDOT. According to the Expanded NPC, the project will generate a total of 17,748 new adt and will construct a total of 1,745 parking spaces. While the Expanded NPC included a traffic analysis for the Reserve, neither the ENF nor the Expanded NPC included a traffic analysis for Ashworth Commons or Ashworth Hills. The MEPA Office and MassDOT previously provided guidance to the Proponent during pre-filing meetings that clarified the traffic analysis should analyze the impacts of the full development program under review as part of this project and should be submitted with the DEIR. Additionally, trip generation calculations for the commercial portion of the project are not included in the Expanded NPC. Therefore, it is not known how trip generation estimates were calculated or how the number of proposed parking spaces were estimated. As indicated in MassDOT’s comment letter, the net change of 12,718 vehicle trips on an average weekday is a substantial increase over the previously proposed project. Prior to submittal of the DEIR, trip generation calculations should be discussed with MassDOT to determine if additional intersections should be added to the study area. The Proponent should consult with MassDOT prior to finalizing the selection of the study area and scope of traffic analysis for full build of the Project.

The DEIR should include a transportation study prepared in conformance with the MassDOT/EEA Transportation Impact Assessment (TIA) Guidelines (March 2014) and MassDOT’s comments. As noted above, the TIA should analyze the impacts of the full development program that is under MEPA review as part of this project. I hereby incorporate by reference MassDOT’s comment letters, dated October 2, 2018 and August 14, 2020 into the

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DEIR Scope. Key comments raised by MassDOT address background growth and planning horizon, coordination with the Route 20 Reconstruction Project, and measures to reduce site trip generation. The traffic study should provide a comprehensive evaluation of transportation impacts within the study area and identify appropriate mitigation for areas where the project will impact traffic operations. The Proponent should provide a clear commitment to implement mitigation measures and should describe the timing of its implementation. The DEIR should identify the anticipated timeframe to achieve full build-out of the project and should clearly note how transportation mitigation measures will be provided in relation to project phasing/build-out. The TIA should analyze the cumulative (full build) impacts of the project on the entire study area. If the development will be constructed in phases and the phasing of the project is known, analysis should be provided for each phase, including the impacts of any previous phase, to determine the timing of appropriate mitigation. In this instance, the Proponent should consult with MassDOT to identify the appropriate time horizons to be used for the TIAS. A traffic signal warrants analysis will be required to justify the installation of a traffic signal on Route 20 at the proposed site driveway, with the phasing of the project considered to determine when/if the traffic signal would be warranted and constructed. Comments from MassDOT indicate that MassDOT would not support the installation of a traffic signal without tenants identified.

Traffic Operations and Mode Split

The DEIR should provide trip generation estimates for the average weekday (morning peak, evening peak, and daily) and Saturday (midday peak and daily) based on the Institute of Transportation Engineer’s (ITE) Trip Generation Manual (10th edition). Trip reduction estimates based on internal capture and/or pass-by trips should be determined using the methodology specified in the ITE Trip Generation Handbook (2nd edition). As noted above, the DEIR should identify the anticipated timeframe to achieve full build-out of the project and consult with MassDOT to determine the appropriate planning horizon for the TIA. Background growth in traffic should be determined based on an annual growth factor and on trips to be generated by other nearby planned or approved projects based on consultation with the Towns of Oxford and Auburn. The background growth should be incorporated into future Build and No-Build scenarios. The DEIR should include trip distribution for the project using a gravity model or similar model based on factors such as census data, origin-destination, travel time, and distance to determine trip characteristics for employees and residents of the project site. The DEIR should fully document how the trip generation estimates and trip assignments were derived. If appropriate, the study area should be modified on the basis of these results. As noted earlier, the Proponent should confirm the appropriate study area intersections with MassDOT prior to the submission of the DEIR. At a minimum, the following intersections and connecting roadways should be included in the traffic study as recommended by MassDOT:

. MassPike (I-90) Exit 12 off-ramp at Route 12 (Southbridge Street); . Route 20 (Southbridge Street) at Route 12 (Southbridge Street); . Route 20 (Southbridge Street) at Albert Street/Hill Street; . Route 20 (Southbridge Street) at Route 12 (Main Street); . Route 20 (Southbridge Street) at Thayer Pond Road; and . Route 20 (Southbridge Road) at Route 56 (Leicester Street).

The DEIR should characterize existing and future traffic operations with capacity analyses for the weekday morning and evening peak periods and Saturday midday peak hours.

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Capacity analyses should be provided for Build with Mitigation conditions for all intersections where improvements are proposed. The DEIR should depict the peak hour 50th (average) and 95th percentile queue lengths for each lane group/turning movement at each study area intersection for all scenarios. The results of this analysis should be provided in a tabular format that identifies Existing, No Build, Future Build and Future Build with Mitigation scenarios for all peak hour conditions. The DEIR should identify any area where the project will result in extended queues that would block vehicle movements to/from study area intersections, particularly those that involve state highways, and propose mitigation measures as appropriate. The level of service (LOS) for each lane group/turning movement should be clearly depicted for each scenario. The DEIR should include a traffic signal warrant study (TSWS) and document the need for a traffic signal at any intersection where signalization is proposed. This analysis should consider the anticipated timeframe to achieve full build-out of the project, as appropriate. The DEIR should also identify any locations where a dedicated left turn lane is proposed, provide a left-turn lane warrant analysis, and fully document the need for the turning lane.

The DEIR should clarify the timing of the Route 20 Reconstruction project in relation to construction of the proposed project. The Proponent should coordinate with MassDOT regarding the Route 20 Reconstruction Project to ensure that the site access plans and the capacity analyses accurately reflect proposed future configurations of intersections. The DEIR should provide an update on this coordination.

Safety

The TIA should include an analysis of any intersections in the study area that have crash rates higher than the State and/or MassDOT District 3 average, and discuss causality and potential mitigation measures to be implemented by the Proponent. The Proponent should consult with MassDOT regarding any identified Highway Safety Improvements Program (HSIP) eligible locations to determine if a Road Safety Audit (RSA) should be provided in the DEIR.

Roadway Improvements

The DEIR should include sufficiently detailed conceptual plans (minimum 80-scale) for proposed transportation improvements in order to verify the feasibility of constructing improvements. The plans should show proposed lane widths and offsets, layout lines and jurisdictions, and land uses adjacent to areas where improvements are proposed. Any proposed mitigation for traffic impacts within the state highway layout and all internal site circulation must be consistent with a Complete Streets design approach that provides adequate and safe accommodations for all roadway users, including bicyclists, pedestrians, and public transit riders. Guidance on Complete Streets design guidelines is included in the MassDOT Project Development and Design Guide.

Parking

The project will provide 1,745 parking spaces. The TIA should describe the number of parking spaces proposed for each building and use and compare it to the number of spaces recommended in the ITE’s Parking Generation (4th edition) and local zoning requirements. The DEIR should reevaluate the number of parking spaces required for the project based on the

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comparison described above, identify the number of parking spaces that can be reduced through implementation of TDM measures, and discuss the feasibility of shared parking and/or banking of land that would be constructed for parking only if warranted by demand. As discussed below, the Proponent should consider making a strong commitment to constructing electric vehicle (EV) charging infrastructure to support new parking spaces.

Multi-Modal Access

The DEIR should include a detailed inventory of the bicycle and pedestrian network throughout the study area, including the type and condition of bicycle and pedestrian facilities. The DEIR should include graphics (and supporting narrative) depicting internal circulation patterns (vehicles, pedestrian, and bicycles) and connection points to adjacent land uses and access roadways (including the location of sidewalks, crosswalks and bicycle lanes and other accommodations). The DEIR should identify measures for improving deficient pedestrian and bicycle facilities in the area and expanding or adding new pedestrian/bicycle routes.

The TIA should identify and document nearby transit services provided by the Worcester Regional Transit Authority (WRTA) and/or by private shuttle operators. Given the significant increase of trips associated with the project change, it is imperative that the Proponent conduct outreach to the WRTA regarding providing transit services to the project site prior to submitting the DEIR. The DEIR should clearly document consultation with WRTA and the incentives proposed by the Proponent to attract transit service.

Transportation Demand Management and Monitoring

The DEIR should include a comprehensive Transportation Demand Management (TDM) Program that evaluates all feasible measures to reduce trip generation associated with the project. The TDM program should be based on specific measures that have been successful in reducing trip generation for other projects with similar uses. The TDM program should seek to maximize the use of pedestrian and bicycle facilities, offer incentives for using public transportation and local transportation and shuttle services, and encourage the use of low-emissions vehicles. The DEIR should consider expansion of the bus/transit, private shuttle, bicycle, and pedestrian mobility options in the vicinity of the project. The DEIR should discuss the feasibility of recommended TDM measures, and identify those that will be incorporated into the TDM program. The DEIR should identify and distinguish the roles and responsibilities of the Proponent and future tenants in implementing TDM measures. The DEIR should discuss how green tenancy lease agreements or a Tenant Manual will be used as a mechanism to ensure implementation, maintenance, and success of TDM measures.

The DEIR should include a commitment to implement a transportation monitoring program. I refer the Proponent to MassDOT’s comment letters which provide guidance on the timeframe and content of the monitoring program. The DEIR should identify mode share goals and the monitoring report should include data and analysis to assess the effectiveness of the TDM program in achieving these goals. The DEIR should identify the data that will be collected, the frequency of data collection, and identify who will receive the data and analysis in addition to MassDOT. The DEIR should describe how adjustments to the TDM program will be made if

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results of monitoring show less than expected results in reduction of Single Occupancy Vehicle (SOV) trips.

Climate Change

Executive Order 569: Establishing an Integrated Climate Change Strategy for the Commonwealth (EO 569) was issued on September 16, 2016. EO 569 recognizes the serious threat presented by climate change and directs state agencies to develop and implement an integrated strategy that leverages state resources to combat climate change and prepare for its impacts. The Order seeks to ensure that Massachusetts will meet GHG emissions reduction limits established under the Global Warming Solution Act of 2008 (GWSA) and will work to prepare state government and cities and towns for the impacts of climate change. The MEPA statute directs all State Agencies to consider reasonably foreseeable climate change impacts, including additional greenhouse gas emissions, and effects, such as predicted sea level rise, when issuing permits, licenses and other administrative approvals and decisions. M.G.L. c. 30, § 61. As noted in the Scope, the DEIR should address the potential effects of climate change on the project site.

