Se 2017-Sp-028 Springfield District

APPLICATION ACCEPTED: September 22, 2017 PLANNING COMMISSION: January 11, 2018 BOARD OF SUPERVISORS: January 23, 2018 @5:00 PM

County of Fairfax, Virginia

DECEMBER 26, 2017 STAFF REPORT SE 2017-SP-028 SPRINGFIELD DISTRICT

APPLICANT: Seritage SRC Finance, LLC

ZONING: C-7, HC

PARCEL: 46-3 ((8)) 2

ACREAGE: 15.07 acres

PLAN MAP: Mixed Use

SE CATEGORY: Category 6 – Waiver of Certain Sign Regulations

PROPOSAL: The applicant is requesting a waiver of certain sign regulations to allow an additional 743.18 square feet of sign area for future tenants.

STAFF RECOMMENDATIONS: • Staff recommends approval of SE 2017-SP-028, subject to development conditions consistent with those contained in Appendix 1.

It should be noted that it is not the intent of staff to recommend that the Board, in adopting any development conditions, relieve the applicant/owner from compliance with the provisions of any applicable ordinances, regulations, or adopted standards.

Zachary M. Fountain

Department of Planning and Zoning Zoning Evaluation Division 12055 Government Center Parkway, Suite 801 Fairfax, Virginia 22035-5509 Excellence * Innovation * Stewardship Phone 703-324-1290 FAX 703-324-3924 Integrity * Teamwork * Public Service www.fairfaxcounty.gov/dpz/

It should be further noted that the content of this report reflects the analysis and recommendation of staff; it does not reflect the position of the Board of Supervisors. The approval of this special exception does not interfere with, abrogate, or annul any easement, covenants, or other agreements between parties as they may apply to the property subject to this application. For information, contact the Zoning Evaluation Division, Department of Planning and Zoning, 12055 Government Center Parkway, Suite 801, Fairfax, Virginia 22035-5505, (703) 324-1290.

Americans with Disabilities Act (ADA): Reasonable accommodation is available upon 48 hours advance notice. For additional information on ADA call (703) 324-1334 or TTY 711 (Virginia Relay Center).

Special Exception Applicant: SERITAGE SRC FINANCE, LLC Accepted: 09/22/2017 SE 2017-SP-028 Proposed: WAIVER OF CERTAIN SIGN REGULATIONS Area: 15.07 AC; DISTRICT - SPRINGFIELD Zoning Dist Sect: 09-0620 ^•v aK Located: / / ' "I 12000 L FAIR OAKS MALL, FAIRFAX, iTJ 'I f M*)\ I CA- r >?oi r* ,%6'yiXir^ VIRGINA 22033 -\r I "S. '"x y-.z--.\ * z x/ ~A Zoning: C- 7 A' ;/ /V -/ .V—<*•< V .. L\V^, Nmw/" * ;?< x i v i -y\^,w Plan Area: 2, rjv.riK: ( NAT ! Hf' yr.uy-ir au»_ VI \ NV.^«Wt

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17

WALL SIGN: 12'-0" H X 12'-0" W (144 SF) WALL SIGN: 12'-6" W CANOPY SIGN: 3'-4" H x x 3'-5" H (43 SF) T.O. BLADE WALL 46'-8" W (155.56 SF) EL.: 35'-0" T.O. PARAPET EL.: 24'-8" TENANT TENANT

TENANT T.O. EXIST. PARAPET (/

TENANT TENANT

T.O. UPPER LEVEL EL.: 0'-0" (438.00')

WALL SIGN: 15'-0" W WALL SIGN: 15'-0" W x 15'-0" H (225 SF) x 15'-0" H (225 SF) T.O. LOWER LEVEL EL.: -17'-0" (421.00')

RESTAURANT #1 RESTAURANT 2 157'-0" FRONTAGE 149'-0" FRONTAGE (PRIMARY ENTRANCE) (PRIMARY ENTRANCE)

SIGNAGE FAIRFAX COUNTY ZONING ORDINANCE, SECTION 12-203

BUILDING-MOUNTED SIGNS ON BUILDINGS HOUSING MORE THAN ONE (1) TENANT WHERE EACH TENANT HAS ITS OWN OUTSIDE ENTRANCE(S) SHALL NOT EXCEED ONE AND ONE-HALF (1 1/2) SQUARE FEET OF SIGN AREA FOR EACH LINEAR FOOT OF BUILDING FRONTAGE OCCUPIED BY EACH TENANT. THE MAXIMUM ALLOWABLE SIGN AREA FOR ANY ONE TENANT, HOWEVER, SHALL NOT EXCEED A TOTAL OF 200 SQUARE FEET, EXCEPT THAT A TENANT, WHICH HAS A BUILDING FRONTAGE THAT RESULTS IN AN ALLOWABLE SIGN AREA GREATER THAN 200 SQUARE FEET AND OCCUPIES AN AREA WITH MORE THAN ONE PERIMETER WALL CONTAINING A MAIN ENTRANCE FOR USE BY THE GENERAL PUBLIC, MAY PLACE A MAXIMUM OF 200 SQUARE FEET OF ALLOWABLE SIGN AREA ON EACH SUCH PERIMETER WALL; HOWEVER, IN NO INSTANCE SHALL THE SQUARE FOOTAGE OF SIGNAGE ON ANY SUCH WALL EXCEED ONE AND ONE-HALF (1 1/2) TIMES THE LENGTH OF SUCH WALL.

PERMITTED SIGNAGE PROPOSED SIGNAGE TENANT LOCATION FRONTAGE (LF) CALCULATION TOTAL PERMITTED (SF) SIGNAGE TYPE INDIVIDUAL (SF) SUB TOTAL (SF) TOTAL PROPOSED CANOPY 155.56 144 WEST* 157'-0" 157'-0" x 1.5 749.56 WALL MOUNT 225 225 RESTAURANT #1 200 MAX. 972.89 RT-3 SOUTH - - WALL MOUNT 233.33 223.33 RT-4 R-1

17 16 15 14 13

WALL SIGN: 12'-6" W x 3'-5" H (43 SF)

T.O. PARAPET EL.: 19'-6"

T.O. UPPER LEVEL EL.: 0'-0" (438.00')

T.O. LOWER LEVEL EL.: 17'-0" (421.00')

RESTAURANT 2 96'-0"

SIGNAGE FAIRFAX COUNTY ZONING ORDINANCE, SECTION 12-203

A B C D E F G H J K L M N O P

WALL SIGN: 19'-10" W WALL SIGN: 12'-6" W x 6'-0" H (119 SF) T.O. PARAPET x 3'-5" H (43 SF) WALL SIGN: 19'-6" W EL.: 32'-3" WALL SIGN: 44'-8" W WALL SIGN: 16'-6" W x 4'-0" H (78 SF) T.O. PARAPET x 5'-0" H (223.33 SF) x 4'-0" H (66 SF) EL.: 28'-0" T.O. PARAPET T.O. PARAPET EL.: 24'-0" TENANT EL.: 24'-0" TENANT TENANT T.O. EXIST. PARAPET (/

T.O. UPPER LEVEL T.O. UPPER LEVEL EL.: 0'-0" (438.00') EL.: 0'-0" (438.00')

T.O. LOWER LEVEL T.O. LOWER LEVEL EL.: -17'-0" (421.00') EL.: -17'-0" (421.00')

RESTAURANT 2 RESTAURANT #1 RETAIL #2 RETAIL #3 RETAIL #1 74'-0" FRONTAGE 111'-0" 44'-0" FRONTAGE 52'-0" FRONTAGE 79'-4" FRONTAGE (PRIMARY ENTRANCE) (PRIMARY ENTRANCE) (PRIMARY ENTRANCE) (PRIMARY ENTRANCE)

SIGNAGE FAIRFAX COUNTY ZONING ORDINANCE, SECTION 12-203

P O N M L K J H G F E D C B A

WALL SIGN: 29'-7 1/2" W CANOPY SIGN: 13'-5 1/4" W x 7'-0" H (187.54 SF) x 1'-6" H (21 SF)

T.O. EXIST. PARAPET (/

TENANT

T.O. UPPER LEVEL EL.: 0'-0" (438.00') TENANT

T.O. LOWER LEVEL EL.: -17'-0" (421.00')

RETAIL #4 288'-0" FRONTAGE (PRIMARY ENTRANCE)

SIGNAGE FAIRFAX COUNTY ZONING ORDINANCE, SECTION 12-203

WEST* 149'-0" 111'-6" x 1.5 WALL MOUNT 43 43 RT-1 RESTAURANT #2 SOUTH* 74'-0" 111'-6" x 1.5 167.25 WALL MOUNT 43 43 129 RT-2 EAST - - WALL MOUNT 43 43 R-2 RETAIL #1 SOUTH* 79'-4" 79'-4" x 1.5 119 WALL MOUNT 119 119 119 RETAIL #2 SOUTH* 44'-0" 44'-0" x 1.5 66 WALL MOUNT 66 66 66 RETAIL #3 SOUTH* 52'-0" 52'-0" x 1.5 78 WALL MOUNT 78 78 78 CANOPY 21 LOWER LEVEL UPPER LEVEL RETAIL #4 NORTH* 288'-0" 288'-0" x 1.5 200 MAX. 208.54 208.54 WALL MOUNT 187.54 * PRIMARY ENTRANCE 830.25 SF 1573.43 SF FAIRFAX, VA NORTH ELEVATION 1814 DECEMBER 22, 2017 DESCRIPTION OF THE APPLICATION The applicant, Seritage SRC Finance, LLC, is requesting approval of a Special Exception for a waiver of certain sign regulations to allow an increase of 743.18 square feet of signage at 46-3 ((8)) 2. The applicant filed SE 2017-SP-028 to allow additional signage for new tenants that will occupy the upper and lower levels of the subject property, located within the former Sears store at Fair Oaks regional mall. A reduced copy of the Special Exception Plat is included in the front of this report. Copies of staff’s proposed development conditions, the applicant's statement of justification and affidavit are contained in Appendices 1, 2 and 3 of this report.

LOCATION AND CHARACTER The subject property, located in the Springfield District, consists of one parcel located at 12000L Fair Oaks Mall, Fairfax, VA 22033. Fair Oaks regional mall is approximately 109.56 acres and divided into various parcels within the confines of a ring road that functions as the primary source of vehicular movement around the shopping mall. The subject property contains 15.07 acres, is zoned C-7, and located in the northwestern quadrant of the mall. Additionally, the northern portion of the property is located within the Highway Corridor Overlay District associated with Route 50.

Figure 1: Project Location; Source: Fairfax County Geographic Exploration & Mapping 4/5/17 with Added Graphics from Staff The subject parcel (former Sears store) consists of a two-story, upper and lower level, 227,800 square foot retail space with multiple parking lots situated on different elevations. Currently, the retail store has three pedestrian entrances into the building and two interior connections to the mall corridors. Vehicular access into the parking lot occurs at many full ingress and egress movements along the ring road. Additionally, this SE 2017-SP-028 Page 2

building has a total of seven loading bays, six located on the western elevation and one located on the southern elevation. A summary of the surrounding land use, zoning and comprehensive plan recommendations is provided in the following table:

Table 1: Surrounding Area Description

Direction Use Zoning Comprehensive Plan North Office C-7 Mixed Use

East Retail Uses (Fair Oaks regional mall) C-7 Mixed Use

South Retail Uses (Fair Oaks regional mall) C-7 Mixed Use Public Facilities, Office, West Residential, Commercial uses PDC, C-3 Mixed Use

BACKGROUND On June 14, 1976, the Board of Supervisors approved RZ 74-2-008, subject to development conditions, to permit the development of a 1,400,000 square foot regional mall (Fair Oaks regional mall). On May 19, 1980, the Board of Supervisors approved SE 80-S-033, subject to development conditions, to allow an increase in the size of identification signs for the subject property’s retail anchor store (Sears). This Special Exception application requested an additional 443.4 square feet of sign area to be allocated to the retail store. This approval ultimately allowed the applicant to have a total of 643.4 square feet of visible exterior sign area (Appendix 4). On June 25, 2001, the Board of Supervisors approved SE 01-Y-001, subject to development conditions, to permit the Budget Rent-A-Car Corporation to allow vehicle rental and ancillary service establishment uses to operate within a portion of the retail space. On September 29, 2017, an interpretation was approved to allow the relocation of 25 designated rental parking spaces associated with this application (Appendix 5). On June 17, 2014, the Board of Supervisors approved SE 2014-SP-007, subject to development conditions, to allow a waiver of certain sign regulations to permit the installation of a coordinated freestanding sign plan for Fair Oaks regional mall. The intent of this application was to create a consistent mall-wide wayfinding signage theme with the use of colors, designs, and dimensions. Various types of freestanding and wayfinding signs were permitted in this application. Fair Oaks regional mall has an extensive history of inter-related Special Exception applications. This application will supersede all prior building mounted signage application approvals for the former sears building.

SE 2017-SP-028 Page 3

COMPREHENSIVE PLAN GUIDANCE (Appendix 7) (Fairfax County Comprehensive Plan, 2017 Edition, AREA III, Fairfax Center Area, Amended through 9-26-2017) Plan Area: Fairfax Center Area Planning District: Suburban Center Core Area Area Wide Text: “The highest quality of site and architectural design is expected for proposed development in this area. In addition, landscaping, lighting, and signage should be well- integrated.” Land Unit: A1 Land Unit Text: “Signage or other wayfinding devices should be incorporated as gateways features and installed as part of a comprehensive wayfinding plan to facilitate easy movement around the property. The architecture, landscaping, signage, and materials should establish unified design themes at the earliest phase of development.” Plan Map: Mixed Use

DESCRIPTION OF THE SPECIAL EXCEPTION PLAT (SE PLAT) SE Plat: (copy at front of staff report) Title: “Seritage Growth Properties” Prepared By: Seritage Growth Properties Date: August 17, 2017, as revised through December 22, 2017 The Special Exception Plat consists of four sheets, which depict the proposed signage on the west, east, south and north elevations. Each elevation includes a table displaying the tenants, signage location, permitted signage calculations and proposed signage calculations. This chart can be found in the front of the report, on the SE Plat. The applicant, Seritage SRC Finance, LLC, is reconfiguring the upper and lower levels of the former Sears store. The applicant is proposing signage for two new restaurant spaces, three new retail spaced and the down-sized Sears store, which will now be confined to the lower level of the space. If the applicant was to file by-right sign permits for these restaurant and retail spaces signage, they would be allowed a total of 830.25 square feet of signage per the provisions found in Article 12. This Special Exception application is requesting a total of 1,573.43 square feet, allowing an additional 743.18 square feet of signage for the subject property. Each elevation will be discussed in detail below.

