HomeMy WebLinkAboutZMA201800017 Ownership Documents Zoning Map Amendment 2018-12-18ZMA 201800
ZONING MAP AMENDMENT
FOR
WOOLEN MILLS
LIGHT INDUSTRIAL PARK
TMP 07700-00-00-040B0
ELEMENTAL ECOTECH, LLC
809 BOWLING AVE, UNIT C
CHARLOTTESVILLE, VA 22902
TMP 07700-00-00-040M0
H5, LLC
1725 BROADWAY STREET
CHARLOTTESVILLE, VA 22902
ENGINEER
MERIDIAN PLANNING GROUP, LLC
440 PREMIER CIRCLE, STE 200
CHARLOTTESVILLE, VA 22901
INDEX
TAB DESCRIPTION
1 NARRATIVE
2 PLAT FOR TMP 77-40B
3 PLAT FOR TMP 77-40M
4 DEEDS FOR TMP 77-40C1
RECEIVED
DEC 1 7 2010
oft.
COMMUNITY
Page 4 DEVELOPMENT
CONVENTIONAL DISTRICT
oV Al,fl1,lZONINGMAPAMENDMENTCHECKLISTforr ,
O
Mandatory Preapplication Meeting— PREAPP201800028 on TMP 07700-00-00-0400 y
f"/6(41,0*
Rezoning Preserved Steel) Slopes to Managed Steep Slopes
Project Name/Tax Map Parcel Number
After the mandatory pre-application meeting, county staff will mark this checklist appropriately so
that it is clear to the applicant the information from Section 33.4 (c) that must be submitted with
the official application
Required for Provided with
application? application
County Staff) (Applicant) SECTION 33.4(c)
X X
YES NO
x
A narrative of the project proposal, including its public need or benefit;
x
A narrative of the proposed project's consistency with the comprehensive plan,
including the land use plan and the master plan for the applicable development area;
x
A narrative of the proposed project's impacts on public facilities and public
infrastructure.
x
A narrative of the proposed project's impacts on environmental features.
x
A narrative of the proffers proposed to address impacts from the proposed project.
x
One or more maps showing the proposed projects regional context and existing natural
and manmade physical conditions;
x
A conceptual plan showing, as applicable:
x 1) the street network, including
circulation within the project and
connections to existing and proposed or planned streets within and outside of
the project;
x 2) typical cross-sections to show
proportions,
scale and
CONVENTIONAL DISTRICT ZONING MAP AMENDMENT CHECKLIST 04/2013 Page 1 of 2
streetscape/cross-sections/circulation;
x 3) the general location of pedestrian and bicycle facilities;
Skase
x 4) building envelopes;
x 5) parking envelopes;
x 6) public spaces and amenities;
x 7) areas to be designated as conservation and/or preservation areas;
x 8) conceptual stormwater detention facility locations;
x 9) conceptual grading;
x
Other special studies or documentation, if applicable, and any other information
identified as necessary by the county on the pre-application comment form.
Metes& bounds survey of slopes proposed or other such other delineation of the slopes
to be rezoned sufficient to field locate the Preserved Steep Slopes that are proposed to be
reclassified as Managed Steep Slopes.
x A local traffic impact statement as required by Virginia Code § 15.2-2222.1 and 24 VAC
30-155-40.
Please note:There are additional submittal requirements outlined on the official application for a Zoning Map Amendment.
Read and Sign
I hereby state that, to the best of my knowledge, the official application submitted contains all information marked on
this checklist as required for application.
V/`//
Signature of person completing this checklist Date
Print Name
Daytime phone number of Signatory
CONVENTIONAL DISTRICT ZONING MAP AMENDMENT CHECKLIST 04/2013 Page 2 of 2
MERIDIAN
Engineering • Surveying • Planning1'r N NTNG C.441l T, L.L(
440 Premier Circle,Suite 200
0401"
Ch, luttesville, VA 22901
MAK,:4114.882.0121
December 13, 2018 idianwbescoin
Cameron Langille
Senior Planner
Albemarle County
210 McIntire Road
Charlottesville, VA 22901
RE: ZONING MAP AMENDMENT APPLICATION FOR
TMP 07700-00-00-04060 & TMP 07700-00-00-040M0
WOOLEN MILLS LIGHT INDUSTRIAL PARK
Dear Cameron;
The applicant has decided not to pursue rezoning the Preserved Slopes located along Moores Creek Lane
at this time. This Zoning Map Amendment(ZMA) will be limited to all of the preserved slopes that are on
TMP 07700-00-00-040B0 and parallel the northern curved property line between TM P 07700-00-00-040B0
and TMP 07700-00-00-040M0. In addition, this ZMA will include the small area of Preserved Slopes that
cross over the property line onto TM_P 07700-00-00-040M0, which are the only Preserved Slopes on this
parcel. Refer to the Rezoning Application Plan for the Preserved Slopes to be rezoned to Managed Slopes.
A. PROJECT PROPOSAL
re The purpose of this ZMA is to rezone a 19.660 SF (0.45 acre) area of Preserved Slope Zoning to Managed
Slope Zoning. The Rezoning Application Plan shows the limits of the area to be rezoned.
The Preserved Slopes are located within the properties, consequently this rezoning would not have any
affect on the public need or benefit.
B. CONSISTENCY WITH THE COMPREHENSIVE PLAN
TMP 77-40B and TMP 77-4M are located in Neighborhood 4 of the Southern and Western Urban
Neighborhoods development area.
The Comprehensive Plan designates the future land use Classification of TMP 77-40B as Parks and Green
Systems. Chapter I l of the Comprehensive Plan calls for a new pedestrian or multi-purpose path through
this parcel but does not designate this parcel as a location for a public park or greenway trail. The proposed
rezoning will allow for a new pedestrian or multi-use path through the parcel.
The proposed use for the rezoned area will be light industrial buildings, and associated parking, which is a
by-right use for this parcel.
The Comprehensive Plan designates the future land use Classification of TMP 77-40M as
Office/R&D/.Flex/Light Industrial. The proposed use for the rezoned area will be light industrial buildings,
vehicular travel ways, and associated parking, which is a by-right use for this parcel.
Page 1
Hoz Managed Slopes Were Created:
Sase The majority of the rezoned area is located within the boundaries of the former TMP 77-40C1. This parcel
was owned by CSX Transportation as recorded in DB 274-7(1 TMP 77-40C1 was conveyed to YvesDel.orme, Inc. in DB 3088-272. A legal description for TMP 77-40C1 is included in DB 3088-272. TMP
77-40C1 was then conveyed to Elemental Ecotech, LLC in DB 4797-428. TMP 77-40C1 was then
combined with TMP 77-40B in DB 4893-401. Copies of these deeds are enclosed with this narrative.
The Application plan shows the former boundary line for TMP 77-40C. The plan also shows two Railroad
Right-of-way Monuments that were located during a recent field survey. There is also visible evidence of
rails and ties from an abandoned railroad. This is more than enough evidence a railroad was constructed
on this property.
The application plan also shows the existing contours for TMP 77-40B and TM.P 77-40M. The contours
on the parent tract of TMP 77-40B indicates gently rolling grades that have smooth horizontal and vertical
transitions, which is indicative of natural grading. The contours throughout TMP 77-40C 1 have areas that
are flat and areas that have abrupt horizontal and vertical transitions, which is indicative of manufactured
grading. Grading that is typical for linear road and railroad projects.
Responses to Section 1.8-30.7.3 Characteristics of Manages Slopes:
i. The contiguous area of steep slopes is limited or fragmented. The slopes are fragmented.
ii. The slopes are not associated with or abutting a water feature, including, but not limited to, a river,
stream, reservoir or pond. The slopes are not associated with or abutting a water feature.iii. The slopes are not natural but, instead are manufactured. The slopes were manufactured duringtheconstructionoftherailroad.
iv. The slopes were significantly disturbed prior to June 1, 2012; The railroad was constructed prior
to June 1, 2012.
v. The slopes are located within previously approved single-family residential lots: Not Applicable.
vi. The slopes are shown to be disturbed, or allowed to be disturbed, by a prior county action. Not
Applicable.
Section 18-30.7.5 Design Standards:
If the Preserved Steep Slope area is rezoned to Managed Slopes, then the following design standards will
be used to land disturbances and construction activity.