The GHG Policy and requirements to analyze the effects of climate change through EIR review is an important part of this statewide strategy. These analyses advance proponents’ understanding of a project’s contribution and vulnerability to climate change. The Proponent should consider cross-cutting measures, such as Passivehouse design incorporation of renewables in site design, which can improve the project’s resiliency, reduce GHG emissions and energy costs for residents and conserve and sustainably employ the natural resources of the Commonwealth.

Greenhouse Gas Emissions

The project is subject to review under the May 5, 2010 MEPA Greenhouse Gas (GHG) Emissions Policy and Protocol (Policy). The DEIR should include an analysis of GHG emissions and mitigation measures in accordance with the standard requirements of the Policy, which requires projects to quantify carbon dioxide (CO2) emissions and identify measures to avoid, minimize or mitigate these emissions. The analysis should quantify the CO2 emissions associated with building energy use (stationary sources), transportation-related emissions (mobile sources) and lost carbon and sequestration associated with the extensive land alteration.

The DEIR should identify and commit to mitigation measures to reduce GHG emissions. The Proponent should refer to the Policy for additional guidance on the GHG analysis. The MEPA office and the Department of Energy Resources (DOER) staff are available to assist with these efforts and the Proponent should consult with them regarding the analysis prior to submission of the DEIR.

Stationary Sources

The Expanded NPC included an analysis which modeled GHG emissions for the following components: four office/warehouse buildings (ranging from 10,000 to 20,000 sf), a warehouse (41,000 sf), a retail building (5,000 sf), a restaurant (3,000 sf), a gas station with and convenience store (3,200 sf), 320 apartments in twelve multi-family buildings (each either 38,232 SF or 23,409

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SF), and 320 residential units in 160 duplex buildings (each 3,414 SF). The project components do not appear consistent with the commercial uses proposed for the Ashworth Commons commercial development, which has been revised to eliminate warehouse and increase office uses as discussed above. Therefore, comments from DOER only address the analysis provided for the residential components of the project. As described in DOER’s comment letter, the project has the potential to significantly reduce GHG emissions through the incorporation of efficient electrification, Passivehouse, and Rooftop PV.

The stationary source GHG analysis evaluated CO2 emissions for the Base Case and the Preferred Alternative. Massachusetts Stretch Code applies to this project. Stretch Code requires dwelling units in residential buildings to comply with HERS rating of 55 or less, Passivehouse, or Energy Star v3.1. Additionally, commercial buildings are subject to 10% energy performance improvement over ASHRAE 90.1-2013-Appendix G plus Massachusetts amendments. Accordingly, the baseline for this project should be based on HERS 55, Energy Star V3.1, or Passivehouse for the residential buildings and ASHRAE 90.1-2013 plus Massachusetts amendments for the commercial building. The Towns of Oxford and Auburn have adopted the Massachusetts Stretch Energy Code (SC). Therefore, the project will be required to meet the applicable version of the SC in effect at the time of construction. The SC increases the energy efficiency code requirements for new construction (both residential and commercial) and for major residential renovations or additions in municipalities that adopt it. Generally, the SC requires a reduction in energy use of 10 percent compared to that achieved by complying with the State Building Code. The SC also requires certain certified performance paths (Energy Star, HERs, or Passivehouse) for any dwelling units if the building (of any size) is 4 stories or less. The Preferred Alternative evaluated the following mitigation measures:

• Using higher efficiency than required by code building envelopes (roof and wall insulation, window glass); • Installing cool roofs with light-colored materials; • Using higher efficiency than required by code heating and cooling systems; • Using higher efficiency than required by code domestic hot water systems; • Interior and exterior lighting systems with a lower light power density than required by code; • Sealing, insulating, and testing HVAC supply ducts; • Energy management systems; • Using Energy STAR electric appliances, where possible; • Providing solar-ready roof space on the building roofs for possible third-party photovoltaic (PV) systems.

The GHG analysis used eQuest modeling software to quantify emissions from the project’s stationary sources. The project’s overall stationary source CO2 emissions were estimated at 4,563.2 tons per year (tpy) under the Base Case scenario. The mitigation measures included in the Proposed Case will reduce GHG emissions to 3,979.3 tpy, a reduction of 583.9 tpy (approximately 12.8 percent). Comments from DOER indicate that due to the discrepancies in proposed uses and uses modeled in the GHG analysis, it was not possible to determine the actual GHG emissions reductions proposed by the project.

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Comments from DOER indicate that the majority of the mitigation strategy for the residential component of the project consists of reductions in plug and lighting loads. DOER indicates that the project is following Energy Star to meet minimum code baseline which already incorporates reduced plug and lighting loads.

The DEIR should include a revised GHG analysis which represents the currently proposed uses at the project site. The DEIR should respond to DOER’s comment letter on the Expanded NPC. The GHG analysis should address the recommendations in DOER’s comment letter. If a recommendation is dismissed, the DEIR should explain why. The project proposed in the revised GHG analysis should prioritize the follow energy efficiency measures: above code envelope performance; efficient electric space heating; and efficient electric water heating. The DEIR should provide the envelope commitments for all buildings in a tabular format as indicated in DOER’s comment letter.

Given the scale of this project (over 600 residential units) and the significant number of affordable housing units that it will construct, I strongly encourage the Proponent to consider Passivehouse and efficient electrification measures to maximize the benefits of energy (utility bill) savings and GHG reductions over time, particularly in light of the continued move towards renewable power generation for the regional electric grid. In addition to providing significant GHG reductions, Passivehouse design will reduce energy costs for residents and provide resiliency, air quality, and soundproofing benefits. It is my firm expectation that the Proponent will make significant commitments towards GHG reductions in the DEIR and FEIR, and I will not accept below-code building design as a project alternative. I encourage the Proponent to maximize Rooftop PV readiness by setting aside 80% of the usable roof area on the commercial buildings and I encourage significant commitments to EV charging infrastructure as part of building design.

Mobile Sources

The GHG analysis should include a revised evaluation of potential GHG emissions associated with mobile emissions sources. The DEIR should follow the guidance provided in the Policy for Indirect Emissions from Transportation and use data gathered as part of the most up to date traffic study to determine mobile emissions for Existing Conditions, Build Conditions, and Build with Mitigation Conditions. This project will generate a significant amount of traffic. The Proponent should thoroughly explore means to reduce overall single occupancy vehicle trips. The DEIR should also review measures to promote the use of EV and low-emissions vehicles, including installing EV charging stations and providing designated parking spaces for these vehicles. The Build with Mitigation model should incorporate roadway improvements and TDM measures implemented by the project and explain the methodology for quantifying reductions in GHG emissions associated with the mitigation. As noted, the DEIR should commit to a TDM monitoring program, and explain how mitigation will be adjusted if monitoring demonstrates less than anticipated results.

Land Alteration

This project will alter approximately 131.5 acres of land. In accordance with the GHG Policy, projects that alter over 50 acres of land are required to analyze the carbon associated with removal of trees and soil disturbance during the construction period and loss of carbon

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sequestration. The purpose of this analysis is to develop an estimate, not an exact accounting, of GHG emissions associated with land alteration, including removal of trees and release of sequestered carbon in soil. The DEIR should describe the methodology and data used to develop the analysis, identify associated impacts on GHG emissions, and identify measures to avoid, minimize and mitigate impacts.

I encourage the Proponent to consult with the MEPA Office on the development of this analysis. The Proponent may use accepted estimators such as the EPA’s Greenhouse Gas Equivalencies calculator5 or develop its own analysis that should consider current and proposed land uses, forest types, and soil types; assumptions regarding carbon sequestration of soils and trees; and the ability to consider a one-time loss of sequestration (e.g. tree clearing) as well as loss of potential sequestration over a certain time period. The Proponent may wish to procure the services of a licensed forester to provide an inventory of trees on site.

I expect the DEIR to identify mitigation measures commensurate with the project’s impacts on the site’s capacity to sequester and store carbon. Potential mitigation measures may include a commitment to install rooftop solar PV, funding programs that add or maintain biomass for sequestration purposes (such as tree planting, carbon credits, forest conservation or commitments to implement forest restoration practices), protecting forested land through a Conservation Restriction or other means, and certifying reuse of forested material for building materials or other long-use wood products.

Adaptation and Resiliency

The region’s climate is expected to experience higher temperatures and more frequent and intense storms. The Northeast Climate Science Center at the University of Massachusetts at Amherst has developed projections of changes in temperatures, precipitation, and sea level rise for each river basin in the Commonwealth. This data is available through the Climate Change Clearinghouse for the Commonwealth at www.resilientMA.org. By the end of the century, average temperature in the French River Basin6 is expected to rise by 3.9 to 11.2 degrees Fahrenheit (F), including an increase in the number of days with temperatures over 90 degrees F from 10 to 64 days. During the same time span, the average annual precipitation in the French Basin is expected to increase by 2.0 to 9.3 inches, most of which is expected to occur in the winter with increasing dry days in the summer and fall.

The DEIR should discuss potential effects of climate change to the project site. Consistent with the requirements of the GWSA, the DEIR should review features of the project design that will increase the resiliency of the site to likely climate change impacts. I encourage the Proponent to consult the data available on the resilientMA.org website to develop climate change scenarios for the site and identify potential adaptation measures. EEA’s Climate Change Adaptation Report7 (September 2011) provide additional resources to assist in this analysis. The DEIR should identify site elements that will be designed to minimize impacts associated with

5 https://www.epa.gov/energy/greenhouse-gases-equivalencies-calculator-calculations-and-references 6 The project site is located in the French River and Blackstone River Basins. The analysis should be based on data for the French River Basin as all proposed development is located within this basin. 7Available at: http://www.mass.gov/eea/docs/eea/energy/cca/eea-climate-adaptation-report.pdf

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more frequent and intense precipitation events and with extreme heat waves including, but not limited to:

• Ecosystem-based adaptation measures to reduce heat island effect and mitigate stormwater runoff, such as integration of tree canopy cover, rain gardens, and low impact development (LID) stormwater management techniques; • Designing the stormwater management system to consider the potential impacts of increased precipitation frequency and volume due to climate change; • Use of on-site renewable energy systems may provide added resiliency during periods of power loss during storms; • Protection of emergency generator fuel supplies from effects of extreme weather and flood proofing; • Elevation of first floor residences and critical infrastructure above base flood elevations (if applicable) that take into account climate change projections; and • Expansion of the size of emergency generators (beyond the 8-10 hour run time) to allow for select common areas and other emergency and life safety systems to remain operational for a period of time beyond code requirements, specifically in residential buildings.

