HomeMy WebLinkAboutSUB201800186 Correspondence 2018-11-26 go.....4111,!ili
-
Wore Fe Si,, ako COP
COUNTY OF ALBEMAI f 11�7 /4947 C4 � 1
Department of Community Del pp
401 McIntire Road,RoomIL Oct did
41,
Charlottesville,Virginia 2290 '17`- '
Phone(434)296-3088 ;
�
"rksrt1"11444
Date: November 26, 2018
UetAli
Andy Herrick
County Attorney's Office
401 McIntire Road, Charlottesville, VA 22902
Regarding:
Project Name: Wawa Easement Plat(SUB201800186)—(DRAFT)Deeds
Date Submitted: November 20,2018 (Note:Received November 26, 2018)
Andy:
Attached are six (draft) deeds of easement, dedication, and/or maintenance for the project
referenced above, for review and approval. The easement plat SUB201800186, which is under
review, is also transmitted for your reference with the proposed easements highlighted.
Please note that(draft)deeds were not provided for the following proposed easements shown on
SUB201800186: proposed sanitary sewer easement or proposed storm(drainage) easement.
ACSA has not provided review comments yet, and therefore it is not known if there will be an
ACSA requirement to submit a deed for the proposed sanitary sewer easement or to otherwise
revise the plat to provide additional easement(s), with or without corresponding deed(s).
The draft deeds transmitted for your review and comment include the following:
• Off-Site Landscape and Maintenance Easement(highlighted in green on plat)
• Off-Site Sight Distance Easement(highlighted in red on plat)
• Temporary Construction and Maintenance Easement(highlighted in yellow on plat)
• SWM Dedication&Access Easement(highlighted in light blue on plat)
• SWM Maintenance Agreement
• Deed of Boundary Line Adjustment Plat
Electronic copies of these draft deeds(Word format)have been provided via email on November 26,
2018. Please contact me with any questions or requests for assistance.
Thank you, 4?1,14/tr...1.------
Tim Pad.tt o, AICP
Senior Planner
x. 3088
This docume„+. real by
401 Mein re Road
Charlottesville, Virginia 22902Prepared Outside of the
Commonwealth of Virginia
By and Return To:
Erica H. Weiss, Esq,
Holland&Knight LLP
800 17th Street.NW, Suite 1100
Washington, DC 20006
I Tax Map Parcels{insert 14 digit TMP}
a Fran, e.Ier(c's fees undo-
h
This deed is exempt from taxation under Virginia Code §� 58.1-811(Al(31. vi In,a code S 17. 1-Z&•
AGREEMENT TO MAINTAIN
STORMWATER MANAGEMENT FACILITIES AND OTHER TECHNIQUES
THIS AGREEMENT is entered into by and between ti/ C eA __ ,
C'HARI OTTESVILLE PROFFIT, LLC a Delaware limited liability compan 1.1avu1g an address of
8605 Westwood Center Drive, Suite 410, Vienna, Virginia 22182,thereinafter called the "Owner," and
the COUNTY OF ALBEMARLE, VIRGINIA, a political subdivision of the Commonwealth of
Virginia, hereinafter called the "County."
RECITALS
R-1. The Owner is the fee simple owner of certain real property, more particularly described ns-
Court of Albemarle County, Virginia, in Deed Book , page in Exhibit A attached hereto and
incorporated herein by reference, hereinafter called the "Property"; and
R-2. The Owner is proceeding to build on and develop the Property; and
R-3. The Property{insert either"is"or"is not"or"is partially"}is within the County's
Municipal Separate Storm Sewer System (hereinafter, "MS4")jurisdictional area; and
R-4. The Site Plan identified as
1,,, • f t1, a 1 r sekl v:sien, was approved and in
conjunction therewith, S rmwater Management
T,t, Pam, 0,1 VA,
litQf
n ft-o—n
RlenFacjlities and Other Techniques" identified as [insert the County-assigned stormwater
management plan name and number (e.g., "Project Name—WPO-201x-0000x")][MARK TO
P' , hereinafter called the "Plan,"which is expressly made a part hereof, as approved or to be
approved by the County, and which provides for the detention and water quality treatment of stormwater
within the confines of the Property; and
R-5. The Plan and the land disturbing activity related thereto are subject to the Virginia
Stormwater Management Act(Virginia Code § 62.1-44.15:24 et seq.), as implemented in part by
Chapter 17,Water Protection, of the Albemarle County Code; and
R-6. 9VAC25-870-112 and Albemarle County Code § 17-415 require the Owner and the
County to enter into this agreement in order to ensure the long-term maintenance of the permanent
stormwater management facilities and/or other techniques required to serve the Prope ar those
facilities within the County's MS4 jurisdictional area, 9VAC25-890-40 imposes additional requirements,
and the County implements 9VAC25-870-112 and 9VAC25-890-40 through Albemarle County Code §
17-415 and this Agreement; and
R-7. For those facilities within the County's MS4 jurisdictional area,this Agreement also
addresses, in part, the County's obligations under Minimum Control Measure Number 5
(post-construction stormwater management) in the Albemarle County 5-Year MS4 General Permit and
Program Plan; and
R-8. Albemarle County Code § 17-415 requires that permanent on-site stormwater
management facilities and/or other techniques, as shown on the Plan, including all pipes and channels
built to convey stormwater to and from the facilities, all structures, berms, inlet and outlet structures,
pond areas, filtration media, and forested and open space areas (which are considered to be a
nonstructural technique to meet stormwater management requirements),provided to control the quantity
and quality of the stormwater, access roads, and any other improvement that may affect the proper
functioning of the Facilities (hereinafter, "stormwater management facilities and other techniques"are
referred to individually as a"Facility"and collectively the"Facilities")be constructed and adequately
maintained by the Owner in perpetuity.
In consideration of the foregoing premises,the mutual covenants contained herein, and the
following terms and conditions, the parties hereto agree as follows:
2
#61877579_v-12
1. Obligation of the Owner to construct the Facilities. The Owner shall construct and
protect the Facilities that are required to be constructed, and shall do so in accordance with the Virginia
Stormwater Management Act plans and specifications identified in the Plan.
2. Obligation of the Owner to maintain the Facilities. The Owner shall maintain the
Facilities in good working condition for so long as the Facilities exist, in a manner that meets or exceeds
the maintenance standards provided herein, subject to the following:
A. "Good working condition" defined. For the purposes of this Agreement, a
Facility is in"good working condition"when it performs its design function in accordance with the plans
and specifications identified in the Plan, including all conditions imposed in conjunction with approval
of the Plan, and complies with all applicable standards, as determined by the Albemarle County
Engineer(hereinafter, the "County Engineer").
B. "Maintain and maintenance" defined. For the purposes of this Agreement,
"maintain"and"maintenance" include, but are not limited to maintaining,repairing,replacing,
reconstructing,preserving, and restoring the Facilities or any part thereof necessary to comply with the
plans and specifications identified in the Plan.
C. Maintenance schedule. The Owner shall maintain the Facilities in compliance
with the maintenance schedule in the approved Plans as required under Albemarle County Code §
—,� 17403(A)(5).
A
D. Professional engineer may be required to direct work. The County Engineer
may require that specific maintenance work be performed under the direction of a professional engineer.