SE 2017-SP-028 Page 4

LOWER ENTRY North Elevation

Figure 2: North Elevation; Source: Seritage Growth Properties - 12/5/17 The applicant is consolidating the retail store (Sears), which currently occupies the entire upper and lower levels, to the entire lower level. Pedestrians will have access to the lower level retail space from the northern parking lot. The applicant is proposing to install one canopy-mounted sign (approximately 21 square feet) and one wall-mounted sign (approximately 187.54 square feet) on the northern elevation, shown in Figure 2. The applicant is proposing a combined total of 208.54 square feet of signage on the northern elevation. If the applicant was to install this tenant’s signage by-right, they would be allowed a maximum of 200 square feet, based upon the plans submitted. UPPER ENTRY The applicant is then proposing to reconfigure the upper level into five commercial spaces, each having exterior-facing frontages, shown in Figures 3, 4 and 5. These exterior store frontages, displaying the west, south and east elevations, will be the primary access points available for pedestrians to enter the new tenant spaces. West Elevation

Figure 3: West Elevation; Source: Seritage Growth Properties - 12/5/17 The west elevation displays two entry points for the two proposed restaurants. The four signs located in the center of this elevation, one canopy sign and three wall-mounted signs, are proposed for Restaurant #1. These signs total to approximately 749.56 square feet and display different forms of tenant identification. The wall-mounted sign located on the far-right portion of this elevation is associated with Restaurant #2 and will have a total sign area of approximately 43 square feet. The applicant is proposing a combined total of 792.56 square feet of signage on the western elevation. If the SE 2017-SP-028 Page 5 applicant was to install these tenant’s signage by right, they would be allowed a maximum of 283.62 square feet, based upon the plans submitted. South Elevation

Figure 4: South Elevation; Source: Seritage Growth Properties - 12/5/17 The south elevation displays signage for five tenants and will only have four pedestrian entry points. The wall-mounted sign located on the far left is associated with Restaurant #2 and will be approximately 43 square feet. The three wall mounted signs on the brick façade with no pedestrian entry will function as additional identification for Restaurant #1 and will have a total sign area of approximately 223.33 square feet. The applicant is requesting this signage to improve the vehicular and pedestrian identification of Restaurant #1 from Fair Lakes Parkway. The next three building-mounted signs will be associated with retail spaces 1, 2 and 3. These retail spaces frontages will be subject to change depending on the negotiations with future tenants. The applicant has stated that the proposed signage for these three retail spaces will be permitted in accordance with the by-right provisions found in Article 12 of the Zoning Ordinance. No signage shall have a square footage that exceeds one and one-half (1 ½) times the length of such wall or exceed a maximum of 200 square feet. A development condition has been included to this effect. The applicant is proposing a combined total of 529.33 square feet of signage on the south elevation. If the applicant was to install these tenant’s signage by right, they would be allowed a maximum of 346.62 square feet, based upon the plans submitted. East Elevation

Figure 5: East Elevation; Source: Seritage Growth Properties - 12/5/17 The east elevation displays one wall-mounted sign that will be associated with Restaurant #2 and have a maximum sign area of approximately 43 square feet. This SE 2017-SP-028 Page 6 exterior wall does not have frontage or pedestrian entry point; therefore, the applicant would not be allowed to install any signage by-right.

STAFF ANALYSIS Transportation Analysis Virginia Department of Transportation (VDOT) has reviewed the application and has no objection to the approval of this application. Zoning Inspections Review Branch (Appendix 6) Staff reviewed the application and identified some minor organizational and technical concerns with previous submissions of this Special Exception. The applicant has revised the Special Exception to address those concerns. No outstanding issues remain.

ZONING ORDINANCE PROVISIONS (Appendix 8) The application must satisfy the following provisions: • General Special Exception Standards (9-006) • Waiver of Certain Sign Regulations (Sect. 9-620) General Special Exception Standards (Sect. 9-006) Standard 1: The proposed use at the specified location shall be in harmony with the adopted comprehensive plan. The applicant is proposing a waiver of certain sign regulations to allow for additional building and canopy-mounted signage for new tenants that will located on the upper and lower levels of the subject property. The area wide and land unit plan text indicate that the proposed signage should have a unified theme and the design should be of the highest quality. The applicant has provided renderings depicting the proposed signage for the five new tenants that will occupy the entire upper level. These renderings appear to be consistent with the existing exterior signage located at Fair Oaks Mall and appear to be of a high-quality design that would promote the revitalization of this commercial space. Dave and Buster’s has signed a lease to occupy Restaurant #1, and will function as the new anchor commercial space for this parcel. Dave and Buster’s has requested a large amount of signage that will help with the identification of their space. In staff’s opinion, the applicant’s proposal is consistent with the land use and environmental recommendations, therefore the proposed Special Exception is in harmony with the Comprehensive Plan. No environmental issues were identified with this application. Standard 2: The proposed use shall be in harmony with the general purpose and intent of the applicable zoning district regulations. SE 2017-SP-028 Page 7

The C-7 District is established to provide locations for a full range of retail, commercial and service uses which are oriented to serve a regional market area containing 100,000 or more persons. The subject property, located within Fair Oaks regional mall, services a regional retail market and the large diverse population of Northern Virginia. The request to allow for additional signage will greatly assist with the new tenant’s identification and revitalize the western façade of Fair Oaks mall. This proposed Special Exception for a waiver of certain sign regulations, to allow for additional signage for future tenants, meets the general purpose and intent of the C-7 zoning district. The applicant is not proposing any vehicular or pedestrian circulation modifications that will affect the northern portion of the parcel located within the Highway Corridor Overlay District. Standard 3: The proposed use shall be such that it will be harmonious with and will not adversely affect the use or development of neighboring properties in accordance with the applicable zoning district regulations and the adopted comprehensive plan. The location, size and height of buildings, structures, walls and fences, and the nature and extent of screening, buffering and landscaping shall be such that the use will not hinder or discourage the appropriate development and use of adjacent or nearby land and/or buildings or impair the value thereof. The applicant’s proposal will not adversely affect the development of neighboring properties due to the location and scope of the proposed signage. These signs will be set back a considerable distance (approximately 215 feet) from the ring road that is the primary vehicular roadway that customers use to navigate around Fair Oaks Mall. As noted in Table 1, there are residential units located to the west of the subject property. These residential units are set back a significant distance (approximately 500 feet) from the closest proposed sign on a slightly higher elevation. Sufficient natural screening is currently provided on both the subject property and this residential property. The tallest proposed sign depicted on the plans of the new proposed upper levels façade is no higher than 35 feet tall. Staff believes the proposed signage square footage and increased buildings bulk will not hinder or discourage the appropriate development of the adjacent parcels. Standard 4: The proposed use shall be such that pedestrian and vehicular traffic associated with such use will not be hazardous or conflict with the existing and anticipated traffic in the neighborhood. The applicant is not proposing any freestanding signage on the property that will interfere with vehicular sight distances. Fairfax County Department of Transportation (FCDOT) and Virginia Department of Transportation (VDOT) have no objections to the approval of this application. Standards 5, 6 and 7 will not apply because the applicant is not proposing any site modifications with this Special Exception application. Standard 8: Signs shall be regulated by the provisions of Article 12; however, the Board may impose more strict requirements for a given use than those set forth in this Ordinance. SE 2017-SP-028 Page 8

All sign area must abide by the approved Special Exception Plat and development conditions, contained in Appendix 1. Additionally, all design criteria must be in conformance with the provisions of Article 12 of the Zoning Ordinance. Waiver of Certain Sign Regulations (Sect. 9-620) Standard 1. Such waiver may be for an increase in sign area, increase in sign height or different location of a sign, not otherwise provided by Sect. 12-304. Such waiver shall not allow the erection of a freestanding sign or off-site sign, not otherwise permitted by this Ordinance, or the establishment of any sign prohibited by the provisions of Sect. 12- 104. The applicant is not requesting a sign not otherwise permitted. Standard 2. Such waiver may be approved only when it is demonstrated by the applicant that there are unusual circumstances or conditions in terms of location, topography, size or configuration of the lot; access to the lot; unusual size or orientation of the structure on the lot; or other unique circumstance of the land or structure that impacts the applicant's ability to provide for a reasonable identification of the use. The applicant has stated, “the proposed additional signage is critical to ensure adequate tenant identification and visibility from the ring road, and maintain the economic viability of the future tenants.” The majority of the proposed signage square footage will be allocated to Restaurant #1, which will have their only pedestrian access on the western elevation. This restaurant will be occupied by Dave and Buster’s which will have a resemblance of an anchor store and should consistently engage a large customer base. The applicant has requested additional signage on the western and southern elevations, to increase vehicular and pedestrian visibility of Dave and Buster’s from Fair Lakes Parkway, Route 50 and the ring road. Dave and Buster’s storefront entrance on the western elevation has a diagonally slanted façade that mildly hinders vehicular identification from the Fair Lakes Parkway entrance. Per the western elevation rendering, the two proposed 250 square foot signs located on each side of the primary entry, display Dave and Buster’s slogan “Eat Drink Play Watch” and are similar in design to wall art that helps visually ease this blank facade. The proposed additional signage will allow for customers to easily identify the restaurants and retail spaces for all vehicular and pedestrians navigating the subject property. Standard 3. It is determined that such waiver will be in harmony with the policies of the adopted comprehensive plan. The Comprehensive Plans Land Use Policy Plan encourages, “redevelopment projects in commercial areas that would preserve or increase desirable community services.” The subject property is currently underutilized due to the evolution of the retail sales industry. Sears is proposing to consolidate its entire retail operation to the lower level of Fair Oaks mall. The upper level will then be subdivided into five new tenants, increasing the amount of commercial spaces on the subject property. The applicant’s proposal to allow for additional signage would make this commercial space more desirable for regional companies to locate and greatly assist revitalizing this section of the mall. Staff SE 2017-SP-028 Page 9

believes this proposal is in harmony with the Comprehensive Plan Land Use and Environmental policies. Standard 4. A waiver of the sign provisions may be approved only in those locations where, based upon a review of the relationship of the sign to the land, buildings and conforming signs in the neighborhood, it is determined that the sign will not have any deleterious effect on the existing or planned development of adjacent properties and that it is consistent with the purpose and intent of Article 12. Staff finds this Special Exception to be in conformance with the Zoning Ordinance provisions relative to the requirements for information illustrating location, extent of signage and information that has been displayed.

CONCLUSIONS AND RECOMMENDATIONS Staff Conclusions The proposed Special Exception is consistent with the adopted Comprehensive Plan, and meets applicable provisions of the Zoning Ordinance with the adoption of the proposed development conditions. Recommendation Staff recommends approval of SE 2017-SP-028 subject to the proposed development conditions contained in Appendix 1. It should be noted that it is not the intent of staff to recommend that the Planning Commission, in adopting any conditions, relieve the applicant/owner from compliance with the provisions of any applicable ordinances, regulations, or adopted standards. It should be further noted that the content of this report reflects the analysis and recommendation of staff; it does not reflect the position of the Planning Commission. The approval of this rezoning does not interfere with, abrogate or annul any easement, covenants, or other agreements between parties, as they may apply to the property subject to this application.

APPENDICES 1. Proposed Development Conditions 2. Statement of Justification 3. Affidavit 4. SE 80-S-033 Development Conditions 5. SE 01-Y-001 Interpretation & Development Conditions 6. Zoning Inspections Branch Memorandum 7. Comprehensive Plan Provisions 8. Zoning Ordinance Provisions 9. Glossary of Terms Appendix 1

PROPOSED DEVELOPMENT CONDITIONS

SE 2017-SP-028

December 26, 2017

If it is the intent of the Board of Supervisors to approve SE 2017-SP-028 for a waiver of certain sign regulations located at 12000L Fair Oaks Mall (Tax Map 46-3((8))2) pursuant to Sect. 9-620 of the Fairfax County Zoning Ordinance, staff recommends that the Board of Supervisors condition the approval by requiring conformance with the following development conditions, which supersede any previous development conditions for building-mounted signage on the property.

1. This Special Exception (SE) is granted for and runs with the land indicated in this application and is not transferrable to other land.

2. The SE entitled “Seritage Growth Properties”, prepared by Seritage SRC Finance, LLC and dated December 22, 2017, is approved only for the proposed signage square footages shown on the SE. Minor modifications to signage may be permitted when the Zoning Administrator determines that such modifications are in substantial conformance with the SE.

3. Regardless of the depictions or descriptions of the signs highlighted on the SE Plat, content of a sign is not regulated by this SE. All signs must be consistent with the location and no greater than the proposed square footages indicated on the SE. Nothing in this SE precludes individual tenant signs from incorporating various colors and typography within the individual tenant identification provided that such signs remain in conformance with the limitations set forth in the SE.

4. The frontage dimensions for the tenants identified as Retail #1, Retail #2 and Retail #3 provided on the signage calculation chart on the SE Plat, are for general reference proposes only and subject to change as these spaces are defined. The signage for these tenants will be permitted in accordance with the limitations found in Article 12 of the Zoning Ordinance.

5. All signs as defined in the Zoning Ordinance will require a sign permit. An updated matrix will be submitted with each sign application, providing pertinent information to allow sufficient tracking of all signage on the site, including: applicant’s name, tenant name, address, location of the proposed sign, sign type, sign type, sign height, sign area, sign location, and Non-Residential Use Permit number (if issued).

6. Illumination of signs must be in conformance with the performance standards for glare as set forth in Part 9 of Article 14 of the Zoning Ordinance. Additionally, signs that require lighting must be internally illuminated or down-lit to avoid glare and light trespass.

7. Regardless of the notes, all signs overhanging pedestrian pathways must have a minimum 10-foot clearance and signs overhanging travel ways must have a minimum 15-foot clearance.

8. No unpermitted temporary signs, including but not limited to “popsicle” signs, may be placed on the building or along the street frontages of the subject property. Any such signs placed by tenants must be promptly removed by the management of the site.