Air Quality

The DEIR should include an updated mesoscale analysis prepared in accordance with MassDEP’s Guidelines for Performing Mesoscale Analysis of Indirect Sources. The purpose of the mesoscale analysis is to determine whether and to what extent the proposed project will increase the amount of volatile organic compounds (VOCs) and nitrogen oxides (NOx,) emissions and to determine consistency with the State Implementation Plan (SIP). The analysis should use data consistent with the project’s traffic analysis to evaluate potential traffic-related air emissions in Existing Conditions, Future No-Build, and Future Build Scenarios. Furthermore, while Future No-Build and Future Build Condition air pollutant emissions will likely see improvements due to changes in vehicle emissions reduction technology, the DEIR should identify and adopt, as feasible, mitigation measures to reduce overall project-related vehicle trips and associated pollutants. TDM measures and their ability to reduce vehicular trip generation rates will be evaluated in the DEIR as part of the GHG and transportation analysis.

Industrial, commercial, and institutional uses may use heating equipment and emergency generators that require certifications, inspections, and/or Permits from MassDEP. The DEIR should identify certification and/or permits that likely will be required for proposed project elements.

Water Supply/Wastewater

The DEIR should clarify the drinking water supply source(s) for all components of the project and whether it requires any Permits from State Agencies. The DEIR should quantify water and wastewater for each separate component of the project. Based on the proposed drinking water source(s), the DEIR should include the additional analysis identified in MassDEP’s comment letter. For connections to an existing water system (including both Aquarion and Auburn), a water system analysis should be performed looking at system

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hydraulics, authorized and actual withdrawal volumes with respect to all proposed new connections, and authorized and actual source capacity to determine if the public water systems can supply the Project. The DEIR should provide an update on the status and timeframe of the Town of Auburn’s proposed connection to the Worcester water system (EEA#16070) and should a draft of the memorandum of understanding (MOU) between the Proponent and the Town of Auburn’s water district, or an update on its status and timeframe for completion. If an onsite water supply is determined to be the preferred option, then the pumping test should be completed and the results of the test included as part of the DEIR. The DEIR should also identify any emergency water supply connections. The DEIR should describe water conservation efforts that will be incorporated into the project, including, but not limited to, installation of low-flow fixtures, use of captured rainwater or reclaimed wastewater for irrigation purposes or cooling tower water make-up, and use of drought-tolerant native landscaping.

The ENF indicated the project will generate a total of 144,050 gpd of wastewater that will be conveyed to the Town of Auburn’s collection system and eventually treated at the Upper Blackstone Water Pollution Abatement District (UBWPAD) and discharged to the Blackstone River. I note the Town of Oxford has an existing Inter-Municipal Agreement (IMA) with the Town of Auburn to accept up to 100,000 gpd of wastewater. Comments from MassDEP and the Town of Auburn indicate that wastewater flows from the proposed project would most likely exceed this threshold. The DEIR should clarify how the IMA will be updated to accommodate the proposed wastewater flows. I refer the Proponent to MassDEP’s comment letter on the ENF which identifies an opportunity to reduce infiltration/inflow (I/I) into the system to help achieve compliance with the IMA limits. The DEIR should also describe operational changes and infrastructure improvements necessary to accommodate projected wastewater flows and clarify whether improvements (if required) will require Permits from State Agencies. The DEIR should describe the proposed sewers and discuss the sewer downstream in more detail.

As described below in greater detail, the DEIR should also include a description of whether the Interbasin Transfer Act (ITA) (M.G. L. c. 21, ss. 8B-8D) applies to the water and wastewater aspects of the project. The DEIR should identify which, if any, revisions to any existing IMA may trigger the ITA.

Interbasin Transfer

The DEIR should clarify whether any of the proposed water supply solutions and associated wastewater discharges would be considered an interbasin transfer and identify the donor basin(s) and their ability to supply water without negative effect. As noted above, the DEIR should an update on the status and timeframe of the Town of Auburn’s proposed connection to the Worcester water system (EEA#16070), including any measures that have been identified to mitigate the interbasin transfer.

Portions of the project are located within the French River Basin and additional wastewater may be discharged to the Blackstone River as part of a potentially revised IMA between Oxford and Auburn. In April 2002, the Water Resources Commission issued a Determination of Insignificance (Determination) that restricts the wastewater flow from the French River Basin in Oxford to the Blackstone River Basin. The DEIR should provide a copy of this Determination and should provide supporting documentation to clarify whether the addition

24 EEA# 15912 NPC Certificate August 21, 2020

of the project’s wastewater to Auburn will result in an exceedance of the interbasin flow limit specified in the Determination.

As described in the Expanded NPC, the Proponent asserts that wastewater from the Reserve discharged to the Auburn sewer system would fall under any interbasin transfer that may occur as part of the AWD permitting for the connection to the Worcester water system. The Proponent should confirm this with Department of Conservation and Recreation’s (DCR) Office of Water Resources prior to the submission of the DEIR. Prior to submitting the DEIR, the Proponent should consult with DCR’s Office of Water Resources relative to these topics and applicability to this Project. The DEIR should provide an update on this consultation.

The DEIR should evaluate an alternative wastewater treatment solution that would retain flows within the French River Basin. At a minimum, the DEIR should evaluate construction of an onsite wastewater treatment system designed in compliance with 314 CMR 5.00 to treat wastewater flows from the project components within the French River Basin and discharge them on-site and within the French River Basin. If this alternative is dismissed, the DEIR should explain why. The DEIR should identify all other measures that have been incorporated into the project to avoid, minimize, and/or mitigate the interbasin transfer.

Construction Period Impacts

The DEIR should identify the anticipated build-out period of the project as a whole and elaborate on the potential project sequencing. It should provide a construction phasing figure and identify anticipated construction schedule and work hours. The DEIR should include a draft Construction Management Plan (CMP) that elaborates on BMPs which the contractor could utilize regarding erosion and sedimentation controls, construction staging areas, traffic management, and air/noise pollution. Due to the extensive earth movement on-site to achieve final grades for the various development pads, the Proponent should outline measures to stabilize cleared areas and slopes throughout the site if construction in these individual building locations is not imminent subsequent to earth movement activities. The draft CMP should include appropriate erosion and sedimentation control BMPs. Because the project is located close to several heavily travelled roadways, excessive dust may be a concern. The CMP should commit to specific mitigation measures to address this issue. The Proponent should commit to avoid use of blasting materials that contain perchlorate to avoid impacts to water quality and wetlands. The DEIR should address potential noise and vibration impacts associated with blasting and identify appropriate mitigation measures. The DEIR should discuss specific BMPs to ensure that all drilling and/or blasting will be completed in accordance with local and State regulations. I note that comments from the Town of Auburn has expressed concerns with construction period impacts stemming from the construction of the Auburn Residential development.

The DEIR should identify and describe proposed construction truck traffic routes to and from the site and provide an estimate of the number of vehicle trips that will be generated during earthwork activities and the construction period. The DEIR should provide information on the emission controls that will be used for all on-site construction vehicles in an effort to minimize construction vehicle emissions. The DEIR should provide a discussion on using construction equipment with engines manufactured to Tier 4 federal emission standards or best available control technology (BACT). I remind the Proponent that USEPA has mandated that Ultra Low Sulfur Diesel (ULSD) fuel be used in all off-road construction equipment. The DEIR should

25 EEA# 15912 NPC Certificate August 21, 2020

confirm that the project will require its construction contractors to use ULSD fuel in off-road equipment and indicate whether it will incorporate additional measures to minimize construction-period emissions. The DEIR should also address how the project will ensure compliance with the Massachusetts Idling regulation at 310 CMR 7.11.

The DEIR should provide more information regarding the project’s generation, handling, recycling, and disposal of construction and demolition debris. The DEIR should clarify the quantity of earth material/blasting residual that will remain on site and the quantify which will be hauled offsite. The DEIR should discuss the solid waste and air quality regulatory requirements raised in MassDEP’s comment letter and identify the specific and aggressive construction recycling and source reduction goals the Proponent will make as a way to increase the sustainability of the project. The project must comply with MassDEP’s Solid Waste and Air Pollution Control regulations, pursuant to M.G.L. c.40, §54.

Mitigation and Draft Section 61 Findings

The DEIR should include a separate chapter summarizing proposed mitigation measures. This chapter should also include draft Section 61 Findings for each State Agency that will issue Permits for the project. The DEIR should contain clear commitments to implement mitigation measures, estimate the individual costs of each proposed measure, identify the parties responsible for implementation, and contain a schedule for implementation. The mitigation implementation schedule should clearly note how mitigation will be provided in relation to project phasing; tying commitments to either completion of project square footages or generation of a specific number of traffic trips based upon project build out.

In order to ensure that all GHG emissions reduction measures adopted by the Proponent in the Preferred Alternative are actually constructed or performed, I require proponents to provide a self-certification to the MEPA Office indicating that all of the required mitigation measures, or their equivalent, have been completed. Specifically, I will require as a condition of a Certificate approving a Final EIR, that following completion of construction, the Proponent provide a certification to the MEPA Office signed by an appropriate professional (e.g., engineer, architect, transportation planner, general contractor) indicating that the all of the mitigation measures proposed in the Final EIR have been incorporated into the project. Alternatively, the Proponent may certify that equivalent emissions reduction measures that collectively are designed to reduce GHG emissions by the same percentage as the measures outlined in the Final EIR, based on the same modeling assumptions, have been adopted. The certification should be supported by plans that clearly illustrate where GHG mitigation measures have been incorporated. The DEIR should describe a strategy for providing self-certifications to the MEPA Office based on project phasing or completion of individual homes and/or commercial buildings. The commitment to provide this self-certification(s) should be incorporated into the draft Section 61 Findings included in the DEIR.

Response to Comments

The DEIR should contain a copy of this Certificate and a copy of each comment letter received. In order to ensure that the issues raised by commenters are addressed, the DEIR should include direct responses to comments to the extent that they are within MEPA jurisdiction. This

26 EEA# 15912 NPC Certificate August 21, 2020

directive is not intended, and shall not be construed, to enlarge the scope of the DEIR beyond what has been expressly identified in this certificate. I recommend that the Proponent use either an indexed response to comments format, or a direct narrative response.