3. Inspections and the Inspection Report by the Owner. The Owner shall have the
Facilities inspected to ensure that the Facilities are in good working condition, subject to the following:
A. Who may inspect the Facilities. The Facilities shall be inspected by the Owner
or upon written demand by the County Engineer by a person who: (1) is licensed as a professional
r
engineer, architect, landscape architect, or land surveyor pursuant to Virginia Code § 54.1-400 et seq.;
(2)works under the direction and oversight of the licensed professional engineer, architect, landscape
architect, or land surveyor referenced in subsection(A)(1); or(3)who holds an appropriate certificate of
competence from the State Water Control Board.
B. What must be inspected. The inspections shall be conducted according to the
requirements of 9VAC25-870, et seq. or as that section is hereafter amended.
3
I #61877579_v2
C. When inspections shall be conducted. The Facilities shall be inspected as
specified in the approved Plans or by the County Engineer.
D. What documents must be maintained. The inspection shall be documented on a
form provided by the County Engineer and shall be completed to the satisfaction of the County Engineer
(hereinafter,the "Inspection Report"). At a minimum, the Inspection Report shall provide, as applicable,
the date of the inspection,the name of the inspector, a description of the condition of all pipes and
channels built to convey stormwater to and from the facilities, all structures,berms, inlet and outlet
structures,pond areas, filtration media, forested and open space,vegetation provided to control the
quantity and quality of the stormwater, access roads,and any other improvement that may affect the
proper functioning of the Facilities, a list of all deficiencies causing the Facilities not to be in good
working condition, including all control measures not operating effectively and all control measures that
are inadequate, a list of required maintenance work to be performed so that the Facilities are restored to
good working condition, and the date by which the maintenance work will be performed.
E. To whom and when an Inspection Report must be submitted. The Owner
shall submit the Inspection Report and any other requested inspected documentation to the Director,
Albemarle County Department of Facilities and Environmental Services, 401 McIntire Road,
Charlottesville, Virginia 22902 or a successor department, office and address delineated by the County
to the Owner. The Owner shall provide the Inspection Report to the Department within thirty(30)days
after completion of the inspection.
F. Section 3 satisfied if County conducts inspection in any year. The Owner's
obligation to have the Facilities inspected and to submit an Inspection Report under Section 3 shall be
deemed to be satisfied in any inspection period in which the County conducts an inspection under
Section 4 and as provided in Albemarle County Code § 17-811.
G. Inspection Period defined. For the purposes of this Agreement, inspection
period means the one-year period beginning and ending on the anniversary of the date of this Agreement
first hereinabove written.
4. Permission to the County to inspect the Facilities. The Owner hereby grants
permission to the County, including its authorized agents and employees, to enter upon the Property and
to inspect the Facilities whenever the County deems an inspection to be necessary, subject to the
following:
4
I #61877579_v+I
A. Purposes for County inspection. The County may inspect the Facilities for the
purpose of determining the condition of the Facilities including,but not limited to, determining whether
the Facilities are in good working condition, investigating any deficiencies reported in the Inspection
Report,responding to citizen complaints about the Facilities, and inspecting or observing any
maintenance of the Facilities.
B. Prior notice to the Owner not required. The County shall not be required to
provide prior notice to the Owner to enter the Property to conduct the inspection.
C. Inspection findings and demand for maintenance. The County shall provide
the Owner with a copy of the findings of its inspection of the Facilities. If the inspection concludes that
maintenance of any of the Facilities is required, the County also shall provide the Owner with a demand
that the Owner maintain the Facilities and the date by which the maintenance work must be completed.
5. The Owner's response to the Inspection,the Inspection Report or the County's
demand for maintenance. The Owner shall comply with the following:
A. Corrective action. If the inspection identifies the need for a corrective action, it
ht5
shall be completed as follows: (i) if the Albemarle County Engineer determines, inato discretion,
that failure to implement the corrective action creates an imminent or potentially imminent threat to the
public health or safety, the Owner shall complete corrective action as soon as practicable,but no later
than seven(7) days after discovery; (ii) if an inspection identifies a Facility that is not operating
effectively, but is not an imminent or potentially imminent threat to the public health or safety, the
Owner shall complete corrective action as soon as practicable, but no later than sixty(60) days after
discovery or a longer period allowed in writing by the County Engineer; (iii) if an inspection identifies
an existing Facility that needs to be modified or if an additional control measure is necessary,
implementation shall completed rior to the next anticipated measureable storm event; if
implementation before the next anticipated measureable storm event is impractical, •
implemes ntT o later than sixty(60) days after discovery or a longer period allowed in writing by the
Lc a, County Engineer. The term "control measure"means any best management practice or stormwater
Lugc�,yrfacility, or other method used to minimize the discharge of pollutants to State waters, or otherwise
G restrict or alter the hydraulics of stormwater flow and discharge.
B. Maintenance. If the Inspection Report under Section 3 or the inspection
conducted by the County under Section 4 identifies Facility deficiencies, the Owner shall promptly
complete the maintenance work by the date specified in the Inspection Report or as demanded by the
5
I #61877579_v-12
County. When the maintenance work is completed, the person performing or directing the work shall
certify to the County that the Facilities are in good working condition.
6. Right of the County to enter the Property to maintain the Facilities. If the Owner
fails to maintain the Facilities in good working condition as required by Section 2 or fails to complete
timely maintenance work as required by Section 5,the County, including its authorized agents and
employees, may enter upon the Property and take whatever steps necessary to bring the Facilities into
good working condition and to otherwise correct all deficiencies identified in the Inspection Report
under Section 3 or the inspection conducted by the County under Section 4, subject to the following:
A. No right to erect permanent structures; exceptions. The County's right to take
"whatever steps necessary"shall not be construed to allow the County to erect any structure of a
permanent nature on the Property unless: (1) the structure is required to ensure that the Facilities perform
their design functions; or(2) it is a structure to house equipment to monitor the Facilities and any
fencing related thereto.
B. County not obligated to maintain the Facilities. t is expressly understood an
agreed tha e County is under no obligation to repair or otherwise maintain the Facilities, and in no
event shall this Agreement be construed to impose any such obligation on the County.
7. Right of the County to charge the Owner for its costs of maintenance; obligation of
the Owner to reimburse the County. If the County performs any maintenance work on the Facilities
under Section 6, it will charge to the Owner all of the County's costs including, but not limited to, those
costs for labor, equipment, supplies,materials, and project or contract administration. The Owner shall
reimburse the County for its costs, subject to the following:
A. Written demand. The County shall send to the Owner a written demand for
payment of all of its costs. The demand may be sent by first class mail to the address to which County
real property tax bills are mailed or to another address provided by the Owner to the County.
B. Timely payment. The Owner shall reimburse the County for the costs identified
in the County's written demand within thirty(30) days after the date of the written demand.
C. Collection by County. The County may collect any amount not timely
reimbursed by the Owner in any manner authorized by law and may place a lien against the Property in
the amount of the non-reimbursed costs, plus interest at the rate authorized by law.
-1-ems
8. Obligation of the Owner to indemnify and hold harmless the County. The followinwhall
apply to this Agreement: IA
r
6
#61877579_v+2
A. No County liability, This Agreement imposes no liability of any kind
whatsoever on the County, including its agents, officers and employees.
B. Obligation of the Owner to indemnify and hold harmless. The Owner shall
indemnify and hold harmless the County, including its agents, officers and employees, for any and all
damages, accidents, casualties, occurrences or claims which might arise or be asserted against the
County, including its agents, officers and employees,resulting from the failure of the Facilities to
perform their design function or to otherwise operate properly; any repairs,maintenance, construction, or
any other acts performed by the County or the Owner, including their respective agents, officers and
employees,related to the Facilities,regardless of how those acts were performed except if the County's
acts are the product of willful misconduct; or the Facilities' existence.