1. Retaining walls shall be incorporated into the design of building walls where feasible.
2. Cut and fill shall be rounded off to eliminate sharp angles.
3. Cut and fill slopes within the Managed Slope Zoning shall be no steeper than a 3:1 slope.
Comprehensive Plan -Appendix 8: Neighborhood Goal #11:
I. Building foundations shall be used as retaining walls where feasible.
2. Cut and fill slopes within the Managed Slope Zoning shall be no steeper than a 3:1 slope.
3. Where feasible, small retaining walls, less than 6-feet in height, on stepped terraces shall be used
around parking areas.
4. Steep slopes will not be constructed near neighboring properties.
Page 2
ii rileC. IMPACTS ON PUBLIC FACILITES AND PUBLIC INFRASTRUCTURE
The rezoned area on TMP 77-40B and TMP 77-4M arc located within the parcels. There arc no public
facilities or public infrastructure near this area, consequently, this rezoning will not have any impact on
these facilities.
D. IMPACTS ON ENVIRONMENTAL FEATURES.
The only environmental features near the rezoned area are the stream buffer for Moore's Creek and the
Flood Hazard Overlay District. Both of these features are located over 250-feet away from the rezoned
area. Erosion control measures will be used to prevent sediment from construction activities getting to
these features. A permanent flow equalization basin will be constructed as shown on the approved site
plan (SDP201600076) to prevent any increase in storm water run-off from entering these features after
construction is completed.
E. PROPOSED PROFFERS TO ADDRESS IMPACTS
This ZMA does not require any proffers as indicated on the checklist
Please let me know if you need additional information.
Sincerely.
P...7,1,/,
Timothy Miller, P.E., L.S.
Principal
Page 3
Instrument Control Number
843 78 i
Commonwealth of Virginia
Land Record Instruments
l 11 ,III 1111111 IIlI 1 IIIIII II' 111111 11CoverSheet - Form A
Doc ID: 033531930005 Type: DEE
Recorded: 04/04/2017 at 02:56:50 PM
Fee Amt: $62.00 Page 1 of 5
ILS VLR Cover Sheet Agent 1.0.66] Albemarle County, VA
Jon R. Zug Circuit Clerk
File# 2017-00003781
T C Date of Instrument: [3/29/2017 ]
8K4893 PG4 01-4 05AO
Instrument Type: [PM
X R
P
E Number of Parcels [ 1]
iX Number of Pages [ 3]
iE r
M I City I l County(x [Albemarle County Box for Deed Stamp Only)
Ip I. I First and Second Grantors
Last Name
1 [
First Name Middle Name or Initial I Suffix _jElementalEcotech, LLC ] [
I[ L_ [
First and Second Grantees
Last Name First Name Middle Name or Initial I Suffix
El [
Elemental Ecotech, LLC ] [ I [
11
Grantee Address (Name) Elemental Ecotech LLC
Address 1)809 Bolling Ave. #0 JAddress2)
City,State,Zip) [Charlottesville VA ] [22902 ]
Consideration [0.00 Existing Debt[0.00 Assumption Balance [0.00
Prior Instr. Recorded at: City r- County';X; [Albemarle County j Percent. in this Juris. [ 100]Book [4796 ] Page 325 ] Instr. No [
Parcel Identification No (PIN) 0770000-00-040B0 and 07700-00-00-040C1
Tax Map Num. (if different than PIN) [0770000-00-040130 and 07700-00-00-040C1
Short Property Description Broadway Street and Franklin Street
Current Property Address (Address 1) [
Address 2) [
City,State,Zip) [
Instrument Prepared by Woods Rogers PLC
Recording Paid for by Elemental Ecotech
Return Recording to (Name) Woods Rogers PLC
Address 1) [123 E. Main Street, 5th Floor
Address 2)
City,State,Zip) [Charlottesville VA ] [22902
Customer Case ID
r ;if:g i^:tit;; !i:, ': .., 1
Tr:'.:
14.
ii;j ;. !t ; '1( !,, , 1
t' 1 , 4•' lq,', :,I ff
Cover Sheet Page# 1 of 1 1ti I +'1 1 +[ ` i
Prepared By & Please Return To:
Woods Rogers, PLC
123 E. Main St, 5th Floor
Charlottesville, VA 22902
TMP: 07700-00-00-040B0 and 07700-00-00-040C1
CERTIFICATE OF CONFIRMATION BY OWNERS
INCLUDING A BOUNDARY LINE VACATION
The attached plat made by W.D. Seward, C.L.S. and Dominion Engineering dated February 28,
2017, last revised March 24, 2017 entitled "Boundary Line Adjustment Plat Tax Map 77 Parcels
40B & 40C1" (the "Plat") showing the lands of ELEMENTAL ECOTECH, LLC, a Virginia
limited liability company (to be indexed as "Grantee") whose address is: 809 Bolling Ave, Unit
C, Charlottesville, VA 22902, which Plat includes a vacation of a boundary line, resulting in one
1) tract of land containing 14.061 acres, all as shown on the Plat, is hereby CONFIRMED and
submitted for record in the Clerk's Office of the Circuit Court of Albemarle County, Virginia.
WITNESS the following signature and seal:
Elemental Ecotech, LLC
By: a`. r SEAL)
Kevin A. 0'rien, Member-Manager
COMMONWEALTH OF VIRGINIA
CITY OF CHARLOTTESVILLE;
On this
29th
day of March, 2017 the foregoing Certificate of Confirmation of Owners was
subscribed and sworn to before me by Kevin A. O'Brien as Member-Manager on behalf of
Elemental Ecotech LLC.
SEAL)
Notal' ic
TIMOTHY I.KELSEY
NOTARY PUBLIC
REGISTRATION N 318244
I COMMONWEALTH OF VIRGINIA
MY COMMISSION EXPIRES
FEBRUARY 28. 2019
RECORDED IN CLERKS OFFICE OF
BEMARLE ON
APRIL : • at 2:56:50 PM
SRE0 i'.DB VA CODE §58.1-80
r'• •• 60 IP CAL:$0.0'
LE f06 • ,
JON - CUITCLERK
DC
Ori qg97- -/011
CONSOLIDATION OF TAX MAP 77, PARCELS 40B & 40C1
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NOTES STATEMENT OF CONSENT TO DIVISION
I. THIS PLAT HAS BEEN PREPARED WITHOUT THE BENEFIT CF A TITLE REPORT AND THE PLAITING OR DEDICATION OF THE R&M/MG DESCRIBED LAND, 6900<14DOESNOTTHEREFORENECESSARILYINDICATEALLENCUMBRANCESONTHE
AS TAX MAP 77 PARCEL 406,AND PARCEL 40C1 ACCORDING TO COUNT(PROPERTY SHOWN HEREON.
RECORDS,IS 9TH THE FREE CONSENT AND IN ACCORDANCE WITH THE DESIRE2. NO CURRENT FIELD SURVEY WAS PERFORMED PITH THE PREPARATION OF 1F115
OF THE U'DE ICNED OWNERS, PROPRIETORS AND TRUSTEES,IF ANY. PLAT,IT HAS BEEN PREPARED USING RECORD PLAT INFORMATION. MONUMENTS
SHOWN ARE FROM A PHYSICAL SURVEY PERFORMED DY DOMINION ENGINEERING ON
OCTOBER 24, 201E
3. THE AREA SH01414 HEREON IS LOCATED IN ZONE"X"AREA DETERMINED TO BE
ELEMENTAL ECO CII,LLC
4'..3'
OUTSIDE 2%ANNUAL CHANCE FLOOD PLAIN.EXCEPT FOR A PORTION THAT LIES IN
ZONE AE AS SHOWN GRAPHICALLY ON THIS PLAT PER FEMA NAP NUMBER 809 BOLUNC AVE.,UNIT C
51003CO289D,EFFECTIVE DATE FEBRUARY 4, 2005. THIS DETERMINATION HAS CHARLOTTESVILLE,VA 22902
BEEN MACE BY GRAPHIC METHODS, NO ELEVATION STUDY HAS BEEN PERFORMED
AS A PORTION CF THIS PROJECT.