9. No signs may include LED screens, changeable type, display any flashing or intermittent lights nor have any features which could be construed as fluorescent or neon in character or color.

10. Freestanding signage has not been proposed in this SE application. Any future proposed freestanding signage will be permitted only in accordance with the limitations found in Article 12 of the Zoning Ordinance.

The above-proposed conditions are staff recommendations and do not reflect the position of the Board of Supervisors.

This approval, contingent on the above-noted conditions, must not relieve the applicant from compliance with the provisions of any applicable ordinance, regulations, or adopted standards. Sign Permits must be obtained from Fairfax County for each and every sign erected pursuant to this Special Exception. The applicant must be responsible for obtaining the required Sign Permits through established procedures, and sign plan must not be valid until this has been accomplished.

Pursuant to Section 9-015 of the Zoning Ordinance, this special exception must automatically expire, without notice, thirty (30) months after the date of approval unless, at a minimum, the use has been established or construction has commenced and been diligently prosecuted as evidenced by issuance of a sign permit in accordance with this special exception. The Board of Supervisors may grant additional time to establish the use or to commence construction if a written request for additional time is filed with the Zoning Administrator prior to the date of expiration of the special exception. The request must specify the amount of additional time requested, the basis for the amount of time requested and an explanation of why additional time is required. Appendix 2

Appendix 3

OF County of Fairfax, Virginia MEMORANDUM Office of the County, Attorney Suite 549, 12000 Government Center Parkway Fairfax, Virginia 22035-0064 Phone: (703) 324-2421; Fax: (703) 324-2665 www. fairfaxcounty. gov

DATE: December 14, 2017

TO: Zachary Fountain, Staff Coordinator Zoning Evaluation Division Department of Planning and Zoning

FROM: Jo Ellen Groves, Paraleg^jJ^ Office of the County Attorney

SUBJECT: Affidavit Application No.: SE 2017-SP-028 Applicant: Seritage SRC Finance, LLC PC Blearing Date: 1/11/18 BOS Hearing Date: 1/23/18

REF. 142229

Attached is an affidavit which has been approved by the Office of the County Attorney for the referenced case. Please include this affidavit dated 12/13/17, which bears my initials and is numbered 142229b, when you prepare the staff report.

Thank you for your cooperation.

Attachment cc: (w/attach) Damaris Martinez, Planning Technician I (Sent via e-mail) Zoning Evaluation Division Department of Planning and Zoning

\\S17PROLAWPGC01\Documents\142229\JEG\Affidavits\985364.docx SPECIAL EXCEPTION AFFIDAVIT

DATE: December 13.2017 (enter date affidavit is notarized) I, Robert D. Brant, attornev/agent , do hereby state that I am an (enter name of applicant or authorized agent)

(check one) [ ] applicant [•/] applicant's authorized agent listed in Par. 1(a) below in Application No.(s): SE 2017-SP-028 (enter County-assigned application number(s), e.g. SE 88-V-001) and that, to the best of my knowledge and belief, the following information is true:

1 (a). The following constitutes a listing of the names and addresses of all APPLICANTS, TITLE OWNERS, CONTRACT PURCHASERS, and LESSEES of the land described in the application,* and, if any of the foregoing is a TRUSTEE,** each BENEFICIARY of such trust, and all ATTORNEYS and REAL ESTATE BROKERS, and all AGENTS who have acted on behalf of any of the foregoing with respect to the application:

(NOTE: All relationships to the application listed above in BOLD print are to be disclosed. Multiple relationships may be listed together, e.g., Attorney/Agent, Contract Purchaser/Lessee, Applicant/Title Owner, etc. For a multiparcel application, list the Tax Map Number(s) of the parcel(s) for each owner(s) in the Relationship column.)

NAME ADDRESS RELATIONSHIP(S) (enter first name, middle initial, and (enter number, street, city, state, and zip code) (enter applicable relationships last name) listed in BOLD above)

Seritage SRC Finance LLC 489 Fifth Avenue, 18lh Floor Applicant/Title Owner/Lessor of New York, NY 10017 Tax Map 46-3 ((8)) 2 Agents: Matthew McDonnell (nmi) James E. Bry

Dave & Buster's of Virginia, Inc. 2481 Manana Drive Lessee of Tax Map 46-3 ((8)) 2 pt. Dallas, TX 75220 Agents: Jill W. Valachovic Lisa (nmi) Warren

(check if applicable) K] There are more relationships to be listed and Par. 1(a) is continued on a "Special Exception Attachment to Par. 1(a)" form.

* In the case of a condominium, the title owner, contract purchaser, or lessee of 10% or more of the units in the condominium. ** List as follows: Name of trustee. Trustee for (name of trust, if applicable), for the benefit of: (state name of each beneficiary).

>RM SEA-1 Updated (7/1/06) Page _1 of _1

Special Exception Attachment to Par. 1(a) b DATE: December 13. 2017 (enter date affidavit is notarized) for Application No. (s): SE 2017-SP-028 (enter County-assigned application number (s))

(NOTE: All relationships to the application are to be disclosed. Multiple relationships may be listed together, e.g., Attorney/Agent, Contract Purchaser/Lessee, Applicant/Title Owner, etc. For a multiparcel application, list the Tax Map Number(s) of the parcel (s) for each owner(s) in the Relationship column.)

NAME ADDRESS RELATIONSHIP(S) (enter first name, middle initial, and (enter number, street, city, state, and zip code) (enter applicable last name) relationships listed in BOLD above)

Woolpert, Inc. 4454 Idea Center Boulevard Civil Engineer/Agent for Applicant Dayton, OH 45430 Agents: John Gregory Monnig Eric M. Brown

Kenneth Park Architect PLLC 360 Lexington Avenue Architects/Agent for Applicant New York, NY 10017 Agents: Kenneth K.S. Park Robert Yuricic (nmi) Eric C. Chiang

Walsh, Colucci, Lubeley & Walsh, P.C. 2200 Clarendon Boulevard, Suite 1300 Attorneys/Agents for Applicant Arlington, VA 22201 Agents: Martin D. Walsh Attorney/Agent Lynne J. Strobel Attorney/Agent M. Catharine Puskar Attorney/Agent Sara V. Mariska Attorney/Agent Andrew A. Painter Attorney/Agent Matthew J. Allman Attorney/Agent Robert D. Brant Attorney/Agent Nicholas V. Cumings Attorney/Agent Steven M. Mikulic Attorney/Agent Elizabeth D. Baker Planner/Agent Inda E. Stagg Planner/Agent Caroline K. Herre Planner/Agent

Cooley LLP 11951 Freedom Drive, Suite 1400 Attorney/Agent for Lessee Reston, VA 20190 Agents: Antonio J. Calabrese, Esq. Mark C. Looney, Esq. Colleen P. Gillis, Esq. Jill S. Parks, Esq. Brian J. Winterhalter, Esq. Amanda R. Williams, Esq. Ben I. Wales, Planner Molly M. Novotny, Planner Samantha R. Steketee, Planner Danielle N. Stephens, Planner

(check if applicable) [ ] There are more relationships to be listed and Par. 1(a) is continued further on a "Special Exception Attachment to Par. 1(a)" form. Page Two SPECIAL EXCEPTION AFFIDAVIT

DATE: December 13. 2017 |Lft7f7?\ (o (enter date affidavit is notarized) for Application No. (s): SE 2017-SP-028 (enter County-assigned application number(s))

1(b). The following constitutes a listing*** of the SHAREHOLDERS of all corporations disclosed in this affidavit who own 10% or more of any class of stock issued by said corporation, and where such corporation has 10 or less shareholders, a listing of all of the shareholders:

(NOTE: Include SOLE PROPRIETORSHIPS, LIMITED LIABILITY COMPANIES, and REAL ESTATE INVESTMENT TRUSTS herein.)

CORPORATION INFORMATION

NAME & ADDRESS OF CORPORATION: (enter complete name and number, street, city, state, and zip code)

Seritage SRC Finance LLC 489 Fifth Avenue, 18th Floor New York, NY 10017

DESCRIPTION OF CORPORATION: (check one statement) [V] There are 10 or less shareholders, and all of the shareholders are listed below. [ ] There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below. [ ] There are more than 10 shareholders, but no shareholder owns 10% or more of any class of stock issued by said corporation, and no shareholders are listed below.

NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Seritage Growth Properties, L.P.

(check if applicable) K] There is more corporation information and Par. 1(b) is continued on a "Special Exception Affidavit Attachment 1(b)" form.

*** All listings which include partnerships, corporations, or trusts, to include the names of beneficiaries, must be broken down successively until: (a) only individual persons are listed or (b) the listing for a corporation having more than 10 shareholders has no shareholder owning 10% or more of any class of stock. In the case of an APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land that is a partnership, corporation, or trust, such successive breakdown must include a listing and further breakdown of all of its partners, of its shareholders as required above, and of beneficiaries of any trusts. Such successive breakdown must also include breakdowns of any partnership, corporation, or trust owning 10% or more of the APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land. Limited liability companies and real estate investment trusts and their equivalents are treated as corporations, with members being deemed the equivalent of shareholders; managing members shall also be listed. Use footnote numbers to designate partnerships or corporations, which have further listings on an attachment page, and reference the same footnote numbers on the attachment page. Page J of Special Exception Attachment to Par. 1(b)

DATE: December 13, 2017 IJ) (enter date affidavit is notarized) for Application No. (s): SE 2017-SP-028 (enter County-assigned application number (s))

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Walsh, Colucci, Lubeley & Walsh, P.C. 2200 Clarendon Boulevard, Suite 1300 Arlington, VA 22201

DESCRIPTION OF CORPORATION: (check one statement) [ ] There are 10 or less shareholders, and all of the shareholders are listed below. [V] There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below. [ ] There are more than 10 shareholders, but no shareholder owns 10% or more of any class of stock issued by said corporation, and no shareholders are listed below.

NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Wendy A. Alexander Jay du Von Sara V. Mariska Kathleen H. Smith David J. Bomgardner William A. Fogarty Charles E. McWilliams Lynne J. Strobel E. Andrew Burcher John H. Foote J. Randall Minchew Garth M. Wainman Thomas J. Colucci H. Mark Goetzman Andrew A. Painter Nan E. Walsh Michael J. Coughlin Bryan H. Guidash M. Catharine Puskar Peter M. Dolan, Jr. Michael J. Kalish John E. Rinaldi • Michael R. Kieffer (effective 1/1/18)

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Woolpert, Inc. 4454 Idea Center Boulevard Dayton, OH 45430

DESCRIPTION OF CORPORATION: (check one statement) [ ] There are 10 or less shareholders, and all of the shareholders are listed below. [ ] There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below. [V] There are more than 10 shareholders, but no shareholder owns 10% or more of any class of stock issued by said corporation, and no shareholders are listed below.

NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name)

(check if applicable) [V] There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form. Page 2 of

Special Exception Attachment to Par. 1(b)

DATE: December 13.2017 (enter date affidavit is notarized) for Application No. (s): SE 2017-SP-028 (enter County-assigned application number (s))

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Kenneth Park Architect PLLC 360 Lexington Avenue New York, NY 10017

NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Kenneth K.S. Park

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Dave & Buster's of Virginia, Inc. 2481 Manana Drive Dallas, TX 75220 DESCRIPTION OF CORPORATION: (check one statement) [V] There are 10 or less shareholders, and all of the shareholders are listed below. [ ] There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below. [ ] There are more than 10 shareholders, but no shareholder owns 10% or more of any class of stock issued by said corporation, and no shareholders are listed below.

NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name)

Dave & Buster's, Inc.

(check if applicable) [S] There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form. Page _3

Special Exception Attachment to Par. 1(b) mzzztf b DATE: December 13. 2017 (enter date affidavit is notarized) for Application No. (s): SE 2017-SP-028 (enter County-assigned application number (s))

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Dave & Buster's, Inc. 2481 Manana Drive Dallas, TX 75220

DESCRIPTION OF CORPORATION: (check one statement) [X] There are 10 or less shareholders, and all of the shareholders are listed below. [ ] There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below. [ ] There are more than 10 shareholders, but no shareholder owns 10% or more of any class of stock issued by said corporation, and no shareholders are listed below.

NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name)

Dave & Buster's Holdings, Inc.

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Dave & Buster's Holdings, Inc. 2481 Manana Drive Dallas, TX 75220

NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name)

Dave & Buster's Entertainment, Inc.

(check if applicable) [X] There is more corporation information and Par. fib) is continued further on a "Special Exception Attachment to Par. 1(b)" form. Page 4 of

Special Exception Attachment to Par. 1(b) tV22ZHb DATE: December 13. 2017 (enter date affidavit is notarized) for Application No. (s): SE 2017-SP-028 : (enter County-assigned application number (s))

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Dave & Buster's Entertainment, Inc. 2481 Manana Drive Dallas, TX 75220

DESCRIPTION OF CORPORATION: (check one statement) [ ] There are 10 or less shareholders, and all of the shareholders are listed below. [ ] There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below. [X] There are more than 10 shareholders, but no shareholder owns 10% or more of any class of stock issued by said corporation, and no shareholders are listed below.

NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Publicly traded

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code)

DESCRIPTION OF CORPORATION: (check one statement) [ ] There are 10 or less shareholders, and all of the shareholders are listed below. [ ] There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below. [ ] There are more than 10 shareholders, but no shareholder owns 10% or more of any class of stock issued by' said corporation, and no shareholders are listed below.

NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name)

(check if applicable) There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form. Page Three SPECIAL EXCEPTION AFFIDAVIT

DATE: December 13. 2017 WJLPTTQ Irs (enter date affidavit is notarized) ^ ^ for Application No. (s): SE 2017-SP-028 (enter County-assigned application number(s))

1(c). The following constitutes a listing*** of all of the PARTNERS, both GENERAL and LIMITED, in any partnership disclosed in this affidavit:

PARTNERSHIP INFORMATION

PARTNERSHIP NAME & ADDRESS: (enter complete name, and number, street, city, state, and zip code)

Seritage Growth Properties, L.P. 489 Fifth Avenue, 18th Floor New York, NY 10017

(check if applicable) [ ] The above-listed partnership has no limited partners.