Circulation

The Proponent should circulate the DEIR to those parties who commented on the ENF and Expanded NPC, to any municipal and State Agencies from which the Proponent will seek permits or approvals, and to any parties specified in section 11.16 of the MEPA regulations. The Proponent may circulate copies of the DEIR to commenters in a digital format (e.g., CD-ROM, USB drive) or post to an online website. However, the Proponent should make available a reasonable number of hard copies to accommodate those without convenient access to a computer to be distributed upon request on a first-come, first-served basis. The Proponent should send correspondence accompanying the digital copy or identifying the web address of the online version of the DEIR indicating that hard copies are available upon request, noting relevant comment deadlines, and appropriate addresses for submission of comments. The DEIR submitted to the MEPA office should include a digital copy of the complete document. A copy of the DEIR should be made available for review at the Auburn and Oxford public libraries.8

August 21, 2020 ______Date Kathleen A. Theoharides

Comments received:

08/03/2020 Oxford Department of Public Works 08/04/2020 Worcester Regional Chamber of Commerce 08/05/2020 Senator Ryan Fattman 08/06/2020 Representative Paul Frost and Joseph McKenna 08/13/2020 Town of Auburn 08/13/2020 Auburn Water District 08/14/2020 Massachusetts Department of Transportation (MassDOT) 08/14/2020 Massachusetts Department of Environmental Protection (MassDEP) Central Regional Office (CERO) 08/20/2020 Department of Conservation and Recreation (DCR) 08/21/2020 Department of Energy Resources (DOER)

KAT/EFF/eff

8 Requirements for hard copy distribution or mailings will be suspended during the Commonwealth’s COVID-19 response. Please consult the MEPA website for further details on interim procedures during this emergency period: https://www.mass.gov/orgs/massachusetts-environmental-policy-act-office.

27

August 14, 2020

Kathleen Theoharides, Secretary Executive Office of Energy and Environmental Affairs 100 Cambridge Street, Suite 900 Boston, MA 02114-2150

RE: Auburn/Oxford: The Reserve Multi-Use Development – NPC (EEA #15912)

ATTN: MEPA Unit Erin Flaherty

Dear Secretary Theoharides:

On behalf of the Massachusetts Department of Transportation, I am submitting comments regarding the Notice of Project Change for the Reserve Multi-Use Development project in Auburn and Oxford, as prepared by the Office of Transportation Planning. If you have any questions regarding these comments, please contact J. Lionel Lucien, P.E., Manager of the Public/Private Development Unit, at (857) 368-8862.

Sincerely,

David J. Mohler Executive Director Office of Transportation Planning

DJM/jll

Ten Park Plaza, Suite 4150, Boston, MA 02116 Tel: 857-368-4636, TTY: 857-368-0655 www.mass.gov/massdot

Auburn/Oxford – The Reserve Page 2 8/14/2020 cc: Jonathan Gulliver, Administrator, Highway Division Patricia Leavenworth, P.E., Chief Engineer, Highway Division Barry Lorion, P.E., District 3 Highway Director Neil Boudreau, Assistant Administrator of Traffic and Highway Safety Planning Board, Town of Auburn Planning Board, Town of Oxford Central Massachusetts Regional Planning Commission

MEMORANDUM

TO: David Mohler, Executive Director Office of Transportation Planning

FROM: J. Lionel Lucien, P.E, Manager Public/Private Development Unit

DATE: August 14, 2020

RE: Auburn/Oxford – The Reserve Multi-Use Development- NPC (EEA #15912)

The Public/Private Development Unit has reviewed the Expanded Notice of Project Change (NPC) for The Reserve Multi-Use Development project located at 175 & 191 Southbridge Road (Route 20) and Ashworth Drive in the Town of Oxford and off Albert Street in the Town of Auburn. The project exceeds the Land and Transportation thresholds and will require a mandatory Environmental Impact Report (EIR). The project will require a Vehicular Access Permit from MassDOT because it abuts Route 20, which is State Highway.

An Expanded Environmental Notification Form (EENF) was filed for the project in August 2018 for the construction of 320 residential units and approximately 113,000 square feet (sf) of commercial space including a gas station, fast food restaurant, and retail and warehouse space on approximately 177 acres in the Town of Oxford. Supplemental information was provided during the EENF review period to include the adjacent 67 acres of land in Auburn owned by the Proponent, which consisted of a planned 5-lot residential subdivision. A Certificate was issued on the EENF on October 12, 2018 requiring the preparation of an EIR.

This project change includes the addition 324 residential apartment units to be located on the land in Auburn and the increase of approximately 47,000 sf of the commercial space in Oxford with the elimination of the warehouse space and an expected increase in the retail and office space. In addition, the NPC is requesting a Phase I Waiver to conduct the earth work necessary to prepare “pad ready” sites for the commercial portion of the project. At present, the project consists of four components planned for a 12-15 year timeline: Ashworth Commons, 160,000 sf of commercial development in Oxford; Ashworth Hills, 320 duplex- style, residential units in Oxford; Auburn Condominiums, a 5-lot residential subdivision that is currently under construction and will contain 8 condominium units in Auburn; and The Reserve, 324 residential apartment units in Auburn.

Access to the Ashworth Commons commercial development is proposed by way of a full access, signalized driveway that will intersect the north side of Route 20 approximately

Ten Park Plaza, Suite 4150, Boston, MA 02116 Tel: 857-368-4636, TTY: 857-368-0655 www.mass.gov/massdot

Auburn/Oxford - The Reserve Page 2 8/14/2020

1,500 feet east of Thayer Pond Road and a right-in/out driveway off Route 20 approximately 1,000 feet east of the signalized site driveway. Ashworth Commons is proposed to contain uses such as a gas station, retail, restaurant, and office space; however, specifics were not provided in the NPC. Access to the Ashworth Hills residential development in Oxford will be provided by way of the proposed signalized driveway off Route 20, shared with the commercial development, and by way of Ashworth Drive, an existing, local roadway located off Rochdale Street/Comminsville Road, north of the site. A connection is also proposed between the existing Thayer Pond residential development and the new signalized driveway, accommodating vehicles exiting the Thayer Pond residential development (a portion of the connecting roadway will be restricted to one-way to prohibit project vehicles from exiting by way of Thayer Pond Road). Access to the Auburn Condominiums and The Reserve, the residential components in Auburn, will be provided by way of Blaker Street and Albert Street Extension, with access to Route 20 by way of the existing traffic signal at Albert Street.

Phase I Waiver Request

Phase I consists of conducting the earth work necessary to prepare “pad ready” sites for the commercial portion of the project with access proposed by way of the existing curb cut on Route 20. The temporary traffic expected to be generated by Phase I is estimated at 50 to 62 vehicle trips per day, including approximately 24 to 36 truck trips hauling material off site.

In order to determine the impact that Phase I would have on Route 20, for both the current and future alignment (MassDOT’s Route 20 Reconstruction Project, Project No. 602659, EEA # 15355) of Route 20, MassDOT has reviewed the Oxford Planning Board Approved “Pad Ready” Site Plans and associated Stormwater Report, the Oxford Board of Selectmen Earth Removal Permit, the Operation and Maintenance Plan, and the Construction Management Plan included in the Expanded NPC, as well as the supplemental information provided by the Proponent that included an overlay of Phase I on the proposed alignment of Route 20 based on the Base Technical Concept (BTC) Plans prepared for the Route 20 Reconstruction Project.

MassDOT has several technical design concerns with Phase I that will need to be addressed prior to the issuance of a temporary access permit. In general, we will require that all drainage from the site be contained inside the site. The detention basins should be designed to contain all peak flows and any direct connection(s) to MassDOT’s drainage system should be removed. Overflows from detention basins toward Route 20 should be removed. Drainage ditches should be constructed along Route 20 to collect the runoff from the uphill side slope. The large stormwater basin on the western end of the site should be re-designed so as not to conflict with the proposed Route 20 alignment. In addition, measures should be identified to prevent mud and dirt from being tracked onto Route 20.

Phase I site access will be restricted to right-in/out only. Sight distance measurements should be provided at the existing driveway location to ensure adequate sight distance is provided. Plans submitted for the temporary access permit should contain the required information outlined on MassDOT’s Access Permit Submittal Checklist. A Special Condition

Auburn/Oxford - The Reserve Page 3 8/14/2020 is included in the Earth Removal Permit issued by the Town of Oxford that excludes excavation within 200 feet of Route 20 and requires the Proponent to seek separate approval from MassDOT and the Department of Public Work for work within these limits. The Proponent should work with MassDOT and the Town of Oxford to address the above design issues, determine a schedule, and identify conditions for excavation located within the Route 20 right-of-way.

Project Change

The project change includes the addition of 324 residential apartment units to be located on the land in Auburn and the increase of the commercial space in Oxford from 113,000 sf to 160,000 sf. As provided in the Expanded NPC, the project change is expected to result in an increase of 2,457 residential vehicle trips and 10,261 commercial vehicle trips for a total net change of 12,718 vehicle trips on an average weekday. It is shown that Full Build- out of the project will generate a total of 17,748 vehicle trips per day on an average weekday.

A Traffic Impact Study (TIS) for the residential component of the project change is included in the Expanded NPC. Trip generation for the residential component of the project change is based on trip rates from the ITE Trip Generation Manual for Land Use Code (LUC) 220, Low-Rise Apartments. Trip generation calculations for the commercial portion of the project are not included in the Expanded NPC. The net change of 12,718 vehicle trips on an average weekday is a substantial increase over the previously proposed project.

Prior to submittal of the Draft EIR (DEIR), trip generation calculations and the previous scope should be discussed with MassDOT to determine if additional intersections should be added to the study area. The transportation study should be prepared in accordance with MassDOT/EEA Transportation Impact Assessment (TIA) Guidelines and analyze the cumulative (full build) impacts of the project on the entire study area. If the development will be constructed in phases and the phasing of the project is known, analysis should be provided for each phase, including the impacts of any previous phase, to determine the timing of appropriate mitigation. A traffic signal warrants analysis will be required to justify the installation of a traffic signal on Route 20 at the proposed site driveway, with the phasing of the project considered to determine when/if the traffic signal would be warranted and constructed. It should be noted that MassDOT would not support the installation of a traffic signal without tenants identified.

Transit Improvements

The TIA should identify and document nearby transit services provided by the Worcester Regional Transit Authority (WRTA) and/or by private shuttle operators. Given the significant increase of residential trips associated with the project change, it is imperative that the Proponent conduct outreach to the WRTA regarding providing transit services to the project site. The DEIR should clearly document consultation with WRTA and the incentives proposed by the Proponent to attract transit service.

Auburn/Oxford - The Reserve Page 4 8/14/2020

Parking

The TIA should explain the derivation of the proposed parking supply for the project. The number of proposed spaces should be compared to the amount required based on information contained in ITE’s Parking Generation (4th edition) as well as the requirements of local zoning codes. The Proponent should investigate reducing parking or land banking of parking spaces until and unless needed, based on monitoring conducted at a future date.