4. THESE PARCELS DO NOT LIE WITHIN AN AGRICULTURAL /FORESTAL DISTRICT. STATE OF VIRGINIA
5. THIS PARCEL IS LOCATED IN THE MOORE'S CREEK WATERSHED. PROPERTY DOES COUNTY OF ALBEMARLEc
NOT FALL IW1THIN A WATER SUPPLY PROTECTiON AREA. TO WIT: THE FOREG I G INSTRUMENT WAS ACKNOWLEDGED BEFORE ME
6. A PORTION OF SUBJECT PROPERTY UES WITHIN THE STATE DAM BREAK
MIS L,,,' AY j{F 2017.INUNDATION ZONE PER COUNTY GIS AS GRAPHICALLY DEPICTED HEREON.SUBJECT / 1XJ—
J
PROPERTY LIES 6J ITS ENTIRETY WITHIN THE FEDERAL DAM BREAK INUNDATION
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ZONE PER COUNTY CIS.NO, Sl'tZ-<ly
7. PARCELS ARE ZONED U(LIGHT INDUSTRIAL)AND ARE IN THE FLOOD HAZARD(EH)
AND STEEP SLOPES(MANAGED AND PRESERVED) OVERLAY DISTRICTS.CURRENT MY COMMISSION EXPIRES: v2/2S"'I p( TIMOTHY I.KELSEY
USE IS VACANT. uoTARr PUBU.G
8. PARCELS ARE SERVED BY PUBLIC WATER AND PUBUC SANITARY SEVER. REGISTRATION 1137 82e4
ALTH OF
9. THIS PLAT DOES NOT ADDRESS THE EXISTENCE,DETECTION, OR DELINEATION OF COMMONWMY COMMISSION EXPIRES
ANY ENVIRONMENTALLY SENSITIVE AREAS OR ANY ENVIRONMENTAL PROBLEMS COUNTY APPROVAL
FEBRUARY 2D.2019 r
WHINHIN THE PERIMETER OF THE PROPERTY SHOWN.
10. DIE STREAM BUFFER SHO'AM HEREON SHALL DE MANAGED IN ACCORDANCE WITH
THE ALBEMARLE COUNTY WATER PROTECTION ORDINANCE.
11. NEW SUBJECT PARCEL CONTAINS A BUILDING SITE THAT COMPLIES WITH SECTION :/yT _ / O
4,2.1 OF THE ALBEMARLE COUNTY ZONING ORDINANCE.T. '7.._. L} yr 3/SIT/7
AGENT FOR THE. BOARD OF SUPERVISORS DATE
AREA CALCULATIONS
TMP 77-408- 1,771 ACRES BOUNDARY CURVE TABLEBAP77-4QC1 - 2.290 ACRES
TOTAL- • 14.061 ACRES
Curve Length Radius Delta Tangent Chord Chord Bearing 1
STATEMENT OF TITLE
Cl 58.94' 408.40' 816'08" 29.52'58.89' S 21'42'16" VI
IMP 77-408 WAS OBTAINED BY ELEMENTAL
ECOTECH,LLC AS RECORDED IN DEED BOOK C2 123.70' 408.40' 17'21'15" 62.33' 123.23' S 09'30'26" W
4796 PAGE 325.
TMP 77-4DC1 WAS OBTAINED BY ELEMENTAL C3 441.05' 365.25' 6911'11" 251.90' 414.74' S 34'43'02" E
ECOTECH,LLC AS RECORDED IN DEED BOOK
4797 PACE 428. C4 554.04' 465.24' 6813'53" 315.18' 521.87' S 3354'22" E
flFVM BY;O0RV
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Lic No.193 o \ 172 South le,VA 2231 1
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DATE: REVISION: DATE: 03.24-20 7 7 "i"
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LEGEND
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PARTNERS LLC. I NE BOUNDARY NAIL FOUND G,\\
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130 6, N/F YVES DELORME INC.VARIABLE WIDTH JMF(BROKEN) >• G DB 2229 PC 332 \
N/F TRGM COMMERCIAL RENTALS, LLC
RV/SA WATERLINE a (i,_DB 2893 PC 653
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Lic NO.193 e I 172 1wm nrc°q o".,e
DATE: REVISION. N y '
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2 OF 2 DALE: 03-Z4-ZU I yi 939.179.0121(p)COUNTY COMMENTS 01-24-2017 ( i, 9:eP 434.979.1401 t9
PROJECT NO:
16.0077 02-28-2017 REVISION: DATE:
A'VD SUR
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d°m,monen".com
THIS IS TO CERTIFY THAT ON MARCH 8, 2018, I MADE AN ACCURATE SURVEY T'=:
OF THE. PREMISE'S SHOWN HEREON. OTHER EASEMENTS AND UTILITIES ,MAY Property subject to the followingEXISTOTHERTHANTHOSESHOWN, per Chicago Title Insurance Company
Commitment No, 63396.
THE PROPERTY SHOWN HEREON FALLS WITHIN ZONE "X" AS SHOWN ON Va. Electric & Power Easement 09 301-491
F.LR.M. 5tOOP0289D. City of Charlottesville Easement Cin 342 -197tillkilleAmericanTelephone & Telegraph Co. of
TITLE REPORT FROM CHICAGO TITLE INSURANCE COMPANY VA. Easement DO 338-337
1725 BROADWAY STREET
n 15' Sight Easement DO 907-684
I, J/9/ 50' building restriction line 09 907-684
l' l„1_Zv Stormwatcr / nage nentj 3M' Facilities
Maintenance Agreement-0 1852-448P. Tzmci,y Stanley, .h.
Easement & Hood Maintenance Agreement
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g 17'38'0. Ped.ti;;`-----4/>y/,> } .:` ,
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IF 0).38' SE
L c. No. 2852THEYVSDELORMEINC. PROPERTY\i/D)i/ ,-1
SCOTT'SVILLE DISTRICT, ALBEMARLE COUNTY, VIRGINIA yNr)
SCALE: 1" - SO' DAT MARCH o_ \ ` U ft
DATE: . AL„H 12, 201 R rr-
770040.X-PHY.riwrr folder tin, 77-4007
4`jse \ \
STANLEY LAND SURVEYS, PLC
LAND SURVEYING-LAND PLA.sINI:\'v'
108 CROFT'ON PLAZA SUITE 8 50 ._0 50 100 150
PALaIYR.A, VA. z,sss vrs4 5433 IIIOBP 8
GRAPHIC SCALE - FELTFfiONE. (434) 589-8395
Instrument Control Number
1 01925/4
Commonwealth of Virginia
rikorro
Land Record Instruments
Cover Sheet -Form A 1111MfII mNNIII IINIllIN1111I111N111N111 IlIII N1114111111
Doc SD:
001136690006 ?YPe: DEE
Recorded: 10/17/2005 at 02:06:02 PM
Fee Amt: $834.67 Page 1 of 6
ILS VLR Cover Sheet Agent 1.0.83] Alhemarle GountY. VA CSrcult Court
She
nsrahall Clerk
Filet
2005-
000127 2-277TCDateofInstrument: [9/21/05 ] gK3088 Pe
A
R
Instrument Type: [DOC 1
P
E Number of Parcels [ 1]
X Number of Pages [ 51
E
M City n County [Albemarle County BoxStamp Only)for Deed
IP First and Second Grantors
iTaFirst NameLastName_..-. I Middle Name or Initial 1 Suffix
L_..[ CSX Transportation,Inc.][
11 1[ 1[ 1
First and Second Grantees
Last Name IFirst NameMiddle Name or Initial Suffix ILiCI [YVES DELORME,INC. ]( 11 1iTiI [11 1[ 1[ 1
Grantee Address (Name) YVES DELORME,INC. 1Address1) [1725 Broadway Street
Address 2) [
City,Stale,Zip) [Charlottesville 1 [VA] [22902 ]
Consideration[185,000.00 ]Existing Debt[0.00 1 Assumption Balance[0.00 1
Prior Instr.Recorded at:City C County E [Albemarle County 1 Percent.in this Juris. [ 100)Book [274 ) Page [70 1 Instr.No [ 1ParcelIdentificationNo(PIN) 07700-00-00.04001 1TaxMapNum. (if different than PIN) [07700-00-00-040C1
Short Property Description 2.2901 acre tract Broadway St.
111111101011 Current Property Address (Address 1) [
Address 2) [
1
City,State,Zip) [ 1[ 1[ 1
Instrument Prepared By Thomas H. Romer
Recording Paid for By Thomas H.Romer 1ReturnRecordingTo (Name) Randall Brandt
Address 1) [Yves Detorme,Inc.