NAMES AND TITLE OF THE PARTNERS (enter first name, middle initial, last name, and title, e.g. General Partner, Limited Partner, or General and Limited Partner)

General Partner: Seritage Growth Properties

Seritage Growth Properties, L.P. is the operating partnership of Seritage Growth Properties, a Maryland real estate investment trust and is the entity through which Seritage Growth Properties conducts its business. Seritage Growth Properties is publicly traded on the NYSE.

(check if applicable) |V] There is more partnership information and Par. 1(c) is continued on a "Special Exception Affidavit Attachment to Par. 1(c)" form.

*** All listings which include partnerships, corporations, or trusts, to include the names of beneficiaries, must be broken down successively until: (a) only individual persons are listed or (b) the listing for a corporation having more than 10 shareholders has no shareholder owning 10% or more of any class of stock. In the case of an APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land that is a partnership, corporation, or trust, such successive breakdown must include a listing and further breakdown of ail of its partners, of its shareholders as required above, and of beneficiaries of any trusts. Such successive breakdown must also include breakdowns of any partnership, corporation, or trust owning 10% or more of the APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land. Limited liability companies and real estate investment trusts and their equivalents are treated as corporations, with members being deemed the equivalent of shareholders; managing members shall also be listed. Use footnote numbers to designate partnerships or corporations, which have further listings on an attachment page, and reference the same footnote numbers on the attachment page. Page _I of 3 Special Exception Attachment to Par. 1(c)

DATE: December 13. 2017 mzzHh (enter date affidavit is notarized) for Application No. (s): SE 2017-SP-028 (enter County-assigned application number (s))

PARTNERSHIP NAME & ADDRESS: (enter complete name & number, street, city, state & zip code) Cooley LLP 11951 Freedom Drive, Suite 1400 Reston, VA 20190

(check if applicable) K] The above-listed partnership has no limited partners.

NAMES AND TITLES OF THE PARTNERS: (enter first name, middle initial, last name, and title, e.g., General Partner, Limited Partner, or General and Limited Partner)

Gian-Michele a Marca Peter F. Burns Darren K. DeStefano Jane K. Adams John T. Byrnes Sarah K. diFrancesca Peter M. Adams Luke T. Cadigan Adam (nmi) Dinow Maureen P. Alger Robert T. Cahill Eric W. Doherty DeAnna D. Allen Antonio J. Calabrese William P. Donovan Jr. Mazda K. Antia , Christopher C. Campbell Michelle C. Doolin Orion (nmi) Armon Matthew D. Caplan Joseph M. Drayton Michael A. Attanasio Lynda K. Chandler Matthew P. Dubofsky Jon C. Avina Adam C. Chase Christopher B. Durbin Jonathan P. Bach Reuben H. Chen John C. Dwyer Charles J. Bair Calise Y. Cheng Shannon M. Eagan Celia Goldwag Barenholtz William T. Christiansen II Erik S. Edwards Frederick D. Baron John A. Clark Ivor R. Elrifi Matthew S. Bartus Sean M. Clayton Sonya F. Erickson Michael D. Basile John A. Clendenin Heidi A. Erlacher Mark D. Beckett Thomas A. Coll Mark C. Everiss Ben W. Beerle Joseph W. Conroy Michael R. Faber Keith J. Berets William J. Corcoran Lester J. Fagen Laura A. Berezin Christopher (nmi) Coulter Jesse D. Farmer Meredith J. Beuchaw James R. Crabtree Brent D. Fassett Ann (nmi) Bevitt John W. Crittenden M. Wainwright Fishburn Jr. Laura Grossfield Birger Janet L. Cullum Patrick J. Flanagan Ryan E. Blair John A. Dado James (nmi) Fleming Thomas A. Blinka Scott D. Dailard Rod (nmi) Freeman Nicholas (nmi) Bolter Benjamin G. Damstedt Thomas J. Friel, Jr. Barbara L. Borden Craig E. Dauchy Koji F. Fukumura Jodie M. Bourdet Manya (nmi) Deehr James F. Fulton Jr. Wendy J. Brenner Mark J. Deem Eamonn J. Gardner David (nmi) Bresnick Louise M. Delahunty Matthew J. Brigham Renee R. Deming James P. Brogan Karen E. Deschaine Nicole C. Brookshire Matthew D. Brown Alfred L. Browne, III Matthew T. Browne

(check if applicable) K] There is more partnership information and Par. 1(c) is continued further on a "Special Exception Attachment to Par. 1(c)" form. Page 2 of_3_ Special Exception Attachment to Par. 1(c) £ DATE: December 13. 2017 l fezzs?(j (enter date affidavit is notarized) for Application No. (s): SE 2017-SP-028 (enter County-assigned application number (s))

PARTNERSHIP NAME & ADDRESS: (enter complete name & number, street, city, state & zip code) Cooley LLP (continued) 11951 Freedom Drive, Suite 1400 Reston, VA 20190

(check if applicable) K] The above-listed partnership has no limited partners.

NAMES AND TITLES OF THE PARTNERS: (enter first name, middle initial, last name, and title,, e.g., General Partner, Limited Partner, or General and Limited Partner) Jon E. Gavenman Jay R. Indyke Stephanie (nmi) Levy Bobby A. Ghajar Craig D. Jacoby Elizabeth L. Lewis Patrick E. Gibbs Eric C. Jensen Jeffrey P. Libson Colleen P. Gillis Robert L. Jones Michael R. Lincoln Jonathon C. Glass Jeffrey M. Kaban James C.T. Linfreld Todd J. Gluth Richard S. Kanowitz Samuel M. Livermore Daniel I. Goldberg Jeffrey S. Kan- Douglas P. Lobel Wendy C. Goldstein Joshua A. Kaufman J. Patrick Loofbourrow Kathleen A. Goodhart Natasha E. Kaye Mark C. Looney Seth J. Gottlieb Heidi M. Keefe Robert B. Lovett Shane L. Goudey David R. Kendall Siana E. Lowrey Jonathan G. Graves Jason L. Kent Haibo J. Lu Jacqueline I. Grise Mehdi (nmi) Khodadad Edward J. Lukins Kenneth L. Guernsey Aditya M. Khorana Andrew P. Lustig Patrick P. Gunn Charles S. Kim Nicola K. Maguire Divakar (nmi) Gupta Kevin M. King Joshua O. Mates Jeffrey M. Gutkin Benjamin H. Kleine James J. Maton William N. Haddad Michael J. Klisch Mika Reiner Mayer JohnB. Hale Jonie I. Kondracki Robert M. McDowell Charles D. Haley Barbara A. Kosacz Michael J. McGrail Alan D. Hambelton Kenneth J. Krisko Becket (nmi) McGrath Laurence M. Hams Carol Denise Laherty John T. McKenna M. R. Hartman III Mark F. Lambert Bonnie Weiss McLeod Bernard L. Hatcher Matthew E. Langer Lowell D. Mead Matthew B. Hemington Samantha M. LaPine Mark A. Medearis Cathy Rae Hershcopf Ramon (nmi) LaSoya Laura M. Medina Gordon K. Ho John G. Lavoie Beatriz (nmi) Mejia Nicholas A. Hobson Brian F. Leaf Craig A. Menden Paula E. Holland Pang (nmi) Lee ErikB. Milch Lila W. Hope Jamie K. Leigh Chadwick L. Mills C. Thomas Hopkins Natasha V. Leskovsek David E. Mills Reginald Ronald Hopkinson Shira Nadich Levin J. Kevin Mills Richard M. Hopley Alan (nmi) Levine Barbara R. Mirza Brendan J. Hughes Michael S. Levinson Patrick J. Mitchell Christopher R. Hutter Philip D. Mitchell Ali M. Mojdehi Ann M. Mooney Timothy J. Moore (check if applicable) [S] There is more partnership information and Par. 1(c) is continued further on a "Special Exception Attachment to Par. 1(c)" form. Page_3 of 3 Special Exception Attachment to Par. 1(c) idzzzqb DATE: December 13. 2017 (enter date affidavit is notarized) for Application No. (s): SE 2017-SP-028 ; (enter County-assigned application number (s))

PARTNERSHIP NAME & ADDRESS: (enter complete name & number, street, city, state & zip code) Cooley LLP (continued) 11951 Freedom Drive, Suite 1400 Reston, VA 20190

(check if applicable) [ ] The above-listed partnership has no limited partners.

NAMES AND TITLES OF THE PARTNERS: (enter first-name, middle initial, last name, and title, e.g., General Partner, Limited Partner, or General and Limited Partner) M. Howard Morse Lyle D. Roberts Gregory C. Tenhoff • Effective 1/1/18: Phillip E. Morton Paul A. Roberts Michael E. Tenta Brian W. Burke Derek O. Colla Colm D. Murphy John W. Robertson Rachel W. Thorn Kenneth J. Rollins Michael R. Tollini Angela L. Dunning Frederick T. Muto Kevin K. Rooney Steven J. Tonsfeldt Adam S. Gershenson Danielle E. Naftulin Stephen H. Rosen Michael S. Tuscan Josh (nmi) Holleman Ryan E. Naftulin Sacha D. Ross Jessica I. Valenzuela Santamaria Tanisha A. James Jeremy M. Naylor Andrew E. Roth Seth (nmi) Van Aalten Eric A. Kauffman Stephen C. Neal Adam J. Ruttenberg Joseph J. Vaughan Daniel J. Rnauss Garth A. Osterman Thomas R. Salley III Miguel J. Vega Susan M. Krumplitsch Rama (nmi) Padmanabhan Robert D. Sanchez Erich E. Veitenheimer, III Jeffrey (nmi) Laretto Kathleen M. Pakenham Ryan S. Sansom Aaron J. Velli Bradley M. Libuit Brooke E. Nussbaum Timothy G. Patterson Glen Y. Sato David A. Walsh Marco A. Santori Mark B. Weeks John Paul Oleksiuk Matthew (nmi) Pavao Martin S. Schenker Mark R. Weinstein Gerard (nmi) O'Shea Daniel S. Peale Marc G. Schildkraut Thomas S. Welk Joshua D. Rottner Sarah E. Pearce Michelle G. Schulman Peter H. Werner Jason M. Savich Anne H. Peck William J. Schwartz Scott B. Weston Megan M. Arthur Schilling David G. Peinsipp Eric J. Schwartzman Francis R. Wheeler « Adriana Lofaro Wirtz Nicole K. Peppe Ellen A. Scordino John N. Wilkinson Kevin J. Perry Audrey K. Scott Geoffrey T. Willard Robert W. Phillips Avital Sealman Tene Andrew S. Williamson Peter J. Willsey Susan Cooper Philpot John H. Sellers Ian R. Shapiro Mark (nmi) Windfeld-Hansen Yvan-Claude J, Pierre Michael N. Sheetz David J. Wittenstein Frank V. Pietrantonio Jordan A. Silber Nancy H. Wojtas Mark B. Pitchford Brent B. Siler Amy M, Wood NoahB. Pittard Stephen R. Smith J. Peyton Worley Adam M. Pivovar Whitty (nmi) Somvichian Nan (nmi) Wu Michael L. Piatt Geoffrey R. Stan- Walter (nmi) Wu Christian E. Plaza Anthony M. Stiegler Summer J. Wynn Aaron M. Pomeroy Justin M. Stock Babak (nmi) Yaghmaie Steven M. Strauss Jonathan (nmi) Yorke Marya A. Postner Marc R. Suskin David R. Young Rachel B. Proffitt C. Scott Talbot Troy (nmi) Zander Steven M. Przesmicki Mark P. Tanoury Christina (nmi) Zhang Frank F. Rahmani Joseph (nmi) Teja Jr. Marc A. Recht Michael G. Rhodes Michelle S. Rhyu

(check if applicable) [] There is more partnership information and Par. 1(c) is continued further on a "Special Exception Attachment to Par. 1(c)" form. Page Four SPECIAL EXCEPTION AFFIDAVIT

DATE: December 13.2017 (enter date affidavit is notarized) for Application No. (s): SE 2017-SP-Q28 (enter County-assigned application number(s))

1 (d). One of the following boxes must be checked:

[ ] In addition to the names listed in Paragraphs 1(a), 1(b), and 1(c) above, the following is a listing of any and all other individuals who own in the aggregate (directly and as a shareholder, partner, and beneficiary of a trust) 10% or more of the APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land:

[V] Other than the names listed in Paragraphs 1(a), 1(b), and 1(c) above, no individual owns in the aggregate (directly and as a shareholder, partner, and beneficiary of a trust) 10% or more of the APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land.

2. That no member of the Fairfax County Board of Supervisors, Planning Commission, or any member of his oi lier immediate household owns or has any financial interest in the subject land either individually, by ownership of stock in a corporation owning such land, or through an interest in a partnership owning such land.

EXCEPT A S FOLLOWS: (NOTE: If answer is none, enter "NONE" on the line below.)

None

(check if applicable) There are more interests to be listed and Par. 2 is continued on a "Special Exception Attachment to Par. 2" form. Page Five SPECIAL EXCEPTION AFFIDAVIT wzziHb DATE: December 13, 2017 (enter date affidavit is notarized) for Application No. (s): SE 2017-SP-028 (county-assigned application number(s), to be entered by County Staff)

3. That within the twelve-month period prior to the public hearing of this application, no member of the Fairfax County Board of Supervisors, Planning Commission, or any member of his or her immediate household, either directly or by way of partnership in which any of them is a partner, employee, agent, or attorney, or through a partner of any of them, or through a corporation in which any of them is an officer, director, employee, agent, or attorney or holds 10% or more of the outstanding bonds or shares of stock of a particular class, has, or has had any business or financial relationship, other than any ordinary depositor or customer relationship with or by a retail establishment, public utility, or bank, including any gift or donation having a value of more than $100, singularly or in the aggregate, with any of those listed in Par. 1 above. EXCEPT AS FOLLOWS: (NOTE: If answer is none, enter "NONE" on line below.)

None

NOTE: Business or financial relationships of the type described in this paragraph that arise after the filing of this application and before each public hearing must be disclosed prior to the public hearings. See Par. 4 below.)

(check if applicable) [ ] There are more disclosures to be listed and Par. 3 is continued on a "Special Exception Attachment to Par. 3" form.