C. Notice of and defense of actions. If a claim is asserted against the County,
including its agents, officers and employees, based upon any of the indemnities in subsection (B), the
County shall promptly notify the Owner of the claim. The Owner shall defend, at its expense, any
lawsuit or other action arising therefrom. If, as a result of a claim, any judgment is allowed against the
County, its agents, officers and employees, or any of them, the Owner shall pay all damages, costs,
expenses and fees associated with the judgment.
9. References to County departments and officers; successors. Any reference in this
Agreement to a County department or office includes its successor department or office as determined by
the County.
10. Covenant running with the land. This Agreement shall be recorded by the County in
the Clerk's Office of the Circuit Court of Albemarle County, Virginia, shall constitute a covenant
running with the land, and shall be binding on the Owner, its administrators, executors, assigns, heirs
and any other successors in interests, including any homeowners' association.
11. Date of this Agreement. This Agreement shall be deemed to have been entered into by
the parties and shall be effective on and after the date it is signed by the Albemarle County Executive.
[Signatures on the Following Pages'
7
#61877579_v42
WITNESS the following signatures:
OWNER:
(CHARLaTTESVILLE PROFFIT.LLC.
a Delaware limited liabilityragnpany
By:Charlottesville Proffit ARCT, LLC,
a Delaware limited liability company
Manager
MA41
.O1A11 l
By: ARCTRUST Investments Manager. LLB,
/ a Delaware limited liability company.
Manager
By:
Name:
Title:
By:WW#1 — 3267 Proffit Road, Charlottesville, VA,
I.I.C,a Virginia limited liability company.
Manager
By: _
Henry Renaud
Manage
COMMONWEALTH OF VIRGINIA
CITY/COUNTY OF .
The foregoing instrument was acknowledged before me this day of ,
by .
Notary Public
8
#61877579_v+
My Commission Expires:
Registration Number:
9
#61877579_v4-2
COMMONWEALTH OF VIRGINIA
CITY/COUNTY OF
The foregoing instrument was acknowledged before me this day of
by
Notary Public
My Commission Expires: _
Registration Number:
SIGNATURES CONTINUE ON THE FOLLOWING PAGE
10
I #61877579_42
COUNTY OF ALBEMARLE, VIRGINIA
By:
Jeffrey B. Richardson
County Executive
COMMONWEALTH OF VIRGINIA
CITY/COUNTY OF •
The foregoing instrument was acknowledged before me this day of , by Jeffrey B.
Richardson, County Executive, on behalf of the Board of Supervisors of Albemarle County,Virginia.
Notary Public
My Commission Expires:
Registration Number:
Approved as to Form:
County Attorney Date
11
Exhibit A
Property Legal Description
12
I #61877579_42
Prepared Outside of the
Commonwealth of Virginia
By and Return To:
Erica H.Weiss,Esq.
Holland&Knight LLP
800 17th Street,NW,Suite 1100
Washington,DC 20006
Tax Map and Parcel
14-digit IMP
anJGf -('rt,n„ (21Pr� t$ 22S unchr
This deed is exempt from taxation under Virginia Code§§58.1-81 1(A)(3). v�rG 1 n)q node 17 1 266'
PEED OF DEDICATION AND EASEMENT
THIS DEED OF EASEMENT is made this day of , 2018 by and
betweeHARLOTTESVILLE PROFFIT,LLC, a Delaware limited liability company,
having an address of 8605 Westwood Center Drive, Suite 410,Vienna, Virginia 22182
("Grantor"), and the COUNTY OF ALBEMARLE,VIRGINIA, a political subdivision of the/
Commonwealth of Virginia("Grantee"). '441 tti C4/,AJ4 014.fr'^4,-
r , ha?
WITNESS:
WHEREAS, the Grantor is the owner of that certain real property, as more particularly
described on Exhibit A attached hereto and incorporated herein by reference (the "Property");
and
WHEREAS,the Grantor and the Board of Supervisors of Albemarle County, Virginia have
entered into an agreement entitled"Agreement to Maintain Stormwater Management
Facilities and Other Techniques" (hereinafter, the"Maintenance Agreement"), recorded in
the Clerk's Office in Deed Book , page_, in which the Grantor has agreed to
construct and maintain on-site stormwater management facilities, as more particularly required
pursuant to the Final Site Plan No. dated and
approved by Grantee, attached hereto as Exhibit B; and [MARK: PLEASE CONFIRM
OBLIGATION TO CONSTRUCT AND ONGOING OBLIGATION TO MAINTAIN]
WHEREAS,the Maintenance Agreement provides in part that the Grantor gives permission
to the County, including its authorized agents and employees,to enter upon the Property and to
inspect the stormwater management facilities whenever the County deems necessary, subject to
the rights of tenants; and the Maintenance Agreement also provides in part that, in the event the
Grantor, its successors and assigns, fails to maintain the stormwater management facilities in
good condition acceptable to the County,the County may enter upon the Property and take
1
Version.07/20/18
whatever steps necessary to repair or otherwise maintain the facilities and to otherwise correct
deficiencies.
WHEREAS, it is the desire and intent of the Grantor to dedicate, grant and convey an
Easement for public use (HENRY: OK?1 in accordance with this Deed of Dedication and
Easement.
NOW, THEREFORE, in consideration of the premises and TEN DOLLARS ($10.00), cash
in hand paid, and other good and valuable consideration, the receipt of which is hereby
acknowledged, the Grantor does hereby GRANT, CONVEY, and DEDICATE to public use with
GENERAL WARRANTY JHENRY: OK?1 and ENGLISH COVENANTS OF TITLE unto the
Grantee, its successors and assigns, a perpetual easement (the "Easement") as shown on the plat
attached here to as Exhibit C (the "Plat").
The Easement shall be subject to the following:
1. Right of ingress and egress. The Grantee and its authorized agents and employees shall
have the right and easement of ingress and egress over the Property to perform all acts to which
the parties have agreed it may perform under the Maintenance Agreement.
2. Ownership of the facilities. The stormwater management facilities required to be
constructed and maintained by the Grantor under the Maintenance Agreement shall be and
remain the property of the Grantor. This Deed of Dedication and Easement shall not be construed
to be an assumption of ownership or control by the Grantee over the stormwater management
facilities subject to the Maintenance Agreement.
3. No obligation on Grantee to inspect or maintain. This Deed of Dedication and Easement
shall not be construed as imposing an obligation on the Grantee to repair or otherwise maintain
the stormwater management facilities subject to the Maintenance Agreement.
4. Grantee's right to assign. The Grantee shall have the right to assign this Easement as its
interests may require.
2
Version:07/20/18
5. Binding effect. The Easement and the rights and obligations established herein shall run
with the land in perpetuity, and shall be binding upon the Grantor, the Grantee, and their
successors and assigns. All references herein to the "Grantor" and the"Grantee" include their
respective successors and assigns. All references to the"Grantee," when exercising any right or
obligation herein, includes the Grantee's officers, employees and agents.