Multimodal Access and Facilities

All site access and circulation plans should be designed for consistency and connectivity with those planned or already in place in the study area. The TIA should provide a thorough inventory of all existing, planned, and proposed services, facilities, and routes for accessing the site using transportation modes other than single-occupancy vehicles. These should include provisions for future expansion of transit, bicycle, and pedestrian mobility options.

Accordingly, the Proponent should identify the likely travel routes for bicyclists within the study area. The degree to which these routes can safely support bicycle travel should be examined. Existing or proposed bicycle and pedestrian access routes in the immediate vicinity of the site should also be identified. The TIA should present suggestions for appropriate mitigation measures to provide safe and efficient connectivity for these modes.

Transportation Demand Management Program

The TIA should include a Transportation Demand Management (TDM) program that fully explores all feasible measures aimed at reducing site trip generation. The revised development program significantly increases the trip generation for the project; therefore, the program should clearly identify land use appropriate TDM measures and demonstrate their effectiveness in accomplishing this objective. The program should be based on the specific measures that have been successful in reducing trip generation for similar development projects and further investigate measures that would maximize usage of existing pedestrian, bicycle, and transit facilities, such as subsidizing transit passes, promoting ridesharing and vanpooling, and limiting the available parking supply.

Transportation Monitoring Program

The Proponent would be required to conduct an annual traffic monitoring program for a period of five years, beginning six months after occupancy of the full-build project. If the project is phased, the Proponent should work with MassDOT to devise an appropriate schedule. The monitoring program should include:

• Simultaneous automatic traffic recorder (ATR) counts at each site driveway for a continuous 24-hour period on a typical weekday and Saturday;

Auburn/Oxford - The Reserve Page 5 8/14/2020

• Travel survey of employees and residents at the site (to be administered by the Transportation Coordinator); and • Weekday AM and PM and Saturday peak hour turning movement counts (TMCs) and operations analysis at “mitigated” intersections, including those involving site driveways.

The goals of the monitoring program would be to evaluate the assumptions made in the Environmental Impact Report (EIR) and the adequacy of the mitigation measures, as well as to determine the effectiveness of the TDM program.

Section 61 Finding

The DEIR should include a Draft Section 61 Finding, outlining the mitigation measures the Proponent has committed to implementing in conjunction with this project. The Draft Section 61 Finding will be the basis for MassDOT to issue a final Section 61 Finding for the project.

The DEIR should provide an update of the local permitting processes for the proposed project, particularly with respect to any transportation issues being discussed. We strongly encourage the Proponent to consult with MassDOT before any transportation issues are discussed in local meetings or hearings.

MassDOT has no objections to the Phase I waiver request; however, the Proponent should work with the Highway Division District 3 to address specific comments on the “Pad Ready” Site Plans prepared for Phase I prior to the issuance of a temporary access permit. The Proponent should also continue to work with the Highway Division District 3 to coordinate the design of the project with the design of the Route 20 reconstruction project, which is scheduled for construction in 2022. Additionally, the Proponent should continue consultation with appropriate MassDOT units, including PPDU and the District 3 Office, to discuss preparation of the DEIR. If you have any questions regarding these comments, please contact me at [email protected].

Charles D. Baker Kathleen A. Theoharides Governor Secretary

Karyn E. Polito Martin Suuberg Lieutenant Governor Commissioner

August 14, 2020

Secretary Kathleen A. Theoharides Executive Office of Environmental Affairs 100 Cambridge Street, 9th Floor Boston, MA 02114

Attention: MEPA Unit –Erin Flaherty

Re: Expanded Notice of Project Change (ExNPC) The Reserve Multi-Use Development, Ashworth Hills, Ashworth Commons, The Reserve Apartments, Auburn Condominiums Auburn and Oxford EEA #15912

Dear Secretary Theoharides,

The Massachusetts Department of Environmental Protection's (“MassDEP”) Central Regional Office has reviewed the ExNPC and Phase 1 waiver request for the proposed Multi-Use Development in the towns of Auburn and Oxford (the “Project”). Eastland Partners, Inc. (the “Proponent”) is proposing to construct 160,000 square feet (sf) of commercial building space (“Ashworth Commons”), and 320 two- bedroom condominium units (“Ashworth Hills”) in Oxford; and 324 units of affordable rental apartments (“The Reserve”), and eight two-bedroom condominiums (“Auburn Condominiums”) in Auburn. The Project will be located at 175 & 191 Southbridge Road and Ashworth Drive in Oxford, and 14 Blaker Street in Auburn.

An Environmental Notification Form (ENF) was filed by Old Oxford Realty Trust, LCC for a portion of the Project property on October 25, 2003 (EEA #13128). The proposed project consisted of a 320-unit residential development. An Environmental Impact Report (EIR) was required; on January 14, 2005, the Secretary of the Office of Environmental Affairs issued a Certificate on the Final EIR stating it adequately and properly complied with MEPA. That project was later abandoned.

The Proponent filed an ENF for the Project in 2018, which at that time consisted of 320 units of housing and 113,000 sf of commercial development in Oxford. The ExNPC seeks to address comments received on the Secretary’s Certificate on the ENF dated October 12, 2018, an Advisory Opinion Letter dated September 11, 2019, and subsequent correspondence with MEPA staff. The ExNPC also includes a Phase 1 waiver request for site-clearing and grading activities, including blasting, in Oxford. This information is available in alternate format. Contact Michelle Waters-Ekanem, Director of Diversity/Civil Rights at 617-292-5751. TTY# MassRelay Service 1-800-439-2370 MassDEP Website: www.mass.gov/dep Printed on Recycled Paper

MassDEP Comments – EEA# 15912 Page 2 of 6

According to the ExNPC, the total site acreage has increased by 70.5 acres, from 177.1 acres to 247.6 acres. The additional acreage is located in Auburn. Impervious area increased by 11.5 acres, from 38 acres to 49.5 acres. The total gross square footage of the buildings was 666,000 in the ENF and is now 1,091,122. The number of housing units rose from 320 to 652.

The Proponent has committed to providing construction assistance to the Auburn Water District for its connection to the Worcester Water System (EA #16070), a “Local Impact Offset Expense” to the Town of Auburn, and preserving approximately 100 acres of open space. The ExNPC does not describe the method of protecting the open space area(s); that information should be included the Draft Environmental Impact Report (DEIR).

The Project is under MEPA review because it meets or exceeds the following review thresholds:

• 310 CMR 11.03(1)(a)(1) - Direct alteration of 50 or more acres of land, unless the Project is consistent with an approved conservation farm plan or forest cutting plan or other similar generally accepted agricultural or forestry practices; • 310 CMR 11.03(1)(a)(2) - Creation of ten or more acres of impervious area; • 301 CMR 11.03(6)(a)(6) - Generation of 3,000 or more New adt on roadways providing access to a single location; • 301 CMR 11.03(6)(a)(7) - Construction of 1,000 or more New parking spaces at a single location.

The Proponent is requesting a Phase 1 Waiver for the clearing and grading of the commercial portion of the Project along Route 20. The Proponent provided site plans entitled “Proposed ‘Pad Ready’ Site for Multi-Use Commercial Site in Oxford, Massachusetts” in Appendix C of the ExNPC. The Town of Oxford Planning Board issued an approval letter for the Pad Ready Site Plan on May 16, 2019 (Appendix D). The Proponent estimates it will take 2-3 years to complete the earth removal, clearing and grading for this part of the Project, which has been designated as Phase 1.

The Project requires the following State Agency Permits: • Massachusetts Department of Transportation Access Permit; • MassDEP - Superseding Order of Conditions (if local Order of Conditions is appealed).

MassDEP offers the following comments:

The original ENF was for a commercial development on Southbridge Road (now referred to as “Ashworth Commons”) and 160 residential duplex units on Southbridge Road (“Ashworth Hills”) next to Thayer Pond Village, all in Oxford. Changes to the original design include decreased size and setback of buildings, resulting in a smaller total footprint and reduced impervious areas for the Ashworth Hills portion of the Project. The DEIR should quantify the decreases in size or setbacks.

The ExNPC adds two new components to the Project: Auburn Condominiums (a five-lot subdivision) and The Reserve (a 324-unit affordable housing apartment complex), both in Auburn. The ExNPC discusses primarily traffic issues. MassDEP has identified several issues that were raised in its comments on the ENF and/or arise from the new components of the Project that are not related solely to the Phase I waiver request. The comments below may be helpful in preparation of the DEIR.

MassDEP Comments – EEA# 15912 Page 3 of 6

Wetlands

Portions of the work in Oxford will be located in the Buffer Zone (BZ) to Bordering Vegetated Wetlands (BVW). The Proponent did not provide the square footage of the work proposed in the BZ. This information should be provided in the DEIR. The Proponent will be required to file a Notice of Intent (NOI) for those portions of the work and obtain an Order of Conditions (OOC) from the Oxford Conservation Commission. The Proponent has not filed a NOI to date. On May 15, 2018, the Proponent filed an Abbreviated Notice of Resource Area Delineation (ANRAD) with the Oxford Conservation Commission seeking an Order of Resource Area Delineation (ORAD) approving the delineation of wetland resource areas at the Project site. The Oxford Conservation Commission issued an ORAD approving the delineation of BVW on June 6, 2019 under MassDEP File #255-0296. The ORAD will expire on June 6, 2022 unless the Proponent obtains an extension.

The Project is subject to the Massachusetts Stormwater Standards. The NOI to be filed with the Oxford Conservation Commission should include documentation to demonstrate that source controls, pollution prevention measures, erosion and sediment controls, and the post-development drainage system will be designed in compliance with the stormwater elements of the Massachusetts Wetlands Protection Act Regulations (310 CMR 10.00), applicable standards, and the Stormwater Management Handbooks.

The Proponent should use precipitation data as specified in TR-55, or that required by the local municipality, whichever is more conservative, for the purposes of preparing the stormwater analysis. MassDEP recommends that the potential impact of increased precipitation frequency and volume due to climate change be considered during the design of the stormwater management system. The NOI filing should include a stormwater management report with, at a minimum, calculations of water quality volume, infiltration volume, total suspended solids removal, and peak rates of runoff for predevelopment and post-development site; a description of stormwater Best Management Practices (BMPs) and structural features; and stormwater system design plans presented at a readable scale. Documentation to support statements that the stormwater system design provides adequate protection for wetland resources should be included to show compliance with the stormwater standards and Stormwater Management Handbooks.