That the information contained in this affidavit is complete, that all partnerships, corporations, and trusts owning 10% or more of the APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land have been listed and broken down, and that prior to each and every public hearing on this matter, I will reexamine this affidavit and provide any changed or supplemental information, including business or financial relationships of the type described in Paragraph 3 above, that arise on or after the date of this application. j ^

WITNESS the following signature:

(check one) [ ] Appjftfant [V] Applicant's Authorized Agent

Robert D. Brant, attorney/agent (type or print first name, middle initial, last name, and title of signee)

Subscribed and sworn to before me this /3 day of 2017. in the State/Comm. of Virginia. County/City of Arlington.

/> {/C4* ./LjMih- Notary Public •y commission expires: 11/30/2019 KIM8ERLY K. F0LL1N Registration # 283945 Notary Public pn'Ml.'iONWEAirH OF VIRGINIA COMMONWEALTH OF VIRGINIA; Appendix 4 COUNTY OF FAIRFAX 4100 CHAIN BRIDGE ROAD FAIRFAX. VIRGINIA 22030 May 21, 198Q

Mr. Michael J. Giguere Boothe, Prichard & Dudley 4103 Chain Bridge Road Fairfax,. Virginia 22030

Re: Special Exception No. 80-S-033

Dear Mr. Giguere:

At a regular meeting of the Board of Supervisors h.eld on May 19, 1980, the Board approved SE-80-S-033 in the name of Fairfax Associates, a Virginia Partnership and Sears Roebuck and Company, located as Tax Map 46-3 C(8)) 2 for an increase in the size of identification signs for a regional shopping center pursuant to Sect. 9-601 of the Fairfax County Zoning Ordinance, by requiring conformance with the following develop ment conditions:

1. This Special Exception is granted for the location indicated in the application and is not transferable to other land.

2. This Special Exception is granted for the signs pro posed in the plats submitted with this application only.

3. Total sign area shall not exceed 643.4 square feet.

4. This approval, contingent on the above noted condi tions shall not affect required compliance with the provisions of any applicable ordinances, regulations or adopted standards. This Special Exception shall not be valid until the required Residential/Non- Residential Use Permit is obtained through established procedures.

Very truly yours

Ethel Wilcox Register Clerk to the Board EWR/mg cc: Mr. Patteson Mr. Know1ton Mr. Covington ^ Mr. Montenegro County of Fairiax, Virginia Appendix 5 To protect and enrich the quality of life forthe people, neighborhoods and diverse communities of Fairfax County

September 29,2017

Robert D. Brant Walsh, Colucci, Lubeley & Walsh, P.C 2200 Clarendon Boulevard, Suite 1300 Arlington, V A 22201 -33 59

Re: Interpretation Request; SE 0l-Y-001; Seritage SRC Finance LLC; Tax Map Number 46-3 ((8)) 2: Relocation of assigned parking spaces

Dear Mr. Brant

This is in response to your letter of August 1 8,2017 , requesting an interpretation of the conditions and plans approved in conjunction with the Board of Supervisors (BOS) approval of SE 0l-Y-001. As I understand it, your question is whether the relocation of the twenty-five (25) designated rental vehicle parking spaces is in substantial conforrnance with the approval. This interpretation is based upon your letter and the attached interpretation exhibit, dated J:une 2017, prepared by Woolpert, and the special exception plat entitled "Budget Rent-A-Car", dated October 6,2000. The approved development conditions and plat can be found online at http://ldsnet.fairfaxcounW.gov/ldsnet/ZAPSMain.aspx?cde:SE&seq:3200197

Copies of your letter and relevant documents are attached for reference.

The 15.07-acre subject property is zoned C-7 and is located at the intersection of Interstate Highway 66 and Lee Jackson Memorial Highway (Route 50). On June 14, 7976,the Board of Supervisors approved RZ74-2-008, subject to proffers, to accommodate the development of a shopping center (Fair Oaks Mall). On June 25,2001, the Board of Supervisors approved SE 01 Y-001, subject to development conditions, to permit a vehicle sales, rental and ancillary service establishment in this part of the mall. It is this SE which governs the location of the parking spaces for this use.

Development Condition 7 addresses parking and specifically requires that "A maximum of twenty-five (25) rental vehicles shall be stored on-site. All vehicles stored on-site shall be in the portion of the parking lot designated on the Special Exception Plat for the storage of rental vehicles." Sheet 2 of the SE PIat calls out the specific location of the parking spaces to be provided.

Per your August 1 8, 201 7 ,letter you indicate that your client recently acquired the subject property, and is in the process ofsecuring the necessary approvals to allow the conversion of approximately 1 1 1,000 square feet on the upper floor into separate retail and restaurant tenant spaces. Following the proposed conversion, the existing vehicle sale, rental and ancillary service

Department of Planning and Zoning 12055 Government Center Parkway, Suite 801 Fairfax, Virginia, 2203 5-5 509 Phone 703 324-1290 Excellence * Innovation * Stewardship FAX 703 324-3924 DaPaitrtxT ot PLAl{IIINOb * Integrity Teamwork* Public Service www. fairfaxcounty. gov/dpzl &zot{tNo Robert D. Brant, Page 2

establishment would be relocated from its current location on the upper level of the building to the lower floor. Therefore, you are proposing to relocate the parking spaces from those identified on the SE Plat which were generally in the southern parking area to several locations in the northem parking area. You further state relocating the spaces to the proposed location will provide employees and customers with more convenient access to the rental vehicles and will have no impacts on adjacent or surrounding uses. The parking spaces are generally grouped together in two areas, one along the access road and one closer to the building entrance. Given that there will be no adverse impacts on adjacent or surrounding uses, and as long as required parking is met, it is my determination that the relocation of the twenty-five (25) designated rental vehicle parking spaces, as shown on your attached exhibit, is in substantial conformance with sE 0l-Y-001.

This determination has been made in my capacity as the duly authorized agent of the Zoning Administrator and addresses only the issue discussed herein. All other proffers and conditions remain in effect. If you have any questions regarding this interpretation, please feel free to contact Jerrell Timberlake at (703)324-1290.

Sincerely,

Tracy D AICP, Director Zoning Evaluation Division, DPZ

O:\jtimbe\lnterps\Fair Oaks Mall, SEI-17-08-023\Fair Oal{s Mall Final.docx

Attachments: A/S

Cc: Pat Herrity, Supervisor, Springfield District Pete F. Murphy, Planning Commissioner, Springfield District Diane Johnson-Quinn, Deputy Zoning Administrator, Permit Review Branch, ZAD,DPZ Lori Ramsey, Manager, Site and Technical Services, LDS Bruce McGranahan, Director, Site Development and Inspections Division, LDS Durga Kharel, Branch Chief, SDID, LDS Brian Foley, Director, Building Plan Review Division, LDS Ellie Codding, Director, CDCD Suzanne L. Wright, Chief, Special Projects/Applications Management Branch, ZED,DPZ File: SEA 01-Y-001,SEI 17 08 023, Imaging t**,f5t,fJXn5&rron,*

AUG I 8 2rI7 D EVELOPMENT CONDITIONS

h[r0Bdua0on DMston sE 01-Y-001

May 14,2001

lf it is the intent of the Board of Supervisors to approve SE 01-Y-00'1 located at Tax Map 46-3 ((8)) 2 for use as a vehicle sale, rental and ancillary service establishrnent_pursuant to Sect. 4-704 of the Fairfax County Zoning Ordinance, the staff recommends that the Board condition the approval by requiring conformance with the following development cond itions :

1 This Special Exception is granted for and runs with the land indicated in this application and is not transferable to other land.

2. This Special Exception is granted only for the purpose(s), structure(s) and/or use(s) indicated on the specialexception plat approved with the application, as qualified by these development conditions. These development conditions shall pertain only to the subject vehicle rental use, and to the vehicle storage area, subjectto this Special Exception. Any by-right, special exception uses, or special permit uses that may be approved elsewhere within the regional shopping center site shall not require a special exception amendment for this application use or site if it does not atfect this site.

3. This Special Exception is subject to the provisions of Article 17, Site Plans, as rnay be determined by the Director, Department of Public Works and Environmental Services (DPWES). Any plan submitted pursuant to lhis special exception shall be in substantial conformance with the approved Special Exception Plat entitled "Special Exception Plat for Budget Rent-A- Car," prepared by Walter L. Phillips, lnc. and dated October G, 2000 as revised through February 6, 2001, and these conditions. Minor modifications to the approved specialexception plat may be permitted pursuant to Par. 4 of Sect. 9-004 of the Zoning Ordinance.

4. Maximum hours of operation for the vehicle rental office are limiled to 7:30 A.M. to 9:30 P.M.

5. No inoperable vehicles shall be stored on-site

6. There shall be no maintenance or cleaning of vehicles on site, except within the existing Sears automotive facility. There shall be no refueling of vehicles on site. 7. A maximum of twenty-five {25) rental vehicles shall be stored on-site. All vehicles stored on-site shall be in the portion of the parking lot designated on the Special Exception plat for the storage of rental vehicles. The parking spaces specified on the special exception plat as storage spaces for the vehicle rental establishment shall be marked "Reserued for Budget Rent-A- car. Violators will be lowed." The appricant shall deter the use of these spaces by individuals other than patrons through self-policing and towing of unauthorized vehicles.

I vehicle rentals shall be limited to the rental of automobiles, minivans, and SUVs (sport-utility vehicles). No trucks shall be rented or stored on site. No vehicles shall be marked with logos, signs, or other advertising materials.

I All signs associated with the vehlcle rental establishment shall comply with Article 12 of the Zoning Ordinance Any signs approved shall be controlled by the conditions of SE 80-5-033, and shall not cause the maximum sign area of the parcelto exceed 643.4 square feet. '10. No outdoor lighting, either permanent or temporary, shall be added to the site for this use.

11 Any signs approved for this use shall not exceed a total of 88.53 square feet

12 Prior to the issuance of the Non-Residential Use permit for this use, the applicant will subrnit tabulations of parking for exlsting and proposed uses associated with the site. These tabulations will indicate, at a minimum, the number of spaces required and the number of parking spaces exclusively available for these uses.

The above proposed conditions are staff recommendations and do not reflect the position of the Board of Supervisors unless and until adopted by that Board.

This approval, contingent on the above noted conditions, shall not relieve the applicant from compliance with the provisions of any applicable ordinances, regulations, or adopted standards. The applicant shall be himself responsible for obtalning the required Non-Residential Use Permit through established procedures, and this Special Exception shall not be valid until this has been accomplished.

Pursuant to Section 9-015 of the Zoning Ordinance, this special exception shall automatically expire, without notice, thirty (30) months after the date of approval unless the use has been established or construction has commenced and been diligenfly prosecuted. The Board of Supervisors may grant additional time to establish the use or to commence construction if a written request for additional time is filed with the Zoning 7

Administrator prior to the date of expiration of the special exception. The request must specifo the amount of additional time requested, the basis for the amount of time requested and an explanation of why additionaltime is required. g s ET 6 c3- o fl'r G) QTN ot IJ ) ot { @ i' V2 I =E=<3m o E E(, s. o o + c, 3 (-' = g

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I ilg* dggq / 5Bq 5BB5 I >46 >aa* o \\ rr: *r=g vm / pts= Ets*9 I icZ HPl: ! -;,Ji*oe -"13 =;24 zE x :HE :H;q m EIe q;58 z oF *9= o Hfi HTH q- 93tr om rA ti tl3 -n LB =n o c E I PROJECT No: No. OATE REV|STON 3 SEARS REDEVELOPMENT 76624 1 618 lnd.pcndsnco Prrtwy m m z AT FAIR OAKS MALL DATE JUNE 2017 o o Sult 100 o x APRNGFIELD MAGISTERIAL DBTRICT -+v- Chaxpark!, Vlrylnlr 233211 DEs. GJH ! I2OOO FAIR OAKS MALL WOOLPEPT 757.549.35,a9 DR. EMB 23033 N FA* 7l7.ltil9.35/o GJH 0 CKO, ! INTERPRETATION EXHIBIT Appendix 6

County of Fairfax, Virginia

M E M O R A N D U M

DATE: December 8, 2017

TO: Zach Fountain, Staff Coordinator Zoning Evaluation Division Fairfax County Department of Planning and Zoning

FROM: Amy Moxley Senior Zoning Inspector Zoning Inspections Branch

SUBJECT: Fair Oaks Mall Signage SE 2017-SP-028 12000L Fair Oaks Mall, Fairfax, Virginia 22033 Tax Map Ref: 46-3 ((8)) 2 Zoning District: C-7 Overlay Districts: H-C, WS

REFERENCE: Mail Log Assignment: 2017-0286

A review of the revisions, dated December 6, 2017, for a Special Exception for increased sign area for new restaurants and retail tenants at Fair Oaks Mall Signage has been completed.

• The area of a sign is calculated by utilizing paragraph 1 of Article 12-105.

As such, the round logo sign located on the West elevation of Restaurant #1 has a sign area of 144 square feet.

Additionally, per paragraph 2 of Article 12-105, the area for the wall sign, located on the South elevation of Restaurant #1 must include the spaces between the sign elements. Per the dimensions provided, the largest element appears to be five feet in width. The space between the elements must be greater than five feet for these elements to be calculated as individual signs. All dimensions should be depicted on the rendering or elevations.

• Sign area for Restaurant #2 signs is 42.71 square feet for each of the three signs.

• Locations of proposed signs on the West elevation of Restaurant #1 (the round logo and canopy signs) are not permitted by right.

Department of Planning and Zoning Zoning Administration Division Zoning Inspections Branch 12055 Government Center Parkway, Suite 829 Fairfax, Virginia 22035-5508 Excellence * Innovation * Stewardship Phone 703-324-4300 FAX 703-324-1343 Integrity * Teamwork* Public Service www.fairfaxcounty.gov/dpz/ SE 2017-SP-028 Page 2 December 8, 2017

Per paragraph 1 of Article 12-203, a sign may not extend above a building wall, parapet wall, or roof. The circular logo sign on the West elevation of Restaurant #1 is located above the building wall.