6. Termination of Easement. If the Grantor, or its successors or assigns, desires to alter or
vacate a portion or all of the easement(s), the Easement may be adjusted accordingly if the
County Engineer certified in writing that the proposed modifications meet the requirements of
9VAC25-870 et seq. and Chapter 17 of the Albemarle County Code, as the regulations may be
amended in the future. In addition to meeting these requirements, the Grantor shall mitigate for
any loss of nutrient credit reductions provided in the stormwater calculations for the Property
described in the Maintenance Agreement as a result of such alteration or vacation. Upon
termination of any portion of the Easement(s), any residue of the Easement shall remain subject
to this Deed of Dedication and Easement. The termination of any portion of the Easement(s)
shall be recorded, at the sole expense of the Grantor, in the Circuit Court of Albemarle County
upon approval of the Albemarle County Attorney.
The Grantee, acting by and through its County Executive, duly authorized by resolution
adopted by the Board of Supervisors of the County of Albemarle, Virginia, accepts the
conveyance of this property pursuant to Virginia Code § 15.2-1803, as evidenced by the County
Executive's signature hereto and the recordation of this Deed.
3
Version.07/20/18
WITNESS the following signatures.
GRANTOR:
CHARLOTTESVILLE PROFFIT,LLC,
a Delaware limited liability company
By: Charlottesville Proffit ARCT,LLC,
a Delaware limited liability company
Manager
teA41 By: ARCTRUST Investments Manager, LLC,
a Delaware limited liability company,
Manager
:TA By:
Name:
Title:
By: WW#1 —3267 Proffit Road, Charlottesville,VA,LLC,
a Virginia limited liability company,
Manager
By:
Henry Renaud
Manager
STATE OF )
) SS.
COUNTY)
Personally came before me this day of , 2018,the above named
,the of ARCTRUST Investments Manager, LLC, the
manager of Charlottesville Proffit ARCT, LLC, the manager of Charlottesville Proffit LLC, to me
known to be said and acknowledged that [s]he executed the foregoing instrument as
the deed of said limited liability company,by its authority.
Notary Public
My Commission Expires:
SIGNATURES CONTINUE ON THE FOLLOWING PAGE
COMMONWEALTH OF VIRGINIA )
) SS.
FAIRFAX COUNTY )
Personally came before me this day of , 2018,the above named Henry
Renaud,the Manager of WW#1—3267 Proffit Road, Charlottesville,VA, LLC,manager of
Charlottesville Proffit, LLC,to me known to be said Manager and acknowledged that he executed
the foregoing instrument as the deed of said limited liability company,by its authority.
Notary Public
My Commission Expires:
SIGNATURES CONTINUE ON THE FOLLOWING PAGE
GRANTEE:
COUNTY OF ALBEMARLE, VIRGINIA
Jeffrey B. Richardson
County Executive
COMMONWEALTH OF VIRGINIA
CITY/COUNTY OF •
The foregoing instrument was acknowledged before me this day of
by Jeffrey B. Richardson, County Executive, on behalf of the Board of Supervisors of
Albemarle County, Virginia, Grantee.
Notary Public
My Commission Expires:
Registration number:
Approved as to Form:
County Attorney Date
Exhibit A
Property Legal Description
BEING PART OF THE PROPERTY ACQUIRED BY MALLOY PROPERTIES III, LLC, A
VIRGINIA LIMITED LIABILITY COMPANY FROM BRANCH BANKING AND TRUST
COMPANY, A NORTH CAROLINA BANKING CORPORATION BY DEED DATED
DECEMBER 9,2016 AS RECORDED IN DEED BOOK 4851 PAGE 460 AND DEED BOOK
4851 PAGE 466,ALSO BEING PARCEL 32 AS RECORDED IN DEED BOOK 950 PAGE 95
AND PART OF TRACT I AS SHOWN ON THE ATTACHED PLAT RECORDED IN DEED
BOOK 661 PAGE 797, ALL AMONG THE LAND RECORDS OF ALBEMARLE COUNTY,
VIRGINIA AND BEING MORE PARTICULARLY BOUNDED AND DESCRIBED AS
FOLLOWS:
BEGINNING AT A REBAR WITH CAP FOUND MARKING THE INTERSECTION OF
THE NORTHERLY RIGHT-OF-WAY LIMITS OF PROFFIT ROAD RTE.649(VARIABLE
WIDTH RIGHT-OF-WAY), WITH THE EASTERLY RIGHT-OF-WAY LIMITS OF
SEMINOLE TRAIL - US RTE. 29 (VARIABLE WIDTH RIGHT-OF-WAY), THENCE
WITH SAID EASTERLY RIGHT-OF-WAY LIMITS, THE FOLLOWING TWO COURSES
AND DISTANCES;
1. NORTH 25°24'55" EAST, 104.97 FEET TO A REBAR WITH CAP SET,THENCE;
2. CONTINUING, 131.35 FEET ALONG THE ARC OF A NON-TANGENTIAL CURVE
TO THE LEFT,HAVING A RADIUS OF 5856.58 FEET,A CENTRAL ANGLE OF 01°
17'06",AND A CHORD BEARING AND DISTANCE OF NORTH 36° 55'46" EAST,
131.35 FEET TO A REBAR FOUND MARKING THE INTERSECTION OF SAID
EASTERLY RIGHT-OF-WAY LIMITS, WITH THE DIVISION LINE BETWEEN
TRACT 2(DEED BOOK 661 PAGE 744)ON THE NORTH,AND SAID TRACT 1 ON
THE SOUTH, THENCE WITH SAID DIVISION LINE, THE FOLLOWING TWO
COURSES AND DISTANCES;
3. SOUTH 55°35'37" EAST,286.09 FEET ALONG A NON-TANGENTIAL LINE TO A
PK NAIL FOUND,THENCE;
4. CONTINUING, SOUTH 12° 17' 14" WEST, 142.66 FEET TO A PK NAIL FOUND
MARKING THE INTERSECTION OF SAID DIVISION LINE, WITH THE SAID
NORTHERLY RIGHT-OF-WAY LIMITS OF PROFFIT ROAD, THEN WITH SAID
NORTHERLY RIGHT-OF-WAY LIMITS, THE FOLLOWING THREE COURSES
AND DISTANCES;
5. NORTH 77°44'25"WEST,202.52 FEET TO A PK NAIL FOUND,THENCE;
6. CONTINUING, NORTH 61° 59' 00" WEST, 13.43 FEET TO A PK NAIL FOUND,
THENCE;
7. CONTINUING, NORTH 66° 34' 43" WEST, 130.65 FEET TO THE POINT OF
BEGINNING.
CONTAINING 62,317 SQUARE FEET OR 1.431 ACRES OF LAND,MORE OR LESS
TOGETHER WITH easements set forth in Deed of Easement by and between Charles WM.
Hurt, Stuart F. Carwile, as trustees for the 29-649 Land Trust, James F. Ewing, and Billie G.
Ewing, dated December 22, 1978,and recorded December 29, 1978,in Deed Book 661 at page
797
Exhibit C
Plat
Prepared Outside of the
Commonwealth of Virginia
By and Return To:
Erica H. Weiss, Esq.
Holland &Knight LLP
800 17th Street,NW, Suite 1100
Washington, DC 20006
Tax Map and Parcel: /�
d?rnm Clerk 's T r
This deed is exempt from taxation under Virginia Code §§ 58.1-811(A)(3). � v1 /mg C Qes V.