MassDEP recommends thorough consideration of low impact development (LID) measures to improve the stormwater management on site. LID is an approach to stormwater management that minimizes runoff impacts by maintaining and mimicking existing hydrologic functions through site design techniques such as disconnecting runoff flow pathways and dispersing stormwater control across the site, reducing impervious areas, and minimizing clearing and grading while preserving natural resources and drainage patterns. Additional information on LID techniques can be found at: https://www.mass.gov/low-impact-development. LID designs should be carefully considered, and where not used, the DEIR should provide an explanation as to why they are infeasible for implementation on-site.

The Proponent submitted a Stormwater Report for the Pad-Ready Sites at 191 Southbridge Road (Phase 1 of the Project) as supplemental information for the ExNPC. MassDEP received this report on August 3, 2020. The Stormwater Report appears to address the Massachusetts Stormwater Management Standards. No work will be done in wetlands areas or in the buffer zone during the Phase 1 portion of the Project.

The Proponent filed an NOI with the Auburn Conservation Commission for construction of the Albert Drive Extension (for the Auburn Condominiums) on October 28, 2016 and obtained an OOC under MassDEP File #098-0765 approving the construction of the roadway and stormwater management systems on June 26, 2017. The OOC approved the temporary alteration of 1,394 sf of BVW for the MassDEP Comments – EEA# 15912 Page 4 of 6 purpose of access for grading and construction of a sanitary sewer connection. The ExNPC does not state whether this work has been completed. The DEIR should include an update on this portion of the Project, including whether the OOC has expired.

On May 27, 2020 the Proponent submitted an NOI to the Auburn Conservation Commission for the construction of a duplex on Lot 3 of the Auburn Condominiums, which includes work in the BZ to BVW. MassDEP assigned File #098-0810 to this NOI, and the Auburn Conservation Commission is currently proceeding with its review. Although the NOI for Lot 3 did not require its own Stormwater Report, during review of that NOI filing, MassDEP noted that a revised Stormwater Report had been prepared to describe changes in design for the Albert Drive Extension stormwater management, made in part because of the presence of unanticipated ledge encountered at the site. The revised Stormwater Report was prepared by Turning Point Engineering and dated May 18, 2020. These revisions may require an amendment to the OOC for MassDEP File #098-0765. In addition, the Stormwater Report suggests that the infiltration basin is being used as a temporary sedimentation basin during construction. As noted in its original comments for MassDEP File #098-0765, MassDEP strongly discourages this practice.

The Reserve will be accessed by the newly constructed Albert Drive Extension. The western edge of the area of work is located within the BZ to BVW and will require the filing of a NOI with the Auburn Conservation Commission. This portion of the Project is also subject to Massachusetts Stormwater Standards and the DEIR should provide the same documentation of compliance and consideration of LID designs as previously recommended above by MassDEP for the filings required for the Oxford portions of the Project.

Water Supply

The total water demand for the Project is now estimated to be144,050 gallons per day (gpd). The demand in Oxford is 81,790 gpd and in Auburn 62,260 gpd. The Proponent continues to investigate multiple sources of water, including Aquarion Water Company for the Oxford portions of the Project and either Auburn Water District or an onsite public water supply for the Auburn portions of the Project. Based on the 2015 through 2019 withdrawal volumes reported by Aquarion Water Company and Auburn Water District, each supplier appears to have sufficient authorized volume under the respective existing Water Management Act Registration or Permit to supply the Project. However, this analysis is based only on the known volumes from the Project and does not include any other new projects that may be connected to the water systems.

In addition, Auburn Water District has significant source capacity issues. For connections to an existing water system (including both Aquarion and Auburn), a water system analysis should be performed looking at system hydraulics, authorized and actual withdrawal volumes with respect to all proposed new connections, and authorized and actual source capacity to determine if the public water systems can supply the Project. If an onsite water supply is determined to be the preferred option, then the pumping test should be completed and the results of the test included as part of the DEIR. On June 28, 2017 MassDEP approved the Auburn onsite public water supply well site and the pumping test proposal.

Water Pollution Control

The Project includes the expansion of Ashworth Commons in Oxford, and the addition of Auburn Condominiums and The Reserve. The resulting increase in wastewater discharge totals 67,200 gpd. The total proposed wastewater discharge for the Project is now estimated to be 144,050 gpd. According to the MassDEP Comments – EEA# 15912 Page 5 of 6

ExNPC, the Proponent has recently funded a sewer study commissioned by the Town of Auburn to ensure adequate downstream sewer capacity for the overall development in Auburn and Oxford.

The Proponent provides limited information on the Ashworth Commons commercial development expansion. The Proponent increased the size of the commercial development, but not the footprint, expanding vertically rather than horizontally. The amount of wastewater generation at Ashworth Commons is not clearly stated. The Proponent should provide this information in the DEIR.

Auburn Condominiums consists of eight two-bedroom residential dwellings. The estimated wastewater discharge is 1,760 gpd. The Reserve consists of 324 rental units comprising twelve 3-story buildings with a total of 550 bedrooms. The estimated wastewater discharge is 60,500 gpd. The wastewater from these two developments will be discharged to the Auburn sewer system.

The Project also includes a Phase 1 Waiver request. Phase 1 of the Project consists of only the earthwork necessary to stabilize the proposed multi-use commercial site and achieve pad-ready development conditions. There will be no water usage or wastewater discharge during the Phase 1 activities.

Wastewater-related issues identified in the Scope in the Secretary’s Certificate on the ENF should be addressed in the DEIR, including an Interbasin Transfer of water from the French River Basin to the Blackstone River Basin; the Auburn-Oxford Inter-Municipal Agreement flow limit; infrastructure improvements; and alternative wastewater treatment solution evaluation (groundwater discharge at the site) to retain flows within the French River basin. Although no sewer permit may be required from MassDEP under the current regulations (314 CMR 7.00) the DEIR should describe the proposed sewers and discuss the sewer downstream in more detail.

Bureau of Air and Waste

Mesoscale Analysis

Due to the anticipated increase in traffic trips associated with the Project, the DEIR must include a mesoscale analysis prepared in accordance with MassDEP’s Guidelines for Performing Mesoscale Analysis of Indirect Sources. The purpose of the mesoscale analysis is to determine whether and to what extent the Project will increase precursors to the development of ozone (volatile organic compounds (VOCs) and nitrogen oxides (NOx,)) in the Project area to determine consistency with the Massachusetts State Implementation Plan (SIP). The mesoscale analysis also should be used to meet the MEPA GHG Policy requirement to quantify Project-related CO2 emissions.

The Proponent should use data consistent with the Project’s traffic analysis to evaluate potential traffic-related air emissions in an Existing Conditions, Future No-Build, and Future Build Scenario. Furthermore, while Future No-Build and Future Build Condition air pollutant emissions will likely see improvements due to changes in vehicle emissions reduction technology, the Proponent should identify and implement, as feasible, mitigation measures to reduce overall Project-related vehicle trips and associated pollutants. These mitigation measures should seek to offset Project-related trip emissions through the elimination of trips, modal shift incentives, and use of technology (e.g., electric vehicle infrastructure) in an effort to further the Commonwealth’s goal to reduce GHG emissions from transportation sources.

MassDEP Comments – EEA# 15912 Page 6 of 6

Construction Dust, Odor, Noise

Clearing/grading operations, demolition, and construction of buildings, parking areas and roadways/access ways have the potential to generate dust, odor and/or noise. These activities must conform to current Massachusetts Air Pollution Control regulations governing nuisance conditions at 310 CMR 7.01, 7.09 and 7.10 and not cause or contribute to a condition of air pollution due to dust, odor or noise. As such, the Proponent should propose measures to prevent and minimize dust, noise, and odor nuisance conditions that may occur during construction.

Because the Project is located close to several heavily traveled roadways, excessive dust generation, in particular, may be a concern. The Proponent should propose the use of commercially available dust suppression methods including use of a water truck and/or spreading calcium chloride as well as other mitigation measures. Additionally, in accordance with 310 CMR 7.09, any construction of an industrial, commercial, or institutional building or residential building with twenty or more dwelling units requires notification to MassDEP at least ten working days before beginning construction.

The ExNPC states that the “majority” of the Proponent’s heavy equipment meets EPA’s Tier 4 emission limits, which are the most stringent emission standards currently available for off-road engines. MassDEP requests that all non-road diesel equipment rated 50 horsepower or greater meet the Tier 4 emission limits. If a piece of equipment is not available in the Tier 4 configuration, then the Proponent should use construction equipment that has been retrofitted with appropriate emissions reduction equipment. Emission reduction equipment includes EPA-verified, CARB-verified, or MassDEP-approved diesel oxidation catalysts (DOCs) or Diesel Particulate Filters (DPFs). The Proponent should maintain a list of the engines, their emission tiers, and, if applicable, the best available control technology installed on each piece of equipment on file for Department review. Because significant heavy equipment work will be conducted as part of Phase 1, MassDEP suggests that this requirement be included in the Phase 1 waiver, if approved.

MassDEP appreciates the opportunity to provide these comments in advance of the DEIR for the Project. If you have any questions regarding these comments, please do not hesitate to contact JoAnne Kasper-Dunne, Central Regional Office MEPA Coordinator, at (508) 767-2716.

Very truly yours,

Mary Jude Pigsley Regional Director cc: Commissioner’s Office, MassDEP 8/21/2020 Mail - Flaherty, Erin (EEA) - Outlook

MEPA #15912 Curran, Vanessa (DCR) Wed 8/19/2020 322 PM To: Flaherty, Erin (EEA) Cc: Czepiga, Page (EEA) ; Rao, Vandana (EEA) ; Carroll, Anne (DCR) Erin,

The Department of Conservation and Recreation’s Office of Water Resources reiterates the need for the proponent of the above-referenced project to provide detailed information on all sources of water, and wastewater disposal, in their DEIR. DCR also strongly encourages the project proponent to reach out to our office (via email to [email protected]) prior to submittal of the DEIR to discuss the potential applicability of the Interbasin Transfer Act. Thank you.