Appendix 7

FAIRFAX COUNTY COMPREHENSIVE PLAN, 2017 Edition AREA III Fairfax Center Area, Amended through 9-26-2017 Fairfax Center Area-Wide Recommendations Page 7

FAIRFAX CENTER AREA-WIDE RECOMMENDATIONS

LAND USE

Since the initial adoption of the plan for the Fairfax Center Area in 1982, the area has evolved from greenfields to a residentially-focused mixed-use center, including several office nodes, one that is the seat of the county's government, and other nodes that include regional and community serving retail uses. Locating employment, commercial, residential and recreational uses within close proximity to each another and mass transit embodies the principles of smart growth and multimodal design. Consequently, mixed-use and concentrated developments are encouraged within portions of the Fairfax Center Area. Transitional land uses and stable neighborhoods are planned around the edges of the Suburban Center.

The Fairfax Center Area Plan recommends a range of development levels to guide development. To obtain the more intense uses and greater densities, applicants must provide commensurate facilities and amenities. To develop the land to its fullest potential at the overlay level and at options at the overlay level, parcel consolidation must be achieved. It is intended that such parcel consolidations will provide for projects that function in a well-designed, efficient manner and provide for the development of unconsolidated parcels in conformance with the Fairfax Center Area Plan. The Use-Specific Performance Criteria serve as the primary design review mechanism to implement Plan recommendations in order to assure a standard of excellence for development throughout the area.

All land uses should reinforce the overall goals and objectives of the Plan in both their type and arrangement, should contribute to the transportation network, and should enhance existing and proposed open space systems in order to achieve the highest collective Plan quality. Development should be phased with the provision of infrastructure components such as transportation facilities, schools, parks, and other public facilities.

Since the Fairfax Center Area no longer contains large tracts of undeveloped land, future development or densification will occur on infill sites, which can often be more challenging due to preexisting development and other site constraints. Development in these areas should carefully consider issues of parcel consolidation, circulation, and overall compatibility with the surrounding area. •

The Suburban Center core (Figure 2), located west of the Lee-Jackson Memorial Highway/I-66 interchange, includes the Fair Oaks Mall, the Fairfax County Government Center, the Fairfax Corner mixed-use development, and other surrounding commercial and residential development. The core generally encompasses the highest planned intensities in the Fairfax Center Area. The highest quality of site and architectural design is expected for proposed development in this area. In addition, landscaping, lighting, and signage should be well-integrated. A day and evening activity cycle is recommended through a mixture of office, retail, hotel, entertainment, and housing opportunities. Development plans should also portray how any future phases can be integrated and achieve Comprehensive Plan goals.

Two Metrorail stations are planned in the median of 1-66 in the Fairfax Center Area as an extension of Metrorail's Orange Line. The stations would provide direct transit access from the Fairfax Center Area to Washington, D.C. The first Metrorail station is planned within the core area of the Suburban Center, at the Fair Oaks Mall and Fairfax Corner. The core area generally corresponds to a M>-mil e radius from this planned Metrorail station. The extension of Metrorail to the Fairfax Center Area presents an opportunity to transform the predominantly auto-oriented, suburban- FAIRFAX COUNTY COMPREHENSIVE PLAN, 2017 Edition AREA III Fairfax Center Area, Amended through 9-26-2017 Fairfax Center Area-Wide Recommendations Page 31 connections. Pedestrian circulation should be provided through and from parking lots, and to transit stops.

CORE AREA VISION

The planned extension of Metrorail to the Fairfax Center Area presents an opportunity to transform the auto-oriented, suburban-style character of the core area into an interconnected, urban- style, transit- and pedestrian-friendly place. Future replanning in the Suburban Center Core Area may be appropriate due to the future provision of mass transit, pending further transportation studies. In addition to meeting the areawide recommendations for the Fairfax Center Area, all development including redevelopment and infill development within the Suburban Center Core should include the following elements:

Land Use

A transit-oriented core area will include a mixture of existing uses, such as the Fair Oaks Mall and the Government Center, along with the development of surface parking lots and the redevelopment of lower-intensity uses. To create a lively, transit-oriented place, the vision should be realized through a synergistic mixture of land uses and a coordinated design.

Residential uses should be designed and located in a manner that reduces the traffic-related noise impact on such uses, as per county policy. Retail uses should be conveniently located in the ground floor of buildings in order to serve the residents and employees, animate the street, and promote pedestrian activity. The retail uses also should be located strategically to take advantage of visibility and promote walkability, at such areas as prominent entryways, corridors, or public plazas. Residents, employees, and visitors should have convenient access to urban parks, open space, recreational space, and other services.

If redevelopment includes individual development phases, a logical phasing plan should be part of any proposal to demonstrate how ultimate development at the greatest planned intensity will achieve Comprehensive Plan goals.

Urban Design

The building orientation and site layout should contribute to connectivity, encourage walkability, and create a pedestrian-scaled environment.

Block sizes should be compact with buildings located close to one another and aligned with and oriented to the street. A variety of building heights, massing, and articulation should be provided to create visual interest along the street and minimize sun shading of the street or adjacent parcels by tall structures. Loading areas, blank walls, and rear-facades should be treated in ways that do not detract from an urban street experience.

Redevelopment and new development along the perimeter of the core should be inviting and designed to relate to the neighboring uses. Notable gateway features, such as public art, plazas, landscape features, or interesting architecture should be utilized to distinguish the core.

Signage or other wayfinding devices should be incorporated as gateway features and installed as part of a comprehensive wayfinding plan to facilitate easy movement around the core. The architecture, landscaping, signage, and materials should establish unified design themes. FAIRFAX COUNTY COMPREHENSIVE PLAN, 2017 Edition AREA III Fairfax Center Area, Amended through 9-26-2017 Land Use Plan Recommendations - Suburban Center Core Area Page 37

SUBURBAN CENTER CORE AREA

General Development Conditions

As the primary mixed-use development in the area, the Suburban Center Core area should exemplify the overall planning philosophy of the Fairfax Center Area. The linear park along the north side of Monument Drive and urban plazas must be accommodated in development plans for the area. Development plans should also portray any future building and parking structure phasing that would result in the maximum allowable FAR. The highest quality of site and architectural design is expected for proposed development in this area. In addition, landscaping, lighting, and sign design should be well-integrated. A day-night activity cycle is recommended through a mixture of office, retail, hotel, entertainment, and housing opportunities.

LAND UNIT A

CHARACTER

This land unit is located west of the Lee-Jackson Memorial Highway /I-66 interchange and includes the Fair Oaks regional mall, Fair Lakes Promenade, Fairfax Towne Center, Centerpointe office development, and surrounding residential development.

RECOMMENDATIONS

Land Use

Sub-unit A1

Baseline: Mixed use up to .15 FAR Overlay: Mixed use up to .65 FAR

Sub-unit A1 consists of approximately 133 acres and contains the Fair Oaks regional mall at its center and several office buildings and hotels around its perimeter. A Metrorail station is planned to be constructed along 1-66 with a pedestrian connection to the sub-unit. Subject to adoption by the Board of Supervisors, a Bus Rapid Transit (BRT) system may be constructed as an interim or alternative transit mode. The BRT system, if deemed appropriate, would potentially extend westward toward the county line and potentially into Prince William County from the Vienna Metrorail station or points east. BRT is defined as a system operating in the median of 1-66 in an exclusive lane, segregated from the public traffic on 1-66. The system would be served by stations similar to Metrorail with bridge connections to adjacent parcels. Service would consist of larger buses such as articulated buses. BRT is a higher quality system than the express bus or bus priority system as recommended in the 2010 Virginia Department of Rail and Public Transit's (DRPT) 1-66 Transit/Transit Demand Management (TDM) study.

Sub-unit A1 is planned at the overlay level up to 0.65 FAR overall. The 109.5-acre portion of the sub-unit that contains the Fair Oaks Mall property ("mall property"), as shown on Figure 11, is planned for residential, retail, hotel, and office uses at the overlay level, which equates to approximately 3.1 million square feet of development. The approximately 24-acre remainder of the sub-unit is planned for retail, hotel and office uses at the overlay level. As an interim FAIRFAX COUNTY COMPREHENSIVE PLAN, 2017 Edition AREA III Fairfax Center Area, Amended through 9-26-2017 Land Use Plan Recommendations - Suburban Center Core Area Page 38

FIGURE 11

phase in the overlay level, the mall property is planned for retail and office uses up to an intensity of 0.50 FAR. Redevelopment at the interim phase should meet the development elements and the performance criteria recommended at the overlay level.

As options at the overlay level, development on the mall property may be increased up to 3.8 million square feet (an intensity of up to 0.80 FAR) subject to adoption and funding of a BRT system ("BRT Option") and increased up to 4.8 million square feet (an intensity of up to 1.0 FAR), subject to funding of the planned extension of Metrorail along 1-66 in the vicinity of the mall ("Metrorail Option"). The majority of the development under the Metrorail Option should be concentrated near the planned transit station within approximately VA mile of the platform. As redevelopment occurs across the mall property, the cumulative total square feet should not prevent the potential for the most intense development from being located near the station.

While preserving the sub-unit's role as a regional retail center, redevelopment of the sub-unit and the mall property, in particular, presents an opportunity to transform the auto-oriented, suburban-style character of the sub-unit into an inter-connected, urban-style, transit and pedestrian-friendly place. In order to achieve this goal, the ultimate vision for redevelopment should be defined at the earliest phase of redevelopment through a conceptual circulation plan. The plan should ensure that any redevelopment works toward achieving the ultimate goal of an integrated, transit-oriented development. If redevelopment includes individual development phases, a logical phasing plan should be part of any redevelopment proposal to demonstrate FAIRFAX COUNTY COMPREHENSIVE PLAN, 2017 Edition AREA III Fairfax Center Area, Amended through 9-26-2017 Land Use Plan Recommendations - Suburban Center Core Area Page 39

how ultimate development at the greatest planned intensity will achieve Comprehensive Plan goals.

Circulation into, around, and through the mall property, connecting to land uses on the periphery of the mall property and outside the land unit, should be the primary component of conceptual plan. The central location of the mall in the sub-unit and its spoke-like design present a challenge for movement, particularly for pedestrians. The future vision should identify multi-modal corridors of movement and how connections will be improved or enhanced to safely accommodate pedestrians, bicyclists, and transit in the sub-unit. Vehicular and pedestrian conflicts at intersections should be identified, and the needs balanced or prioritized. The design should bring the internal activity and vibrancy of the mall outward to the surrounding streetscapes of the new development by extending mall corridors outward to the new roadways. The circulation pattern should be logical and cohesive and recognize that the most direct connection across the site will occur through the mall building.

The vision should be realized through a synergistic mixture of land uses and a coordinated design. The retail use in the mall may expand up to two million square feet under the overlay or overlay option levels. Initially, the mall's retail use should comprise the majority of the total development. As redevelopment occurs under the options on the mall property, the land use components should shift such that the mall square footage should become less of the total development, and the new development on the mall property at the Metrorail Option becomes the majority of the total square feet. Under the Metrorail Option, the residential component should be generally 30 percent of the total development, and the retail use of the mall should be generally 40 percent of the total development.

Residential uses should be designed and located in a manner that reduces the traffic-related noise impact on such uses, as per county policy. Retail uses, exclusive of the mall, should be conveniently located in the ground-floor of buildings in order to serve the residents and employees, animate the street, and promote pedestrian activity. The retail uses also should be located strategically to take advantage of visibility and promote walkability, at such areas as prominent entryways, corridors, or public plazas. Residents, employees, and visitors should have convenient access to urban parks, open space, recreational space, and other services. A network and hierarchy of open spaces and urban parks should be established per county policy.

The building orientation and site layout should contribute to the connectivity internal to the mall property, encourage walkability, and create a pedestrian-scaled environment. Block sizes should be compact with buildings located close to one another and aligned with and oriented to the street. A variety of building heights, massing, and articulation should be provided to create visual interest along the street and minimize sun shading of the street or adjacent parcels by tall structures. Loading areas, blank walls, and rear-facades should be treated in ways that do not detract from an urban street experience. Redevelopment along the perimeter of the mall property should be inviting and designed to relate to the neighboring uses. Entryways, including the Fair Lakes Parkway and the planned transit station, should contain notable gateway features, such as public art, plazas, landscape features, or interesting architecture to mark the threshold of the development. Signage or other wayfinding devices should be incorporated as gateways features and installed as part of a comprehensive wayfinding plan to facilitate easy movement around the property. The architecture, landscaping, signage, and materials should establish unified design themes at the earliest phase of development.

Improvements to roadways, streetscapes, and intersections may be phased as development builds out. These improvements should enhance non-motorized physical connections and to ensure safe usage for pedestrians, bicyclists, drivers, and transit riders of all ages and abilities. Sidewalks, bicycle lanes, or bicycle signage indicating that the road is shared with bicyclists FAIRFAX COUNTY COMPREHENSIVE PLAN, 2017 Edition AREA III Fairfax Center Area, Amended through 9-26-2017 Land Use Plan Recommendations - Suburban Center Core Area Page 40

should be constructed in accordance with the circulation plan as implemented through the phasing plan. Streetscapes should be animated and attractive through the usage of storefront windows with browsing areas, entrances, landscaping, plazas, unique paving materials, outdoor cafes, seating areas, and other street furniture or amenities. Roads that are privately owned and/or maintained should be designed to provide mobility for vehicle, pedestrians, and cyclists. The ability of transit service to operate within the sub-unit should remain.

Parking should be consolidated into structures, under-ground or above ground, and integrated into the streetscape in order to minimize, if not eliminate, surface parking lots. On-street and underground parking with short-term on-street parking for the retail stores should be given preference over other forms of parking. Structured parking should be located behind buildings or, if visible from the street, screened or treated in a manner that contributes to the visual appeal of the streetscape. If surface lots must be utilized, redesign and consolidation is encouraged to accommodate space for trees and other landscaping features. Creative approaches to reduce the amount of required parking provided, such as shared parking strategies or parking maximums should be considered.

In anticipation of the transit station, the design and circulation on the mall property should promote connectivity throughout the mall property to the transit station. Redevelopment should provide a prominent connection from the station platform to the mall with the highest intensities located near the station platform and this connection. The connection should include street-level retail uses, cafes, or an urban park. A central plaza or park also may be a component of this linkage or located elsewhere on the site. This central feature should contribute to the distinct identity of the place and serve as a main attraction and foundation for a network of urban parks throughout the development. Facilities for the transit station users such as shelters, real time information displays, bus bays, bicycle racks, kiss and ride, or other related facilities and improvements, should be provided. When the BRT or Metrorail station becomes operational, the mall should provide a level of access through the building taking into account the operational aspects of the mall and the transit station. The mall will retain full control over its private property and may continue to enforce its access and other policies and rights.