� € 17.t-266
DEED OF SIGHT DISTANCE EASEMENT
THIS DEED OF SIGHT DISTANCE EASEMENT (this "Easement") is made this
day of , 2018,by and between MARTHA JEFFERSON HOSPITAL, a
Virginia non-profit corporation,having an address of 500 Martha Jefferson Drive, Charlottesville,
Virginia 22911 ("Grantor")and THE COUNTY OF ALBEMARLE,VIRGINIA, a political
subdivision of the Commonwealth of Virginia("Grantee").
WITNESSETH:
WHEREAS, Grantor is the owner of that certain real property located in the County of
Albemarle, Virginia,more particularly described on Exhibit A attached hereto and incorporated
herein by reference (the "Property");
WHEREAS, Grantor has agreed to provide to Grantee a sight distance easement over a
portion of the Property(the"Easement Area") as more particularly described on the plat attached
hereto as Exhibit B (the "Plat").
NOW,THEREFORE, for and in consideration of the sum of One and 00/100 Dollar
($1.00), and the conditions, covenants and mutual agreements hereinafter set forth,the receipt and
sufficiency of which are hereby acknowledged by Grantor,the parties hereto agree as follows:
1,4_04,46111. Recitals. Each of the foregoing recitals is hereby incorporated into this Easement as if set
' forth in full herein.
1. Grant of Sight Distance Easement. Grantor hereby grants,transfers, conveys and assigns
to Grantee a sight distance easement over the Easement Area as required pursuant to that certain
Site Plan No. dated as approved by Grantee, for the purpose of
preventing obstructions to vehicular sight in conformance with Virginia Department of
Transportation("VDOT") standards. Grantor, its successors and assigns, shall not place or permit
on e 'ropert j ences, shrubbery, structures, or other facilities,plantings or ve.etation ?
(collectiv y "Improvements")within the bounds of said Easement AreaCtatAch Improvements
hall nobstruct vehicular sight from any direction.66i VDOT review wil le requirecJ.19phy
Improvements within said Easement Area. The right to enter ant-remove any obstructions for the
v
isi2�ss_�� steal( be StiL c.+ �-o V13OT loco vq)
purpose of maintaining clear sight distance within such Easement Area is hereby granted to
VDOT.
sLAll foe
2. Jr Maintenance. antor understands and agrees tha Grantor, at its sole cost and
expense4tfully rests sible for the management and continue maintenance of the Easement Area,
�--� and Grantor shall a keep the Easement Area in a safe condition without hazards at all times.
[MARK TO CONFIRM THAT THE HOSPITAL MAINTAINS]
3. Binding Effect. The Easement and the rights and obligations established herein
shall run with the land in perpetuity, and shall be binding upon the Grantor, Grantee, and their
successors and assigns. All references herein to the"Grantor"and the"Grantee"include their
respective successors and assigns. All references to the"Grantee,"when exercising any right or
obligation herein, includes the Grantee's officers,employees and agents.
The Grantee, acting by and through its County Executive, duly authorized by resolution
adopted by the Board of Supervisors of the County of Albemarle, Virginia, accepts the conveyance
of this easement pursuant to Virginia Code § 15.2-1803, as evidenced by the County Executive's
signature hereto and the recordation of this Easement.
[Signatures on the following page]
2
IN WITNESS WHEREOF, the parties have executed this Easement as of the day and year
first above written.
GRANTOR:
MARTHA JEFFERSON HOSPITAL, a
Virginia non-profit corporation
By:
Name:
Its:
STATE OF )
) SS.
COUNTY )
Personally came before me this day of , 2018 the above named
, the of Martha
Jefferson Hospital,to me known to be such and acknowledged that
[s]he executed the foregoing instrument as the deed of said corporation,by its authority.
Notary Public
My Commission Expires:
SIGNATURES CONTINUE ON THE FOLLOWING PAGE
[Signature page to Sight Distance Easement]
GRANTEE:
COUNTY OF ALBEMARLE, VIRGINIA
Jeffrey B. Richardson
County Executive
COMMONWEALTH OF VIRGINIA
CITY/COUNTY OF •
The foregoing instrument was acknowledged before me this day of
2018,by Jeffrey B. Richardson, County Executive, on behalf of the Board of Supervisors
of Albemarle County, Virginia, Grantee.
Notary Public
My Commission Expires:
Registration number:
Approved as to Form:
County Attorney Date
[Signature page to Sight Distance Easement]
Exhibit B
Plat Depicting Easement Area
Prepared Outside of the
Commonwealth of Virginia
By and Return To:
Erica H. Weiss, Esq.
Holland&Knight LLP
800 17th Street,NW
Suite 1100
Washington, DC 20006
LANDSCAPE AND MAINTENANCE EASEMENT
This LANDSCAPE AND MAINTENANCE EASEMENT, (this"Easement")is made
as of this day of , 2018,by and between MARTHA JEFFERSON
HOSPITAL, a Virginia non-profit corporation,having address of 500 Martha Je
Drive, Charlottesville, Virginia 22911 "Grantor")and CHARLOTTESVILLE PROFFIT,
LC, a Delaware limiter iia l ity company,having an address of 8605 Westwood Center Drive,
uite 410,Vienna,Virginia 2218 (`Grantee"). f
WITNESSETH:
WHEREAS, Grantor owns certain real property in the County of Albemarle,
Commonwealth of Virginia, as more particularly described on Exhibit A attached hereto and
incorporated herein by reference (the"Grantor's Property");
WHEREAS, Grantee owns certain real property in the County of Albemarle,
Commonwealth of Virginia, as more particularly described on Exhibit B attached hereto and
incorporated herein by reference (the "Grantee's Property");
WHEREAS, Grantee desires to construct and install, at Grantee's sole cost and expense,
landscaping improvements located on Grantor's Property; and
WHEREAS, Grantor desires to provide to Grantee, and Grantee desires to receive from
Grantor, easements to provide landscaping improvements located on Grantor's property as
depicted on the plat attached hereto as Exhibit C (the "Plat").
NOW THEREFORE, for and in consideration of the sum of One and 00/100 Dollar
($1.00), and the conditions, covenants and mutual agreements hereinafter set forth,the receipt and
sufficiency of which is hereby acknowledged by Grantor,the parties hereto agree as follows:
1. GRANTOR'S GRANT OF LANDSCAPE EASEMENTS. Grantor does hereby grant to
Grantee, and Grantee's agents, contractors, licensees, employees, representatives,
successors (including,without limitation, any and all successors to Grantee in title to the
Grantee's Property) and assigns (collectively,the "Grantee Parties"), the following
easements for landscaping purposes (collectively, the "Landscape Easements"),which
are each located on Grantor's Property, as depicted on the Plat:
#61806439_v1
a. Easement A: a [900 square foot] landscape easement for purposes of
installing certain landscaping improvements in the location and
configuration set forth as Landscape Easement A on the Plat("Landscape
Easement Area A");
b. Easement B: a [1,039 square foot] landscape easement for purposes of
installing certain landscaping improvements in the location and
configuration set forth as Landscape Easement B on the Plat("Landscape
Easement Area B"); and
c. Easement C: a [1,250 square foot] landscape easement or purposes of
installing certain landscaping improvements in the location and
configuration set forth as Landscape Easement C on the Plat("Landscape
Easement Area C"); Landscape Easement Area A, Landscape Easement
Area B and Landscape Easement Area C are collectively referred to as the
"Easement Areas").