Vanessa Curran | MA Dept. of Conservation and Recreation | Office of Water Resources

https://outlook.office365.com/mail/search/id/AAQkAGEyMGVjZjFlLWMwYjEtNGI3Ni1iYTdkLTZiMmVkNTZmMGQzOAAQABupQQE%2FPUeAoXiNYuIOYd… 1/1 COMMONWEALTH OF MASSACHUSETTS EXECUTIVE OFFICE OF ENERGY AND ENVIRONMENTAL AFFAIRS DEPARTMENT OF ENERGY RESOURCES 100 CAMBRIDGE ST., SUITE 1020 BOSTON, MA 02114 Telephone: 617-626-7300 Facsimile: 617-727-0030

Charles D. Baker Kathleen A. Theoharides Governor Secretary

Karyn E. Polito Patrick C. Woodcock Lt. Governor Commissioner

18 August 2020

Kathleen Theoharides, Secretary Executive Office of Energy & Environmental Affairs 100 Cambridge Street Boston, Massachusetts 02114 Attn: MEPA Unit

RE: The Reserve Multi-Use Development, Oxford & Auburn, Massachusetts, EEA #15912

Cc: Maggie McCarey, Director of Energy Efficiency, Department of Energy Resources Patrick Woodcock, Commissioner, Department of Energy Resources

Dear Secretary Theoharides:

We’ve reviewed the Expanded Notice of Project Change (ExNPC) for the above project. The proposed project consists of approximately 885,000-sf of residential space (320 duplex units and 320 multi-family units), 100,000 sf of office space, 49,800 sf of retail space, 5,000 sf restaurant, and a 5,000-sf convenience store/gas station.

Executive Summary

The currently-proposed Mitigation Level1 for the residential portion of the project is approximately 3.6%. Mitigation level could be improved to 76% with efficient electrification, Passivehouse, and Rooftop PV.

The GHG analysis for the commercial portion of the project significantly differs from the reported commercial buildings uses, as follows:

1 Mitigation level is the percent points of GHG reduction beyond the reduction that would occur as a result of following state and local buildings codes. A mitigation level of 0% means that no mitigation is proposed. The Reserve Multi-Use Development, EEA #15912 Oxford & Auburn, Massachusetts

GHG Analysis Planned Buildings Area (sf) Use Area (sf) Use 111,000 Warehouse 100,000 Office 8,000 Retail 50,000 Retail 3,000 Restaurant 5,000 Retaurant 5,000 Gas Station 122,000 Total 160,000 Total

For this reason, DOER did not conduct a detailed review of the commercial GHG analysis and expects it will be updated for the project. DOER expects that the corrected GHG analysis will include a full analysis of the costs, energy savings, and GHG mitigation impacts of above code envelope for all buildings, Passive House for the office building, and efficient electric heating for all buildings. This letter will only provide DOER’s review and recommendations for the residential GHG analysis, while discussing strategies and recommendations for the commercial and residential portion of the project.

The project was proactive to analyze mitigation strategies including efficient electrification and Passivehouse for the multifamily buildings. The proponent’s analysis determined these measures to have significant GHG emission savings yet has not elected to adopt any of these measures.

The project is using inefficient electric resistance for space heating in the multifamily buildings. Efficient electrification with air source heat pumps (ASHP’s) present significant GHG and operating savings. Additionally ASHP’s combine space heating and cooling simplifying HVAC system. It is unclear why the project is not electing to use ASHP’s.

Our detailed review is as follows.

Pathway to 76% Mitigation Level – Residential

The residential buildings are proposed to have a Mitigation Level of just 3.6%. This can be improved by almost x21 to 76%. In summary:

• The currently-committed efficiency strategies deliver a minimal Mitigation Level (ML) of 3.6%.

o Note that the proponent’s efficiency strategies are primarily reductions in plug and lighting loads. The project is following Energy Star to meet minimum code baseline. Energy Star already incorporates reduced plug and lighting loads. Accordingly, assuming additional reductions is not realistic. DOER adjusted the ML to account for removing the lighting and plug load reductions taken.

o The propnent’s analysis presented a baseline and proposed building with space conditioning loads approaching Passivehouse level performance for the multi- family buildings without adopting any of the Passivehouse envelope strategies. To

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The Reserve Multi-Use Development, EEA #15912 Oxford & Auburn, Massachusetts accurately estimate mitigation these loads have been scaled to a typical PNNL prototype building2.

• Mitigation Level can be improved to 76% as follows:

o Efficient electrification of space and water heating would improve ML to 28% o Achieving Passivehouse improves ML to 58%; o PV installed on 50% of the roof improve ML to 76%

Codes and Baseline

Massachusetts Stretch Code applies to this project. Stretch Code requires dwelling units in residential buildings to comply with HERS rating of 55 or less, Passivehouse, or Energy Star v3.1. Additionally, commercial buildings are subject to 10% energy performance improvement over ASHRAE 90.1-2013-Appendix G plus Massachusetts amendments. Accordingly, the baseline for this project should be based on HERS 55, Energy Star V3.1, or Passivehouse for the residential buildings and ASHRAE 90.1-2013 plus Massachusetts amendments for the commercial building. The project should ensure that the project meets these requirements.

In November 2020, an update to the Stretch Code will take effect. The Stretch Code to take effect in November continues using ASHRAE 90.1-2013-Appendix G. However, there will be several new, or changed, Massachusetts amendments including: C402.1.5 (envelope), C405.3 and C405.4 (lighting), C405.10 (EV charging), and C406 (additional efficiency measures). In addition, the additional C406 measures are increased from 2 to 3.

2 https://www.energycodes.gov/development/commercial/prototype_models

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The Reserve Multi-Use Development, EEA #15912 Oxford & Auburn, Massachusetts

To accurately estimate Mitigation Level for this project, in future submissions and analysis, the baseline for this project should be set at the Stretch Code provisions which will be required in November 2020 as this will likely be the code that will be used for building construction.

Building Envelope Performance

High-performing envelope is essential to successful GHG mitigation. Key strategies for maintaining integrity of envelope are:

• Continuous insulation; • Reducing air infiltration; • Reducing thermal bridges; • Limiting or eliminating use of glass “curtain wall” and spandrel assemblies; • Maximizing framed, insulated walls sections; • Maintaining window at code levels.

Beginning in November 2020, Massachusetts energy code amendments require conformance with 2018 IECC Section C402.1.5 which mandates that the aggregate performance of all above-grade surfaces conform to the wall performance factors in IECC Table C402.1.4 and C402.4 and fenestration values in C402.4.1 and C402.4.3. The project should ensure that all commercial buildings adhere to these modeling requirements.

Also beginning in November 2020, Massachusetts amendments require that baseline residential buildings set maximum fenestration to 24% from current 40%. The project is not currently achieving this requirement as residential fenestration in the baseline and proposed is 30%. By updating this, the committed envelope in the residential buildings does not meet code, as follows:

% Aggregate Wall Window Window U % Better Baseline R20+R0c.i. U=.27 24% 0.110 Residential Proposed R21+R0c.i. U=.25 30% 0.116 -5%

The proponent should update their envelope analysis to reflect the new building code and the project should propose above code envelope measures. Envelope improvements should focus on maximizing continuous insulation. Continuous insulation improves envelope performance by increasing insulation and limiting thermal bridging through the framed wall members.

The project is proposing above code level roof insulation at R-55, which is about 10% higher performing than code. We commend the project for pursuing this measure and encourage the project to review further opportunities to improve insulation.

Efficient Electrification

Efficient electrification of space and service water heating using air source heat pumps, VRF systems, or ground source heat pumps is an effective strategy for GHG mitigation.

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The Reserve Multi-Use Development, EEA #15912 Oxford & Auburn, Massachusetts

The proponent analyzed an efficient electrification alternative utilizing ASHP’s for both space and water heating in the residential buildings. The results from the analysis are as follows:

Electrification Compared to Proposed GHG Utility Utility Reduction Savings Savings (tpy) ($) ($/unit) Multi-family 449 $ 271,010 $ 836 Duplex 269 $ (82,601) $ (258)

The multi-family buildings are using inefficient electric resistance for space and water heating. Additionally the project will be installing “split system air conditioners” or ASHP’s for cooling. It is clear from the analysis that the project should commit to ASHP’s for space heating, This could reduce each unit’s annual heating bill by approximately $835/yr, reduce emissions by 449 tpy, and simplify the HVAC system by using ASHP’s for both heating and cooling.

By electrifying the duplex residential buildings, the project could eliminate 269 tpy of GHG emissions. Additionally, the project could eliminate gas line infrastructure from the residential portion of the project presenting significant construction savings. We encourage the project to commit to efficient electrification of the duplex buildings.

The project should analyze efficient electric alternatives for the commercial portion of the project. This analysis should include GHG impacts, operating costs, as well as installation cost efficiencies that could be achieved by simplifying HVAC into one system.

Passivehouse

Passivehouse is a design approach which prioritizes envelope performance to such an extent that much of the Space conditioning and mechanical equipment typically used can be greatly reduced and simplified. Passivehouse projects typically have very low emissions and operating costs. In addition, Passivehouse buildings are also comfortable, quiet, resilient, and have superior indoor air quality.

Massachusetts recognizes two Passivehouse standards in its building code: Passivehouse Institute US (PHIUS) and Passivehouse Institute (PHI).

The proponent was proactive to evaluate Passivehouse for the residential portions of the project. The project evaluated the performance of the multifamily buildings and duplex units when compared to code estimating utility savings, and emissions reduction. The following table summarizes the performance of Passivehouse compared to Code:

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The Reserve Multi-Use Development, EEA #15912 Oxford & Auburn, Massachusetts

Annual GHG GHG Utility Reduction Reduction Savings

(tons/year) (%) ($/Unit) Multi-family 1057 63 $ 1,992 Duplex 1396 55 $ 1,771

Despite these positive findings, the DEIR concludes that Passivehouse is financially infeasible and thus does not commit to Passivehouse for any of the residential buildings.

This conclusion appears to be due to the increased up-front cost to the developer and does not capture the significant benefits to the tenants and property owners.

Financial Analysis - MF

The subsections below present payback and cash flow financial evaluations for the multifamily buildings. Evaluations are based on 2019 cost data (3% cost premium over code).DOER has estimated the cost premium of Energy Star V3.1 at .5% above code. This is consistent with the Energy Star V3.1 cost premium in similar projects.

Simple Payback – No Interest - MF

A payback evaluation is presented below. This evaluation does not consider interest cost.

Passivehouse w/ Energy Star V3.1 MassSave® Estimate Estimate

(3% Premium) (0.5% Premium) Premium Cost (%) 3% 0.5% Premium Cost ($/sf) (5.10) (0.85) MassSave ($/sf) 2.82 - Net Premium Cost ($/sf) (2.28) (0.85) Net Cost to Developer ($) (775,020) (289,170)

Annual Operating Savings ($/yr) 603,066 15,264

Simple Payback (yrs) 1.3 18.9

The above shows that Passivehouse would have a simple payback of less than 2 years.