Address 2) [1725 Broadway Street
City,State,Zip) [Charlottesville VA][22902 1CustomerCaseID1 [ 11
IN
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i
Cover Sheet Page II 1 of 1
a
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V12
019254
QUITCLAIM DEED
THIS QUITCLAIM DEED, made th•is
dist.
day of Sed 'er, 2005, between CSX
TRANSPORTATION, INC.,a Virginia corporation, whose mailing address is 500 Water Street,
Jacksonville, Florida 32202, hereinafter called "Grantor", and YVES DELORME, INC., a
Virginia Corporation, whose mailing address is 1725 Broadway Street, Charlottesville, Virginia
22902,hereinafter called"Grantee",WITNESSETll:
Wherever used herein, the terms "Grantor" and "Grantee" may be construed in
the singular or plural as the context may require or admit, and for purposes of
exceptions, reservations and/or covenants, shall include the heirs, legal
representatives and assigns of individuals or the successors and assigns of
corporations.)
THAT Grantor, for and in consideration of the sum of ONE HUNDRED EIGHTY-FIVE
THOUSAND AND NO/100 DOLLARS($185,000.00),to it in hand paid by Grantee,the receipt
of which is hereby acknowledged, does hereby RELEASE, REMISE and forever QUITCLAIM
unto Grantee, its successors and assigns, all right,title and interest of Grantor, if any, in and to
that certain tract or parcel of land situate, lying and being at Charlottesville, County of
Albemarle, Virginia, hereinafter designated "the Premises," more particularly described in
Exhibit A,attached hereto and incorporated herein,and containing 2.2901 acres,more or less.
TO HAVE AND TO HOLD the Premises,and all the estate, right,title,lien, interest and
claim whatsoever of Grantor therein, either in law or equity,and all improvements thereon and
appurtenances thereto,unto the proper use,benefit and enjoyment of Grantee,Grantee's heirs and
assigns or successors and assigns,forever.
THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK)
S:IVINIVASIIVA001•ALBEIdABLE1001.00011200SdfeoC•C XT NO.dac
2-
IN WITNESS WHEREOF,CSX TRANSPORTATION,INC.,pursuant to due corporate
authority,has caused its name to be signed hereto by its officers hereunto duly authorized and its
corporate seal,duly attested,to be hereunto affixed.
Signed,sealed and delivered CSX TRANSPORTATION,INC.:
in the presence of:
V By:
J
C..: ph
Print Nam:: teplre A.Crosby
Print Title: President,CSX Ikea Property,Inc.
VC k t Attest SEAL)
Secretary
Print Name:jNo-1-- to me thin
This instrument prepared by
or under the direction of:
Kim Bongiovanni°!'1R
Senior Counsel
Law Department
kid 500 Water Street
Jacksonville,Florida 32202
RETURN TO: Yves Delorme,Inc.
1725 Broadway Street
Charlottesville,VA 22902
1
3-
STATE OF FLORIDA )
SS.
COUNTY OF DUVAL )
I, c iLL.tdQ call-Af,a Notaty Public of the State of Florida and the County of
Duval,do certify that,on the date below,before me in said County came Stephen A. Crosby(X)
to me known,and/or ( )proven by satisfactory current evidence to be the person whose name
is subscribed to the above instrument, who, being by me first duly sworn, did make oath,
acknowledge and say that: (s)he resides in Jacksonville, Duval County, Florida; (s)he is
President-CSX Real Property, Inc., signing on behalf of CSX Transportation, Inc., the
corporation described in and which executed said instrument; (s)he is fully informed of the
contents of the instrument; (s)he knows the seal of said corporation; the seal affixed to said
instrument is such seal; it was so affixed by authority of the Board of Directors of said
corporation; (s)he signed his/her name thereto for said corporation pursuant to Board authority;
and instrument is the free act and deed of said corporation;and the conveyance herein is not part
of a transaction,sale, lease,exchange or other transfer or conveyance of all or substantially all of
the property and/or assets of the Grantor,
IN WITNESS WHEREOF, I hereunto set my hand and official seal, this )/--- day
of .- ,...c.,`, 2005.
My commission expires on: G SEAL
otary Public
Print Name: L'a '— _4j ',,)
191''''
1'0, * Npires0
StePooIbrda
Linda Carol Adlin
1.: • My Commission DD446637
o,n Expires 07111!2009
1111
EXHIBIT A
Description of property at: Charlottesville,County of Albemarle,Virginia
To: Yves Delorme,Inc,
CSXT Deed File No.: 2005-414/AMV
A parcel of land on Broadway Street in Albemarle County,Virginia at the intersection of Broadway
Street, Franklin Street,and Carlton Avenue,being a portion of the property acquired by the
Chesapeake and Ohio Railway Company by deed recorded in Deed Book 274, Page 70 in the Clerk's
Office of the Circuit Court of said county, and more particularly described by metes and bounds as
follows: •
BEGINNING at a railroad spike found on the eastern right-of-way line of Franklin Street and at the
westernmost end of Broadway Street,said railroad spike being a corner common to Tax Map 77,
Parcel 40B, lands now or formerly of MPJH Investments, LLC,and also being the westertunost corner
of the parcel herein described;
THENCE with the eastern right-of-way line of Franklin Street North 40 Degrees 42 Minutes 35
Seconds East,a distance of 48.24 feet to an iron found on the northern easement line(56 feet wide)of
Broadway Street, a corner common to Lot A, "Broadway Court" subdivision;
THENCE;leaving said Franklin Street and with the northern easement line of Broadway Street and with
Lot A and Lot B, "Broadway Court"subdivision South 71 Degrees 53 Minutes 17 Seconds Last, a
distance of 276.5 l'feet to an iron found on the western dedicated right-of-way line(60 feet wide)of
Broadway Street;
THENCE leaving said Lot B, "Broadway Court"subdivision and with the western dedicated right-of-
way line of Broadway'Street around a curve in a counterclockwise direction having a delta angle of 08
Degrees 16 Minutes 07 Seconds,an arc distance of 58.94 feet, a radius of 408.40 feet, a tangent
distance of 29.52 feet, and a chord bearing South 28 Degrees 04 Minutes 21 Seconds West, a distance
of 58.89 feet to an iron found,a corner common to lands now or formerly of Yves Delorme, Inc.;
THENCE leaving said Broadway Street and with said Yves Delorme,Inc. the following two courses:
1.) Around a curve in a counterclockwise direction having a delta angle of 17 Degrees 21 Minutes 14
Seconds,an arc distance-of 123.70 feet, a radius of 408.40 feet, a tangent distance of 62.33 feet, and a
chord bearing South 15 Degrees 52 Minutes 31 Seconds West,a distance of 123.22 feet to an iron
found;
2.) South 07 Degrees 11 Minutes 43 Seconds West, a distance of 112.77 feet to an iron found;
THENCE continuing with said Yves Delorme, Inc. and with lands now or formerly of Trem
Commercial Rentals, LLC around a curve in a counterclockwise direction having a delta angle of 69
Degrees 11 Minutes 08 Seconds,an arc distance of 441.05 feet,a radius of 365.25 feet,a tangent
distance of 251.90 feet,and a chord bearing South 28 Degrees 20 Minutes 57 Seconds East,a distance
of 41473 feet to an iron found,a corner common to lands now or formerly of Rivanna Water and
Sewer Authority;
A
THENCE leaving said Trem Commercial Rentals,LLC and with said Rivanna Water and Sewer 4110AuthoritySouth32Degrees31Minutes19SecondsWest,a distance of 101.38 feet to a railroad
monument found,a corner common to lands now or formerly of said MPJH Investments, LLC;
THENCE leaving said Rivanna Water and Sewer Authority and with said MPJH Investments, LLC the
following five courses:
1.) Around a curve in a clockwise direction having a delta angle of 68 Degrees 13 Minutes 00
Seconds, an arc distance of 553.93 feet, a radius of 465.25 feet,a tangent distance of 315.10 feet, and
a chord bearing North 27 Degrees 31 Minutes 40 Seconds West, a distance of 521.79 feet to a railroad
monument found;
2.) North 02 Degrees 35 Minutes 31 Seconds East, a distance of 83.75 feet to a railroad monument
found;
3.) North 10 Degrees 26 Minutes 40 Seconds West,a distance of 39.13 feet to a railroad monument
found;
4.) North 14 Degrees 30 Minutes 55 Seconds West,a distance of 130,73 feet to an iron found;
5,) North 49 Degrees 50 Minutes 17 Seconds West,a distance of 109.82 feet to the POINT OF
BEGINNING, and containing 2.2901 acres more or less.