The parties agree that Grantee shall have the right of access to the Easement Areas and
thrig ht to install,plant,maintain, inspect, remove and replace trees, shrubs, bushes,
grass, plants, groundcovers and other forms of vegetation, and landscaping features, to
include irrigation and lighting in the Easement Areas (the "Landscaping
Improvements") as required in the Final Site Plan No. approved by Albemarle
County,Virginia on . No temporary or permanent buildings,
structures or obstructions shall be placed on or over said Easement Areas by the Grantor,
nor shall the Grantor remove any such vegetation.
2. NO PUBLIC RIGHTS;NO THIRD PARTY BENEFICIARIES. Nothing contained in this
Easement shall or shall be deemed to constitute a gift or dedication of any portion of the
Easement Area to the general public, for the benefit of the general public,or for any public
purpose whatsoever,it being the intention of Grantor and Grantee that this Easement shall
be strictly limited to and for the purposes expressed herein. Grantor and Grantee agree and
acknowledge that, except as expressly set forth herein,there are no intended third party
beneficiaries of this Easement nor of any of the rights and privileges conferred herein.
3. INDEMNITY. Grantee,its successors or assigns, shall defend,indemnify and save
harmless Grantor, its officers, agents and employees,and any mortgagee of Grantor's
Property, from, against and with respect to any and all suits,demands, causes of actions,
liabilities, claims, losses,costs and expenses relating to or arising from or with respect to
any injury or damages of whatever nature,including death, or damage to property arising
out of or related to any activity of Grantee,its agents,employees, licensees or contractors,
their agents or employees on the Easement Area.
4. NOTICES. Notices in demand required or permitted to be given hereunder shall be given
by certified mail return receipt requested,or by a national overnight express service such as
Federal Express,addressed to the parties at their respective addresses listed above,or at such
other address as specified in writing by such party. Unless otherwise specified to the
contrary in this Easement,all notices shall be deemed to have been given upon receipt(or
refusal of receipt)thereof.
5. COUNTERPARTS. This Easement may be executed in several counterparts,each of which
shall be deemed an original. The signature of the parties hereto on this Easement may be
3
#61806439_v1
•
executed and notarized on separate pages,and when attached to this Easement shall
constitute one complete document.
6. CAPTIONS. The section headings appearing in this Easement are for convenience of
reference only, and are not intended,to any extent and for any purpose,to limit or define the
text of any section or subsection hereof.
7. NO PARTNERSHIP. None of the terms and provisions of this Easement shall be deemed
to create a partnership between or among the parties hereto in their respective businesses or
otherwise,nor shall any terms or provisions of this Easement cause them to be considered
joint venturers or members of any joint enterprise.
8. NO CANCELLATION UPON BREACH. It is expressly agreed that no breach of this
Easement shall entitle any party to cancel,rescind or o - jseterminate this Easement.
9. FURTHER ASSURANCES. Each party . -- -xecute and deliver such other
documents and take such other action as may be reasonably requested by the other party to
effectuate the purposes and intention of this Easement.
10. EXHIBITS. All exhibits referred to herein and attached hereto shall be deemed part of the
Easement.
11. RECORDING. The Easement shall be recorded among the land records of Albemarle
County,Virginia.
12. GOVERNING LAWS. The internal laws of the Commonwealth of Virginia shall apply to
the Easement without giving effect to the conflict of law provisions thereof.
13. SEVERABILITY. If any term,provision or condition contained in this Easement shall,to
any extent,be invalid or unenforceable,the remainder of this Easement(or the application
of such term,provision or condition to persons or circumstances other than those in respect
of which it is invalid or unenforceable) shall not be affected thereby, and each term,
provision or condition of this Easement shall be valid and enforceable to the fullest extent
permitted by law.
14. BINDING ON FUTURE PARTIES. The easements described herein shall run with the
land and shall be binding upon and inure to the benefit of the Grantor and Grantee and
their respective successors and assigns, including, without limitation, all subsequent
owners of Grantor's Property and Grantee's Property, or any portion thereof, and all
persons claiming under them.
[Signatures begin on the following page]
4
#61806439_v1
IN WITNESS WHEREOF, the parties have executed this Easement as of the day and year
first above written.
GRANTOR:
MARTHA JEFFERSON HOSPITAL, a
Virginia non-profit corporation
By:
Name:
Its:
STATE OF )
) SS.
COUNTY )
Personally came before me this day of , 2018 the above named
, the of Martha
Jefferson Hospital, to me known to be such and acknowledged
that [s]he executed the foregoing instrument as the deed of said corporation,by its authority.
Notary Public
My Commission Expires:
[Signature page to Landscape and Maintenance Easement]
GRANTEE:
CHARLOTTESVILLE PROFFIT,LLC,
a Delaware limited liability company.
By: Charlottesville Proffit ARCT, LLC,
a Delaware limited liability company
Manager
By: ARCTRUST Investments Manager, LLC,
a Delaware limited liability company,
Manager
By:
Name:
Title:
By: WW#1 —3267 Proffit Road, Charlottesville,VA,LLC,
a Virginia limited liability company,
Manager
By:
Henry Renaud
Manager
STATE OF )
) SS.
COUNTY )
Personally came before me this day of , 2018, the above named
, the of ARCTRUST Investments Manager, LLC, the
manager of Charlottesville Proffit ARCT, LLC, the manager of Charlottesville Proffit, LLC, to me
known to be said and acknowledged that[s]he executed the foregoing instrument as the
deed of said limited liability company,by its authority.
Notary Public
My Commission Expires:
[Signature page to Landscape and Maintenance Easement]
STATE OF )
) SS.
COUNTY )
Personally came before me this day of , 2018, the above named Henry Renaud,
the Manager of WW#1 —3267 Proffit Road,Charlottesville,VA,LLC,to me known to be said Manager
and acknowledged that he executed the foregoing instrument as the deed of said limited liability
company,by its authority.
Notary Public
My Commission Expires:
[Signature page to Landscape and Maintenance Easement]
Exhibit A
Description of Grantor's Property
#61806439_v1
Exhibit D
Easement Areas
Landscape Easement A:
[Insert Legal Description]
Landscape Easement B:
[Insert Legal Description]
Landscape Easement C:
[Insert Legal Description]
#61806439_v1
Prepared Outside of the
Commonwealth of Virginia
By and Return To:
Erica H. Weiss, Esq.
Holland&Knight LLP
800 17t Street,NW
Suite 1100
Washington, DC 20006
CONSTRUCTION AND MAINTENANCE EASEMENT
This CONSTRUCTION AND MAINTENANCE EASEMENT (this "Easement") is
made as of this_day of , 2018,by and between MARTHA JEFFERSON
HOSPITAL, a Virginia non-profit corporation,having address of 500 Martha ff
c______Driv Charlottesville, Virginia 22911 ("Grantor") and HARLOTTESVILLE PROFFIT,
LLC, a Delaware limited liability co yin an address of 8605 Westwood Center Drive,
Suite 410, Vienna, Virginia 22182 ("Grantee"). Ad /14 1( / ,,
WHEREAS, Grantor owns certain real property in the County of Albemarle,
Commonwealth of Virginia, as more particularly described on Exhibit A attached hereto and
incorporated herein by reference (the"Grantor's Property");
WHEREAS, Grantee owns certain real property in the County of Albemarle,
Commonwealth of Virginia, as more particularly described on Exhibit B attached hereto and
incorporated herein by reference(the"Grantee's Property"); dud �oo k? N�-2
WHEREAS, both the Grantor's Property and Grantee's Pro rty are enc bered by that
certain Deed of Easement dated December 22, 1978 recorded i Libe 661 a oli. 797 in the
land records of Albemarle County, Virginia ("Joint Access Easement") which provides Grantor
and Grantee the right of joint access from Seminole Trail (US Route 29), and from Proffit Road
(State Route 649) over and across a portion of each other's property (the "Joint Access
Easement Area");
WHEREAS, Grantee desires to construct and install, at Grantee's sole cost and expense,
the curb cuts, modifications and necessary improvements required by applicable law to provide
ingress and egress to and from both the Grantor's Property and the Grantee's Property
(collectively, the "Joint Access Improvements"), as depicted on that certain Final Site Plan
dated November_, 2018 prepared by Bohler Engineering, a copy of which is attached hereto as
Exhibit C ("Final Site Plan"); and
#61704412_v2
WHEREAS, Grantor desires to provide to Grantee, and Grantee desires to receive from
Grantor, temporary easements located on Grantor's Property(the "Easement Area"), as depicted
on the Final Site Plan attached hereto as Exhibit C.