Cash-flow with Interest - MF

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The Reserve Multi-Use Development, EEA #15912 Oxford & Auburn, Massachusetts The ExNPC presented a financial analysis factoring in interest. Using the same interest rate and financing duration as used in the proponents analysis (5.5%, 15 years), a cash flow analysis shows that multifamily Passivehouse is much more affordable to operate than either Code or as currently proposed, even when interest costs are considered. The illustration below is normalized by number of dwelling units to provide a picture of the affordability benefits to the future apartment residents.

In summary, compared to base code, Passivehouse multifamily would:

• improve tenant affordability by $1650/yr;

• reduce emissions by 63%; and

• have a simple payback of 1.3 years.

Based on the above, the multifamily buildings should be Passivehouse for this project.

Financial Analysis - Duplex

The Passivehouse financial analysis for the duplex residential buildings appears to over-estimate incentives and underestimate cost premium for the Duplex units. The duplex buildings are likely not eligible for the MassSave® Passivehouse incentive, though they are eligible for performance- based new construction incentives. Additionally, the DOER recognizes that Passivehouse for

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The Reserve Multi-Use Development, EEA #15912 Oxford & Auburn, Massachusetts single family and duplex buildings may cost more than 3% to build. The DOER recommends this portion of the residential building be separated and re-analyzed.

Penetration of Passivehouse in Massachusetts

Passivehouse is becoming the “go-to” solution for high-performing residential construction in Massachusetts. Over 4,300 units have committed to Passivehouse in just the last 12 months. About 65% of these new commitments are MEPA commitments.

Below are some examples of Passivehouse projects in Massachusetts:

One Charlestown, Newton Riverside, Charlestown, MA Newton, MA 2,900 units of PH 542 units of PH

Finch Cambridge Mattapan Station Cambridge, MA Boston, MA 98 affordable PH Units 135 affordable PH units

HERS 55 or better - Duplex

The Home Energy Rating System (HERS) index is industry standard by which a home’s energy efficiency is measured. A score of 100 represents the “American Standard building” while 0 would represent a net zero energy home.

As noted above, one of the minimum Code pathways is HERS 55. Improvements in HERS ratings typically require envelope improvements. As noted above the projects ASHP analysis for the duplex homes presented significant GHG savings. However, that scenario had minimal

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The Reserve Multi-Use Development, EEA #15912 Oxford & Auburn, Massachusetts envelope improvements. Typically, envelope improvements reduce heating load and curb peak heating requirements making ASHP’s more feasible. We recommend that the project analyze a scenario where the duplex units are fully electrified and achieve a HERS of 45 or less.

Rooftop Solar PV

Rooftop PV can provide significant GHG benefits as well as significant financial benefits. Rooftop PV readiness for low rise commercial building is required by code. The project is currently committing to achieve code by setting aside 50% PV on all roofs. The project should continue to maximize PV readiness by setting aside at least 80% PV readiness on all commercial buildings.

Recommendations for Subsequent Submissions

Recommendations are as follows:

1. Analyze the proposed commercial buildings including a full analysis of the costs, energy savings, and GHG mitigation impacts of above code envelope for all buildings, Passive House for the office buildings, and efficient electric heating for all buildings.

2. Update the baseline for the project to conform with the November 2020 code updates.

3. Correct the residential fenestration level to 24% and review opportunities for above code envelope performance improving envelope performance throughout.

4. Commit to efficient ASHP’s for space heating in the multi-family buildings.

5. Analyses show that the multifamily buildings have lower emissions, improved affordability and a short payback with Passivehouse. Therefore, we recommend the multifamily buildings be Passivehouse.

6. For the duplex buildings, analyze a HERS 45 scenario that is fully electrified.

7. Mitigation stemming from residential lighting and plug load improvements are required in in the Energy Star requirements by code, andcode and should be therefore not be included as mitigation for this project.

8. Baseline space conditioning for the multifamily buildings appears 2 to 2.5 times smaller than a typical multifamily building in this climate, the proponent should review this and correct any potential modeling errors.

9. Estimate the cost premium of the proposed case compared to baseline for the multifamily building.

10. Update the commercial GHG analysis to be consistent with the planned project. Analysis should include scenarios with:

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The Reserve Multi-Use Development, EEA #15912 Oxford & Auburn, Massachusetts a. Above code envelope performance b. Efficient electric space heating c. Efficient Electric water heating

11. Provide the following commitments for all buildings:

% of total vertical area U value

Built Wall Curtain Wall Vision Glass Spandrel Operable window Inoperable window Total 100%

12. Maximize Rooftop PV readiness by setting aside 80% of the usable roof area on the commercial buildings.

Sincerely,

Paul F. Ormond, P.E. Energy Efficiency Engineer Massachusetts Department of Energy Resources

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The Commonwealth of Massachusetts State Senate State House, Boston, MA 02133-1054

August 5, 2020

Secretary Kathleen A. Theoharides Executive Office of Energy and Environmental Affairs 100 Cambridge Street, Suite 900 Boston, MA 02114

Re: Phase 1 Waiver Request The Reserve Multi-Use Development (EEA# 15912) Auburn and Oxford, Massachusetts

Dear Secretary Theoharides:

I am writing today in support of Eastland Partners, Inc. (Eastland) and their request for a MEPA Phase 1 Waiver. Upon meeting with representatives of Eastland, the benefits of granting the Phase 1 Waiver are significant to the community, region, and their business.

Eastland Partners is an organization that does diligent work with the well-being of the surrounding communities in mind. They secured this property in Oxford three years ago and have already made a significant investment in the overall development that will produce positive economic outcomes that are consistent with the goals and objectives of the Oxford Master Plan and the CMRPC Central Thirteen Prioritization Project. The completed Multi-Use project will yield a $250 million investment into the region.

The Phase 1 Waiver request is only for the removal of earth from a portion of their overall development project, and has all local permits and approvals, some more than a year old. Moreover, it is crucial to begin the earth removal process as soon as possible, due to the fact that this project will take two to three years to complete, and any delay to the project will set back the economic opportunities for Oxford and the surrounding towns.

At this time, approximately 70% of the Phase 1 site is degraded as a result of the land alteration performed by the previous developer pursuant to EEA #13128. In recognition of this current state, the Town of Oxford is in full support to begin the earth removal operations to bring the property up to adequate Stormwater Management standards. When meeting with representatives of Eastland, it was evident that they strive to do thorough work, completing it with the approval of all parties.

In conclusion, thank you for your consideration. Eastland Partners, Inc. is a very deserving recipient of the MEPA Phase 1 Waiver. Along with their work to secure the approval of the town and to evaluate the land, Eastland’s request for a Phase 1 Waiver meets regulatory findings necessary for MEPA to issue the waiver. With this waiver, they will be able to begin critical work to benefit the region, as well as retain valuable employees to carry out the work.

Sincerely,

Ryan Fattman State Senator Worcester and Norfolk District

TOWN OF OXFORD DPW DEPARTMENT OF PUBLIC WORKS

VIA: Email August 3, 2020

Secretary of Energy and Environmental Affairs Executive Office of Energy and Environmental Affairs Attn: MEPA Office, Erin Flaherty EEA No. 15912 100 Cambridge Street, Suite 900 Boston, MA 02114

RE: EEA 15912 – The Reserve Multi-Use Development MEPA Waiver Request

Dear Secretary Theoharides:

Project proponent, Eastland Partners, is before the MEPA office for approval of its residential / commercial development along Route 20 in North Oxford.

The proponent has Site Plan approval by the Oxford Planning Board for the “Pad Ready” commercial development project. The proponent also has Earth Removal approval from the Oxford Board of Selectmen. Separately, MassDOT is in final design for a total rehabilitation of Route 20 along the developer’s frontage.

The Town stands to gain much needed economic growth with the commercial development. Furthermore, the proponent has agreed to construct sewers for the Town that may lead to additional off site economic activity. Given the time constraints for the proponent to deliver the commercial project ahead of the DOT Route 20 project and to construct sewers before DOT closes the window to underground construction, it makes sense to expedite the MEPA review as much as possible. To the extent Eastland follows all requirements of MEPA and follows all permit requirements of the Town, I kindly request that you strongly consider the proponent’s waiver request.

Very truly yours,

Sean M. Divoll, P.E. DPW Director

SMD/ cc. Jennifer Callahan, Town Manager Oxford Planning Board Town of Oxford Department of Public Works 450 Main Street Oxford, MA 01540 508-987-6006

Town of Auburn, Massachusetts

Julie A. Jacobson Town Manager

August 13, 2020

Erin Flaherty Massachusetts Environmental Policy Act Office 100 Cambridge St., Suite 900, Boston, MA 02114

RE: NOTICE OF COMMENT PERIOD EXTENSION: EEA# 15912 The Reserve - Auburn/Oxford

Thank you for the opportunity to submit comments on EEA# 15912 The Reserve - Auburn/Oxford. After reviewing the overlay plans and stormwater report for Phase 1 of “The Reserve”, the Town of Auburn would like to submit the following comments regarding the project:

- We recommend that a traffic analysis be performed for the intersection of Hill Street, Albert Street and Route 20, as well as the intersection of Route 12 and Route 20 at the Auburn/Oxford town line.

- There is currently a study being performed by Onsite Engineering to evaluate the capacity of Auburn’s sewer system and determine if current infrastructure can accommodate the additional flow from the project.

- The current inter-municipal agreement between the Town of Oxford and the Town of Auburn allows for up to 100,000 gallons per day of wastewater to flow from Oxford into the Auburn’s sewer system. In the past, Oxford’s flow exceeded 90,000 gallons per day. The ENF indicates that the proposed development in Oxford will generate 76,850 gallons per day of additional wastewater. A new inter-municipal agreement will need to be negotiated between the Town of Oxford and the Town of Auburn Board of Selectmen to accommodate the additional flow.

- The Town of Auburn had received numerous complaints relative to noise, dust, and truck traffic, from abutting residences regarding material processing (rock crushing) during the construction of the Auburn Condominiums project. If material is to be processed on-site the operations should be located away from residential areas to the maximum extent practicable.

Town Administration appreciates your consideration of our comments and would like to thank you for providing the opportunity to review the potential impacts of this significant project.

Warm Regards,

Julie A. Jacobson Town Manager 102 Central Street Auburn, MA 01501 Telephone (508) 832-7720 Fax (508) 832-6145 Web site: www.auburnguide.com