BEING more particularly shown on plat of survey dated May 6,2005,prepared by G.V."Kirk"
Hughes, (Registered/Professional) Land Surveyor Nutnher 1458, Kirk Hughes & Associates,
220 East High Street,Charlottesville,VA 22902,incorporated herein by reference.
BEING a portion of the property acquired by The Chesapeake and Ohio Railway Company, a
predecessor of Grantor, from Charlottesville Woolen Mills, by deed dated April 22, 1947,
recorded among the Public Land Records of Albemarle County,Virginia,in Book 274,Page 70.
Effective September 2, 1987, The Chesapeake and Ohio Railway Company was merged into
CSX Transportation,Inc. in accordance with the terms of the Articles of Merger dated August 18,
1987.
RECORDED IN CLERKS OFFICE OF
ALBEMARLE ON
October 17,2005 AT 2:06:02 PM
185.00 GRANTOR TAX PD
AS REQUIRED BY VA CODE i5B.1.802
STATE:$92.50 LOCAL'.592.50
ALBEMARLE COUNTY,VA
SHELBY MARS L /RK CIRC.IT COURT
dC
Instrument Control Number
4
killill
Commonwealth of Virginia lIIIIIIIIIIIIiiJIII1ffllillIIIIIl111111111IIII1IIIIII111111 IIII1111IIII1
Doc ID: 033387710004 Type: DEE.Land Record Instruments Recorded: 08/05/2016 at 02:33:43 PMFeeAmt: $1,234.67 Page 1 of 4CoverSheet - Form A Albemarle County, VA
Jon R. Zug Circuit Clerk
File# 2016-00008634
ILS VLR Cover Sheet Agent 1.0_66] BK 4 7 9 7 C 4 2 8-4 31
IT i IC Date of Instrument: [7/12/2016 j
A: ;0
InstrumentxiRType: [DBS 1
Pl
E i Number of Parcels [ 1)
E l Number of Pages [ 3]
Bfor Deed SPoxtam( City ! 1 County[,x [Albemarle County 1p Onl y)
T ! i First arm Second_Grantors
ti I Last Name 1 First Name Middle,Name or Initial ? Suffix
x. [Yves Delorme, Inc.1[ 1[ ifLJD [ I1 I[ II
First an• Second Grantees. .
Last Name First Namev.. Middle Name or Initial.... ..... I _ Suffix....El [xi [Elemental Ecotech, LLC I[ I[ J(C iFT [ 1 I[ I[
Grantee Address (Name) Elemental Ecotech LLC
Address 1) [809 Bol ing Ave, Unit C
441rr• Address 2) [
City,State,zip) [Charlottesville I [VA 1 [22902
Consideration[275,000.00 1 Existing Debt[0.00 Assumption Balance [0 00
Prior Instr. Recorded at: City I I County[x.I [Albemarle County J Percent. in this Juris. [ 100]
Book [3088 J Page 272 ) Instr. No [ j
Parcel Identification No (PIN) 07700-00-00-04001
Tax Map Num. (if different than PIN) [07700-00-00-04001
Short Property Description 2.086 Acres off Broadway Street 1
J
Current Property Address (Address 1) [
1
Address 2) [ j
City,State,Zip) [ I[ ][ I
Instrument Prepared by Lenhart Pettit PC I
Recording Paid for by Woods Rogers, PLC j
Return Recording to (Name) Woods Rogers, PLC 1
Address 1) [123 E. Main Street, 5th Floor j
Address 2) [
J
City,State,zip) [Charlottesville VA I[22902 J
Customer Case ID I [1[1
II [
7/(01i`4•P`''.t.tt)ti,:0, II N .;r 1
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l'p tit. 4 i 1 '' 4 r}1k
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T 1t. Cover Sheet Page # 1 of 1 4Care 'ti';.r fay*r'l irt"5 u ll
i:‘i,_t ati. t,.a{)`II.J.(rl`' „,:J.,'tE,4: :i€;
o
This document prepared by: Title insurance underwriter:iter:
J. Page Williams(VSB 1r 15920) Old Republic National Title lnsuranc ompary
Lenhart Pettit PC
530 East Main Street Consideration: x'75;000.00
Charlottesville, VA 27902 Assessment: $158,100.00
TM 07700-00-00-040C1
THIS .DEET) made this 12th day of July, 2016 by and between YVES
DELOR.ME, INC., a Virginia corporation, herein the "Grantor" and ELEMENTAL
ECOTECH, LLC, a Virginia limited liability company, herein the "Grantee", whose
address is 809 Bolling Avenue Unit C . Charlottesville, VA 22902
WITNESSETH:
That for and. in consideration of the sum of TWO FI1.1NDRE T) SEVENTY-FIVE
THOUSAND AND NO 100 DOLLARS ($275,000.00), cash in hand paid, the receipt
of which is hereby acknowledged, the Grantor does hereby GRANT, BARGAIN, SELL
and CONVEY with. GENERAL WARRANTY and ENGLISH COVENANTS OF
TI1`LE unto the Grantee, all that certain lot or parcel of land situated in Albemarle
County, Virginia, on the south side of Broadway Street, currently assessed as containing.
2.086 acres, and shown on Albemarle Fax Sheet 77 as Parcel 40C1. Said parcel is more
particularly described by metes and bounds contained in deed recorded in the Clerk's
Office of the Circuit Court of the County of Albemarle, Virginia, in Deed. Book 3088,
page 272.
x
40
Being the same property conveyed to the t'irantor herein by Quitclaim Deed
from CSX Transportati on, Inc., a Virginia corporation. dated September 21 2005 and
recorded in the aforesaid Clerk's Office in Deed Book 3088, page 272.
l'his conveyance is made expressly subject to all easements, reservations,
restrictions and conditkins contained in duly recorded deeds, plats or other instruments
constituting constrUCtiVe notice in the chain of title to the above property, which have
not expired by a time limitation contained thercir or have not otherwise become
ineffective.
signature on following page]
41160 2
WITNESS the following signature and seal:
YVES I:7ELORME, INC.,
a Virginia corporation
Jennifer Nobbs, Tr -asurer
STATE OF VIRGINIA
CITY OF CFIARLO 11'1~ SVI1_.L.E. to-wit:
The foregoing instrument was acknowledged before me this _day of
c---'} o• sr , 2016 by .1ennifer Nobbs as Treasurer of Yves Dcl0rtrre, Inc., a
rr ,iiti eorporatir rl.
LIQC)*--------
1A'' J, iAc w il.ra qtr ubl'ittF+t$ NolarY Public•fReg,N 18761atfti0(tw£+3rrrl Or YavNa I2 i.
r f /
My commission expires: 7/4,f 2-0
III /,
RECORDED IN CLERICS OFFICE OF
pLBEMARLE
ON
43 FMAUGUST5,X016 at 2,33IREDBYVACODE%58,1-804
AS REQU LOCM'.$137 50STp7E5137.50
l ALBEMARLE OU 7TClERK
Or.4 R ZUG..
x
t_'R$.2',4:i.L' 30
Operating agreement for Elemental Eco tech LLC
ARTICLE I
Company Formation
1.1 FORMATION
The Members hereby form a Limited Liability Company ("Company") subject to the provisions of the
Limited Liability Company Act as currently in effect as of this date. Articles of Organization shall be filed
with the Secretary of State.
1.2 NAME
The name of the Company shall be: Elemental Ecotech LLC.
1.3 REGISTERED AGENT
The name and location of the registered agent of the Company shall be:
Kevin O'Brien
809 Bolling Ave, Unit C
Charlottesville VA 22902
1.4 TERM
The Company shall continue for a perpetual period.
(a) Members whose capital interest as defined in Article II exceeds 50 percent vote for dissolution; or
(b) Any event which makes it unlawful for the business of the Company to be carried on by the
Members; or
(c) The death, resignation, expulsion, bankruptcy, retirement of a Member or the occurrence of any
other event that terminates the continued membership of a Member of the Company; or
(d) Any other event causing dissolution of this Limited Liability Company under the laws of the State of
Virginia.