NOW, THEREFORE, in consideration of One and NO/100 Dollars ($1.00) and the
conditions, covenants and mutual agreements hereinafter set forth, the receipt and sufficiency of
which is hereby acknowledged by Grantor,the parties hereto agree as follows:
1. GRANTOR'S GRANT OF TEMPORARY CONSTRUCTION EASEMENT. Grantor
does hereby grant, convey and warrant to Grantee and Grantee's agents, contractors,
tenants, licensees, guests, invitees, grantees, employees, representatives, successors
(including, without limitation, any and all successors to Grantee in title to the Grantee's
Property) and assigns (collectively, the "Grantee Parties"), non-exclusive, temporary
right and easement (which easement shall be appurtenant to the Grantee's Property and
shall herein be referred to as the "Temporary Easement") for the purposes of
constructing various new improvements, and make various modifications, designed to
effectuate the Joint Access Improvements in accordance with the Final Site Plan, and
ingress and egress of construction equipment and personnel across the Easement Area.
The parties hereby agree that the portion of the Joint Access Improvements providing
ingress and egress to and from U.S. Route 29 shall be operational prior to any portion of the
Joint Access Improvements providing ingress and egress to and from State Route 649. This
Temporary Easement shall terminate upon the earlier of final approval of the Joint Access
Improvements by Albemarle County or twenty-four (24) months following the date of
recordation of this Easement.
2. CONSTRUCTION LIENS. In the event any liens are filed against Grantor's Property, or
any part thereof, in connection with any work performed by or on behalf of Grantee or in
connection with any act or omission of Grantee pursuant to the Easement, Grantee shall
have the said liens promptly discharged of record or bonded over.
3. NONDISTURBANCE. Grantee will not unreasonably interfere with the activities of
Grantor and any of its agents, contractors, tenants, licensees, guests, invitees, grantees,
employees, representatives, successors (including, without limitation, any and all
successors in title to the Grantor's Property) and assigns (collectively, the "Grantor
Parties")in connection with its operations in the Easement Area.
4. MAINTENANCE. Grantor agrees, at its sole cost and expense, to maintain, and repair as
needed, the portion of the Joint Access Improvements located on Grantor's Property.
Grantee agrees, at its sole cost and expense,to maintain, and repair as needed,the portion of
the Joint Access Improvements located on Grantee's Property. If either party fails to
maintain or repair their portion of the Joint Access Improvements, then within thirty (30)
days after receipt of notice from the other party of the need for maintenance or repair of
the Joint Access Improvements, the other party shall have the right,but not the obligation,
to make the necessary repairs and shall be entitled to recover all reasonable costs and
2
#61704412_v2
expenses in connection therewith from the other party, including court costs and
attorney's fees, incurred in connection with such repairs or maintenance of the Joint
Access Improvements located on the defaulting party's property.
5. NO PUBLIC RIGHTS; NO THIRD PARTY BENEFICIARIES. Nothing contained in this
Easement shall or shall be deemed to constitute a gift or dedication of any portion of the
Easement Area to the general public, for the benefit of the general public, or for any public
purpose whatsoever, it being the intention of Grantor and Grantee that the Easement shall
be strictly limited to and for the purposes expressed herein. Grantor and Grantee agree and
acknowledge that, except as expressly set forth herein, there are no intended third party
beneficiaries of this Easement nor of any of the rights and privileges conferred herein.
6. INDEMNITY. Grantee, its successors or assigns, shall defend, indemnify and save
harmless Grantor, its officers, agents and employees, and any mortgagee of Grantor's
Property, from, against and with respect to any and all suits, demands, causes of actions,
liabilities, claims, losses, costs and expenses relating to or arising from or with respect to
any injury or damages of whatever nature, including death, or damage to property arising
out of or related to any activity of Grantee, its agents, employees, licensees or contractors,
their agents or employees on the Easement Area during the term of the Temporary
Easement.
7. NOTICES. Notices in demand required or permitted to be given hereunder shall be given
by certified mail return receipt requested, or by a national overnight express service such as
Federal Express, addressed to the parties at their respective addresses listed above, or at
such other address as specified in writing by such party. Unless otherwise specified to the
contrary in this Easement, all notices shall be deemed to have been given upon receipt (or
refusal of receipt)thereof.
8. NO STRICT CONSTRUCTION. The rule of strict construction does not apply to the grant
of easement contained herein. This grant shall be given a reasonable construction in order
that the intention of the parties to confer a commercially useable right of enjoyment to
Grantee with respect to such easement shall be effectuated. The parties acknowledge that
the parties and their counsel have reviewed and revised this Easement and that the normal
rule of construction to the effect that any ambiguities are to be resolved against the drafting
party shall not be employed in the interpretation of this Easement or any exhibits or
amendments hereto.
9. COUNTERPARTS. This Easement maybe executed in several counterparts, each of which
shall be deemed an original. The signature of the parties hereto on this Easement may be
executed and notarized on separate pages, and when attached to this Easement shall
constitute one complete document.
3
#61704412_v2
10. CAPTIONS. The section headings appearing in this Easement are for convenience of
reference only, and are not intended, to any extent and for any purpose,to limit or define the
text of any section or subsection hereof.
11. NO PARTNERSHIP. None of the terms and provisions of this Easement shall be deemed
to create a partnership between or among the parties hereto in their respective businesses or
otherwise, nor shall any terms or provisions of this Easement cause them to be considered
joint venturers or members of any joint enterprise.
12. NO CANCELLATION UPON BREACH. It is expressly agreed that no breach of this
Easement shall entitle any party to cancel,rescind or otherwise terminate this Easement.
13. FURTHER ASSURANCES. Each party agrees that it will execute and deliver such other
documents and take such other action as may be reasonably requested by the other party to
effectuate the purposes and intention of this Easement.
14. EXHIBITS. All exhibits referred to herein and attached hereto shall be deemed part of the
Easement.
15. RECORDING. The Easement shall be recorded among the land records of Albemarle
County,Virginia.
16. GOVERNING LAWS. The internal laws of the Commonwealth of Virginia shall apply to
the Easement without giving effect to the conflict of law provisions thereof.
17. SEVERABILITY. If any term, provision or condition contained in this Easement shall, to
any extent, be invalid or unenforceable, the remainder of this Easement (or the application
of such term, provision or condition to persons or circumstances other than those in respect
of which it is invalid or unenforceable) shall not be affected thereby, and each term,
provision or condition of this Easement shall be valid and enforceable to the fullest extent
permitted by law.