Non-motorized connections into the sub-unit, across the Ring Road, and to the mall should be enhanced. The Ring Road is shown on Figure 11. Crossings of the Ring Road should be improved with pedestrian-activated signals and crosswalks at a minimum. Crosswalk design should alert drivers of the crossing and may include special paving materials and striping. Crossings should be complemented by a designated walkway to the mall building and should be designed with sufficient width to avoid conflict with vehicles. Above an intermediate level intensity of .25 FAR, the pedestrian pathway from Legato Road, where the north-south section of Legato Road meets the east-west section of Legato Road, should be improved to increase safety for the pedestrian and potentially accommodate bicyclists with any redevelopment. As an alternative, a new pedestrian connection from Legato Road to the crosswalk where the Lee- Jackson Memorial Highway ramps meet the Ring Road may be considered.

In addition, redevelopment above an intermediate level of .25 FAR should accommodate a safe pedestrian crossing from Fair Lakes Parkway, across the Ring Road, and to the mall. An extension of the sidewalks, from Legato Road along both sides of Fair Lakes Parkway is the preferred option. At a minimum, the sidewalk on at least one side of the Parkway should be extended to the Ring Road. However, if the preferred option cannot be immediately accommodated, then an interim option may be explored, involving an improvement to the existing pedestrian connection from Fair Lakes Parkway to the Ring Road, which aligns with the existing sidewalk to the mall. If neither ofthese options is feasible with development up to an intensity of .50 FAR, then another option, which accomplishes the objective of a safe, FAIRFAX COUNTY COMPREHENSIVE PLAN, 2017 Edition AREA III Fairfax Center Area, Amended through 9-26-2017 Land Use Plan Recommendations - Suburban Center Core Area Page 41

signalized, pedestrian crossing at a crosswalk in the vicinity of the Fair Lakes Parkway and the Ring Road, may be considered as an interim improvement. Redevelopment above .50 FAR should improve the intersection of Fair Lakes Parkway and the Ring Road to facilitate safe pedestrian movement. Redevelopment also should consider the impacts on nearby roadways. Fair Lakes Parkway is considered the major western access, and this roadway is anticipated to continue to function as such for all modes of travel in the future. As a result, redevelopment at the earliest phase should study Fair Lakes Parkway from the Ring Road to West Ox Road to improve traffic operations, and pedestrian safety should be balanced with vehicular needs. Furthermore, above the .50 FAR, evaluation, including a weave analysis, should be conducted for both right-in and right-out ramps on eastbound Lee-Jackson Memorial Highway at Fair Oaks Mall to the westbound and eastbound 1-66 on-ramps. This movement should be monitored and potentially mitigated as development exceeds .50 FAR and builds-out to the 1.0 FAR. The operations of each Lee-Jackson Memorial Highway and Ring Road intersection also should avoid queuing onto Lee-Jackson Memorial Highway for any redevelopment.

Redevelopment above the .65 FAR should be predicated on at least one new vehicular connection into the sub-unit. In preparation for this connection(s), any redevelopment that interacts with or impedes the landing area of the potential connection(s) should include an evaluation of the feasibility of the extensions of 1) the east-west section of Legato Road to the Ring Road; and 2) Government Center Parkway across 1-66 to the Ring Road. The study should consist of the preliminary design and/or conceptual engineering, (as appropriate depending on where and what level of development is proposed), the overall site concept, the interface of development with the extension, the connection into the Ring Road, and the safe accommodation of transit, pedestrians, and bicyclists. The connections should integrate into the circulation plan for the property, and the extension of Government Center Parkway should complement and not interfere with the location of the transit station. The Government Center Parkway extension should be considered a regional and a local improvement and would require both public and private investment. The addition of this improvement to the Fairfax Center Area Road Fund listed improvements should be considered, if the study deems the improvement feasible.

If the Government Center Parkway extension is not feasible, a pedestrian bridge from the mall property to Sub-unit B1 should be considered as part of a transit system improvement as a connection for pedestrians across 1-66. A pedestrian bridge would not satisfy the need for a new vehicular connection elsewhere, such as Legato Road. The bridge should not interfere with the location of the transit station and should integrate into the circulation plan for the property. The study of the bridge should take into account the timing of the construction of the BRT or the Metrorail station, which may serve a similar purpose and deem the bridge unnecessary. The addition of this improvement to the Fairfax Center Area Road Fund listed improvements should be considered.

In addition to roadway improvements and enhancements to the pedestrian environment, other strategies to reduce vehicular trips should be employed. A Transit Demand Management program should be developed and implemented in order to reduce vehicular trips with any redevelopment. Overall trip reductions with redevelopment above an intermediate level of .25 FAR must be at least 16%. The overall trip reductions under the BRT Option and the Metrorail Option should be 21% and 30%, respectively. The Virginia Department of Rail and Public Transit has recommended a bus priority system along the 1-66 corridor as short-term transit improvement. A TDM measure could include a contribution to the bus priority system or other measures to encourage the use of the bus priority system.

Redevelopment on the mall property also should continue to allow direct local bus access to and through the site to support the existing and planned local bus service that accesses the sub- FAIRFAX COUNTY COMPREHENSIVE PLAN, 2017 Edition AREA III Fairfax Center Area, Amended through 9-26-2017 Land Use Plan Recommendations - Suburban Center Core Area Page 42

unit. On-site facilities should be improved by constructing an enhanced transit stop to serve the local bus services. The transit stop should be located as close as possible to existing or future development in a convenient and accessible area. Facilities for the transit riders, such as shelters, real time information displays, bus bays, bicycle racks, or other related improvements, should be provided. The enhanced transit stop should be incorporated into the phasing plan that will be established in the initial phases of redevelopment.

Any redevelopment also should address impacts to other county priorities. Redevelopment should provide affordable and workforce housing through compliance with the Affordable Dwelling Unit Ordinance and other county policies. For proposals that exceed the overlay levels, any redevelopment should exceed the recommendations of the overlay level in regards to affordable and workforce housing. For example, the total percentage of affordable housing, both Affordable Dwelling Units plus Workforce Dwelling Units may exceed the county policy of 12% plus applicable bonus density. Furthermore, any new nonresidential development at the overlay option levels should also make a per-square foot financial contribution to the Fairfax County Housing Trust Fund that will be used to create affordable and workforce housing opportunities. The amount and period of time should be determined at the time of rezoning development review. If nonresidential floor area is achieved through a bonus for providing affordable and workforce dwelling units, the bonus floor area should not be included when calculating the contribution amount. Ground level retail located in office, hotel, and residential buildings should also not be included when calculating the contribution amount.

Any redevelopment should incorporate green building practices and energy conservation, water conservation, and stormwater management measures in new buildings as per county policy within designated activity centers. New development should commit to county policy on green building, including certification through established green building rating systems, such as Leadership in Energy and Environmental Design program or other equivalent programs with third party certification. Any expansion or substantial renovations of the existing structure should incorporate green building features to a significant extent. Incorporation of green building features for the existing mall building should be encouraged. Redevelopment should reduce impervious surface, achieve better control over stormwater runoff, and minimize or eliminate downstream degradation to the streams in the area. Low Impact Development practices of stormwater management (e.g., bioretention facilities; vegetated swales) should be utilized towards this end. Any redevelopment above the 0.65 FAR should include exceptional commitments that exceed the county policy for stormwater management and green building.

Any redevelopment also should address the impacts of the development on surrounding parks, recreation facilities, and schools. A contribution to the construction of new athletic fields and/or upgrading existing fields at parks within the service area, the construction of master planned park facilities, and the replacement or improvement of aging park facilities at nearby parks should be made when the overlay options are implemented. The impact to schools by the residential uses that are included in the overlay and the overlay options should be mitigated at each phase of development.

Sub-unit A2

Baseline: Residential use at 5 dwelling units per acre; office use up to .25 FAR Overlay: Office mixed use up to 1.0 FAR

This sub-unit is planned for office mixed-use at an FAR of 1.0 at the overlay level and is developed with a mix of office, residential, and hotel uses. All development plans included provisions for a linear-park along the north side of Monument Drive. As an option at the Appendix 8

Zoning Ordinance Provisions

9-006 General Standards

In addition to the specific standards set forth hereinafter with regard to particular special exception uses, all such uses shall satisfy the following general standards:

1. The proposed use at the specified location shall be in harmony with the adopted comprehensive plan.

2. The proposed use shall be in harmony with the general purpose and intent of the applicable zoning district regulations.

3. The proposed use shall be such that it will be harmonious with and will not adversely affect the use or development of neighboring properties in accordance with the applicable zoning district regulations and the adopted comprehensive plan. The location, size and height of buildings, structures, walls and fences, and the nature and extent of screening, buffering and landscaping shall be such that the use will not hinder or discourage the appropriate development and use of adjacent or nearby land and/or buildings or impair the value thereof.

4. The proposed use shall be such that pedestrian and vehicular traffic associated with such use will not be hazardous or conflict with the existing and anticipated traffic in the neighborhood.

5. In addition to the standards which may set forth in this Article for a particular category or use, the Board shall require landscaping and screening in accordance with the provisions of Article 13.

6. Open space shall be provided in an amount equivalent to that specified for the zoning district in which the proposed use in located.

7. Adequate utility, drainage, parking, loading and other necessary facilities to serve the proposed use shall be provided. Parking and loading requirements shall be in accordance with the provisions of Article 11.

8. Signs shall be regulated by the provisions of Article 12; however, the Board may impose more strict requirements for a given use than those set forth in this Ordinance. 9-620 Waiver of Certain Sign Regulations

The purpose of this special exception is to provide some relief where appropriate for those signs in the C and I districts which, because of unusual circumstances as specified below, do not provide identification as intended by the sign regulations. In the C and I districts, the Board may approve, either in conjunction with the approval of a rezoning or as a Category 6 special exception, a modification or waiver of the sign regulations in accordance with the following:

1. Such waiver may be for an increase in sign area, increase in sign height or different location of a sign, not otherwise provided by Section 12-304. Such a waiver shall not allow the erection of a freestanding sign or off-site sign, not otherwise permitted by this Ordinance, or the establishment of any sign prohibited by the provisions of Section 12-104.

2. Such waiver may be approved only when it is demonstrated by the applicant that there are unusual circumstances or conditions in terms of location, topography, size or configuration of the lot; access to the lot; unusual size or orientation of the structure of the lot; or other unique circumstance of the land or structure that impacts the applicant’s ability to provide for a reasonable identification of the use.

3. It is determined that such waiver will be in harmony with the policies of the adopted comprehensive plan.

4. A waiver of the sign provisions may be approved only in those locations where, based upon review of the relationship of the sign to the land, buildings and conforming signs in the neighborhood, it is determined that the sign will not have any deleterious effect on the existing or planned development of adjacent properties and that it is consistent with the purpose and intent of Article 12.

Appendix 9

GLOSSARY This Glossary is provided to assist the public in understanding the staff evaluation and analysis of development proposals. It should not be construed as representing legal definitions. Refer to the Fairfax County Zoning Ordinance, Comprehensive Plan, or Public Facilities Manual for additional information.

ABANDONMENT: Refers to road or street abandonment, an action taken by the Board of Supervisors, usually through the public hearing process, to abolish the public's right-of-passage over a road or road right-of way. Upon abandonment, the right-of-way automatically reverts to the underlying fee owners. If the fee to the owner is unknown, Virginia law presumes that fee to the roadbed rests with the adjacent property owners if there is no evidence to the contrary.

ACCESSORY DWELLING UNIT (OR APARTMENT): A secondary dwelling unit established in conjunction with and clearly subordinate to a single family detached dwelling unit. An accessory dwelling unit may be allowed if a special permit is granted by the Board of Zoning Appeals (BZA). Refer to Sect. 8-918 of the Zoning Ordinance.

AFFORDABLE DWELLING UNIT (ADU) DEVELOPMENT: Residential development to assist in the provision of affordable housing for persons of low and moderate income in accordance with the affordable dwelling unit program and in accordance with Zoning Ordinance regulations. Residential development which provides affordable dwelling units may result in a density bonus (see below) permitting the construction of additional housing units. See Part 8 of Article 2 of the Zoning Ordinance.

AGRICULTURAL AND FORESTAL DISTRICTS: A land use classification created under Chapter 114 or 115 of the Fairfax County Code for the purpose of qualifying landowners who wish to retain their property for agricultural or forestal use for use/value taxation pursuant to Chapter 58 of the Fairfax County Code.

BARRIER: A wall, fence, earthen berm, or plant materials which may be used to provide a physical separation between land uses. Refer to Article 13 of the Zoning Ordinance for specific barrier requirements.

BEST MANAGEMENT PRACTICES (BMPs): Stormwater management techniques or land use practices that are determined to be the most effective, practicable means of preventing and/or reducing the amount of pollution generated by nonpoint sources in order to improve water quality.

BUFFER: Graduated mix of land uses, building heights or intensities designed to mitigate potential conflicts between different types or intensities of land uses; may also provide for a transition between uses. A landscaped buffer may be an area of open, undeveloped land and may include a combination of fences, walls, berms, open space and/or landscape plantings. A buffer is not necessarily coincident with transitional screening.

CHESAPEAKE BAY PRESERVATION ORDINANCE: Regulations which the State has mandated must be adopted to protect the Chesapeake Bay and its tributaries. These regulations must be incorporated into the comprehensive plans, zoning ordinances and subdivision ordinances of the affected localities. Refer to Chesapeake Bay Preservation Act, Va. Code Section 10.1-2100 et seq and VR 173-02-01, Chesapeake Bay Preservation Area Designation and Management Regulations.

CLUSTER DEVELOPMENT: Residential development in which the lots are clustered on a portion of a site so that significant environmental/historical/cultural resources may be preserved or recreational amenities provided. While smaller lot sizes are permitted in a cluster subdivision to preserve open space, the overall density cannot exceed that permitted by the applicable zoning district. See Sect. 2-421 and Sect. 9-615 of the Zoning Ordinance.