1.5 CONTINUANCE OF COMPANY
Notwithstanding the provisions of ARTICLE 1.4, in the event of an occurrence described in ARTICLE
1.4(c), if there are at least two remaining Members, said remaining Members shall have the right to
continue the business of the Company. Such right can be exercised only by the unanimous vote of the
remaining Operating Agreement - 2 Members within ninety (90) days after the occurrence of an event
described in ARTICLE 1.4(c). If not so exercised, the right of the Members to continue the business of the
Company shall expire.
Notwithstanding the provisions of ARTICLE 1.4, in the event of death of one of the founding members as
described in ARTICLE 1.4(c), each member may assign a replacement via a previously prepared
succession instrument.
1.6 BUSINESS PURPOSE
The purpose of the LLC (the Company) shall be to purchase and develop real property in and around
Charlottesville, VA.
1.7 PRINCIPAL PLACE OF BUSINESS
The location of the principal place of business and the mailing address of the Company shall be:
809 Bolling Ave, unit C, Charlottesville VA 22902. The telephone shall be 434 979-8900.
Principal place of business may be changed to a location the Managers from time to time select.
1.8 THE MEMBERS
Chris Donalson (CD) and Kevin O'Brien (KOB) shall be the founding members. The name and place of
residence of each subsequent member shall be contained in Exhibit 2 attached to this Agreement.
1.9 ADMISSION OF ADDITIONAL MEMBERS
Up to 30% of the membership units shall be available for sale in order to raise capital if needed.
The proportion of shares remaining collectively owned by CD and KOB shall maintain the 70/30 ratio
(70CD/30KOB) unless separately agreed in writing by another instrument. Unless the number of shares
is increased by a written agreement, signed by both founding members, CD will at no time be obligated
by any of the terms of this agreement to reduce his share count to fewer than 49 shares and KOB will at
no time be obligated by any of the terms of this agreement to reduce his share count to fewer than 21.
Except as otherwise expressly provided in the Agreement, no additional members may be admitted to
the Company through issuance by the company of a new interest in the Company, without the prior
unanimous written consent of the Members.
In the event of any member wishing to divest of any portion of his or her interest in the Ilc, the founding
members shall have a right of first refusal, by matching any bona fide written offer.
ARTICLE II
Capital Contributions
2.1 INITIAL CONTRIBUTIONS
The initial capitalization shall be $10,000. CD will provide $7000 and KOB $3000.
The Company shall initially contain 100 membership units (shares) CD shall own 70% of the membership
units (70 shares) and KOB shall own 30% of the membership units (30 shares).
The decisions of the Company shall be made by a majority vote of the shares, with the exception of the
appointment of managers; as per Article 4.1, CD shall be Chief Executive Manager and KOB shall be a
managing member. Change in this structure shall require a unanimous vote of the shares.
2.2 ADDITIONAL CONTRIBUTIONS
Except as provided in ARTICLE 6.2, no Member shall be obligated to make any additional contribution to
the Company's capital.
ARTICLE III
Profits, Losses and Distributions
3.1 PROFITS/LOSSES
For financial accounting and tax purposes the Company's net profits or net losses shall be determined
on an annual basis and shall be allocated to the Members in proportion to each Member's relative
capital interest in the Company as set forth in Exhibit 2 as amended from time to time in accordance
with Treasury Regulation 1.704-1.
3.2 DISTRIBUTIONS
The Members shall determine and distribute available funds annually or at more frequent intervals as
they see fit. Available funds, as referred to herein, shall mean the net cash of the Company available
after appropriate provision for expenses and liabilities, as determined by the Managers. Distributions in
liquidation of the Company or in liquidation of a Member's interest shall be made in accordance with
the positive capital account balances pursuant to Treasury Regulation 1.704-1(b)(2)(ii)(b)(2).
To the extent a Member shall have a negative capital account balance, there shall be a qualified income
offset, as set forth in Treasury Regulation 1.704-1(b)(2)(ii)(d).
ARTICLE IV
Management
4.1 MANAGEMENT OF THE BUSINESS
The founding members shall be the managers of the Company. By a vote of the Founding Members, or
by unanimous vote of the membership as set forth in Articles 1.8 and 2.1, as amended from time to
time, two Managers shall be elected, with one Manager elected by the Members as Chief Executive
Manager. The elected Managers may either be a Member or Non -Member. At the outset, the Chief
Executive Manager shall be Chris Donalson. Kevin O'Brien shall be the second managing member.
Legally binding documents shall require signature from both managers. In the event that CD is unable
to execute the duties of Chief Executive Manager, KOB will fill that role for the first 12 months of said
vacancy. In the event that KOB is unable to execute the duties of Chief Executive Manager or after he
has spent 12 months in that role, the role of Chief Executive Manager will be assigned by majority vote
of the shares.
4.2 MEMBERS
The liability of the Members shall be limited as provided pursuant to applicable law.
Members that are not Managers shall take no part whatever in the control, management, direction, or
operation of the Company's affairs and shall have no power to bind the Company. The Managers may
from time to time seek advice from the Members, but they need not accept such advice, and at all times
the Managers shall have the exclusive right to control and manage the Company. No Member shall be
an agent of any other Member of the Company solely by reason of being a Member.
4.3 POWERS OF MANAGERS
The Managers are authorized on the Company's behalf to make all decisions as to (a) the sale,
development lease or other disposition of the Company's assets; (b) the purchase or other acquisition of
other assets of all kinds; (c) the management of all or any part of the Company's assets; (d) the
borrowing of money and the granting of security interests in the Company's assets; (e) the pre -payment,
refinancing or extension of any loan affecting the Company's assets; (f ) the compromise or release of
any of the Company's claims or debts; and, (g) the employment of persons, firms or corporations for the
operation and management of the company's business. In the exercise of their management powers,
the Managers are authorized to execute and deliver (a) all contracts, conveyances, assignments leases,
sub -leases, franchise agreements, licensing agreements, management contracts and maintenance
contracts covering or affecting the Company's assets; (b) all checks, drafts and other orders for the
payment of the Company's funds; (c) all promissory notes, loans, security agreements and other similar
documents; and, (d) all other instruments of any other kind relating to the Company's affairs, whether
like or unlike the foregoing.
The Managers shall be authorized to maintain a bank account in the name of the Company and all
managers shall have signature. Checks over $5000 shall require signatures of both managers or, in time,
their replacements as per Article 2.1.
4.4 CHIEF EXECUTIVE MANAGER
The Chief Executive Manager shall have primary responsibility for managing the operations of the
Company and for effectuating the decisions of the Managers.
4.5 NOMINEE
Title to the Company's assets shall be held in the Company's name.
4.6 COMPANY INFORMATION
Upon request, the Managers shall supply to any member information regarding the Company or its
activities. Each Member or his authorized representative shall have access to and may inspect and copy
all books, records and materials in the Manager's possession regarding the Company or its activities. The
exercise of the rights contained in this ARTICLE 4.6 shall be at the requesting Member's expense.
4.7 EXCULPATION
Any act or omission of the Managers, the effect of which may cause or result in loss or damage to the
Company or the Members if done in good faith to promote the best interests of the Company, shall not
subject the Managers to any liability to the Members.
4.8 INDEMNIFICATION
The Company shall indemnify any person who was or is a party defendant or is threatened to be made a
party defendant, pending or completed action, suit or proceeding, whether civil, criminal,
administrative, or investigative (other than an action by or in the right of the Company) by reason of the
fact that he is or was a Member of the Company, Manager, employee or agent of the Company, or is or
was serving at the request of the Company, for instant expenses (including attorney's fees), judgments,
fines, and amounts paid in settlement actually and reasonably incurred in connection with such action,
suit or proceeding if the Members determine that he acted in good faith and in a manner he reasonably
believed to be in or not opposed to the best interest of the Company, and with respect to any criminal
action proceeding, has no reasonable cause to believe his/her conduct was unlawful. The termination of
any action, suit, or proceeding by judgment, order, settlement, conviction, or upon a plea of "no to
Contendere" or its equivalent, shall not in itself create a presumption that the person did or did not act
in good faith and in a manner which he reasonably believed to be in the best interest of the Company,
and, with respect to any criminal action or proceeding, had reasonable cause to believe that his/her
conduct was lawful.