18. BINDING ON FUTURE PARTIES. The temporary easement and all covenants and
easements contained herein shall run with the land and shall inure to the benefit of and be
binding upon the parties,their successors and assigns.
4
#61704412_v2
IN WITNESS WHEREOF, the parties have executed this Easement as of the day and year
first above written.
GRANTOR:
MARTHA JEFFERSON HOSPITAL, a
Virginia non-profit corporation
By:
Name:
Its:
STATE OF )
) SS.
COUNTY )
Personally came before me this day of , 2018 the above named
, the of Martha
Jefferson Hospital, to me known to be such and acknowledged
that [s]he executed the foregoing instrument as the deed of said corporation,by its authority.
Notary Public
My Commission Expires:
5
#61704412_v2
GRANTEE:
CHARLOTTESVILLE PROFFIT,LLC,
a Delaware limited liability company
By: Charlottesville Proffit ARCT, LLC,
a Delaware limited liability company
Manager
By: ARCTRUST Investments Manager, LLC,
a Delaware limited liability company,
Manager
By:
Name:
Title:
By: WW#1 —3267 Proffit Road, Charlottesville,VA, LLC,
a Virginia limited liability company,
Manager
By:
Henry Renaud
Manager
STATE OF )
) SS.
COUNTY )
Personally came before me this day of , 2018, the above named
, the of ARCTRUST Investments Manager, LLC, the
manager of Charlottesville Proffit ARCT, LLC, the manager of Charlottesville Proffit LLC, to me
known to be said and acknowledged that [s]he executed the foregoing instrument as
the deed of said limited liability company,by its authority.
Notary Public
My Commission Expires:
#61704412_v2
STATE OF )
)SS.
COUNTY )
Personally came before me this day of , 2018, the above named Henry
Renaud, the Manager of WW#1 —3267 Proffit Road, Charlottesville,VA, LLC,to me known to be
said Manager and acknowledged that he executed the foregoing instrument as the deed of said
limited liability company,by its authority.
Notary Public
My Commission Expires:
2
#61704412_v2
EXHIBIT A
Grantor's Property
3
#61704412_v2
EXHIBIT C
Final Site Plan
(see attached)
#61704412_v2
Prepared Outside of the
Commonwealth of Virginia By
and Return To:
Erica H. Weiss, Esq.
Holland& Knight LLP
800 17th Street,NW
Suite 1100
Washington, DC 20006
DEED OF BOUNDARY LINE ADJUSTMENT
THIS DEED,dated as of the day of ,2018,by and among MARTHA
JEFFERSON HOSPITAL, a Virginia non-profit corporation(the "Hospital"),whose address is
500 Martha Jefferson Drive,Charlottesville VA 22911,and MALLOY PROPERTIES III,LLC,a
Virginia limited liability company, ("Malloy"), whose address is 8150 Leesburg Pike, Suite 270,
Vienna, VA 22182.
WITNESSETH :
WHEREAS, the Hospital is the owner of that certain real property more particularly
described in Exhibit A hereto (the "Hospital Property"); and
WHEREAS,Malloy is the owner of that certain real property more particularly described in
Exhibit B hereto (the "Malloy Property"); and
WHEREAS,it is the desire and intent of the Hospital and Malloy to adjust various common
boundary lines as hereinafter provided.
LOT ADJUSTMENT
NOW, THEREFORE, in consideration of the foregoing recitals, the sum of One Dollar
($1.00)cash in hand paid,and other good and valuable consideration,the receipt and sufficiency of
which are hereby acknowledged by the parties, the Hospital, as owner of the Hospital Property
hereby grants and conveys to Malloy with Special Warranty of Title,to be incorporated into the said
Malloy Property, that certain parcel of real property containing approximately [0.12 acres] (the
"Hospital Supplemental Property") as depicted on that certain Plat entitled "Boundary Line
Adjustment between Part of Tract 1 and Tract 2 and Consolidation with Parcel 32" prepared by
Bohler Engineering dated August 22, 2018 as Exhibit C hereto (the "BLA Plat").
The lands hereby conveyed to Malloy are adjacent to and contiguous with the Malloy
Property. This conveyance of the Hospital Supplemental Property is made for the purpose of
adjusting the boundary lines of said presently owned lands of the Hospital and Malloy,thus creating
a single lot or parcel owned by Malloy containing, after the conveyances or boundary line
adjustments set forth herein, approximately[1.517 acres] of land.
#61690329_v2
LOT ADJUSTMENT
NOW, THEREFORE, in consideration of the foregoing recitals, the sum of One Dollar
($1.00)cash in hand paid,and other good and valuable consideration,the receipt and sufficiency of
which are hereby acknowledged by the parties, Malloy, as owner of the Malloy Property hereby
grants and conveys to the Hospital with Special Warranty of Title,to be incorporated into the said
Hospital Property, that certain parcel of real property containing approximately [0.03 acres] (the
"Malloy Supplemental Property")1 as depicted on the BLA Plat.
The lands hereby conveyed to the Hospital are adjacent to and contiguous with the Hospital
Property. This conveyance of the Malloy Supplemental Property is made for the purpose of
adjusting the boundary lines of said presently owned lands of the Hospital and Malloy,thus creating
a single lot or parcel owned by the Hospital containing, after the conveyances or boundary line
adjustments set forth herein, approximately [4.084 acres] of land.
The portions of property hereby conveyed are subject to all recorded easements,conditions,
restrictions, and agreements that lawfully apply to such portions or any part thereof.
TO HAVE AND TO HOLD the portions of the property conveyed,together with all rights,
privileges,and advantages thereunto belonging or appertaining to the respective individual owners,
their successors or assigns, forever.
The platting of the land and adjustment of the boundary lines provided by this instrument are
made with the free consent and in accordance with the desires of Malloy and the Hospital and in
accordance with the provisions of Virginia Code Section 15.2-2264, and applicable regulations of
Albemarle County, Virginia, as evidenced by the approval of said boundary line adjustment by
authorized officials of Albemarle County, Virginia, as noted on the BLA Plat.
1 Since the recorded document will not show color,the supplemental properties need to be labeled on the exhibit.
2
IN WITNESS WHEREOF, the parties have executed this Deed of Boundary Line
Adjustment as of the date first above written.
MARTHA JEFFERSON HOSPITAL
By:
Name:
Title:
STATE OF }
} ss.
COUNTY OF }
On this the day of ,2018,before me,the undersigned officer,personally
appeared ,known to me(or satisfactorily proven)to be the person whose name
is subscribed to the within instrument and acknowledged that he executed same for the purposes and
in the capacity therein contained,and acknowledged that he executed same as the free act and deed
of said entity.
Notary Public
My Commission Expires
[Signature page to Deed of Boundary Line Adjustment]
MALLOY PROPERTIES III, LLC,
a Virginia limited liability company
By:
Name:
Title:
STATE OF }
} ss.
COUNTY OF }
On this the day of ,2018,before me,the undersigned officer,personally
appeared ,known to me(or satisfactorily proven)to be the person whose name
is subscribed to the within instrument and acknowledged that he executed same for the purposes and
in the capacity therein contained, and acknowledged that he executed same as the free act and deed
of said entity.
Notary Public
My Commission Expires
4
EXHIBIT A
HOSPITAL PROPERTY
EXHIBIT C
BLA PLAT
[Attach the final BLA Plat]