COUNTY 2232 REVIEW PROCESS: A public hearing process pursuant to Sect. 15.2-2232 (Formerly Sect. 15.1-456) of the Virginia Code which is used to determine if a proposed public facility not shown on the adopted Comprehensive Plan is in substantial accord with the plan. Specifically, this process is used to determine if the general or approximate location, character and extent of a proposed facility is in substantial accord with the Plan. dBA: The momentary magnitude of sound weighted to approximate the sensitivity of the human ear to certain frequencies; the dBA value describes a sound at a given instant, a maximum sound level or a steady state value. See also Ldn.

DENSITY: Number of dwelling units (du) divided by the gross acreage (ac) of a site being developed in residential use; or, the number of dwelling units per acre (du/ac) except in the PRC District when density refers to the number of persons per acre.

DENSITY BONUS: An increase in the density otherwise allowed in a given zoning district which may be granted under specific provisions of the Zoning Ordinance when a developer provides excess open space, recreation facilities, or affordable dwelling units (ADUs), etc.

DEVELOPMENT CONDITIONS: Terms or conditions imposed on a development by the Board of Supervisors (BOS) or the Board of Zoning Appeals (BZA) in connection with approval of a special exception, special permit or variance application or rezoning application in a "P" district. Conditions may be imposed to mitigate adverse impacts associated with a development as well as secure compliance with the Zoning Ordinance and/or conformance with the Comprehensive Plan. For example, development conditions may regulate hours of operation, number of employees, height of buildings, and intensity of development.

DEVELOPMENT PLAN: A graphic representation which depicts the nature and character of the development proposed for a specific land area: information such as topography, location and size of proposed structures, location of streets trails, utilities, and storm drainage are generally included on a development plan. A development plan is s submission requirement for rezoning to the PRC District. A GENERALIZED DEVELOPMENT PLAN (GDP) is a submission requirement for a rezoning application for all conventional zoning districts other than a P District. A development plan submitted in connection with a special exception (SE) or special permit (SP) is generally referred to as an SE or SP plat. A CONCEPTUAL DEVELOPMENT PLAN (CDP) is a submission requirement when filing a rezoning application for a P District other than the PRC District; a CDP characterizes in a general way the planned development of the site. A FINAL DEVELOPMENT PLAN (FDP) is a submission requirement following the approval of a conceptual development plan and rezoning application for a P District other than the PRC District; an FDP further details the planned development of the site. See Article 16 of the Zoning Ordinance.

EASEMENT: A right to or interest in property owned by another for a specific and limited purpose. Examples: access easement, utility easement, construction easement, etc. Easements may be for public or private purposes.

ENVIRONMENTAL QUALITY CORRIDORS (EQCs): An open space system designed to link and preserve natural resource areas, provide passive recreation and protect wildlife habitat. The system includes stream valleys, steep slopes and wetlands. For a complete definition of EQCs, refer to the Environmental section of the Policy Plan for Fairfax County contained in Vol. 1 of the Comprehensive Plan.

ERODIBLE SOILS: Soils that wash away easily, especially under conditions where stormwater runoff is inadequately controlled. Silt and sediment are washed into nearby streams, thereby degrading water quality.

FLOODPLAIN: Those land areas in and adjacent to streams and watercourses subject to periodic flooding; usually associated with environmental quality corridors. The 100 year floodplain drains 70 acres or more of land and has a one percent chance of flood occurrence in any given year.

FLOOR AREA RATIO (FAR): An expression of the amount of development intensity (typically, non-residential uses) on a specific parcel of land. FAR is determined by dividing the total square footage of gross floor area of buildings on a site by the total square footage of the site itself.

FUNCTIONAL CLASSIFICATION: A system for classifying roads in terms of the character of service that individual facilities are providing or are intended to provide, ranging from travel mobility to land access. Roadway system functional classification elements include Freeways or Expressways which are limited access highways, Other Principal (or Major) Arterials, Minor Arterials, Collector Streets, and Local Streets. Principal arterials are designed to accommodate travel; access to adjacent properties is discouraged. Minor arterials are designed to serve both through traffic and local trips. Collector roads and streets link local streets and properties with the arterial network. Local streets provide access to adjacent properties.

GEOTECHNICAL REVIEW: An engineering study of the geology and soils of a site which is submitted to determine the suitability of a site for development and recommends construction techniques designed to overcome development on problem soils, e.g., marine clay soils.

HYDROCARBON RUNOFF: Petroleum products, such as motor oil, gasoline or transmission fluid deposited by motor vehicles which are carried into the local storm sewer system with the stormwater runoff, and ultimately, into receiving streams; a major source of non-point source pollution. An oil-grit separator is a common hydrocarbon runoff reduction method.

IMPERVIOUS SURFACE: Any land area covered by buildings or paved with a hard surface such that water cannot seep through the surface into the ground.

INFILL: Development on vacant or underutilized sites within an area which is already mostly developed in an established development pattern or neighborhood.

INTENSITY: The magnitude of development usually measured in such terms as density, floor area ratio, building height, percentage of impervious surface, traffic generation, etc. Intensity is also based on a comparison of the development proposal against environmental constraints or other conditions which determine the carrying capacity of a specific land area to accommodate development without adverse impacts.

Ldn: Day night average sound level. It is the twenty-four hour average sound level expressed in A-weighted decibels; the measurement assigns a "penalty" to night time noise to account for night time sensitivity. Ldn represents the total noise environment which varies over time and correlates with the effects of noise on the public health, safety and welfare.

LEVEL OF SERVICE (LOS): An estimate of the effectiveness of a roadway to carry traffic, usually under anticipated peak traffic conditions. Level of Service efficiency is generally characterized by the letters A through F, with LOS-A describing free flow traffic conditions and LOS-F describing jammed or grid-lock conditions.

MARINE CLAY SOILS: Soils that occur in widespread areas of the County generally east of Interstate 95. Because of the abundance of shrink-swell clays in these soils, they tend to be highly unstable. Many areas of slope failure are evident on natural slopes. Construction on these soils may initiate or accelerate slope movement or slope failure. The shrink-swell soils can cause movement in structures, even in areas of flat topography, from dry to wet seasons resulting in cracked foundations, etc. Also known as slippage soils.

OPEN SPACE: That portion of a site which generally is not covered by buildings, streets, or parking areas. Open space is intended to provide light and air; open space may be function as a buffer between land uses or for scenic, environmental, or recreational purposes.

OPEN SPACE EASEMENT: An easement usually granted to the Board of Supervisors which preserves a tract of land in open space for some public benefit in perpetuity or for a specified period of time. Open space easements may be accepted by the Board of Supervisors, upon request of the land owner, after evaluation under criteria established by the Board. See Open Space Land Act, Code of Virginia, Sections 10.1-1700, et seq.

P DISTRICT: A "P" district refers to land that is planned and/or developed as a Planned Development Housing (PDH) District, a Planned Development Commercial (PDC) District or a Planned Residential Community (PRC) District. The PDH, PDC and PRC Zoning Districts are established to encourage innovative and creative design for land development; to provide ample and efficient use of open space; to promote a balance in the mix of land uses, housing types, and intensity of development; and to allow maximum flexibility in order to achieve excellence in physical, social and economic planning and development of a site. Refer to Articles 6 and 16 of the Zoning Ordinance.

PROFFER: A written condition, which, when offered voluntarily by a property owner and accepted by the Board of Supervisors in a rezoning action, becomes a legally binding condition which is in addition to the zoning district regulations applicable to a specific property. Proffers are submitted and signed by an owner prior to the Board of Supervisors public hearing on a rezoning application and run with the land. Once accepted by the Board, proffers may be modified only by a proffered condition amendment (PCA) application or other zoning action of the Board and the hearing process required for a rezoning application applies. See Sect. 15.2-2303 (formerly 15.1-491) of the Code of Virginia.

PUBLIC FACILITIES MANUAL (PFM): A technical text approved by the Board of Supervisors containing guidelines and standards which govern the design and construction of site improvements incorporating applicable Federal, State and County Codes, specific standards of the Virginia Department of Transportation and the County's Department of Public Works and Environmental Services.

RESOURCE MANAGEMENT AREA (RMA): That component of the Chesapeake Bay Preservation Area comprised of lands that, if improperly used or developed, have a potential for causing significant water quality degradation or for diminishing the functional value of the Resource Protection Area. See Fairfax County Code, Ch. 118, Chesapeake Bay Preservation Ordinance.

RESOURCE PROTECTION AREA (RPA): That component of the Chesapeake Bay Preservation Area comprised of lands at or near the shoreline or water's edge that have an intrinsic water quality value due to the ecological and biological processes they perform or are sensitive to impacts which may result in significant degradation of the quality of state waters. In their natural condition, these lands provide for the removal, reduction or assimilation of sediments from runoff entering the Bay and its tributaries, and minimize the adverse effects of human activities on state waters and aquatic resources. New development is generally discouraged in an RPA. See Fairfax County Code, Ch. 118, Chesapeake Bay Preservation Ordinance.

SITE PLAN: A detailed engineering plan, to scale, depicting the development of a parcel of land and containing all information required by Article 17 of the Zoning Ordinance. Generally, submission of a site plan to DPWES for review and approval is required for all residential, commercial and industrial development except for development of single family detached dwellings. The site plan is required to assure that development complies with the Zoning Ordinance.

SPECIAL EXCEPTION (SE) / SPECIAL PERMIT (SP): Uses, which by their nature, can have an undue impact upon

or can be incompatible with other land uses and therefore need a site specific review. After review, such uses may be allowed to locate within given designated zoning districts if appropriate and only under special controls, limitations, and regulations. A special exception is subject to public hearings by the Planning Commission and Board of Supervisors with approval by the Board of Supervisors; a special permit requires a public hearing and approval by the Board of Zoning Appeals. Unlike proffers which are voluntary, the Board of Supervisors or BZA may impose reasonable conditions to assure, for example, compatibility and safety. See Article 8, Special Permits and Article 9, Special Exceptions, of the Zoning Ordinance.

STORMWATER MANAGEMENT: Engineering practices that are incorporated into the design of a development in order to mitigate or abate adverse water quantity and water quality impacts resulting from development. Stormwater management systems are designed to slow down or retain runoff to re-create, as nearly as possible, the pre-development flow conditions.

SUBDIVISION PLAT: The engineering plan for a subdivision of land submitted to DPWES for review and approved pursuant to Chapter 101 of the County Code.

TRANSPORTATION DEMAND MANAGEMENT (TDM): Actions taken to reduce single occupant vehicle automobile trips or actions taken to manage or reduce overall transportation demand in a particular area.

TRANSPORTATION SYSTEM MANAGEMENT (TSM) PROGRAMS: This term is used to describe a full spectrum of actions that may be applied to improve the overall efficiency of the transportation network. TSM programs usually consist of low-cost alternatives to major capital expenditures, and may include parking management measures, ridesharing programs, flexible or staggered work hours, transit promotion or operational improvements to the existing roadway system. TSM includes Transportation Demand Management (TDM) measures as well as H.O.V. use and other strategies associated with the operation of the street and transit systems.

URBAN DESIGN: An aspect of urban or suburban planning that focuses on creating a desirable environment in which to live, work and play. A well-designed urban or suburban environment demonstrates the four generally accepted principles of design: clearly identifiable function for the area; easily understood order; distinctive identity; and visual appeal.

VACATION: Refers to vacation of street or road as an action taken by the Board of Supervisors in order to abolish the public's right-of-passage over a road or road right-of-way dedicated by a plat of subdivision. Upon vacation, title to the road right-of-way transfers by operation of law to the owner(s) of the adjacent properties within the subdivision from whence the road/road right-of-way originated.

VARIANCE: An application to the Board of Zoning Appeals which seeks relief from a specific zoning regulation such as lot width, building height, or minimum yard requirements, among others. A variance may only be granted by the Board of Zoning Appeals through the public hearing process and upon a finding by the BZA that the variance application meets the required Standards for a Variance set forth in Sect. 18-404 of the Zoning Ordinance.

WETLANDS: Land characterized by wetness for a portion of the growing season. Wetlands are generally delineated on the basis of physical characteristics such as soil properties indicative of wetness, the presence of vegetation with an affinity for water, and the presence or evidence of surface wetness or soil saturation. Wetland environments provide water quality improvement benefits and are ecologically valuable. Development activity in wetlands is subject to permitting processes administered by the U.S. Army Corps of Engineers

TIDAL WETLANDS: Vegetated and nonvegetated wetlands as defined in Chapter 116 Wetlands Ordinance of the Fairfax County Code: includes tidal shores and tidally influenced embayments, creeks, and tributaries to the Occoquan and Potomac Rivers. Development activity in tidal wetlands may require approval from the Fairfax County Wetlands Board.

Abbreviations Commonly Used in Staff Reports A&F Agricultural & Forestal District PDH Planned Development Housing ADU Affordable Dwelling Unit PFM Public Facilities Manual ARB Architectural Review Board PRC Planned Residential Community BMP Best Management Practices RC Residential-Conservation BOS Board of Supervisors RE Residential Estate BZA Board of Zoning Appeals RMA Resource Management Area COG Council of Governments RPA Resource Protection Area CBC Community Business Center RUP Residential Use Permit CDP Conceptual Development Plan RZ Rezoning CRD Commercial Revitalization District SE Special Exception DOT Department of Transportation SEA Special Exception Amendment DP Development Plan SP Special Permit DPWES Department of Public Works and Environmental Services TDM Transportation Demand Management DPZ Department of Planning and Zoning TMA Transportation Management Association DU/AC Dwelling Units Per Acre TSA Transit Station Area EQC Environmental Quality Corridor TSM Transportation System Management FAR Floor Area Ratio UP & DD Utilities Planning and Design Division, DPWES FDP Final Development Plan VC Variance GDP Generalized Development Plan VDOT Virginia Dept. of Transportation GFA Gross Floor Area VPD Vehicles Per Day HC Highway Corridor Overlay District VPH Vehicles per Hour HCD Housing and Community Development WMATA Washington Metropolitan Area Transit Authority LOS Level of Service WS Water Supply Protection Overlay District Non-RUP Non-Residential Use Permit ZAD Zoning Administration Division, DPZ OSDS Office of Site Development Services, DPWES ZED Zoning Evaluation Division, DPZ PCA Proffered Condition Amendment ZPRB Zoning Permit Review Branch PD Planning Division PDC Planned Development Commercial