4.9 RECORDS
The Managers shall cause the Company to keep at its principal place of business the following:
(a) A current list in alphabetical order of the full name and the last known street address of each
Member;
(b) A copy of the Certificate of Formation and the Company Operating Agreement and all amendments;
(c) Copies of the Company's federal, state and local income tax returns and reports, if any, for the three
most recent years;
(d) Copies of any financial statements of the limited liability company for the three most recent years.
ARTICLE V
Compensation
5.1 MANAGEMENT FEE
Any Manager rendering services to the Company shall be entitled to compensation commensurate with
the value of such services. Professional services rendered to the Company by either KOB or CD, unless
otherwise previously agreed in writing, shall be billed and invoiced to the company on a minimum net 6
month terms w no interest.
Invoices from either partner for services rendered will be accompanied by an annotated accounting of
the hours billed.
Costs for materials and services contracted on behalf of the Company by either member shall be passed
through without markup.
KOB shall have the right to be the real estate agent of record for the Company and its properties, and
real estate commissions earned shall be considered his own income and outside of the scope of the
professional services rendered clause above.
5.2 REIMBURSEMENT
The Company shall reimburse the Managers or Members for all direct out-of-pocket expenses incurred
by them in managing the Company or on behalf of the Company's projects.
ARTICLE VI
Bookkeeping
6.1 BOOKS
The Managers shall maintain complete and accurate books of account of the Company's affairs at the
Company's principal place of business. Such books shall be kept on such method of accounting as the
Managers shall select. The company's accounting period shall be the calendar year.
6.2 MEMBER'S ACCOUNTS
The Managers shall maintain separate capital and distribution accounts for each member. Each
member's capital account shall be determined and maintained in the manner set forth in Treasury
Regulation 1.704-1(b)(2)(iv) and shall consist of his initial capital contribution increased by:
(a) any additional capital contribution made by him/her;
(b) credit balances transferred from his distribution account to his capital account;
and decreased by:
(a) distributions to him/her in reduction of Company capital;
(b) the Member's share of Company losses if charged to his/her capital account.
6.3
REPORTS
The Managers shall close the books of account after the close of each calendar year, and shall prepare
and send to each member a statement of such Member's distributive share of income and expense for
income tax reporting purposes.
Signed: Signed:
0770951 -2
COMMONWEALTH OF VIRGINIA
STATE CORPORATION COMMISSION
AT RICHMOND, NOVEMBER 1, 2013
1311010649
The State Corporation Commission has found the accompanying articles of entity conversion
submitted on behalf of
Elemental EcoTech LLC
to comply with the requirements of law, and confirms payment of all required fees. Therefore, it
is ORDERED that this
CERTIFICATE OF ENTITY CONVERSION
be issued and admitted to record with the articles of entity conversion and articles of
incorporation in the Office of the Clerk of the Commission, effective November 1, 2013.
When the certificate becomes effective, Elemental EcoTech LLC is deemed to be a corporation
incorporated under the laws of this Commonwealth with the name
Elemental EcoTech Inc.
The corporation is granted the authority conferred on it by law in accordance with its articles of
incorporation, subject to the conditions and restrictions imposed by law.
STATE CORPORATION COMMISSION
BY �! �..��..r �—�► Z ""
James C. Dimitri
Commissioner
CNVRCACT
CISLFD
13-10-22-0248
1311010649
i
COMMONWEALTH OF VIRGINIA
STATE CORPORATION COMMISSION `b
ARTICLES OF ENTITY CONVERSION
OF
Elemental EcoTech LLC
The undersigned limited liability company, pursuant to Title 13. 1, Chapter 9,
Article 12.2 of the Code of Virginia, hereby executes the following articles of
entity conversion and sets forth:
1. The name of the limited liability company immediately prior to the filing of
these articles of entity conversion is Elemental EcoTech LLC. The limited
liability company shall convert to a Virginia corporation and its name shall
be Elemental EcoTech Inc.
2. The full text of the articles of incorporation of the surviving corporation as they
will be in effect immediately after consummation of the conversion are attached
.hereto.
The membership units will be converted into 1 share of stock at ($0.01) par
value per share once the company becomes a corporation.
3. Check one:
a. --Z_ he plan of entity conversion was adopted by the unanimous vote of
the members of the limited liability company.
OR
b. The plan of entity conversion was adopted by the members of the
limited liability company in the manner provided in the limited liability
company's operating agreement or articles of organization for amendments.
ExecL e the name of the limited liability company by:
Kevin O'Brien, Member
.Limited liability company's SCC ID no: S465657-7
1311010649
Commonwealth of' Virginia
State Corporation Commission
Articles of Incorporntiorr
The undersigned, pursuant to Chapter 9 of Title .13.1 of the code of Virginia, states as follows:
1. The name of the corporation is: Elemental EcoTech Inc.
2. The number of shares authorized to be issued by the corporation is: 1,000
3. The par value of the authorized shares is: $0.01
4. A. The name of the corporation's initial registered agent is: Business Filings Incorporated
B. The initial registered agent is:
1.) an individual who is a resident of Virginia and
1-1 an initial director of the corporation
t_—_., a member of the state bar
OR
2.) E a domestic or foreign stock or non -stock corporation, limited liability
company, or registered limited liability partnership authorized to transact business in
Virginia.
5. A. The corporation's initial registered office, including the street and number, if any, which is
identical to the business office of the re-istered agent, is: 4701 Cox Road, Ste. 285, Glen Allen,
Virginia 23060-6802.
B. The registered office is physically located in the Fx�county or E:1 city of: Henrico
6. The initial directors are:
Kevin O'Brien, 599 Dice St., Unit A, Charlottesville, Virginia 22903
Marlena L. Simon, 599 Dice St., Unit A, Charlottesville, Virginia 22903
Ana Maria Chrysler, 88 Herrick Rd., Southampton, New York 11968
Bret Rodriguez, 679 Fort Sumpter CV, Collierville, Tennessee 38017
7. Incorporators:
Business Filings Incorporated, 8040 Excelsior Dr. Ste 200, Madison, WI 537.17
Mark Williams, AVP, Business Filings incorporated
1308020128
COMMONWEALTH OF VIRGINIA
STATE CORPORATION COMMISSION
AT RICHMOND, AUGUST 2, 2013
The State Corporation Commission has found the accompanying articles submitted on behalf of
Elemental EcoTech LLC
to comply with the requirements of law, and confirms payment of all required fees. Therefore, it
is ORDERED that this
CERTIFICATE OF ORGANIZATION
be issued and admitted to record with the articles of organization in the Office of the Clerk of the
Commission, effective August 2, 2013.
STATE CORPORATION COMMISSION
James C. Dimitri
Commissioner
DLLCACPT
CIS0339
13-07-29-0294
1308020128
(1) an INDIVIDUAL who is a resident of Virginia and
❑ a member or manager of the limited liability company.
❑ a member or manager of a limited liability company that is a member or manager
of the limited liability company.
❑ an officer or cirector of a corporation that is a member or manager of the limited
liability company.
Eja general partner of a general or limited partnership that is a member or manager
of the limited liability company.
0 trustee of a trust that is a member or manager of the limited liability company.
�a member of the Virginia State Bar.
OR
(2)]a domestic or foreign stock or nonstock corporation, limited liability company or
registered limited liability partnership authorized to transact business in Virginia.
3. The limited liability company's initial registered office address, including the street and number,
if any, which is identical to the business office of the initial registered agent, is
4701 Cox Road, Ste. 301, Glen Allen
(numberlstreli
,VA 23060-6802
or town) (Zip)
which is physically located in the0 county or[lcity of Henrico
4. The limited liability company's principal office address, including the street and number, is
599 Dice St Unit A, Charlottesville, Virginia 22903
(numberlsaect) (city or (`state) (ZIP)
Org�r(
ls)
.lulu 26. 2013
(signature) (date)
Mark Williams, AVP, Business Filings Incorporated
(pdn(ed name) (telephone number (optional))
SEE INSTRUCTIONS ON THE REVERSE
I -N
COMMONWEALTH OF VIRGINIA
STATE CORPORATION COMMISSION
LLC -1011 ARTICLES OF ORGANIZATION OF A
tai
(07/06) DOMESTIC LIMITED LIABILITY COMPANY
Pursuant to Chapter 12 of Title 13.1 of the Code of Virginia the undersigned states as follows;
¢k
1, The name of the limited liability company is
L'lemental EcoTech LLC
(The name must conta(n the words limited comliany or limited Iiagi!L oma or the abbreviation L.C., LC, �A C, or 1 -LC)
2. A. The name of the limited liability company's initial registered agent is
Business Filings Incorporated
B. The registered agent is (mark appropriate box):
(1) an INDIVIDUAL who is a resident of Virginia and
❑ a member or manager of the limited liability company.
❑ a member or manager of a limited liability company that is a member or manager
of the limited liability company.
❑ an officer or cirector of a corporation that is a member or manager of the limited
liability company.
Eja general partner of a general or limited partnership that is a member or manager
of the limited liability company.
0 trustee of a trust that is a member or manager of the limited liability company.
�a member of the Virginia State Bar.
OR
(2)]a domestic or foreign stock or nonstock corporation, limited liability company or
registered limited liability partnership authorized to transact business in Virginia.
3. The limited liability company's initial registered office address, including the street and number,
if any, which is identical to the business office of the initial registered agent, is
4701 Cox Road, Ste. 301, Glen Allen
(numberlstreli
,VA 23060-6802
or town) (Zip)
which is physically located in the0 county or[lcity of Henrico
4. The limited liability company's principal office address, including the street and number, is
599 Dice St Unit A, Charlottesville, Virginia 22903
(numberlsaect) (city or (`state) (ZIP)
Org�r(
ls)
.lulu 26. 2013
(signature) (date)
Mark Williams, AVP, Business Filings Incorporated
(pdn(ed name) (telephone number (optional))
SEE INSTRUCTIONS ON THE REVERSE
=" 1308020128
eRj 4�Q�µ i Yr°�irti
COMMONWEALTH OF VIRGINIA'
a STATE CORPORATION COMMISSION W
t �so3 Office of the Clerk
August 2, 2013
BIZFILINGS
LISA UTTECH
4701 COX RD STE 301
GLEN ALLEN, VA 23060
RECEIPT
RE: Elemental EcoTech LLC
ID: S465657-7
DCN: 13-07-29-0294
Dear Customer:
This receipt acknowledges payment of $100,00 to cover the fee for filing articles of organization
for a limited liability company with this office.
The effective date of the certificate of organization is August 2, 2013.
If you have any questions, please call (804) 371-9733 or toll-free in Virginia, (866) 722-2551.
RECEIPTLC
LLNCD
CIS0339
Sincerely,
44'
,Joel H. Peck
Clerk of the Commission
P.O. Box 1197, Richmond, VA 23218.1197
Tyler Buflding, First Floor, 1300 East Main Street, Richmond, VA 23219-3630
Clark's Office (804) 371-9733 or (866) 722-2551 (toll-free In Virginia) www.scc.virginia.govlclk
Telecommunications Device for the Deaf-T001Voice: (604) 371-9206
BizHings"�
Clerk's Office
State Corporation Commission
1300 E. Main Street
Richmond, Virginia 23219
Please file the attached documents
Special Instructions:
1308020128
130723 0294
Name q�ailabilit 1,30729 D 2
Initlais: Y Done In: `� i1�N1�
eFifc�; Conflict with ID*:
cis --
Please hold documents for pickup in our tray.
If there are any problems with the filing, please call us at (804) 217-7255.
Thank you,
Lisa Uttech
Business Filings Incorporated
Richmond Fulfillment Office
4701 Cox Road, Suite 301 Glen AUcti, VA 23060 (804)-217-7255
uvtvtiv.1)iztilin;Ys.tx)m
L4P5�57
1311010649
KATIE BUSH
BUSINESS FILINGS INCORPORATED
4701 COX RD STE 285
GLEN ALLEN, VA 23060
RECEIPT
RE: Elemental EcoTech Inc.
ID: 0770951 -2
DCN: 13-10-22-0248
Dear Customer:
This is your receipt for $75.00 covering the fees for filing articles of entity conversion with this
office.
The effective date of the certificate of entity conversion is November 1, 2013. When the
certificate is effective, Elemental EcoTech LLC is converted to a corporation incorporated under
the laws of this Commonwealth with the following name:
Elemental EcoTech Inc.
If you have any questions, please call (804) 371-9733 or toll-free in Virginia, 1-866-722-2551.
CNVRCRCT
CNVR
CISLFD
Sincerely,
Joel H. Peck
Clerk of the Commission
P.O. Box 1197, Rlchmontl, VA 23218-1197
Tyler Bullding, First Floor, 1300 East Main Street, Richmond, VA 23219-3630
Clerk's Office (804) 371-9733 or (866) 722-2551 (toll-free in Virginia) www.scc.virginia.govlclk
Telecommunications Device for the Doal-TDD/Voice; (804) 371-9206
COMMONWEALTH OF VIRGINIA
STATE CORPORATION COMMISSION
p
Office of the Clerk I
November 1, 2013 4
KATIE BUSH
BUSINESS FILINGS INCORPORATED
4701 COX RD STE 285
GLEN ALLEN, VA 23060
RECEIPT
RE: Elemental EcoTech Inc.
ID: 0770951 -2
DCN: 13-10-22-0248
Dear Customer:
This is your receipt for $75.00 covering the fees for filing articles of entity conversion with this
office.
The effective date of the certificate of entity conversion is November 1, 2013. When the
certificate is effective, Elemental EcoTech LLC is converted to a corporation incorporated under
the laws of this Commonwealth with the following name:
Elemental EcoTech Inc.
If you have any questions, please call (804) 371-9733 or toll-free in Virginia, 1-866-722-2551.
CNVRCRCT
CNVR
CISLFD
Sincerely,
Joel H. Peck
Clerk of the Commission
P.O. Box 1197, Rlchmontl, VA 23218-1197
Tyler Bullding, First Floor, 1300 East Main Street, Richmond, VA 23219-3630
Clerk's Office (804) 371-9733 or (866) 722-2551 (toll-free in Virginia) www.scc.virginia.govlclk
Telecommunications Device for the Doal-TDD/Voice; (804) 371-9206
1311010649
�--I B IZFI�Ii1 58U
��
Clerk's Office
State Corporation Commission
1300 E. Main Street
Richmond, Virginia 23219
22 �48
�t�
Please file the attached documents. i0,
Special Instructions:
Please hold documents for pickup.
If there are any problems with the filing, please call us at (804) 217-7255.
Thank you,
Katie Bush
Business Filings Incorporated
Richmond Fulfillment Office
E1em�.�
0-0tjV15tz75 To
4 u.O
()L- Vit �
4701 Cox Road, Suite 285
Glen Allen, VA 23060 (804)-217-7255
CIS0343 CIS 10/30/13
1 48 LLCM3220 LLC DATA INQUTRY 16:32:42
LLC ID; S4G5657 - 7 STATUS: 00 ACTIVE STATUS DATE: 08/02/13
LLC NAME: Elemental EcoTech LLC
DATE OF FILING: 08/02/2013 PERIOD OF DURATION: INDUSTRY CODE; 00
STATE OF FILING: VA VIRGINIA MERGER INDICATOR:
CONVERSION/DOMESTICATION INDICATOR:
P R I N C I P A L O F F I C E A D D R E S S
STREET: 599 DICE ST UNIT A
CITY: CHARLOTTESVILLE STATE: VA ZIP: 22903-0000
R E G I S T E R E D A G E N T I N F O R M A T I O N
R/A NAME: BUSINESS FILINGS INCORPORATED
STREET: 4701 COX ROAD, SUITE 285
RTN MAIL:
CITY: GLEN ALLEN STATE: VA ZIP: 23060-ODOO
R/A STATUS: 5 ENTITY AUTPORIZ EFF DATE: 10/04/13 LOC: 143 HENRICO COUNTY
YEAR FEES PENALTY INTEREST BALANCE
00
COMMAND: ... .....,........ ..................<..............................
4AU 05,016
CIS0343 CIS
1 48 LLCM3240 MICROFILM INQUIRY
LLC ID: S465657 - 7 LLC STATUS: 00 ACTIVE
LLC NAME: Elemental EcoTech LLC
COURT LOCALITY: 143 HENRICO COUNTY
1311010649
10/30/13
16:32:46
MICROFILM NO
DOCUMENT TYPE
DATE
PAGES
13 10 21 0013
LLRA > LLC REGISTERED
10/04/13
897
13 08 02 0128
LLNC > NEW LLC
08/02/13
4
COMMAND,
4AO 06,014
t
RECEIVE®
COMMUNITY
DEVELOPMENT